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HomeMy WebLinkAboutR-2012-009 Purchase of Property from IDA RESOLUTION NO. 2012-009 A RESOLUTION AUTHORIZING THE PURCHASE OF CERTAIN PROPERTY FROM THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI; AUTHORIZING AND DIRECTING THE IDA TO TRANSFER AND SELL SUCH PROPERTY TO THE CITY; AUTHORIZING THE SUBSEQUENT SALE AND TRANSFER OF SUCH PROPERTY BY THE CITY TO HORIZONS INDUSTRIAL I, LLC; AND AUTHORIZING OTHER DOCUMENTS AND ACTIONS RELATED THERETO WHEREAS, The Industrial Development Authority of the City of Riverside, Missouri (the "IDA ") issued its Industrial Development Revenue Bonds (Riverside, Horizons Infrastructure Project - City of Riverside, Missouri), Series 2007 in the principal amount of $40,265,000 (the "Bonds"); and WHEREAS, the City, the IDA, and UMB Bank, N.A.; entered into that certain Financing and Cooperation Agreement dated as of May 1, 2007 relating to the Bonds (the "Financing AgreemenY'); and WHEREAS, the Financing Agreement requires that the IDA, upon direction of the City, transfer and sell the Mortgaged Property, as defined in the Financing Agreement, in whole or in part, in one or more transactions; and WHEREAS, the City and Briarcliff Realty, LLC entered into that certain Master Development Agreement (the "MDA") on May 10, 2011 which provides for the terms and conditions upon which Briarcliff Realty may purchase a portion of the Mortgaged Property from the City; and WHEREAS, Briarcliff Realty assigned its rights and obligations under the MDA to Briarcliff Horizons, LLC, an affiliated entity of Briarcliff Realty pursuant to Section 12.5(b) of the MDA; and WHEREAS, on or about October 21, 2011 Briarcliff Horizons, LLC provided the City with a Closing Notice pursuant to Section 7.5(a) of the MDA stating its notice of intent to purchase certain property in the Briarcliff Horizons Site in order to construct a project on portion of the Mortgaged Property, a copy of which is attached hereto as Exhibit A(the "Closing Notice"); and WHEREAS, Horizons Industrial I, LLC is a Developer A�liate of Briarcliff Horizons, LLC; and WHEREAS, the project is anticipated to contribute towards increased activity and revenues under the L-385 Levee Redevelopment Plan, as amended (the "TIF Plan"), and other economic development within the City; and WHEREAS, the City finds that it is necessary and in the best interests of the City, in order to further the objectives of the TIF Plan and the objectives of industrial and economic development for the City, to authorize sale of the Sale Property from the IDA for the sum of $.50 per square foot; and WHEREAS, in order to accommodate the project, the City desires to authorize and direct the IDA to sell a certain portion of the Mortgaged Property, the legal description of which is described on Exhibit B(the "Sale Property") to the City pursuant to the Special Warranty Deed, the form of which is attached as Exhibit C; and RESOLUTION NO. 2012-009 WHERAS, the Board of Aldermen find it is in the best interest of the City to further authorize the subsequent sale and transfer of the Sale Property by the City to Horizons Industrial I, LLC pursuant to the Special Warranty Deed, the form of which is attached as Exhibit D; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: THAT the Board of Aldermen hereby find and determine that it is in the best interest of the City, in order to further the objectives of the TIF Plan, the objectives of industrial and economic development of the City, and the terms and conditions of the MDA that the IDA sell the Sale Property to the City and that the City subsequently sell the Sale Property to Horizons Industrial I, LLC; FURTHER THAT the purchase of the Sale Property by the City from the IDA at the price of $.50 per square foot is hereby approved and the purchase price from the City to Horizons Industrial I, LLC is also $.50 per square foot. There are 392,056 square feet within the Sale Property making the purchase price of the Sale Property $196,028 (the "Sale Price"); FURTHER THAT the City Finance Officer is authorized and directed to pay to UMB Bank N.A., Trustee of the Bonds, the amount of $196,028 for the Sale Property, which funds shall be deposited by the Trustee into the Special Redemption Account; FURTHER THAT the IDA is