HomeMy WebLinkAbout2022-09-26 EDA Packet-Special Meeting
AGENDA
MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
SPECIAL MEETING
6:30 P.M. Monday, September 26, 2022
City Hall, Council Chambers
A.CALL TO ORDER
B.ROLL CALL
C.APPROVAL OF AGENDA
D.APPROVAL OF MINUTES
1.September 12, 2022 Economic Development Authority Meeting Minutes
E.PUBLIC HEARING
None
F.UNFINISHED BUSINESS
None
G.NEW BUSINESS
1.Tax Increment Financing District No. 1-16
a.Resolution Adopting a Tax Increment Financing Plan
b.Contract for Private Development
c.Resolution Authorizing Interfund Loan
2.Call for a Special Meeting of the EDA on October 10, 2022
H.ADJOURNMENT
RULES OF CIVILITY FOR THE CITY COUNCIL, BOARDS, COMMISSIONS AND OUR COMMUNITY
Following are rules of civility the City of Maplewood expects of everyone appearing at the Meetings - elected
officials, staff and citizens. It is hoped that by following these simple rules, everyone’s opinions can be heard
and understood in a reasonable manner. We appreciate the fact that when appearing at Council meetings, it is
understood that everyone will follow these principles:
Speak only for yourself, not for other council members or citizens - unless specifically tasked by your
colleagues to speak for the group or for citizens in the form of a petition.
Show respect during comments and/or discussions, listen actively and do not interrupt or talk amongst each
other.
Be respectful of the process, keeping order and decorum. Do not be critical of council members, staff or others
in public.
Be respectful of each other’s time keeping remarks brief, to the point and non-repetitive.
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MEETINGMINUTES
MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
6:00 P.M. Monday, September 12, 2022
City Hall, Council Chambers
A.CALL TO ORDER
A meeting of the Maplewood Economic Development Authority (EDA)was heldin the
City Hall Council Chambers and was called to order at6:01p.m. by President Knutson.
B.ROLL CALL
William Knutson, PresidentPresent
Marylee Abrams, CommissionerPresent
Rebecca Cave, CommissionerPresent
Kathleen Juenemann, CommissionerPresent
Nikki Villavicencio,CommissionerPresent
C.APPROVAL OF AGENDA
CommissionerAbramsmoved to approve the agendaas submitted.
Seconded by CommissionerJuenemannAyes – All
The motion passed.
D.APPROVAL OF MINUTES
1.July 25, 2022 Economic Development AuthoritySpecial Meeting Minutes
Agenda item G1 was changed to read: “Keith Dahl, Municipal Advisor with Ehlers,
addressed the EDA”.
CommissionerCavemoved to approve the July 25, 2022Economic Development
AuthoritySpecial Meeting Minutes asamended.
Seconded by CommissionerAbramsAyes – All
The motion passed.
E.PUBLIC HEARING
None
F.UNFINISHED BUSINESS
None.
G.NEW BUSINESS
1.Resolution Providing Approval of the 2023 Preliminary EDA Budget
Maplewood Finance Director Paulseth gave the staff report.
September 12, 2022
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Commissioner Abramsmoved to approvethe resolution providing approval of the 2023
Preliminary EDA Budget, in the amount of $150,000, with a funding request of $150,000
from the City Council.
Resolution 22-09-0014
RESOLUTION RECOMMENDING APPROVAL OF THE 2023
PRELIMINARY EDA BUDGET
WHEREAS, State law requires the City of Maplewood to certify its preliminary
property tax levy to the County Auditor by September 30th of each year; and
WHEREAS, the bylaws of the Maplewood Economic Development Authority
(EDA) require the EDA to submit an annual budget to the City Council for inclusion and
incorporation in the City’s annual budget and tax levy.
NOW THEREFORE BE IT RESOLVED that the Maplewood Economic Area
Development Authority (EDA) approves the 2023 Preliminary EDA Budget, in the amount
of $150,000, and recommends a request to the Maplewood City Council for funding in the
amount of $150,000 for fiscal year 2023.
Seconded by Commissioner JuenemannAyes – All
The motion passed.
2.Call for a Special Meeting of the EDA on September 26, 2022
Executive Director Coleman gave the staff report. EDA Attorney Batty provided
additional information.
Commissioner Abramsmoved to call a special meeting of the EDA on September 26,
2022 at 6:00pm in the City Hall Council Chambers for the purpose of reviewing Tax
Increment Financing applications.
Seconded by Commissioner JuenemannAyes – All
The motion passed.
H.ADJOURNMENT
President Knutsonadjourned the meeting at6:19p.m.
September 12, 2022
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MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY STAFF REPORT
Meeting Date September 26, 2022
REPORT TO: Melinda Coleman, Executive Director
REPORT FROM:
Michael Martin, AICP, Assistant Community Development Director
Jeff Thomson, Assistant Executive Director
PRESENTER:Jeff Thomson, Assistant Executive Director
AGENDA ITEM:
Tax Increment Financing District No. 1-16
a.Resolution Adopting a Tax Increment Financing Plan
b.Contract for Private Development
c.Resolution Authorizing Interfund Loan
Action Requested: Motion Discussion Public Hearing
Form of Action: Resolution OrdinanceContract/Agreement Proclamation
Policy Issue:
The Economic Development Authority (EDA) has received a Tax Increment Financing (TIF)
application from the developer of the Myth site at 3090 Southlawn Drive North. The application
requests TIF assistance for the construction of a 237-unit market-rate apartment building.
Recommended Action:
a.Motion to approve the resolution adopting a Tax Increment Financing Plan for Tax
Increment Financing District No. 1-16.
b.Motion to approve the Contract for Private Development with Maplewood Enclave, LLC.
a.Motion to approve the resolution authorizing an Interfund Loan for Advance of Certain Costs
in Connection with Tax Increment Financing District No. 1-16.
Fiscal Impact:
Is There a Fiscal Impact? No Yes, the true or estimated cost is $6,400,000.
Financing source(s): Adopted Budget Budget Modification New Revenue Source
Use of Reserves Other: Under the terms of the development
agreement, the EDA would issue a tax increment revenue note to the developer in the amount of
$6,400,000 to reimburse the property owner for site acquisition and site improvements associated
with the construction of 237 market-rate housing units. The note would be paid from future tax
increment generated by the private development over a maximum term of 16 years.
Strategic Plan Relevance:
Community InclusivenessFinancial & Asset MgmtEnvironmental Stewardship
Integrated CommunicationOperational EffectivenessTargeted Redevelopment
The city’s North End Vision Plan states: “The North End is a local and regional economic activity
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center characterized by a diverse mix of sustainable land uses where people of all backgrounds can
safely and easily come from near and far to gather for purposes of obtaining goods and services,
wellness, work, recreation, socialization, learning, and living.” One of the goals within the vision plan
includes “Promote redevelopment that brings people to the North End.” Finally, the Near-Term
Vision Plan calls for the “replacement of vacant or obsolete retail and parking space with new
residential, retail, office.”
Background:
Tax Increment Financing
On July 22, 2019, the city adopted a modified enabling resolution for the Maplewood Economic
Development Authority which grants the EDA authority to use tax increment financing. Tax
increment financing is a funding tool that takes advantage of the increase in property taxes that
result from redevelopment. The increase in tax revee is a result of the investment in the property
and the resulting increase in property taxes. TIF captures only the increase in taxes and not the
current or base amount of taxes that are currently paid. The increment can be used by the EDA to
repay debt, obligations, or certain costs incurred by the city as a result of the development. For this
application, the City would issue a Pay-As-You-Go (PAYGO) TIF Note to the developer for costs
associated with the redevelopment project. The PAYGO TIF Note would obligate the EDA to pay a
portion of annually generated tax increment over a specified period of time. The goal of the
proposed TIF district is to support redevelopment of the site that would not occur “but for” the
financial assistance from the EDA.
Proposed Development
The developer, Enclave Companies, is proposing to demolish the Myth Nightclub in order to
redevelop the site into a market-rate apartment building. The building would be four stories in height
with one level of underground parking. The 237-unit market-rate building includes the following
approximate unit mix: 10 percent studios/alcoves, 49 percent one-bedrooms, 36 percent two-
bedrooms, and 4 percent three-bedrooms. Parking is programmed at 1.57 stalls per unit overall—of
which, at least one stall per unit will be provided within a secured parking garage.
The proposed building includes high quality exterior materials, including cultured stone, brick,
quality siding. The architectural design implements a series of dormers, together with a variety of
vertical planes (bump-outs) providing visual interest.
Common area amenities include generously appointed landscaping with outdoor seating and patio;
4th-floor panoramic rooftop patio with indoor/outdoor seating; a large community room; wellness
center with gym-quality equipment; mini-mart; game room; work area with a coffee bar; spacious
lobby/lounge; connections to nearby trails; construction of a trail/greenway segment on-site; bike
storage; dog wash; car wash. Enclave Companies will be the general contractor.
TIF District and TIF Plan
The first resolution before the EDA would create a new redevelopment TIF district by adopting a tax
increment financing plan. This plan outlines the district boundaries, objectives and policies, fiscal
impacts, and the maximum budget for the district. The TIF plan itself does not grant any specific TIF
assistance or city financial obligations to support development within the district. The specific terms
of the TIF assistance are provided in the development agreement between the EDA and the
developer.
Term Sheet
On July 25, 2022, the EDA considered and approved a term sheet with Enclave Companies to
support the redevelopment project. The agreement includes the following terms:
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The developer will construct a 4-story building with approximately 237 units of market-rate
rental housing and related amenities.
The developer will commence construction by December 1, 2022 and complete
construction by December 31, 2024.
The developer will pay a $427,500 park dedication fee to the city.
The EDA will reimburse the developer through available tax increment for up to a total of
$6,400,000 (present value) of qualified costs for the project. Qualified costs include
acquisition, demolition, remediation, site improvement, and infrastructure costs.
The EDA will make payments to the developer through a PAYGO TIF Note from 90% of the
annually available tax increment over a maximum term of 14 years at a rate the lesser of
5.0% or the rate of the developer’s first mortgage lien.
The public assistance is subject to a lookback upon completion of construction. If the total
development costs actually incurred is less than the amount of the estimated total
development costs, the present value of the public assistance will be reduced by 50% of the
difference.
Development Agreement
City staff and our legal and financial advisors have negotiated the attached development agreement
which outlines the final details of the financial assistance.
The development agreement provides the same amount of financial assistance to the developer –
$6.4 million of present value. However, the development agreement restructures the tax increment
payments than what was outlined in the term sheet.
White the development agreement would increase the term of tax increment payments up to a
maximum of 16 years, the percentage of available increment paid to the developer would decrease
over time. The following is the payment structure:
95 percent of Tax Increment in years 1-5;
90 percent of Tax Increment in year 6;
85 percent of Tax Increment in year 7;
80 percent of Tax Increment in year 8;
75 percent of Tax Increment in year 9;
70 percent of Tax Increment in year 10;
65 percent of Tax Increment in year 11;
60 percent of Tax Increment in years 12 through Maturity Date.
The purpose of the revised payment schedule is to allow for a greater amount of tax increment to
be available to the EDA for potential future public improvements envisioned in the North End Vision
Plan. The vision plan includes a significant a number of public improvements – streets, sidewalks,
landscaping, and parks – to be constructed over the long term. The revised term and payment
structure could provide up to $2.9 million to the EDA over the term of the district. Again, the
development agreement only restructures the term and payment structure and does not increase
the present value amount of financial assistance provided to the developer.
The proposed agreement includes the following additional terms:
The EDA will issue a pay as you go note in the principal amount of $6,400,000. The note will
bear simple, non-compounding interest at the lesser of 5.0% or the rate of the developer’s
first mortgage.
The note is issued for reimbursement of qualifying costs, which include site acquisition,
public infrastructure, site preparation and site improvements, not to exceed the amount of
the note.
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The EDA would pledge the tax increment generated from the project for payment of the
principal and any accrued interest.
The EDA would only pay the developer from increment annually generated and nothing
more. If the amount of increment annually generated is not enough to pay the PAYGO Note,
the EDA is not obligated to pay the difference. The developer assumes the financial risk.
The term of the note is a maximum of 16 years.
The developer will pay a park fee in the amount of $427,500.
The agreement includes a lookback provision and reduction of the note if the total
redevelopment costs are less than $71,850,000.
The developer will commence construction by April 1, 2023 and complete construction by
April 1, 2025.
The developer will construct the building in accordance to the Green Building Code and
divert 75% of the demolition materials from landfills.
Interfund Loan Resolution
It is also recommended that the EDA approves an interfund loan from the EDA’s general fund to
pay any upfront costs of establishing and administering the TIF district and negotiating and drafting
the development agreement not already paid by the developer. Should the EDA need to draw on
the interfund loan, it will be paid back by the EDA’s retained share of the tax increments set aside to
pay for administrative expenses.
