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EDA RES 26-05ver City of Elk River Economic Development Authority Resolution 26-05 A Resolution of the City Council of the City of Elk River approving a purchase agreement and TIF assistance agreement with O'Brien Holdings, LLC including the conveyance of land and business subsidy agreement therein BE IT RESOLVED BY the Board of Commissioners (the "Board") of The Economic Development Authority for the City of Elk River, Minnesota (the "Authority') as follows: Section 1. Recitals. 1.01. Authorization. The City of Elk River, Minnesota (the "City") has approved the establishment of its Tax Increment Financing District No. 30 (an economic development district) (the "TIF District"), within e Municipal Development District No. 1 ("Development Project") and has adopted a tax increment ,financing plan therefor for the purpose of financing certain public improvements within the Development Project. 1.02. To facilitate development of certain property in the TIF District, the Authority proposes to enter into a Purchase Agreement (the "Purchase Agreement'l with O'Brien Holdings, LLC, a Minnesota limited liability company, or an affiliate thereof or entity related thereto (the "Developer'l, under which the Authority will convey to the Developer certain property described in Exhibit A attached hereto (the "Development Property') in order for the Developer to construct an approximately 40,000 square foot expansion of the Developer's manufacturing facility to be owned by Developer and operated by Crystal Distribution, Inc. (the "Development'). In addition, the Developer, the Authority and the City will enter into a TIF Assistance Agreement (the 'TIF Assistance Agreement') providingcertain tax increment financing assistance to the Development. 1.03. The Authority proposes to sell the Development Property to the Developer at the price of $609,000. The purchase price for the Development Property will be paid from cash in the amount of $518,000, a land write down from the Authority in the amount of $91,000 (the "Land Write Down") which will be repaid from available tax increment generated by property within the TIF District in accordance with the TIF Assistance Agreement. In addition, the City proposes to reimburse the Developer for certain public development costs in the amount not to exceed $400,000 through the issuance of a pay as you go tax ,crement financing note (the "TIF Note"), subject to the terms and conditions set forth in the TIF Assistance ;reement. 1.04. The Land Write Down constitutes a "business subsidy" within the meaning of Minnesota Statutes, Section 116J.993 to 116J.995, as amended (the 'Business Subsidy Act"), and the TIF Assistance Agreement includes a "business subsidy agreement" as required under the Business Subsidy Act. 1.05. On the date hereof, the Authority conducted a duly noticed public hearing regarding the conveyance of the Development Property to the Developer pursuant to the Purchase Agreement, at which all interested parties were given an opportunity to be heard, and the Authority hereby finds that the execution of the Purchase Agreement and TIF Assistance Agreement and performance of the Authoritys obligations thereunder, including the conveyance of the Development Property to the Developer and the business subsidy agreement, are in the best interest of the City and its residents. Section 2. Agreement Containing Land Sale and Business Subsidy Approved. 2.01 The Board approves the Purchase Agreement and TIF Assistance Agreement in substantially the form presented to the Board, together with any related documents necessary in connection therewith, including without limitation the business subsidy agreement provided therein, all documents, exhibits, certifications, or consents referenced in or attached to the Purchase Agreement and TIF Assistance Agreement including the assessment agreement, any documents required by the title company relating to the conveyance of property and the deed conveying the Development Property (the "Development Documents"). The Board hereby approves the conveyance of the Development Property to the Developer in accordance with the terms of the Purchase Agreement. 2.02. The Board hereby authorizes the President and Executive Director, in their discretion and at such time, if any, as they may deem appropriate, to execute the Development Documents on behalf of tr Authority, and to carry out, on behalf of the Authority, the Authority's obligations thereunder when G conditions precedent thereto have been satisfied, provided that the closing statement and other documents required by the title company may be executed by the Executive Director. The Development Documents shall be in substantially the form on file with the Authority and the approval hereby given to the Development Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the Authority and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the Authority. The execution of any instrument by the appropriate officers of the Authority herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This resolution shall not constitute an offer and the Development Documents shall not be effective until the date of execution thereof as provided herein. 2.03. In the event of absence or disability of the officers, any of the documents authorized by this resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act on their behalf. Upon execution and delivery of the Development Documents, the officers and employees of the Board are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the Board to implement the Development Documents, including without limitation the issuance of tax increment revenue obligations thereunder when all conditior- precedent thereto have been satisfied and reserving funds for the payment thereof in the applicable t,., increment accounts and the crediting of tax increments to the payment of the Purchase Price Note when all conditions precedent thereto have been satisfied. Section 3. Effective Date. This resolution shall be effective upon approval. /Approved by the Board of Commissioners of the Economic Develo ment Authority for the City of Elk River, Minnesota on May 4, 2026. Matt �Vestgaard, ATTES Brent O'Neil, Executive Director