directed to enter into and execute the Special Warranty Deed attached hereto as Exhibit C in favor of the City; FURTHER THAT representatives of the City are hereby authorized and directed to execute the Special Warranty Deed attached hereto as Exhibit D in favor of Horizons Industrial I, LLC.; FURTHER THAT the City shall, and the officers, agents, and employees of the City are hereby authorized and directed to, take such further action and execute and deliver such documents and instruments as may be necessary or desirabie to carry out and comply with the intent of this Resolution; FURTHER THAT this Resolution shall be in full force and effect from and after its passage and approval. PASSED AND ADOPTED by the Bo of Alderme and APPROVED by the Mayor of the City'of Riverside, Missouri, the f�iday of , 2012. ' ' Kat leen L. Rose, yor AT7EST. • ��75rc�b.c..�i �ile.L�.� Robin Littrell, City Clerk App� as to Form: � ho son, City Attorney RESOLUTION NO. 2012-009 EXHIBIT B LEGAL DESCRIPTION OF PROPERTY All that part of the Southwest Quarter of Section 5, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, described as follows: COMMENCING at the Northwest corner of the Southwest Quarter of Section 5, Township 50 North, Range 33 West; thence South 0 degrees 28 minutes 55 seconds West along the West line of the Southwest Quarter of said Section 5 a distance of 1305.07 feet to a point; thence South 89 degrees 31 minutes 05 seconds East a distance of 1463.81 feet to the POINT OF BEGINNING; thence South 68 degrees 05 minutes 05 seconds East a distance of 501.55 feet to a point; thence South 21 degrees 54 minutes 55 seconds West a distance of 871.79 feet to a point; thence North 68 degrees 05 minutes 05 seconds West a distance of 404.00 feet to a point; thence North 21 degrees 54 minutes 55 seconds East a distance of 244.14 feet to a point; thence in a Northeasterly direction along a curve to the left, having a radius of 522.00 feet, through a central angle of 21 degrees 30 minutes 29 seconds, an arc distance of 195.95 feet to a point; thence North 0 degrees 24 minutes 26 seconds East a distance of 105.19 feet to a point; thence in a Northeasterly direction along a curve to the right, having a radius of 325.00 feet, through a central angle of 21 degrees 30 minutes 30 seconds, an arc distance of 122.00 feet to a point; thence North 21 degrees 54 minutes 56 seconds East a distance of 219.24 feet to the POINT OF BEGINNING, CONTAINING 392,056 SQUARE FEET, MORE OR LESS. SUBJECT TO ALL EASEMENTS AND RESTRICTIONS OF RECORD. RESOLUTION NO. 2012-009 EXHIBIT C FORM OF SPECIAL WARRANTY DEED IDA TO CITY THIS INDENTURE is made as of , 2011 by The INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, as grantor ("Grantor"), with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150 to the CITY OF RIVERSIDE, MISSOURI, a fourth class municipality organized and existing under the laws of the state of Missouri, as grantee ("Grantee"), with mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150. WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by Grantee (the receipt of which is hereby acknowledged) does by these presents, BARGAIN and SELL, CONVEY and CONFIRM unto Grantee, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: All that part of the Southwest Quarter of Section 5, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, described as follows: COMMENCING at the Northwest corner of the Southwest Quarter of Section 5, Township 50 North, Range 33 West; thence South 0 degrees 28 minutes 55 seconds West along the West line of the Southwest Quarter of said Section 5 a distance of 1305.07 feet to a point; thence South 89 degrees 31 minutes 05 seconds East a distance of 1463.81 feet to the POINT OF BEGINNING; thence South 68 degrees OS minutes 05 seconds East a distance of 501.55 feet to a point; thence South 21 degrees 54 minutes 55 seconds West a distance of 871.79 feet to a point; thence North 68 degrees 05 minutes 05 seconds West a distance of 404.00 feet to a point; thence North 21 degrees 54 minutes 55 seconds East a distance of 244.14 feet to a point; thence in a Northeasterly direction along a curve to the left, having a radius of 522.00 feet, through a central angle of 21 degrees 30 minutes 29 seconds, an arc distance of 195.95 feet to a point; thence North 0 