Attachments:
1.Resolution Adopting a Tax Increment Financing Plan
2.Contract for Private Development
3.Resolution Authorizing Interfund Loan
4.Modification to the Development Program and Tax Increment Financing Plan
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G1, Attachment 1
MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
ESOLUTION NO. __________
R
A RESOLUTION ADOPTING A TAX INCREMENT
FINANCING PLAN FOR TAX INCREMENT FINANCING
DISTRICT NO. 1-16
E IT RESOLVED by the Maplewood Economic Development Authority as follows:
B
Section 1. Recitals.
1.01. The Maplewood Economic Development Authority (“MEDA”) has been
established by the city of Maplewood (the “City”) to promote development and redevelopment
within Maplewood.
1.02. Under the terms of the modified enabling resolution adopted by the City on July 22,
2019, MEDA has all the powers and authority of an economic development authority under
Minnesota Statutes, sections 469.090 through 469.1081 (the “EDA Act”), of a housing and
redevelopment authority under Minnesota Statutes, sections 469.001 through 469.047 (the “HRA
Act”) and of a city under Minnesota Statutes, sections 469.124 through 469.134 (the “City
Development Districts Act”).
1.03. MEDA’s goals include recognizing the practical impediments to development and
redevelopment in areas of the community which are fully developed and offering public assistance
for projects which advance its goals.
1.04. In order to promote development and redevelopment of the community, the City
previously established Development District No. 1 (the “Development District”) and adopted a
Development District Program (the “Development Program”) for same.
1.05. In response to a redevelopment proposal regarding the property at 3090 Southlawn
Drive, MEDA authorized the preparation of a tax increment financing plan (the “TIF Plan”) for
Tax Increment Financing District No. 1-16 (the “TIF District”), which is contained in a document
entitled “Modification to the Development Program for Development District No. 1 and Tax
Increment Financing Plan for Tax Increment Financing District No. 1-16”, dated September 26,
2022 and on file with MEDA.
Section 2. Authority Approval.
2.01. Copies of the modified Development Program and the TIF Plan were transmitted
to the board of Independent School District No. 622 and the board of commissioners of Ramsey
County for review and comment and said public bodies were notified of the public hearing to be
held on the modified Development Program and TIF Plan by the City on September 26, 2022.
2.02. MEDA finds that its objectives of encouraging development and redevelopment
within the designated area of Maplewood will be advanced by adoption of the modified
Development Program and the TIF Plan.
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G1, Attachment 1
2.03. MEDA also finds that the modified Development Program and the TIF Plan are
consistent with the City’s comprehensive plan.
2.04. The TIF Plan is hereby adopted.
Section 3. Further Proceedings.
3.01. MEDA requests that the City hold a public hearing on the modified Development
Program and the TIF Plan pursuant to Minnesota Statutes, section 469.175 and recommends that
the modified Development Program and TIF Plan be approved by the City.
3.02. Upon approval of the modified Development Program and the TIF Plan by the City,
MEDA’s executive director is authorized and directed to request that the original tax capacity of
the property within TIF District No. 1-16 be certified to MEDA by Ramsey County.
Dated: September 26, 2022
______________________________
William Knutson, President
ATTEST:
_____________________________
Melinda Coleman, Executive Director
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G1, Attachment 2
DRAFT
September 20, 2022
CONTRACT
FOR
PRIVATE REDEVELOPMENT
By and Between
THE MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
and
MAPLEWOOD ENCLAVE LLC
This document drafted by:
KENNEDY & GRAVEN, CHARTERED (RHB)
150 South Fifth Street
Suite 700
Minneapolis, MN 55402
(612)337-9300
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G1, Attachment 2
TABLE OF CONTENTS
PAGE
PREAMBLE ....................................................................................................................................1
ARTICLE I
Definitions
ection 1.1. Definitions................................................................................................................2
S
Section 1.2. Exhibits ...................................................................................................................4
Section 1.3. Rules of Interpretation ............................................................................................5
ARTICLE II
Representations and Warranties
Section 2.1. Representations by MEDA ......................................................................................5
Section 2.2. Representations and Warranties by the Redeveloper ...............................................6
ARTICLE III
elopment Assistance
Redev
Section 3.1. Issuance of Pay-As-You-Go Note ...........................................................................6
Section 3.2. Conditions Precedent to Issuance of Note ...............................................................7
Section 3.3. Records ....................................................................................................................7
Section 3.4. Terms, Execution and Delivery of Note ..................................................................7
Section 3.5 Preparation and Delivery .........................................................................................9
Section 3.6 Security Provisions ..................................................................................................9
Section 3.7 Lookback Provisions and Reduction of Note ..........................................................9
ARTICLE IV
Construction of Minimum Improvements, Infrastructure
Improvements and Site Improvements
Section 4.1. Construction of Minimum Improvements .............................................................10
Section 4.2. Commencement and Completion of Construction .................................................10
Section 4.3. Certificate of Completion ......................................................................................10
Section 4.4. Reconstruction of Minimum Improvements ..........................................................10
ARTICLE V
Business Subsidy; Park Dedication
Section 5.1. No Business Subsidy..............................................................................................11
Section 5.2. Park Dedication Fee ...............................................................................................11
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ARTICLE VI
Payment of Taxes; Use of Tax Increment
Section 6.1. Taxes ......................................................................................................................11
Section 6.2. Right to Collect Delinquent Taxes .........................................................................11
Section 6.3. Reduction of Taxes ................................................................................................11
Section 6.4. Use of Tax Increment.............................................................................................12
ARTICLE VII
Res
trictions on Sale of Minimum Improvements
Section 7.1. Prohibition Against Sale of Minimum Improvements ...........................................12
ARTICLE VIII
Events of Default
Section 8.1. Events of Default Defined .....................................................................................12
Section 8.2. Remedies on Default ..............................................................................................13
Section 8.3. No Remedy Exclusive............................................................................................13
Section 8.4. No Additional Waiver Implied by One Waiver .....................................................13
ARTICLE IX
Additional Provisions
Section 9.1. Conflict of Interests; Representatives Not Individually Liable .............................14
Section 9.2. Restriction of Use .................................................................................................14
Section 9.3. Notices and Demands ............................................................................................14
Section 9.4. Counterparts ...........................................................................................................14
Section 9.5. Disclaimer of Relationships ...................................................................................15
Section 9.6. Amendment; Assignment.......................................................................................15
Section 9.7. Recording ...............................................................................................................15
Section 9.8. Release and Indemnification Covenants ................................................................15
Section 9.9. Titles of Articles and Sections ...............................................................................15
Section 9.10. Governing Law; Venue ..........................................................................................15
Section 9.11. Agreement Runs with the Land .............................................................................16
TESTIMONIUM............................................................................................................................17
SIGNATURES ......................................................................................................................... 17-18
EXHIBIT A LEGAL DESCRIPTION OF THE REDEVELOPMENT PROPERTY
EXHIBIT B DEPICTION OF THE REDEVELOPMENT PROPERTY AND
MINIMUM IMPROVEMENTS
EXHIBIT C FORM OF CERTIFICATE OF COMPLETION
EXHIBIT D FORM OF NOTE
EXHIBIT E FORM OF INVESTMENT LETTER
EXHIBIT F ESTIMATED TOTAL REDEVELOPMENT COSTS
EXHIBIT G LIST OF QUALIFIED COSTS
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CONTRACT FOR PRIVATE REDEVELOPMENT
This Contract for Private Redevelopment (the “Agreement”) is made this _____ day of
___________, 2022, by and between the Maplewood Economic Development Authority, a public
body corporate and politic under the laws of Minnesota, having its principal office at 1830 County
Road B E, Maplewood, Minnesota 55109-2702 (“Maplewood Economic Development Authority”
or “MEDA”), and Maplewood Enclave LLC, a limited liability company under the laws of
rd
Minnesota, having its principal office at 300 23
Avenue East, West Fargo, North Dakota 58078
(the “Redeveloper”).
WITNESSETH:
WHEREAS, MEDA finds there to exist within its commercial areas buildings that have a
blighting influence on surrounding properties and are structurally substandard due to their poor
physical condition or functional obsolescence and which, because of those conditions, threaten the
health, safety and welfare of the community; and
WHEREAS, MEDA finds that it is in the public interest, helpful for the tax base and
beneficial for the health, safety and welfare of the community as a whole to remove structurally
substandard buildings and to redevelop those properties in ways which will enhance the
attractiveness of its commercial areas; and
WHEREAS, MEDA finds that, due to market conditions which exist today and are likely
to persist for the foreseeable future, the private sector alone is at times not able to accomplish
redevelopment of the type needed and, therefore, such will not occur without public intervention;
and
WHEREAS, in order to foster the type of redevelopment described above, the City of
Maplewood established Development District No. 1 and adopted a Development District Program
to implement the goals and objectives thereof, all pursuant to Minnesota Statutes, sections 469.124
through 469.134; and
WHEREAS, to implement the goals of the Development District Program, MEDA
established Tax Increment Financing District No. 1-16 and adopted a tax increment financing plan
related thereto, all pursuant to Minnesota Statutes, sections 469.174 through 469.1799; and
WHEREAS, the Redeveloper has proposed to redevelop the property located at ________
County Road D, Maplewood, Minnesotathrough a project which MEDA believes is in the vital
and best interests of Maplewood and the health, safety and welfare of its residents, and in accord
with the public purposes and provisions of the applicable state and local laws and requirements for
which Development District No. 1 and Tax Increment Financing District No. 1-16 were
established.
NOW, THEREFORE, in consideration of the covenants and the mutual obligations of the
parties hereto, each of them does hereby covenant and agree with the other as follows:
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ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement the following terms shall have the meanings
given unless a different meaning clearly appears from the context:
Ad
“ministrative Costs” means the administrative expenses incurred by MEDA as defined
in section 469.174, subd. 14 of the TIF Act;
“Agreement” means this Agreement, as the same may be from time to time modified,
amended, or supplemented.
“Available Tax Increment” means the percent of the Tax Increment paid to MEDA by the
County with respect to the Redevelopment Property and the Minimum Improvements in the
amounts and during the periods provided below:
-95 percent of Tax Increment in years 1-5;
-90 percent of Tax Increment in year 6;
-85 percent of Tax Increment in year 7;
-80 percent of Tax Increment in year 8;
-75 percent of Tax Increment in year 9;
-70 percent of Tax Increment in year 10;
-65 percent of Tax Increment in year 11;
-60 percent of Tax Increment in years 12 through Maturity Date.
For purposes of this schedule “year” shall mean the calendar year in which the real estate taxes are
paid. By way of illustration, year 1 is 2025 and includes Available Tax Increment paid on
August 1, 2025 andFebruary 1, 2026 because real estate taxes would have been paid on May 15,
2025 and October 15, 2025.
“C
ertificate of Completion” means the certificate, in substantially the form attached hereto
as Exhibit D, which will be provided to the Redeveloper pursuant to Article IV of this Agreement.
“City” means the City of Maplewood, a municipal corporation under the laws of
Minnesota.
“” means Minnesota Statutes, sections 469.124 through
City Development Districts Act
469.134, as amended.
“County” means Ramsey County, Minnesota.
“Development District” means the City’s Development District No. 1.
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“Development District Program” or “Program” means the plan for development and
redevelopment of Development District No. 1, which was most recently modified by the City on
September 26, 2022.
“Economic Development Authorities Act” or “EDA Act” means Minnesota Statutes,
sections 469.090 through 469.108, as amended.
“Event of Default” means an action by the Redeveloper or MEDA listed in Article VIII of
this Agreement.
“Housing and Redevelopment Authorities Act” or “HRA Act” means Minnesota Statutes,
sections 469.001 through 469.047, as amended.
“Maplewood Economic Development Authority” or “MEDA” has the meaning set forth in
the preamble of this Agreement.
“M
aturity Date” means the date the Note has been paid in full or terminated, whichever is
earlier.
“Minimum Improvements” means demolition of the current improvements and
construction of a market rate apartment building containing approximately 237 units on the
Redevelopment Property. After completion of the Minimum Improvements, the term shall mean
the Redevelopment Property as improved by the Minimum Improvements. The Minimum
Improvements are generally depicted on Exhibit B attached hereto.
“Note” means the taxable Tax Increment Revenue Note, in substantially the form attached
hereto as Exhibit D, to be delivered by MEDA to the Redeveloper pursuant to Article III of this
Agreement.
“Payment Date” means, with respect to the Note, August 1, 2025 and each February 1 and
August 1 thereafter through the final payment on February 1, 2041.
“Q
ualifying Costs” means the cost, in an estimated amount of $6,400,000, incurred by the
Redeveloper related to completion of the Minimum Improvements which MEDAintends to
partially reimburse through issuance of the Noteand which are listed on Exhibit G attached hereto.
“R
edeveloper” has the meaning set forth in the preamble of this Agreement.
“Redevelopment Assistance” means the financial assistance to be offered by MEDAto the
Redeveloper through issuance of the Note.
