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.
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