degrees 24 minutes 26 seconds East a distance of 105.19 feet to a point; thence in a Northeasteriy direction along a curve to the right, having a radius of 325.00 feet, through a central angle of 21 degrees 30 minutes 30 seconds, an arc distance of 122.00 feet to a point; thence North 21 degrees 54 minutes 56 seconds East a distance of 219.24 feet to the POINT OF BEGINNING, CONTAINING 392,056 SQUARE FEET, MORE OR LESS. SUBJECT TO ALL EASEMENTS AND RESTRICTIONS OF RECORD. TO HAVE AND TO HOLD the premises aforesaid, with all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto Grantee and unto its successors and assigns forever, Grantor hereby covenanting that it is lawfuily seized of an indefeasible estate in fee of the premises herein conveyed; that it has good right to convey the same; that said premises are free and clear from any encumbrance (except as referenced above) done or suffered by it; and that it will warrant and defend the title to said RESOLUTION NO. 2012-009 premises unto Grantee and unto its successors and assigns forever, against the lawful claims and demands of all persons whomsoever claiming under it except as above stated. IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI By: Pamela J. Darata, President [SEAL] ATTEST: By: Secretary ACKNOWLEDGEMENT STATE OF MISSOURI ) )SS COUNTY OF PLATTE ) ON THIS _day of , 2011, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Pamela J. Darata to me personally known, who being by me duly sworn, did say that she is the President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. Notary Public Signature (Seai) Printed or Typed Name My Commission Expires: RESOLUTION NO. 2012-009 EXHIBIT D FORM OF SPECIAL WARRANTY DEED CITY TO HORIZONS INDUSTRIAL I, LLC THIS INDENTURE is made as of , 2011 by the CITY OF RIVERSIDE, MISSOURI, a fourth class city organized and existing under the laws of the State of Missouri, as grantor ("Grantor"), with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150 to HORIZONS INDUSTRIAL I, LLC, a limited liability company organized and existing under the laws of the state of Missouri, as grantee ("Grantee"), with mailing address of 4151 N. Mulberry Drive — Suite 205, Kansas City, Missouri 64116. WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by Grantee (the receipt of which is hereby acknowledged) does by these presents, BARGAIN and SELL, CONVEY and CONFIRM unto Grantee, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: All that part of the Southwest Quarter of Section 5, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, described as follows: COMMENCING at the Northwest corner of the Southwest Quarter of Section 5, Township 50 North, Range 33 West; thence South 0 degrees 28 minutes 55 seconds West along the West line of the Southwest Quarter of said Section 5 a distance of 1305.07 feet to a point; thence South 89 degrees 31 minutes 05 seconds East a distance of 1463.81 feet to the POINT OF BEGINNING; thence South 68 degrees 05 minutes 05 seconds East a distance of 501.55 feet to a point; thence South 21 degrees 54 minutes 55 seconds West a distance of 871.79 feet to a point; thence North 68 degrees 05 minutes 05 seconds West a distance of 404.00 feet to a point; thence North 21 degrees 54 minutes 55 seconds East a distance of 244.14 feet to a point; thence in a Northeasterly direction along a curve to the left, having a radius of 522.00 feet, through a central angle of 21 degrees 30 minutes 29 seconds, an arc distance of 195.95 feet to a point; thence North 0 degrees 24 minutes 26 seconds East a distance of 105.19 feet to a point; thence in a Northeasterly direction along a curve to the right, having a radius of 325.00 feet, through a central angle of 21 degrees 30 minutes 30 seconds, an arc distance of 122.00 feet to a point; thence North 21 degrees 54 minutes 56 seconds East a distance of 219.24 feet to the POINT OF BEGINNING, CONTAINING 392,056 SQUARE FEET, MORE OR LESS. SUBJECT TO ALL EASEMENTS AND RESTRICTIONS OF RECORD. TO HAVE AND TO HOLD the premises aforesaid, with all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto Grantee and unto its successors and assigns forever, Grantor hereby covenanting that it is lawfully seized of an indefeasible estate in fee of the premises herein conveyed; that it has good right to convey the same; that