“Redevelopment Property” means the property at ______ County Road D, generally
located south of County Road D and east of Southlawn Drive and upon which the Minimum
Improvements will be constructed. The property is legally described in Exhibit A and depicted on
Exhibit B attached hereto.
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“Sale” means any conveyance or transfer of fee simple title to the Minimum Improvements
or the Redevelopment Property, as more fully defined in Article VII of this Agreement.
“State” means the state of Minnesota.
“Substantial Completion”or “Substantially Completed” means completion of the
Minimum Improvements to a degree allowing the issuance of a certificate of occupancy or
temporary certificate of occupancy by the City’s building official.
“Tax Increment” means the tax increment, as that term is defined in Minnesota Statutes,
section 469.174, subd. 25, which is paid to MEDA by the County with respect to the
Redevelopment Property and the Minimum Improvements.
“Tax Increment Financing Act” or “TIF Act” means Minnesota Statutes, sections 469.174
through 469.1799, as amended.
“Tax Increment Financing District” or “TIF District” means MEDA’s Tax Increment
Financing District No. 1-16.
“Tax Increment Financing Plan” or “TIF Plan” means the tax increment plan for Tax
Increment Financing District No. 1-16 which was approved by MEDA and the City on
September 26, 2022.
“Tax Official” means the County assessor, County auditor, County or state board of
equalization, the commissioners of revenue of the State, or any State or federal district court, the
tax court of the State, or the State Supreme Court.
“Termination Date” means the date Tax Increment Financing District No. 1-16 terminates,
which is estimated to be after 25 years after the date of receipt of the first increment, or the date
the Note has been paid through Available Tax Increment or terminated and all other obligations of
the TIF District have been paid or satisfied, whichever occurs first.
“U
navoidable Delays” means delays which are the direct result of unanticipated adverse
weather conditions; strikes or other labor troubles; pandemic, epidemic; government mandated
quarantine or travel bans; government mandated closures, declared state of emergency or public health
fire or other casualty to the Minimum Improvements; litigation commenced by third
emergency;
parties which, by injunction or other similar judicial action, directly results in delays; or, except
those of MEDA or the City reasonably contemplated by this Agreement, any acts or omissions of
any federal, State or local governmental unit which directly result in delays in construction of the
Minimum Improvements.
Section 1.2. Exhibits. The following exhibits are attached to and by reference made a part
of this Agreement:
Exhibit A. Legal description of the Redevelopment Property
Exhibit B. Depiction of the Redevelopment Property and Minimum Improvements
Exhibit C. Form of Certificate of Completion
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Exhibit D. Form of Note
Exhibit E. Form of Investment Letter
Exhibit F. Estimated Total Redevelopment Costs
Exhibit G. List of Qualifying Costs
Section 1.3. Rules of Interpretation. (a) This Agreement shall be interpreted in accordance
with and governed by the laws of Minnesota.
)The
(b words “herein” and “hereof” and words of similar import, without reference to
any particular section or subdivision, refer to this Agreement as a whole rather than any particular
section or subdivision hereof.
(c)References herein to any particular section or subdivision hereof are to the section
or subdivision of this Agreement as originally executed.
(d)Any titles of the several parts, articles and sections of this Agreement are inserted
for convenience and reference only and shall be disregarded in construing or interpreting any of
its provisions.
ARTICLE II
Representations and Warranties
Section 2.1. Representations by MEDA. MEDA makes the following representations as
the basis for the undertaking on its part herein contained:
(a)MEDA is an economic development authority duly organized and existing under
the EDA Act and also having the powers of a housing and redevelopment authority under the HRA
Act and of a city under the City Development Districts Act. MEDA has the authority to enter into
this Agreement and carry out its obligations hereunder.
(b)The individuals executing this Agreement and related agreements and documents
on behalf of MEDA have the authority to do so and to bind MEDA by their actions.
(c)TIF District No. 1-16 is a redevelopment tax increment financing district within the
meaning of the TIF Act and was created, adopted and approved in accordance with the TIF Act.
The Redevelopment Property is within TIF District No. 1-16.
(d)There are no previous agreements to which MEDA is a party pertaining to the
Redevelopment Property which would preclude the parties from entering into this Agreement or
which would impede the fulfillment of the terms and conditions of this Agreement.
(e)The activities of MEDA pursuant to this Agreement are undertaken pursuant to the
Program and TIF Plan and are for the purpose of assisting the redevelopment of the Redevelopment
Property.
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(f)MEDA will act in a timely manner to consider all approvals required under this
Agreement and will cooperate with the Redeveloper in seeking consideration by the City of any
additional approvals which must be granted by the City.
Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper makes
the following representations and warranties as the basis for the undertaking on its part herein
contained:
(a)The Redeveloper is a limited liability company validly existing under the laws of
Minnesota. The Redeveloper has the authority to enter into this Agreement and carry out its
obligations hereunder.
(b)The persons executing this Agreement and related agreements and documents on
behalf of the Redeveloper have the authority to do so and to bind the Redeveloper by their actions.
(c)The Redeveloper has analyzed the economics of the cost of the Minimum
Improvements and concluded that, absent the Redevelopment Assistance to be offered under this
Agreement, it would not undertake this project.
(d)Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terms, conditions or provisions of any limited liability company organizational documents or
any evidence of indebtedness, agreement or instrument of whatever nature to which the
Redeveloper is now a party or by which it is bound, or constitutes a default under any of the
foregoing.
ARTICLE III
Redevelopment Assistance
Section 3.1. Issuance of Pay-As-You-Go Note. (a) In consideration of the Redeveloper
constructing the Minimum Improvements and to finance the reimbursement of the Qualifying
Costs, MEDAwill issue and the Redeveloper will purchase the Note in a principal amount not to
exceed $6,400,000 and in substantially the form set forth in Exhibit D attached hereto. The Note
will bear simple, non-compounding interest at the lesser of 5.0 percent per annum or the rate of
the Redeveloper’s first mortgage. MEDA and the Redeveloper agree that the consideration from
the Redeveloper for the purchase of the Note will consist of the Redeveloper’s payment of the
Qualifying Costs, and other expenditures which are eligible for reimbursement with Tax Increment
and which are incurred by the Redeveloper in at least the principal amount of the Note. MEDA
will deliver the Note upon satisfaction by the Redeveloper of all the conditions precedent specified
in section 3.2 of this Agreement.
(b)The Redeveloper understands and acknowledges that MEDAmakes no
representations or warranties regarding the amount of Available Tax Increment, or that revenues
pledged to the Note will be sufficient to pay the principal of and interest on the Note. Any
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estimates of Tax Increment prepared by MEDA or its financial advisors in connection with the
TIF District or this Agreement are for the benefit of MEDA and are not intended as representations
on which the Redeveloper may rely.
Section 3.2. Conditions Precedent to Issuance of Note. Notwithstanding anything in this
Agreement to the contrary, MEDA shall not be obligated to issue the Note until all of the following
conditions precedent have been satisfied:
(a)MEDA and the Redeveloper have executed this Agreement;
(b
)The Redeveloper has Substantially Completed the Minimum Improvements;
(c)The Redeveloper has submitted evidence it has paid for the Qualifying Costs, it
being agreed that paid receipts and lien waivers, in an aggregate amount at least equal to the
principal amount of the Note are sufficient evidence;
(d
)The Redeveloper has submitted evidence of its actual total redevelopment costs for
each line item in Exhibit F;
(e)MEDAhas issued the Certificate of Completion;
(f)The City has issued the Certificate of Occupancy;
(g)The Redeveloper has submitted the Investment Letter; and
(h)There has been no Event of Default on the part of the Redeveloper which is continuing
or has not been cured.
Section 3.3. Records. MEDA and its representatives will have the right at all reasonable
times after reasonable notice to inspect, examine and copy invoices paid by Redeveloper and/or
its general contractorrelating to the Qualifying Costs for which the Redeveloper will be
reimbursed under the Note.
Section 3.4. Terms, Execution and Delivery of Note.
(a)The Note will be issued as a single typewritten note numbered R-1. The Note will
be issuable only in fully registered form. Principal of and interest on the Note will be payable by
check or draft issued by the Registrar described herein.
(b)Principal of and interest on the Note will be payable by mail to the owner of record
th
thereof as of the close of business on the 15 day of the month preceding the Payment Date,
whether or not the day is a business day.
(c)MEDA hereby appoints MEDA’s Executive Director to perform the functions of
registrar, transfer agent and paying agent (the “Registrar”). The effect of registration and the rights
and duties of MEDA and the Registrar with respect thereto will be as follows:
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(i)The Registrar will keep at her office a bond register in which the Registrar
will provide for the registration of ownership of the Note and the registration of transfers
and exchanges of the Note.
(ii)Upon surrender for transfer of the Note duly endorsed by the registered
owner thereof or accompanied by a written instrument of transfer, in form reasonably
satisfactory to the Registrar, duly executed by the registered owner thereof or by an
attorney duly authorized by the registered owner in writing, the Registrar will authenticate
and deliver, in the name of the designated transferee or transferees, a new Note of a like
aggregate principal amount and maturity, as requested by the transferor. Notwithstanding
the foregoing, the Note will not be transferred to any person other than an affiliate, or other
related entity, of the owner unless MEDA has been provided with an investment letter in a
form substantially similar to the investment letter submitted by the owner or a certificate
of the transferor, in a form satisfactory to MEDA, that the transfer is exempt from
registration and prospectus delivery requirements of federal and applicable state securities
laws. The Registrar may close the books for registration of any transfer after the fifteenth
day of the month preceding each Payment Date and until the final Payment Date.
(iii)The Note surrendered upon any transfer will be promptly cancelled by the
Registrar and thereafter disposed of as directed by MEDA.
(iv)When the Note is presented to the Registrar for transfer, the Registrar may
refuse to transfer the same until she is satisfied that the endorsement on the Note or separate
instrument of transfer is legally authorized. The Registrar will incur no liability for her
refusal, in good faith, to make transfers which she, in her judgment, deems improper or
unauthorized.
(v)MEDA and the Registrar may treat the person in whose name the Note is at
any time registered in the bond register as the absolute owner of the Note, whether the Note
is overdue or not, for the purpose of receiving payment of, or on account of, the principal
of and interest on the Note and for all other purposes, and all the payments so made to any
registered owner or upon the owner’s order will be valid and effectual to satisfy and
discharge the liability of MEDA upon the Note to the extent of the sum or sums so paid.
(vi)For every transfer or exchange of the Note, the Registrar may impose a
charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee, or
other governmental charge required to be paid with respect to the transfer or exchange.
(vii)In case theNote becomes mutilated or is lost, stolen, or destroyed, the
Registrar will deliver a new Note of like amount, maturity dates and tenor in exchange and
substitution for and upon cancellation of the mutilated Note or in lieu of and in substitution
for the Note which is lost, stolen, or destroyed, upon the payment of the reasonable
expenses and charges of the Registrar in connection therewith; and, in the case the Note
which is lost, stolen, or destroyed, upon filing with the Registrar of evidence satisfactory
which is it that the Note which is lost, stolen, or destroyed, and of the ownership thereof,
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and upon furnishing to the Registrar of an appropriate bond or indemnity in form,
substance, and amount satisfactory to it, in which both MEDA and the Registrar will be
named as obligees. The Note so surrendered to the Registrar will be cancelled by her and
evidence of the cancellation will be given to MEDA. If the mutilated, lost, stolen, or
destroyed Note has already matured or been called for redemption in accordance with its
terms, it will not be necessary to issue a new Note prior to payment.
Section 3.5. Preparation and Delivery. The Note will be prepared under the direction of
the Executive Director and will be executed on behalf of MEDA by the signatures of its President
and Executive Director. In case any officer whose signature appears on the Note ceases to be the
officer before the delivery of the Note, the signature will nevertheless be valid and sufficient for
all purposes, the same as if the officer had remained in office until delivery. When the Note has
been so executed, it will be delivered by MEDA to the owner following satisfaction of the
conditions precedent.
Section 3.6. Security Provisions.
(a)MEDA hereby pledges to the payment of the principal of and interest on the Note
all Available Tax Increment as defined in this Agreement. Available Tax Increment will be applied
to payment of the principal of and interest on the Note in accordance with the terms of the Note.
(b)Until the date the Note is no longer outstanding and no principal thereof or interest
thereon remains unpaid, MEDA will maintain a separate and special “Bond Fund” to be used for
no purpose other than the payment of the principal of and interest on the Note. MEDA irrevocably
agrees to appropriate to the Bond Fund in each year Available Tax Increment. Any Available Tax
Increment remaining in the Bond Fund will be transferred to MEDA’s account for the TIF District
upon the payment of all principal and interest to be paid with respect to the Note.
Section 3.7. Lookback Provisions and Reduction of Note.The amount of the
Redevelopment Assistance has been established based on an estimate of the Redeveloper’s total
redevelopment costs for the Minimum Improvements. After completion of the Minimum
Improvements, the Redeveloper agrees to submit evidence of its actual costs to MEDA for
comparison with the estimated costs listed on Exhibit F. If the actual total redevelopment costs
are lower than the estimated total redevelopment costs listed in Exhibit F, the principal amount of
the Note will be reduced by one-half of the amount by which the estimated costs exceed the actual
costs. Notwithstanding the above, there will be no reduction in the principal amount of the Note
unless the actual total redevelopment costs are less than $71,850,000. The Note will not be issued
until MEDA has compared actual with estimated total redevelopment costs as described herein
and adjusted the principal amount of the Note, if needed.
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ARTICLE IV
onstruction of Minimum Improvements, In
Cfrastructure
Improvements and Site Improvements
Section 4.1. Construction of Minimum Improvements. (a) TheRedeveloper agrees that
it will construct the Minimum Improvements on the Redevelopment Property. In addition to the
requirements of this Agreement, construction of the Minimum Improvements will necessitate
compliance with other reviews and approvals by the City and possibly other governmental
agencies and, to the extent such approvals have not already been obtained. The Redeveloper agrees
to submit all applications for and pursue to their conclusion all other approvals needed prior to
constructing the Minimum Improvements.
(b)The Developer agrees to pay the City all fees required to construct the Minimum
Improvements, including plan review fee, building permit fee and state surcharges, in the amounts
provided under the City’s then-current fee schedule. The Minimum Improvements and
Redevelopment Property must meet the requirements of the Maplewood Green Building Program.
A de-construction permit is required for removal of the existing building, which will require that
75 percent of the materials removed must be diverted from landfills. A full report detailing the
de-construction procedure must be submitted with the permit. The County Department of Health
must be notified at least 10 days prior to issuance of the de-construction permit.
Section 4.2. Commencement and Completion of Construction. Subject to Unavoidable
Delays, the Redeveloper shall commence construction of the Minimum Improvements by no later
than April 1, 2023 which shall mean beginning of physical improvement to the Redevelopment
Property by demolition, grading, excavation or other physical preparation work. The Minimum
Improvements shall be Substantially Complete by no later than April 1, 2025.
Section 4.3. Certificate of Completion. After Substantial Completion of the Minimum
Improvements in accordance with all terms of this Agreement and at the written request of the
Redeveloper, MEDA will, within 20 days thereafter, furnish a Certificate of Completion in the
form of Exhibit D attached hereto.
Section 4.4. Reconstruction of Minimum Improvements. If the Minimum Improvements
on the Redevelopment Property are damaged or destroyed before issuance of a Certificate of
Completion, the Redeveloper agrees, for itself and its successorsand assigns, to reconstruct or
cause the reconstruction of the Minimum Improvements on the Redevelopment Property within
two years of the date of the damage or destruction. The Minimum Improvements shall be
reconstructed in accordance with the original construction plans, or such modifications thereto as
may be agreed to by the City and MEDA.
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ARTICLE V
Business Subsidy; Park Dedication Fee
Section 5.1. No Business Subsidy. Because all the Redevelopment Assistance offered by
MEDA to the Redeveloper is related to housing, the Business Subsidy Act, Minnesota Statutes,
sections 116J.193 through 116J.195, does not apply.
Section 5.2. Park Dedication Fee. The Developer agrees to pay the City a park dedication
fee in the amount of $427,500 at the time of approval of the replat of the Redevelopment Property.
ARTE VI
ICL
Payment of Taxes; Use of Tax Increment
Section 6.1. Taxes. The Redeveloper agrees to pay before delinquency directly to the
taxing authority, all taxes, general and special assessments, and other public charges levied upon
or assessed against the Redevelopment Property and any buildings, structures, fixtures, or
improvements thereon which first become due during the term of this Agreement.
Section 6.2. Right to Collect Delinquent Taxes. The Redeveloper acknowledges that at
all times prior to the Termination Date, MEDA shall have the right to sue the Redeveloper or its
successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon
and to pay over the same as a tax payment to the County auditor. In any such suit in which MEDA
prevails, MEDA shall also be entitled to recover its reasonable out-of-pocket costs, expenses and
attorney fees.
S
ection 6.3. Reduction of Taxes. (a) The Redeveloper agrees that prior to the
Termination Date it will not cause a reduction in the real property taxes paid in respect of the
Redevelopment Property through: (i) willful destruction of the Minimum Improvements or
Redevelopment Property or any part thereof; or (ii) willful refusal to reconstruct damaged or
destroyed property. The Redeveloper also agrees that it will not, prior to the Termination Date,
apply for an exemption from or a deferral of property tax on the Minimum Improvements or
Redevelopment Property pursuant to any law, or transfer or permit transfer of the Minimum
Improvements or Redevelopment Property to any entity whose ownership or operation of the
property would result in the Minimum Improvements or Redevelopment Property being exempt
from real property taxes under State law.
(b)The Redeveloper agrees to notify MEDA within 10 days of filing any petition to
seek reduction in the taxable market value of the Minimum Improvements under any State law
(referred to as a “Tax Appeal”). If as of any Payment Date, any Tax Appeal is then pending,
which involves an appeal to reduce the taxable market value of the Minimum Improvements
below $54,510,000, MEDA will suspend payments on the TIF Note until the conclusion of the
Tax Appeal. MEDA will apply any withheld amount to the extent not reduced as a result of the
Tax Appeal promptly after the Tax Appeal is fully resolved and the amount of Available Tax
Increment, as applicable, attributable to the disputed tax payments is finalized.
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Section 6.4. Use ofTax Increment. Except as provided for in this Agreement, MEDA
shall be free to use any Tax Increment it receives from the County with respect to TIF District No.
1-16 for any purpose for which such increment may lawfully be used under the TIF Act and MEDA
shall have no obligations to the Redeveloper with respect to the use of such Tax Increment.
ARTICLE VII
Restrictions on Sale of Minimum Improvements
Section 7.1. Prohibition Against Sale of Minimum Improvements. The Redeveloper
represents and agrees that its use of the Redevelopment Property and its other undertakings
pursuant to the Agreement, are, and will be, used for the purpose of construction of the Minimum
Improvements and not for speculation in land holding. The Redeveloper represents and agrees
that, prior to the issuance of a Certificate of Completion regarding the Minimum Improvements,
there shall be no Sale of the Redevelopment Property or the Minimum Improvements constructed
thereon nor shall the Redeveloper suffer any such Sale to be made, without the prior written
approval of MEDA, which approval shall not be unreasonably withheld, conditioned or delayed;
provided however, notwithstanding the foregoing, the Redeveloper shall be entitled to lease units
in the apartment building to third parties without the prior written approval of MEDA. As a
condition of approval of any such sale in cases where such approval is required, MEDA shall
require, at a minimum, that the proposed transferee shall have entered into an agreement whereby
the transferee expressly assumes all of the Redeveloper’s obligations under this Agreement. Any
such agreement shall include MEDA as a party and otherwise be in form and substance reasonably
acceptable to MEDA.
ARTICLE VIII
Events of Default
Section 8.1. Events of Default Defined. Each and every one of the following shall be an
Event of Default under this Agreement:
(lure of the Redeveloper to pay real estate taxes or special assessments on the
a)Fai
Redevelopment Property or Minimum Improvements as they become due;
(b)Failure by the Redeveloper to commence and Substantially Complete construction
of the Minimum Improvements pursuant to the terms, conditions and limitations of Article IV of
this Agreement, including the timing thereof, unless such failure is caused by an Unavoidable
Delay or waived by MEDA;
(c)If the Redeveloper shall file a petition in bankruptcy, or shall make an assignment
for the benefit of its creditors or shall consent to the appointment of a receiverand such petition is
not vacated within sixty (60) days of filing;
(d)Sale of the Redevelopment Property or the Minimum Improvements, or any portion
thereof, by the Redeveloper in violation of Article VII of this Agreement; or
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(e)Failure by either party to observe or perform any material covenant, condition,
obligation or agreement on its part to be observed or performed under this Agreement, including
but not limited to any action necessary for the establishment of the TIF District.
Section 8.2. Remedies on Default. Whenever any Event of Default referred to in section
8.1 of this Agreement occurs, the non-defaulting party may take any one or more of the following
actions after providing 30 days written notice to the defaulting party of the Event of Default, but
only if the Event of Default has not been cured within said 30 days from the receipt of Notice or,
if the Event of Default is by its nature incurable within 30 days, the defaulting party does not
provide assurances to the non-defaulting party reasonably satisfactory to the non-defaulting party
that the Event of Default will be cured and will be cured as soon as reasonably possible:
(a)Suspend its performance under this Agreement until it receives assurances from the
defaulting party, deemed adequate by the non-defaulting party, that the defaulting party will cure
its default and continue its performance under this Agreement;
(b)If the default occurs prior to completion of the Minimum Improvements, MEDA
may withhold any undelivered Certificate of Completion until such default is cured;
(c)If the default occurs after issuance of the Certificate of Completion, MEDA may
suspend payments under the Note or terminate the Note; and
(d)Take whateverreasonable action, including legal or administrative action, which
may appear necessary or desirable to the non-defaulting party to collect any payments due under
this Agreement or to enforce performance and observance of any obligation, agreement, or
covenant of the defaulting party under this Agreement.
Section 8.3. No Remedy Exclusive. No remedy conferred herein or reserved to the parties
is intended to be exclusive of any other available remedy or remedies, but each and every remedy
shall be cumulative and shall be in addition to every other remedy given under this Agreement or
now or hereafter existing at law or in equity. No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power or shall be construed to be a waiver
thereof, but any such right and power may be exercised from time to time and as often as may be
deemed expedient. In order to entitle MEDA or the Redeveloper to exercise any remedy reserved
to it, it shall not be necessary to give notice, other than such notice as may be required in Article
IX of this Agreement.
Section 8.4. No Additional Waiver Implied by One Waiver. In the event any covenant or
agreement contained in this Agreement should be breached by either party and thereafter waived
by the other party, such waiver shall be limited to the particular breach so waived and shall not be
deemed to waive any other concurrent, previous or subsequent breach hereunder
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ARTICLE IX
dditional Provisions
A
Section 9.1. Conflict of Interests; Representatives Not Individually Liable. No member,
official, or employee of MEDA shall have any personal financial interest, direct or indirect, in the
Agreement, nor shall any such member, official, or employee participate in any decision relating
to the Agreement which affects his or her personal financial interests or the interestsof any
corporation, partnership, or association in which he or she is, directly or indirectly, interested. No
member, official, or employee of MEDA shall be personally liable to the Redeveloper, or any
successor in interest, in the event of any default or breach or for any amount which may become
due or on any obligations under the terms of this Agreement.
Section 9.2. Restrictions of Use. The Redeveloper agrees that through the Termination
Date it will use or allow the use of the Minimum Improvements only for such uses as permitted
under the City’s land use regulations.
Section 9.3. Notices and Demands. Except as otherwise expressly provided in this
Agreement, any notice, demand, or other communication under the Agreement or any related
document by either party to the other shall be sufficiently given or delivered if it is dispatched by
registered or certified United States mail, postage prepaid, return receipt requested, or delivered
personally to:
(a)in the case of the Redeveloper:Maplewood Enclave LLC
rd
300 23 Avenue East, Suite 300
West Fargo, ND 58078
(b)in the case of MEDA:Maplewood Economic
Development Authority
1830 County Road B E
Maplewood, Minnesota 55109-2702
Attn: Executive Director
and with a copy to: Kennedy & Graven, Chartered
150 South Fifth Street
Suite 700
Minneapolis, MN 55402
Attn: Ronald H. Batty
or at such other address with respect to either such party as that party may, from time to time,
designate in writing and forward to the other as provided in this section 9.4.
Section 9.4. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
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Section 9.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing
contained in this Agreement nor any act by MEDA or the Redeveloper shall be deemed or
construed by the Redeveloper or by any third person to create any relationship of third-party
beneficiary, principal and agent, limited or general partner, or joint venture between MEDA and
the Redeveloper.
Section 9.6. Amendment; Assignment. This Agreement may be amended only by the
written agreement of the parties. The Redeveloper may, with prior written notice to MEDA, assign
its interest in this Agreement to any entity in which majority ownership is held by Austin Morris
or Benjamin Meland on whose combined ownership interest constitutes a majority of the assignee.
Section 9.7. Recording. MEDA intends to record this Agreement among the County
land records and the Redeveloper agrees to pay for the cost of recording same.