said premises are free and clear from any encumbrance (except as referenced above) done or suffered by it; and that it will warrant and defend the title to said RESOLUTION NO. 2012-009 premises unto Grantee and unto its successors and assigns forever, against the lawful claims and demands of all persons whomsoever claiming under it except as above stated. IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. CITY OF RIVERSIDE, MISSOURI ' ; , . , By �. � � ` . . Kathleen L. Rose, Mayor - ; ,�,TTEST...' , ° �-`,""�• , _ � � �• '' _ BYc�,� w � o ' City Clerk ACKNOWLEDGEMENT STATE OF MISSOURI ) ) SS COUNTY OF PLATTE ) ON THIS _day of , 2011, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Kathleen L. Rose to me personally known, who being by me duly sworn, did say that she is the Mayor of the City of Riverside, Missouri, a municipal corporation duly organized and existing under the laws of the state of Missouri, and that the seal a�xed to the foregoing instrument is the seal of said municipality, and that said instrument was signed and sealed in behalf of said municipality by free act and deed of said municipality. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. Notary Public Signature (Seal) Printed or Typed Name My Commission Expires: BRIARCLIFF HORIZONS, LLC i 1300 N. W. BRIARCLIFF PARKWpY, SUITE 250 I KANSAS C]TY, MLSSOURI 64150 January 6, 2012 I VIA FACSIMILE (S161746-8349. VIA FACSIMILE (8161746-8349. He1ND DELIVERY AND US MA[L �' F,LIVERY AND US MAIL Ciry of Riverside City of Riverside City Hall City Hall 2950 NW Vivian Road 2950 NW Vivian Road Riverside, Missouri 64150 Riverside, Missoud 64150 Attn: City Administrator Attn: City Attorney Re: Notice of Intent to Purohase Certain Property in the Briarcliff Horizous Site '� i Ladies and Gendemen i The Ciry of Riverside, Missouri (the "City") and Briarcliff Realty, LLC entered into that certain Master Development Agreement (the "MDA") on May 10, 2011. Thereafter, with the City's consent, Briazcliff Realty, LLC assigned its rights and obligations under the MDA to Briazcliff Horizons, LLC (the "Developer"), an affiliated enrity of Briarcliff Realty, LLC. The IvIDA provides the Developer with certain vested rights to purchase, from time to time, all or a portion of the property within the area of land delineated by the MDA known as the `Briarcliff Horizons Site." The Developer now desires to purchase pursuant to the terms and conditions ; contained in the MDA a portion of the Briarcliff Horizons Site property depicted and described � on the enclosed ALTA/ACSM Land Title Survey prepared by Oisson Associates. The Purchase Price for the property shall be $196,028.00, which is based upon the MDA's purchase price of $0.50 per square foot and the property's square footage of 392,056 square feet as set forth in the Survey. Therefore, pursuant to Section 7.5(a) of the MDA, the Developer hereby provides the City with the required thirty (30) day prior written notice of the Developer's intent to purchase the property described and depicted on Exhibit A hereto on February 15, 2012. The developing party will be Horizons Industrial I, LLC, a Delaware limited liability company and joint venture between Briarcliff Realty, LLC and The Northwestem Mutual Life Insurance Company. Should you have any questions regarding this notice, please contact the undersigned at your earliest oppottuniTy. Thank you. BRIARCLIFF HORIZONS LLC By: Nathaniel Hage anager Enclosure: ALTA/ACSM Land Title Survey �P:/DOOa/1893/OMPoOSB5012;1 ) L. � NOS5�0� �.w.�..� � � � 111��� � _ �.��.,.�..r i!lsii� � t �;'rd��s r�t �� �' j e 1 ,' , • � �' �3' � 8� €p � i i: ��j�i��l's�:6� 1 l; �' � fr�� � � ; �F'€ � � g � 1 � � a Sa �i � � ��g�g.+g °a�� #6 ;�i� i� �t j FFa iFt a ` � g� s j� a� t ! 3 � e i �1 a f, i[3 � .� ii� Ifz 3 � a 3 a a }e in ce _!� i'ek' 72 ia' � i[ z zF E �E'�. ! i�'p � jp � S F 3" �� 5 �� +j �; �� �! ^� ti {ii t �;x i 5 a 4 5 + i i dj / 3 �a�g�I�Fi�g� �ii�� c€ i� ;�� ras �a! i g�i� `s �� �� da �� 3a( g; ! j I 3= tia� ��,�? ,, y �z 3{! jk � ;�ia a � � � � � f $ � f°i�? ° F � �a1�ti�SF� �t�� �S ri 3 �� S�f g.a F : �f� i i � � , i � � �3f� S j � � � 3:a;ifo{�F`�"�df3�1 3� !@ yi f3F 41� „ j��r � i 1� i ��� i �# ��8l�� t # p t� ai � r �:i " z j �7 €� � i :� '-i �: ! �x i . 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