Section 9.8. Release and Indemnification Covenants. a) Except for any negligent act of
the following named parties, the Redeveloper hereby releases from and covenants and agrees that
MEDA, and its governing body members, officers, agents, servants, and employees (the
“Indemnified Parties”) shall not be liable for, and hereby agrees to indemnify and hold harmless
the Indemnified Parties against any loss or damage to property or any injury to or death of any
person occurring at or about or resulting from any defect in the Minimum Improvements, the
Infrastructure Improvements or the Site Improvements.
b)Except for any willful misrepresentation or any willful or wanton misconduct or
negligence of the Indemnified Parties, the Redeveloper hereby agrees to protect and defend the
Indemnified Parties, now or forever, and hereby further agrees to hold the aforesaid harmless from
any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever
arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the
construction, installation, ownership, and operation of the Redevelopment Property, Minimum
Improvements or Site Improvements.
c)Except for any negligent act of the Indemnified Parties, the Indemnified Parties
shall not be liable for any damage or injury to the persons or property of the Redeveloper or its
partners,officers, agents, servants or employees or any other person who may be about the
Redevelopment Property, Minimum Improvements or Site Improvements due to any act of
negligence of any person.
Section 9.9. Titles of Articles and Sections. Any titles of the several parts, articles, and
sections of this Agreement are inserted for convenience of reference only and shall be disregarded
in construing or interpreting any of its provisions.
Section 9.10. Governing Law; Venue. This Agreement shall be construed in accordance
with the laws of Minnesota. Any dispute arising from this Agreement shall be heard in the State
or federal courts of Minnesota, and all parties waive any objection to the jurisdiction thereof,
whether based on convenience or otherwise.
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Section 9.11. Agreement Runs with the Land. This Agreement runs with the
Redevelopment Property and shall be binding on and incur to the benefit of the parties and their
respective heirs, successors and assigns.
*******************
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IN WITNESS WHEREOF, MEDA and the Redeveloper have caused this Agreement to be
duly executed in their names and behalves on or as of the date first above written.
MEDA:
THE MAPLEWOOD ECONOMIC
DEVELOPMENT AUTHORITY
By:
William Knutson, President
By:
Melinda Coleman, Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF _________ )
The foregoing instrument as acknowledged before me this _____ day of ____________,
2022, by William Knutson and Melinda Coleman, the President and Executive Director,
respectively, of the Maplewood Economic Development Authority, a public body corporate and
politic under the laws of Minnesota, on behalf of the Economic Development Authority.
Notary Public
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MAPLEWOOD ENCLAVE LLC
By: _________________________
_____________
STATE OF _________ )
) ss.
COUNTY OF ________ )
The foregoing instrument was executed before me this _____ day of _______________,
2022, by ______________________, the ____________ of Maplewood Enclave LLC, a limited
liability company under the laws of North Dakota, on behalf of the company.
____________________________________
Notary Public
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EXHIBIT A TO
REDEVELOPMENT AGREEMENT
LEGAL DESCRIPTION OF REDEVELOPMENT PROPERTY
\[to be completed
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EXHIBIT B TO
REDEVELOPMENT AGREEMENT
DEPICTION OF THE REDEVELOPMENT PROPERTY
AND MINIMUM IMPROVEMENTS
\[to be completed\]
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EXHIBIT C TO
REDEVELOPMENT AGREEMENT
FORM OF
CERTIFICATE OF COMPLETION
WHEREAS, the Maplewood Economic Development Authority, a public body corporate
and politic under the laws of Minnesota (“MEDA”), and Maplewood Enclave LLC, a limited
liability company under the laws of North Dakota (the “Redeveloper”), have entered into a certain
Contract for Private Redevelopment (the “Agreement”) dated the ____ day of ____________,
2022, and recorded in the office of the County Recorder in Ramsey County, Minnesota, as
Document No. __________, which Agreement contained certain covenants and restrictions
regarding completion of the Minimum Improvements, as defined in the Agreement; and
WHEREAS, the Redeveloper has performed said covenants and conditions in a manner
deemed sufficient by MEDA to permit the execution and recording of this certification.
NOW, THEREFORE, this is to certify that all construction of the Minimum Improvements
specified to be done and made by the Redeveloper or to be caused by the Redeveloper has been
completed and the covenants and conditions in the Agreement have been performed by the
Redeveloper, and the County Recorder in Ramsey County, Minnesota, is hereby authorized to
accept for recording and to record the filing of this instrument, to be a conclusive determination of
the satisfactory termination of the covenants and conditions relating to completion of the Minimum
Improvements.
Dated: _______________. MAPLEWOOD ECONOMIC
DEVELOPMENT AUTHORITY
______________________________
By
Melinda Coleman, Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ________ )
The foregoing instrument as acknowledged before me this _____ day of _________,
20___, by Melinda Coleman, the executive directorof the Maplewood Economic Development
Authority, a public body corporate and politic under the laws of Minnesota, on behalf of the
Economic Development Authority.
____________________________________
Notary Public
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EXHIBIT D TO
REDEVELOPMENT AGREEMENT
FORM OF NOTE
UNITED STATE OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
o. R-1 $6,400,000
N
TAXABLE TAX INCREMENT REVENUE NOTE
SERIES ______
Date
Rate of Original Issue
\[lesser of 5.0% or rate of first mortgage\] __________
The Maplewood Economic Development Authority (“MEDA”), for value received,
certifies that it is indebted and hereby promises to pay to Maplewood Enclave LLC, or registered
assigns (the “Owner”), the principal sum of $6,400,000 and to pay interest thereon at the rate of
\[lesser of 5.0% or rate of first mortgage\] per annum, as and to the extent set forth herein. Interest
shall be calculated on the basis of simple, non-compounding interest.
1.Payments. Principal and interest (“Payments”) will be paid on August 1, 2025, and
each February 1 and August 1 thereafter to and including February 1, 2041 or until the Note is
paid in full, whichever occurs first, (“Payment Dates”), in the amounts and from the sources set
forth in Section 3 herein. Payments will be applied first to accrued interest, and then to unpaid
principal.
Payments are payable by mail to the address of the Owner or any otheraddress as the
Owner may designate upon 30 days written notice to MEDA. 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.
2.Interest. Interest at the rate stated herein will accrue on the unpaid principal,
commencing on the date of original issue. Interest will be computed on the basis of a year of 360
days and charged for actual days principal is unpaid.
3.Available TaxIncrement. Payments on this Note are payable on each Payment
Date in the amount of and solely payable from “Available Tax Increment,” which will mean, on
each Payment Date, the following percentages of the Tax Increment attributable to the
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Redevelopment Property (defined in the Agreement) and paid to MEDA by Ramsey County in the
six months preceding the Payment Date, all as the terms are defined in the Contract for Private
Development between MEDA and Owner dated as of ______________, 2022 (the “Agreement”):
-95 percent of Tax Increment in years 1-5;
-90 percent of Tax Increment in year 6;
-85 percent of Tax Increment in year 7;
-80 percent of Tax Increment in year 8;
-75 percent of Tax Increment in year 9;
-70 percent of Tax Increment in year 10;
-65 percent of Tax Increment in year 11;
-60 percent of Tax Increment in years 12 through Maturity Date.
For purposes of this schedule “year” shall mean the calendar year in which the real estate taxes are
paid. By way of illustration, year 1 is 2025 and includes Available Tax Increment paid on
August 1, 2025 and February 1, 2026 because real estate taxes would have been paid on May 15,
2025 and October 15, 2025.
Available Tax Increment will not include any Tax Increment if, as of any Payment Date, there is
an uncured Event of Default by the Owner under the Agreement.
MEDA will 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 MEDA to
pay the entire amount of principal or interest on this Note on any Payment Date will not constitute
a default hereunder as long as MEDApays principal and interest hereon to the extent of Available
Tax Increment. MEDA will have no obligation to pay unpaid balance of principal or accrued
interest that may remain after the final Payment on February 1, 2041.
4.Optional Prepayment. The principal sum and all accrued interest payable under
this Note is prepayable in whole or in part at any time by MEDAwithout premium or penalty. No
partial prepayment will affect the amount or timing of any other regular payment otherwise
required to be made under this Note.
5.Termination; Suspension. At MEDA’s option, this Note will terminate and
MEDA’s obligation to make any payments under this Note will be discharged upon the occurrence
and continuation of an Event of Default on the part of the Redeveloper as defined in Section 8.1
of the Agreement, but only if the Event of Default has not been cured in accordance with Section
8.2 of the Agreement.
Payments under this Note may be suspended during any Tax Appeal in accordance with
Section 6.3 of the Agreement.
6.Nature of Obligation. This Note is a single notein the total principal amount of
$6,400,000 issued to aid in financing certain public redevelopment costs of Tax Increment
Financing District No 1-16 undertaken by MEDA and is issued pursuant to and in full conformity
with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections
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469.174 to 469.179, as amended. This Note is a limited obligation of MEDA which is payable
solely from Available Tax Increment pledged to the payment hereof. This Note and the interest
hereon will not be deemed to constitute a general obligation of the State of Minnesota or any
political subdivision thereof, including, without limitation, MEDA or the city of Maplewood.
Neither the State of Minnesota, nor any political subdivision thereof will 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.Estimated Tax Increment Payments. Any estimates of Tax Increment prepared by
MEDAor its financial advisors in connection with the TIF District or the Agreement are for the
benefit of the MEDA, and are not intended as representations on which the Owner may rely.
MEDAMAKES NO REPRESENTATION OR WARRANTY THAT THE AVAILABLE
TAX INCREMENT WILL BE SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST
ON THIS NOTE.
8.Registration and Transfer. This Note is issuable only as a fully registered note
without coupons. Subject to certain limitations set forth therein, this Note is transferable upon the
books of the MEDA kept for that purpose at the principal office of the Executive Director of
MEDA as Registrar, by the Owner hereof in person or by the Owner’s attorney duly authorized in
writing, upon surrender of this Note together with a written instrument of transfer satisfactory to
MEDA, duly executed by the Owner. Upon the transfer or exchange and the payment by the
Owner of any tax, fee, or governmental charge required to be paid by MEDA with respect to the
transfer or exchange, there will be issued in the name of the transferee a new Note of the same
aggregate principal amount, bearing interest at the same rate and maturing on the same dates.
This Note will not be transferred to any person other than an affiliate, or other related entity,
of the Owner unless MEDA has been provided with an investment letter in a form substantially
similar to the investment letter submitted by the Owner or a certificate of the transferor, in a form
satisfactory to MEDA, that the transfer is exempt from registration and prospectus delivery
requirements of federal and applicable state securities laws.
IT 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 MEDA according
to its terms, have been done, do exist, have happened, and have been performed in due form, time
and manner as so required.
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IN WITNESS WHEREOF, the board of commissioners of the Maplewood Economic
Development Authority, has 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.
MAPLEWOOD ECONOMIC
DEVELOPMENT AUTHORITY
President Executive Director
REGISTRATION PROVISIONS
The ownership of the unpaid balance of the within Note is registered in the bond register
of the Executive Director of MEDA, in the name of the person last listed below.
Date of RegistrationRegistered Owner Signature of MEDA Executive Director
Maplewood Enclave LLC
Federal Tax Id # __________
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EXHIBIT E TO
REDEVELOPMENT AGREEMENT
FO
RM OF INVESTMENT LETTER
To the Maplewood Economic Development Authority (“MEDA”)
Attention: Executive Director
D
ated: __________________, 20__
Re: $6,400,000 Tax Increment Revenue Note (Maplewood Enclave Project)
The undersigned, as Purchaser of $6,400,000 in principal amount of the above-captioned
Tax Increment Revenue Note (Maplewood Enclave Project) (the “Note”), hereby represents to you
and to Kennedy & Graven, Chartered, Minneapolis, Minnesota, as legal counsel to MEDA, as
follows:
1.We understand and acknowledge that the Note is delivered to the Purchaser on this
date pursuant to the Contract for Private Development by and between MEDA and the Purchaser
dated __________________, 2022 (the “Agreement”).
2.The Note is payable as to principal and interest solely from Available Tax
Increment pledged to the Note, as defined therein.
3.We have sufficient knowledge and experience in financial and business matters,
including purchase and ownership of municipal obligations, to be able to evaluate the risks and
merits of the investment represented by the purchase of the above-stated principal amount of the
Note.
4.W
e acknowledge that no offering statement, prospectus, offering circular or other
comprehensive offering document or disclosure containing material information with respect to
MEDAand the Note has been issued or prepared by MEDA, and that, in due diligence, we have
made our own inquiry and analysis with respect to MEDA, the Note and the security therefor, and
other material factors affecting the security and payment of the Note.
5.We acknowledge that we have either been supplied with or have access to
information, including financial statements and other financial information, to which a reasonable
investor would attach significance in making investment decisions, and we have had the
opportunity to ask questions and receive answers from knowledgeable individuals concerning
MEDA, the Note and the security therefor, and that as reasonable investors we have been able to
make our decision to purchase the above-stated principal amount of the Note.
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6.We have been informed that the Note (i) is not being registered or otherwise
qualified for sale under the “Blue Sky” laws and regulations of any state, or under federal securities
laws or regulations, (ii) will not be listed on any stock or other securities exchange, and (iii) will
carry no rating from any rating service.
7.We acknowledge that MEDA and Kennedy & Graven, Chartered, as legal counsel
to MEDA, have not made any representations or warranties as to the status of interest on the Note
for the purpose of federal or state income taxation.
8.We represent to you that we are purchasing the Note for our own account and not
for resale or other distribution thereof, except to the extent otherwise provided in the Note or as
otherwise approved in writing by MEDA.
9.All capitalized terms used herein have the meaning provided in the Agreement
unless the context clearly requires otherwise.
10.The Purchaser’s federal tax identification number is __________________.
11.We acknowledge receipt of the Note on the date hereof.
IN WITNESS WHEREOF, the undersigned has executed this Investment Letter as of the
date and year first written above.
MAPLEWOOD ENCLAVE LLC
y:
B
By:
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EXHIBIT F TO
REDEVELOPMENT AGREEMENT
ES
TIMATED TOTAL REDEVELOPMENT COSTS
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EXHIBIT G TO
REDEVELOPMENT AGREEMENT
Q
UALIFIED COSTS
1.Cost of Land Acquisition
2.Structured Parking
3.Demolition of all Existing Improvements, including asbestos abatement
4.Environmental Remediation
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RESOLUTION _________
MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY
RESOLUTION AUTHORIZING INTERFUND LOAN FOR
ADVANCE OF CERTAIN COSTS IN CONNECTION WITH
TAX INCREMENT FINANCING DISTRICT NO. 1-16
BE IT RESOLVED by the Board of Commissioners of the Maplewood Economic Development
Authority (“MEDA”) as follows:
Section 1. Background.
1.01. MEDA has established Tax Increment Financing District No. 1-16 (the “TIF District”),
pursuant to Minnesota Statutes, Sections 469.174 through 469.1794, as amended (the “TIF Act”).
1.02. MEDA has and will incur certain costs (the “Preliminary Costs”) related to the TIF District
prior to such time as tax increment will be available to pay for such costs.
1.03. Pursuant to Section 469.178, subdivision 7 of the TIF Act, MEDA is authorized to advance
or loan money from its general fund or any other fund from which such advances may be legally authorized in
order to finance the Preliminary Costs.
1.04. MEDA will loan funds from its general fund (the “General Fund”), or any other fund
designated by MEDA, to finance the Preliminary Costs in accordance with the terms of this resolution (the
“Interfund Loan”).
Section 2. Interfund Loan Authorized.
2.01. MEDA hereby authorizes the advance of up to $50,000 from the General Fund or other
funds or so much thereof as may be required to pay the Preliminary Costs. MEDA shall reimburse itself
for such advances together with interest at the rate stated below. Interest accrues on the principal amount
from the date of each advance. The maximum rate of interest permitted to be charged is limited to the
greater of the rates specified under Minnesota Statutes, Section 270C.40 and Section 549.09 as of the date
the loan or advance is authorized, unless the written agreement states that the maximum interest rate will
fluctuate as the interest rates specified under Minnesota Statutes, Section 270C.40 or Section 549.09 are
from time to time adjusted. The interest rate shall be 4.0 percent and will not fluctuate.
2.02. Principal and interest (the “Payments”) on the Interfund Loan shall be paid semiannually
on each February 1 and August 1 (each a “Payment Date”), commencing on the first Payment Date on
which MEDA has Available Tax Increment (defined below), or on any other dates determined by MEDA’s
Executive Director, through the date of last receipt of tax increment from the TIF District.
2.03. Payments on the Interfund Loan are payable solely from Available Tax Increment, which
shall mean, on each Payment Date, tax increment available after other obligations of the TIF District have
been paid, or as determined by MEDA’s Executive Director, generated in the preceding six months with
respect to the property within the TIF District and remitted to MEDA by Ramsey County, Minnesota, all
in accordance with the TIF Act. Payments shall be applied first to accrued interest, and then to unpaid
principal. Payments on the Interfund Loan may be subordinated to any outstanding or future bonds or notes
issued by MEDA and secured in whole or in part with tax increment from the TIF District.
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2.04. The principal sum and all accrued interest payable under the Interfund Loan are prepayable
in whole or in part at any time by MEDA without premium or penalty. No partial prepayment shall affect
the amount or timing of any other regular payment otherwise required to be made under the Interfund Loan.
2.05. The Interfund Loan is evidence of an internal borrowing by MEDA in accordance with
Section 469.178, subdivision 7 of the TIF Act, and is a limited obligation payable solely from Available
Tax Increment pledged to the payment hereof under this resolution. This Interfund Loan 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, MEDA or the city of Maplewood. Neither the State of
Minnesota nor any political subdivision thereof shall be obligated to pay the principal of or interest on the
Interfund Loan 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 the Interfund Loan or other costs incident hereto. MEDA
shall have no obligation to pay any principal amount of the Interfund Loan or accrued interest thereon,
which may remain unpaid after the final Payment Date.
2.06. MEDA may at any time determine to forgive the outstanding principal amount and accrued
interest on the Interfund Loan to the extent permissible under law.
2.07. MEDA may from time to time amend the terms of this resolution to the extent permitted
by law, including without limitation amendment to the payment schedule and the interest rate; provided,
however, that the interest rate may not be increased above the maximum specified in Section 469.178,
subdivision 7 of the TIF Act.
2.08. MEDA officials and consultants are hereby authorized and directed to execute any
documents or take any actions necessary or convenient to carry out the intent of this resolution.
Section 3. Effective Date. This resolution is effective upon approval.
Adopted by the Board of Commissioners of the Maplewood Economic Development Authority this
th
26 day of September, 2022.
William Knutson, President
ATTEST:
Melinda Coleman, Executive Director
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EDA Special Meeting Packet Page Number 46 of 111
G1, Attachment 4
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EDA Special MeetingPacket Page Number 47 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 48 of 111
G1, Attachment 4
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EDA Special MeetingPacket Page Number 49 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 50 of 111
G1, Attachment 4
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EDA Special MeetingPacket Page Number 51 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 52 of 111
G1, Attachment 4
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EDA Special MeetingPacket Page Number 53 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 54 of 111
G1, Attachment 4
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EDA Special MeetingPacket Page Number 55 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 56 of 111
G1, Attachment 4
6
Municipal Boundary
TIF District 1-16
Parcels
EDA Special MeetingPacket Page Number 57 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 58 of 111
G1, Attachment 4
EDA Special MeetingPacket Page Number 59 of 111
G1, Attachment 4
EDA Special Meeting Packet Page Number 60 of 111
G1, Attachment 4
EDA Special MeetingPacket Page Number 61 of 111
G1, Attachment 4
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EDA Special Meeting Packet Page Number 62 of 111
G1, Attachment 4
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Baseline:
Property Condition Assessment
tƩƚƦƚƭĻķ LC 5źƭƷƩźĭƷ wĻķĻǝĻƌƚƦƒĻƓƷ5źƭƷƩźĭƷ Ʀƌǒƭ wĻƓĻǞğƌ ğƓķ wĻƓƚǝğƷźƚƓ 5źƭƷƩźĭƷ
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ağƦƌĻǞƚƚķͲ aźƓƓĻƭƚƷğ
tƩĻƦğƩĻķ ŅƚƩʹ
City of Maplewood
tƩƚƆĻĭƷ .ЋЋЉЌЏЋЎ
ЊͲ ЋЉЋЋ
.ƩğǒƓ LƓƷĻƩƷĻĭ /ƚƩƦƚƩğƷźƚƓ
EDA Special MeetingPacket Page Number 65 of 111
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Braun Intertec Corporationp Phone: 952.995.2000
11001 Hamppshire Avenue SFax: 952.995.2020
Minneapolis, MN 55438Web: braunintertec.com
1, 2022 Project B2203625
Mr. Michael Martin
City of Maplewood
1902County Road BE
Maplewood, MN55109
Re:Report of Inspection and Findings
Proposed TIF Redevelopment DistrictplusRenewal and Renovation District
Myth LiveBuilding
3090 Southlawn Drive
Maplewood, Minnesota
Dear Mr. Martin:
In accordance with your written authorization, Braun Intertec Corporation has conducted an inspection
of the Myth Live Buildingfor a TIF Redevelopment Districtand a Renewal Districtin accordance with
Minnesota Statute 469.174 Subdivision10, and Subdivision10a, Renewal and Renovation District. The
inspectionwas performed in general conformance with the scope and limitations of ASTM Standard E
ЋЉЊБΏЊЎͲ ͻ{ƷğƓķğƩķ DǒźķĻ ŅƚƩ tƩƚƦĻƩƷǤ /ƚƓķźƷźƚƓ !ƭƭĻƭƭƒĻƓƷƭʹ .ğƭĻƌźƓĻ tƩƚƦĻƩƷǤ /ƚƓķźƷźƚƓ !ƭƭĻƭƭƒĻƓƷ
tƩƚĭĻƭƭ͵ͼ
This Property Condition Assessmenthas been prepared on behalf of and for use by City of Maplewoodand
its attorneys. No other party has a right to relay in the contents of this reportwithout the written
authorization of Braun Intertec.
We appreciate the opportunity to provide our professional services for this project. If you have any
questions regarding this letter or the attached report, please contact Chuck Brenner at 612.685.0108or
Darren Sprute at612.463.5806.
Sincerely,
BRAUN INTERTEC CORPORATION
Charles R. Brenner PE, LEED AP
Observerand Reviewer
Darren Sprute, AIA, NCARB
Reviewer
Attachment:
Report
AA/EOE
EDA Special Meeting Packet Page Number 66 of 111
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Myth Live Building
3090 Southlawn Drive, Maplewood, Minnesota
Executive Summary
Braun Intertec Corporation has conducted an inspection and assessment of a proposed Redevelopment
Tax Increment Financing (TIF District) to be established in the City of Maplewood, Minnesota. The subject
district is the Myth Live building at 3090 Southlawn Drive, Maplewood, Minnesota.
Our work included assessing the parcels and building at Ramsey County Parcel ID numbers 02-29-22-22-0016
and 02-29-22-22-0017, as detailed in the attached report. The Myth Live Building was originally constructed
as build-to-suit one story retail building in 1998. The retail building was sold and received an addition as part
of the conversion to a concerƷ ǝĻƓǒĻ źƓ ƷŷĻ ĻğƩƌǤ ЋЉЉЉƭ͵
ƚ ƒĻĻƷ ƷŷĻ ĭƩźƷĻƩźğͲ ƷŷĻƩĻ źƭ ğ ͻĬƌźŭŷƷ ƷĻƭƷͼͲ ğƭ ķĻƷğźƌĻķ źƓ ƷŷĻ aźƓƓĻƭƚƷa Statute Section 469.174,
Subdivision 10 and Subdivision 10a (Minnesota Statute.) Our findings are summarized as follows:
Redevelopment District Renewal and Renovation District
Blight Criterion (Subdivision 10) (Subdivision 10a)
Coverage Tests Meets Meets
Substandard Buildings Meets Meets
Obsolete buildings, incompatible
Not Applicable Meets
land use, etc.
Summary Finding Meets Meets
Please see the following report for details of the above findings.
Based on our observations and interviews, we found the subject property in need of numerous
substantial repairs and remodeling, including roof, structural support walls, light and ventilation,
plumbing, Americans with Disabilities Act (ADA) access, hazardous materials (hazmat) and fire protection
issues. In our professional opinion, the property meets the requirements for a Redevelopment District of
Minnesota Statute 469.174, Subdivision 10, as well as a Renewal and Renovation District of Minnesota
Statute 469.174, Subdivision 10a.
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City of Maplewood
Project B2203625
August 12, 2022 ΛwĻǝźƭĻķΜ
Page 2
Minnesota Statute 469.174 Subdivision 10 (Redevelopment District)
and Subdivision 10a (Renewal and Renovation District) Inspection
and Findings
Please see the attached Minnesota Statutes 469.174, Subdivision 10 (Redevelopment District) and
Subdivision 10a, (Renewal and Renovation District) copied from the State of Minnesota website. Based
on our inspection, we have the following findings and professional opinions.
Background
Based on our observations and interviews, the property is fully occupied with a building and a paved
parking lot. The building requires numerous repairs related to roofing, structural, lighting and ventilation,
plumbing, access, and fire protection as outlined in this report. Some repairs stem from deferred
maintenance, possibly because of recent public health events not allowing for operation of the venue
and therefore a loss of operating income to fund the required maintenance.
Interior and Exterior Inspection
The Minnesota Statute requires the municipality to make an interior and exterior inspection.
Braun Intertec made such inspections on April 21, 2022. Please see the following text and appendices
for more details.
Coverage Tests (Subdivision 10 and Subdivision 10a)
The subject Subdivisions 10 and 10a require that 70 percent of the area of the district must be occupied
by buildings, streets, utilities, paved or gravel parking lots. A parcel is not occupied unless 15 percent of
the area contains buildings, parking lots, streets, utilities, or other similar structures, and 70 percent of
the district must be occupied by such parcels.
The proposed district has two parcels (Ramsey County Parcel ID numbers 02-29-22-22-0016 and
02-29-22-22-0017) which are fully occupied by a building and/or paved parking lot, for a total of
100 percent occupied. This meets the 70 percent requirement of the statute.
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City of Maplewood
Project B2203625
August 12, 2022 ΛwĻǝźƭĻķΜ
Page 3
Condition of Buildings Test
Subdivision 10 requires more than 50 percent of the buildings to be structurally substandard to a degree
requiring substantial renovation or clearance. It further provides a threshold of repairs to meet the
building code at 15 percent of the cost of a new structure of the same size and type.
Subdivision 10a requires 20 percent of the buildings are structurally substandard to a degree requiring
substantial renovation or clearance, with the same threshold 15 percent cost, and 30 percent of the
other buildings require substantial renovation or clearance to remove specific conditions outlined in
the statute.
Inspection and Replacement Cost: As previously noted, we did an interior and exterior inspection of
the property, noting numerous items in need of repair or replacement. We used RS Means database
information, quotes from contractors, and our staff, who are engaged in architecture and construction.
We estimated replacement costs for the Myth Live Building. These are tabulated in detail on the attached
Physical Needs and Repair Estimate spreadsheets.
The summary of findings was as follows:
Replacement cost estimate $10,686,000
Repair cost estimate $1,780,750
Percentage 16.7%
Deficiencies at 3090 Southlawn Drive included roof and insulation per Energy Code, support wall repairs,
light and ventilation, ADA rest rooms and plumbing, moisture remediation, hazmat Survey, fire protection,
and retaining wall with non-compliant walks from exit. Please also see the attached Appendix F Photo
Exhibit, which describes and illustrates these.
Structural Deficiency Per Statute Criterion
Based on the above analysis, 100 percent of the buildings on the property are structurally deficient per
the criterion of the Minnesota Statute.
Redevelopment Subdivision 10 criterion is more than 50 percent of the buildings are structurally deficient.
This property meets this criterion.
Renewal and Renovation Subdivision 10a criterion is 20 percent of the buildings are structurally deficient.
This property meets this criterion.
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City of Maplewood
Project B2203625
August 12, 2022 ΛwĻǝźƭĻķΜ
Page 4
Distribution of Substandard Buildings
The property contains a single building, which is structurally deficient. The proposed district would have
100 percent structurally deficient buildings, and this building is reasonably distributed on the site.
Obsolete or Incompatible Land Use
The subject Myth Live Building has gone through one conversion in the early 2000s from a retail use to
the current use as a concert venue. The Ramsey County Prior Property Sale Information (Appendix E)
provides an indication of the relative value of this property in its current use as a live music venue. Peak
sale price was $9.796 million in 2007. There was a distressed sale in 2008 of $3.1 million. The most recent
sale was 2016, for $3.55 million. In comparison, we estimate a replacement cost of the shell of the
property at $10.7 million. The relatively low and distressed sale values provide an indication that this
property did not live up to its investment as a live music venue.
The subject property is very much of its time; that is, the early 2000s, and is set up as a fully enclosed
venue for single-use performances. The entertainment industry has evolved since, with social media and
streaming radically changing the economics of live music shows. Such shows were previously a vehicle to
promote sales of CDs (compact discs), vinyl, etc. The current business model of the music business has
largely eliminated CDs as a product, and vinyl is a niche. Music is now largely marketed through
streaming services at a fraction of a cent per play. This requires music shows to be more self-supporting.
In addition to the changes in the music business model, live venues have become more competitive.
Besides traditional venues downtown, a new Ames Center opened in Burnsville, and local casinos opened
music venues. In particular, the casinos have the advantage of being able to leverage music shows to
attract guests for gaming, lodging, dining, etc. This is a competitive advantage compared to the Myth,
which needs to be self-supporting.
Another major unforeseen development was the Covid epidemic. This required the property to be closed
for an extended time due to State Health Department orders, and safety concerns by the public. Such
properties may be subject to additional closure in case of a future variant, plus there is anticipated to be
some reluctance of at least parts of audiences to visit crowded venues. We could envision these concerns
being alleviated to some extent by increasing ventilation and filtration, plus incorporating design changes
to provide open air and/or outdoor seating. However, we should emphasize that the Repair Estimate
(Appendix A) does not include such improvements and design changes; it is limited to repairs of the
property in its current configuration.
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City of Maplewood
Project B2203625
August 12, 2022 ΛwĻǝźƭĻķΜ
Page 5
We interviewed the operator/tenant, who indicated the property will re-open for live music this summer.
However, his plan is to run out the balance of the lease and vacate, as the business does not justify the
needed investments to repair the facility, plus modernize for the current music business model.
In a recent publication, Westermark and Donovan from the Gensler design firm (Appendix F) pointed out
the issues around such single-use venues and provided thoughts on modernizing such facilities. We should
again emphasize that the Repair Estimate (Appendix A) is limited to repairs to the property in its current
configuration. Substantial modernization and remodeling as suggested by Gensler is not included. The
following excerpt from Gensler provides an indication of the anticipated future trends in the business:
Venue Expandability
Static, single-use venues are fast becoming a thing of the past. Expanding and contracting a venue and its
amenities will be critical to accommodate more robust programming, year-round and around the clock,
while maintaining the right energy for each individual event.
Inclusion of Social spaces
Attendees at venues require more space away from the action to socialize and recharge. Upgraded food
& beverage (F&B) and amenity offerings can support these spaces, provide places for people to gather,
and improve the guest experience.
Diverse Offerings
Venues that curate simultaneous unique experiences for an ever-widening group of users will expand
how much time people spend in a space, also knowƓ ğƭ ͻķǞĻƌƌ ƷźƒĻͼ Γ ğƓķ źƓĭƩĻğƭĻ ƩĻƦĻğƷ ǝźƭźƷƭ͵
Flexible Seating
Venues that incorporate flexibility in the seating product they provide, as well as their arrangement, create
unique vantage points for audiences and support a greater variety of known and future event types.
Integrated Digital Experience
Immersive, intelligent, and engaging digital experiences will expand the reach of individual venues to
connect more deeply with audiences and to a greater audience. By integrating digital with the physical
through immersive technologies such as augmented reality (AR), music venues can foster new
experiences that heighten engagement for music fans.
Open Air at All Scales
Venues that incorporate outdoor space, even in smaller packages, will build in resilience and create
opportunities for flexibility in the event of future disruptions.
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City of Maplewood
Project B2203625
August 12, 2022 ΛwĻǝźƭĻķΜ
Page 6
We posit that venues that provide expanded offerings, diverse seating options, immersive experiences,
and advanced technology will have the most opportunity to define success in the next generation of live
ƒǒƭźĭ ğƓķ ĻǝĻƓƷ ƭƦğĭĻƭ͵ͼ
We think Gensler raises several important issues regarding this property. As previously noted, it was built
for indoor single use for a different music business model. Its value has been distressed since and is a
fraction of its replacement value. Gensler indicates such venues are becoming a thing of the past. They
provide several worthwhile points of improvement such as more flexibility in size/seating of events,
social spaces, digital experience, and open air, which would require substantial additions and/or
remodeling of the current property, and which are not included in the Repair Estimate (Appendix A),
which is limited to repairs to the property in its current configuration. Remodeling and/or additions
would be at substantial additional expense.
Based on our inspection, analysis, and research, Braun Intertec judges the Myth Live property to be an
obsolete or incompatible land use.
Findings
Based on our inspection and related cost estimates as noted above, our professional opinion is the
current property with the Myth Live Building (3090 Southlawn Drive) does meet the requirement for a
Redevelopment Tax Increment Financing (TIF) District under Minnesota Statute 469.174, Subdivision 10,
as well as a Renewal and Renovation District of Minnesota Statute 469.174, Subdivision 10a.
Attachments:
Appendix A Repair Estimate
Appendix B Property Map and Floor Plans
!ƦƦĻƓķźǣ / .ƩƚƉĻƩƭ hŅŅĻƩźƓŭ 5ƚĭǒƒĻƓƷ
Appendix D Ramsey County Property Data
Appendix E Ramsey Country Prior Property Sale Information
Appendix F Photo Exhibit
Appendix G Gensler Article
Appendix H Excerpts from Minnesota Statutes 469.174
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Appendix A
Repair Estimate
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$484,000
22
$75$26,250$40$10,000$40$4,000
$300$67,500
$5,000$5,000$5,000$5,000
$10,000$10,000$10,000$10,000
Total1,780,750
LFLFLSLSLF
SF
SYSY
Each$25,000$50,000Each$150,000$150,000Each$15,000$150,000Each$10,000$50,000Each$90,000$90,000EachEach$20,000$20,000Each$30,000$30,000Each$25,000$25,000
Lump Sum$15,000$15,000
111215111111
10
350250
2,7001,0001,00016.7%
22,000
QuantityUnitsUnit Cost $Extended $Comment
10,686,000
LF$200$540,000 LF$18$18,000 SF$21$21,000
rior Utilities per MN Statute
Ventilation, Fire Protection Inte
Item to be Repaired
ss, shore south foundation225
ion at Entry and Repairs
ct trip hazards and comply with ADA100
Mr. Michael Martin1902 County Road B EMaplewood, MN 55109
Date7/1/2022
Replacement Value of Shell 40,173 SF @ $266/SFRepair Cost as a Percentage of Replacement
ClientCity of Maplewood
ProjectTIF District Assessment
NumberB2203625
PropertyMyth Live
Location3090 Southlawn Drive, St. Paul, MN
Structural Elements, Lighting &
Roof and Roof Framing Elements Replace roof and add insulation per current Energy Code
Physical Needs and Repair Cost Estimate for TIF Study Support Walls Replace failing retaining wallDewater pond, temporary acceReplace terrace slab (at failing retaining wall)Replace
guardrailEIFS RepairsReplace SealantExterior Wall Water Intrus Light and Ventilation - Windows and Curtain Wall Window Repairs Light and Ventilation - HVAC Replace air exchangersRepace
Aeon make up air unitReplace HVAC rooftop unitsReplacee HVAC RTUs Interior Elevator controls and machinery ADA survey and signage allowance Interior Utilities - Plumbing Revise Ambulatory
stalls to ADA StallsHot water heater Fire Protection Fire alarm modernization Hazmat Survey and Remediation During Repairs Hazmat survey and selective remediationMoisture remediation
Other Needed Code Repairs Asphalt repairs to corre
6.19 PCA Immediate Needs Form, Issue Date 2012/09/17, Rev. 0
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Appendix B
Property Map and Floor Plans
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Appendix C
.ƩƚƉĻƩƭ hŅŅĻƩźƓŭ 5ƚĭǒƒĻƓƷ
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Appendix D
Ramsey County Property Data
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Appendix E
Ramsey Country Prior Property Sale Information
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$1,700,000$9,360,000$9,796,000$3,100,000$4,500,000$3,550,552N10-PRIORINTERESTSALE;LEASEWITHOPTIOND
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ecaseofirregularlyshapedlots)NonhomesteadN/AN/A5726Forhomesteadvsnon-homesteadtaxcalc-useDistrictcodeabove-N/AN/AN/A*TheTaxClassi*Pleasecontactthezoningauthority forinformationregardingzoning.*Todete
rminewhetheryourproperty isAbstractorTorrens,call651-266-2050
3/24/2011
Owner12/13/200411/17/20068/23/20078/14/20083/5/2015
PleaserefertodisclaimeratbottomofthispageTheProperty TaxRefundProgramisadministeredby theStateofMinnesota.Forinformationregardingtheprogram,pleasecall651-296-3781.FormM1PR(Property TaxRefund)
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Appendix F
Photo Exhibit
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Photograph: 1 B2203625
Date: April 2022
Subject Myth nightclub front elevation
Photograph: 2 B2203625
Date: April 2022
Subject Myth left side elevation
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Photograph: 3 B2203625
Date: April 2022
Subject Myth right side elevation
Photograph: 4 B2203625
Date: April 2022
Subject Myth back elevation and retaining wall which supports terrace
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Photograph: 5 B2203625
Date: April 2022
Subject Segmented retaining wall at back of Myth is failing
Photograph: 6 B2203625
Date: October 2019
Subject Terrace slab and rail at back of Myth is deflecting and needs
frequent concrete replacements
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Photograph #: 7 B1910133
Date: October 2019
Subject Close-up of terrace slab. Segments in background were replace,
while foreground joints were separating from wall.
Photograph: 8 B2203625
Date: April 2022
Subject Improvised terrace slab repair. Concrete will need to be replaced
when segmented retaining wall is repaired.
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Photograph: 9 B2203625
Date: April 2022
Subject Front wall has efflorescence, indicating water intrusion in need of
repair
Photograph: 10 B2203625
Date: April 2022
Subject Close up of efflorescence at front wall
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Photograph: 11 B2203625
Date: April 2022
Subject Ballasted built up roof (looking west) has leaks at front and back
Photograph: 12 B2203625
Date: April 2022
Subject Roof looking east. Roof has several leaks and is judged to be
about end of useful life
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Photograph: 13 B2203625
Date: April 2022
Subject We observed signs of past flooding by front entrance. Tenant
indicated this is a chronic roof issue.
Photograph: 14 B2203625
Date: April 2022
Subject Several roof leaks are chronic along back wall
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Photograph: 15 B2203625
Date: April 2022
Subject Improvised pump to address roof drainage problem
Photograph: 16 B2203625
Date: April 2022
Subject Improvised roof drain to floor drain in mens room
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Photograph: 17 B2203625
Date: April 2022
Subject Parking lot looking west, has scattered distress
Photograph: 18 B2203625
Date: April 2022
Subject Parking lot looking south and east, has scattered distress
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Photograph: 19 B2203625
Date: April 2022
Subject Repairs needed to correct trip hazard and comply with ADA
Photograph: 20 B2203625
Date: April 2022
Subject Scattered asphalt repairs needed for ADA compliance.
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Appendix G
Gensler Article
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Appendix H
Excerpts from Minnesota Statutes 469.174
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aźƓƓĻƭƚƷğ {ƷğƷǒĻ ЍЏВ͵ЊАЍ 9ǣĭĻƩƦƷ ŅƩƚƒ {ƷğƷĻ ƚŅ aźƓƓĻƭƚƷğ ĻĬƭźƷĻ
Subd. 10.wĻķĻǝĻƌƚƦƒĻƓƷ ķźƭƷƩźĭƷ͵
(a)"Redevelopment district" means a type of tax increment financing district consisting
of a project, or portions of a project, within which the authority finds by resolution that one
or more of the following conditions, reasonably distributed throughout the district, exists:
(1)parcels consisting of 70 percent of the area of the district are occupied by buildings,
streets, utilities, paved or gravel parking lots, or other similar structures and more than 50
percent of the buildings, not including outbuildings, are structurally substandard to a degree
requiring substantial renovation or clearance;
(2)the property consists of vacant, unused, underused, inappropriately used, or
infrequently used rail yards, rail storage facilities, or excessive or vacated railroad rights-of-
way;
(3)tank facilities, or property whose immediately previous use was for tank facilities, as
defined in section 115C.02, subdivision 15, if the tank facilities:
(i)have or had a capacity of more than 1,000,000 gallons;
(ii)are located adjacent to rail facilities; and
(iii)have been removed or are unused, underused, inappropriately used, or infrequently
used; or
(4)a qualifying disaster area, as defined in subdivision 10b.
(b)For purposes of this subdivision, "structurally substandard" shall mean containing
defects in structural elements or a combination of deficiencies in essential utilities and
facilities, light and ventilation, fire protection including adequate egress, layout and
condition of interior partitions, or similar factors, which defects or deficiencies are of
sufficient total significance to justify substantial renovation or clearance.
(c)A building is not structurally substandard if it is in compliance with the building code
applicable to new buildings or could be modified to satisfy the building code at a cost of less
than 15 percent of the cost of constructing a new structure of the same square footage and
type on the site. The municipality may find that a building is not disqualified as structurally
substandard under the preceding sentence on the basis of reasonably available evidence,
such as the size, type, and age of the building, the average cost of plumbing, electrical, or
structural repairs, or other similar reliable evidence. The municipality may not make such a
determination without an interior inspection of the property, but need not have an
independent, expert appraisal prepared of the cost of repair and rehabilitation of the
building. An interior inspection of the property is not required, if the municipality finds that
(1)the municipality or authority is unable to gain access to the property after using its best
efforts to obtain permission from the party that owns or controls the property; and (2) the
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evidence otherwise supports a reasonable conclusion that the building is structurally
substandard. Items of evidence that support such a conclusion include recent fire or police
inspections, on-site property tax appraisals or housing inspections, exterior evidence of
deterioration, or other similar reliable evidence. Written documentation of the findings and
reasons why an interior inspection was not conducted must be made and retained under
section 469.175, subdivision 3, clause (1). Failure of a building to be disqualified under the
provisions of this paragraph is a necessary, but not a sufficient, condition to determining
that the building is substandard.
(d)A parcel is deemed to be occupied by a structurally substandard building for
purposes of the finding under paragraph (a) or by the improvements described in paragraph
(e)if all of the following conditions are met:
(1)the parcel was occupied by a substandard building or met the requirements of
paragraph (e), as the case may be, within three years of the filing of the request for
certification of the parcel as part of the district with the county auditor;
(2)the substandard building or the improvements described in paragraph (e) were
demolished or removed by the authority or the demolition or removal was financed by the
authority or was done by a developer under a development agreement with the authority;
(3)the authority found by resolution before the demolition or removal that the parcel
was occupied by a structurally substandard building or met the requirements of paragraph
(e)and that after demolition and clearance the authority intended to include the parcel
within a district; and
(4)upon filing the request for certification of the tax capacity of the parcel as part of a
district, the authority notifies the county auditor that the original tax capacity of the parcel
must be adjusted as provided by section 469.177, subdivision 1, paragraph (f).
(e)For purposes of this subdivision, a parcel is not occupied by buildings, streets,
utilities, paved or gravel parking lots, or other similar structures unless 15 percent of the
area of the parcel contains buildings, streets, utilities, paved or gravel parking lots, or other
similar structures.
(f)For districts consisting of two or more noncontiguous areas, each area must qualify
as a redevelopment district under paragraph (a) to be included in the district, and the entire
area of the district must satisfy paragraph (a).
Subd. 10a.wĻƓĻǞğƌ ğƓķ ƩĻƓƚǝğƷźƚƓ ķźƭƷƩźĭƷ͵
(a)"Renewal and renovation district" means a type of tax increment financing district
consisting of a project, or portions of a project, within which the authority finds by
resolution that:
(1)(i) parcels consisting of 70 percent of the area of the district are occupied by
buildings, streets, utilities, paved or gravel parking lots, or other similar structures; (ii) 20
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percent of the buildings are structurally substandard; and (iii) 30 percent of the other
buildings require substantial renovation or clearance to remove existing conditions such as:
inadequate street layout, incompatible uses or land use relationships, overcrowding of
buildings on the land, excessive dwelling unit density, obsolete buildings not suitable for
improvement or conversion, or other identified hazards to the health, safety, and general
well-being of the community; and
(2)the conditions described in clause (1) are reasonably distributed throughout the
geographic area of the district.
(b)For purposes of determining whether a building is structurally substandard, whether
parcels are occupied by buildings, streets, utilities, paved or gravel parking lots, or other
similar structures, or whether noncontiguous areas qualify, the provisions of subdivision 10,
paragraphs (b) through (f), apply.
Subd. 10b.vǒğƌźŅźĻķ ķźƭğƭƷĻƩ ğƩĻğ͵
A "qualified disaster area" is an area that meets the following requirements:
(1)parcels consisting of 70 percent of the area of the district were occupied by
buildings, streets, utilities, paved or gravel parking lots, or other similar structures
immediately before the disaster or emergency;
(2)the area of the district was subject to a disaster or emergency, as defined in
section 273.1231, subdivision 2, within the 18-month period ending on the day the request
for certification of the district is made; and
(3)50 percent or more of the buildings in the area have suffered substantial damage as
a result of the disaster or emergency.
Subd. 10c.
\[Repealed, 2014 c 308 art 9 s 94\]
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
Monday, September 26, 2022
Economic Development Authority
Tax Increment Financing District No. 1-16
For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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3090 SouthlawnDriveMyth Live music venueEnclave Companies Maplewood Enclave, LLCTerm SheetTLand Use Application
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Property Overview¤¤¤¤Council/EDA Approvals¤¤¤
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Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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North End Vision Plan ÏVision Statement The North End is a local and regional economic activity center characterized by a diverse mix of sustainable land uses where people of all backgrounds
can safely and easily come from near and far to gather for purposes of obtaining goods and services, wellness, work, recreation, socialization, learning, and living.
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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Promote redevelopment that brings people to the North EndEnhance multimodal mobility throughout the North EndBetter connect the North End to the regionStrengthen the North End as a hub
for healthcare and wellnessCreate more unique experiences for visitorsCapitalize on an increasingly diverse populationCreate design guidelines for the North End
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North End Vision Plan -Goals¤¤¤¤¤¤¤
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Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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New 241-unit multi-family building4 stories over enclosed underground parkingMarket-rate housingLand use application considered separately by the City Council
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Proposed Project¤¤¤¤
For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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Facilitate the construction of a 241-until market rate apartment buildingAchieve the objectives of the development program
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Statutory AuthorityObjectivesBoundaries of the DistrictMaximum BudgetDoes not identify an amount of or grant any assistance to the developer ÏCovered in the Contract for Private Development
Approval of Tax Increment Financing Plan and Modification to the Development District ¤¤¤¤¤
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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Redevelopment DistrictProperty Conditions Assessment completed by Braun IntertecProperty meets the Ñblight testÒ Ïsite coverage and substandard buildingsTIF can pay for certain eligible
project costs26 year MAXIMUM durationIncludes an allowance for city admin costs
TIF District No. 1-16¤¤¤¤¤¤
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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Developer will construct a 4-story building with approximately 241 units of market-rate rental housing and related amenities. The EDA will issue a Reimbursement of qualifying costs,
which include site acquisition, public infrastructure, site preparation and site improvements, not to exceed the amount of the note. EDA would pledge the tax increment generated from
the project for payment of the principal and any accrued interest. The city would pay the developer the increment and interest as received and no more.The term of the note is a maximum
of 16 years.
Contract for Private Development¤¤¤¤¤¤
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Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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The developer will pay a park fee in the amount of $427,500.Look-back provision and reduction in the note if the total redevelopment costs are less than $71,850,000. The developer will
commence construction by April 1, 2023 and complete construction by April 1, 2025. The developer will construct the building in accordance to the Green Building Code and divert 75%
of the demolition materials from landfills.
Contract for Private Development¤¤¤¤
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Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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95% of the tax increment in years 1 through 5Annual reduction by 5% in following years, reducing to 60% in years 12 through 16Same $6.4 million amount paid over longer term
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Term sheet included $6.4 million of financial assistance over a term of 14 years Ïpayment through 90% of the tax incrementFinal development agreement includes different term and payment
structure:Purpose is to make available to the EDA additional tax increment to pay for public infrastructure contemplated in the North End Vision PlanApproximately $2.9 million over
the term of the districtDoes not increase the present value of the financial assistance to the developer
Revised Payment Term & Structure¤¤¤¤¤
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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Allows the city to advance funds to cover the up front costs associated with the projectThese funds can be paid back to the city from future tax increment collectionsUp to 10% of the
tax increment set aside to pay for administrative expenses
InterfundLoan Resolution¤¤¤
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For the permanent record:
Meeting Date: 9/26/2022
Agenda Item G1, Additonal Attachment
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City Council Public Hearing (this evening)Motion to approve the resolution adopting a Tax Increment Financing Plan for Tax Increment Financing District No. 1-16.Motion to approve the
Contract for Private Development with Maplewood Enclave, LLCMotion to approve the resolution authorizing an InterfundLoan for Advance of Certain Costs in Connection with Tax Increment
Financing District No. 1-16.
Next Steps:¤EDA Action Steps:¤¤¤
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MAPLEWOOD ECONOMIC DEVELOPMENT AUTHORITY STAFF REPORT
Meeting Date September 26, 2022
REPORT TO: Melinda Coleman, Executive Director
REPORT FROM:
Michael Martin, AICP, Assistant Community Development Director
PRESENTER:Jeff Thomson, Assistant Executive Director
AGENDA ITEM:
Call for a Special Meeting of the EDA on October 10, 2022
Action Requested: MotionDiscussion Public Hearing
Form of Action: Resolution OrdinanceContract/Agreement Proclamation
Policy Issue:
At the beginning of the year, the Economic Development Authority (EDA) established its regular
meeting schedule for 2022, which generally meets quarterly. The EDA has the ability to cancel or
add meetings as needed as agenda items arise.
Recommended Action:
Motion to call a special meeting of the EDA on October 10, 2022 at 6 p.m. in the City Hall Council
Chambers for the purpose of reviewing a Tax Increment Financing application.
Fiscal Impact:
Is There a Fiscal Impact? No Yes, the true or estimated cost is $0.00
Financing source(s): Adopted Budget Budget Modification New Revenue Source
Use of Reserves Other: N/A
Strategic Plan Relevance:
Community InclusivenessFinancial & Asset MgmtEnvironmental Stewardship
Integrated CommunicationOperational EffectivenessTargeted Redevelopment
N/A
Background:
Staff recommends that the EDA call a special meeting on October 10, 2022. The tentative agenda
for the meeting includes the review of Tax Increment Financing application for the redevelopment
of Maplewood Marine at 1136 and 116 Frost Avenue.
Attachments:
None
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