HomeMy WebLinkAbout1750 City to Execute a Pre-Development Agreement with Skyline Townhomes, LLC BILL NO. 2020- 049 ORDINANCE NO.
AN ORDINANCE AUTHORIZING THE CITY TO EXECUTE A PRE-DEVELOPMENT
AGREEMENT WITH SKYLINE TOWNHOMES, LLC AND TAKE CERTAIN OTHER ACTIONS
IN CONNECTION THEREWITH.
WHEREAS, the City of Riverside, Missouri, a fourth-class city and political subdivision of
the State of Missouri (the "City"), is authorized and empowered pursuant to the provisions of
Article VI, Section 27(b) of the Missouri Constitution, as amended, and Sections 100.010 through
100.200, inclusive, of the Revised Statutes of Missouri, as amended (RSMo) (collectively, the"Act"),
to purchase, construct, extend and improve certain projects (as defined in Section 100.010 RSMo)
and to issue industrial development revenue bonds for the purpose of providing funds to pay the
costs of such projects and to lease or otherwise dispose of such projects to private persons or
corporations for manufacturing, commercial, warehousing and industrial development purposes
upon such terms and conditions as the City shall deem advisable; and
WHEREAS, Skyline Townhomes, LLC (the "Company") proposes a project for industrial
development under the Act consisting of the construction of approximately one hundred twenty-
eight (128) townhome units together and related accessory structures, infrastructure and site
improvements (the "Project"); and
WHEREAS, the end use of the Project will be as rental property owned by one or more
entities affiliated with the Company with units leased to residential tenants as part of the operation
of a business for profit, giving the Project a "commercial" purpose within the meaning of Article
Vl, Section 27(b) of the Missouri Constitution; and
WHEREAS, the City finds that the Project serves a public purpose in that it will increase
the available housing stock, create new jobs in the City, and the Company's investment in the
Project serves a public purpose by furthering the City's policy of encouraging economic stability
and growth; and
WHEREAS, the Board of Aldermen hereby finds and determines that it is desirable to set
out preliminary terms relating to (1) incentives to be granted under the Act (consisting of the
issuance of bonds to provide sales tax exemption for construction materials purchased for the
Project), (2) the provision of trash collection services to the Project, and (3) the payment of costs
related to storm water management at the Project; and
WHEREAS, the Board of Aldermen further finds and determines that it is necessary and
desirable that the City enter into a pre-development agreement and that the City take certain other
actions and approve the execution of certain other documents as herein provided:,
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY
OF RIVERSIDE, MISSOURI, AS FOLLOWS:
SECTION 1 - AUTHORIZATION OF PRE-DEVELOPMENT AGREEMENT. The City is
hereby authorized to enter into the Pre-Development Agreement between the City and the
Company (the "Pre-Development Agreement"), in substantially the form on file with the City Clerk,
with such changes therein as are approved by the officials of the City executing the Pre-
Development Agreement, such officials' signatures thereon being conclusive evidence of their
approval thereof. The Mayor is hereby authorized to execute the Pre-Development Agreement
and such other documents, certificates and instruments as may be necessary or desirable to carry
out and comply with the intent of this Ordinance, for and on behalf of and as the act and deed of
the City. The City Clerk is hereby authorized to attest to and affix the seal of the City to the Pre-
Development Agreement and such other documents, certificates and instruments as may be
necessary or desirable to carry out and comply with the intent of this Ordinance.
SECTION 2 - FURTHER AUTHORITY. The City shall, and the officials, agents and
employees of the City are hereby authorized to, take such further action, and execute such other
documents, certificates and instruments as may be necessary or desirable to carry out and
comply with the intent of this Ordinance and to carry out, comply with and perform the duties of
the City with respect to the Pre-Development Agreement.
SECTION 3 - EFFECTIVE DATE. This Ordinance shall be in full force and effect from
and after its passage and approval.
BE IT REMEMBERED that the above was read two times by heading only, passed and
approved by a majority of the Board of Aldermen and APPROVED by the Mayor of the City of
Riverside, Missouri, this i I ="day of , 2020.
," • K leen L. Rose, Mayor
ATTEST-,
Robin Kincaid, ity Clerk
0
PRE-DEVELOPMENT AGREEMENT
THIS PRE-DEVELOPMENT AGREEMENT(this"Agreement")is made effective as of the 17th day
of November, 2020 (the "Effective Date") by and between the CITY OF RIVERSIDE, a Missouri
municipal corporation(the"City")and SKYLINE TOWNHOMES,LLC,a Missouri I i m ited liability
company(the"Company").
WHEREAS, the Company proposes a project for industrial development (the "Project") under
Chapter 100 of Missouri Revised Statutes ("Chapter 100") consisting of the construction of
approximately one hundred twenty-eight (128) townhome units together and related accessory
structures, infrastructure and site improvements; and
WHEREAS, the end use of the Project will be as rental property owned by one or more entities
affiliated with the Company with units leased to residential tenants as part of the operation of a business
for profit, giving the Project a"commercial"purpose within the meaning of Article VI, Section 27(b)
of the Missouri Constitution; and
WHEREAS, the City or the City's agents agree to provide municipal waste collection and disposal
services to the residential tenants of the Project at no cost to either the Company or the residential
tenants; and
WHEREAS, the estimated cost of the Project is $19.5 million and will be financed, in part, with the
issuance (the "Bond Issuance") of bonds (the "Bonds") under Chapter 100 solely for the purpose of
exempting the purchase of construction materials from Missouri state and local sales taxes;and
WHEREAS,the Project is to be constructed upon approximately 19.04 acres of land generally located
at the northwest corner of N.W. Gateway Avenue and N.W. 51St Terrace in Riverside, Missouri (the
"Real Property");and
WHEREAS, the Real Property has never been developed and suffers topographic, grading, and
infrastructure challenges, including significant on-site or off-site stormwater management issues, that
hinder development of the Real Property; and
WHEREAS, the City agrees to take all reasonable and necessary steps to prepare and submit a
Building Resilient Infrastructure and Communities grant (`ERIC Grant") sub-application to address
stormwater management practices impacting the Project and other down-stream developments;and
WHEREAS,the City finds that the Project serves a public purpose in that it will increase the available
housing stock,create new jobs in the City,and the Company's investment in the Project serves a public
purpose by furthering the City's policy of encouraging economic stability and growth;and
WHEREAS, the governing body of the City (the "Board of Aldermen") has authorized the City's
execution of this Agreement by Ordinance 1750 passed on November 17,2020; and
WHEREAS, the Company anticipates purchasing materials to be used or consumed in constructing
the buildings to be located on the Real Property(the"Construction Materials"); and
WHEREAS, either a fee or leasehold interest in the Real Property will be transferred to the City,and
the Real Property will then be leased or subleased back to the Company for a term to allow for the
(33975/70860;923828.)
construction and installation of the improvements to the Real Property (the"Bond Term"), currently
estimated to be two(2)years; and
WHEREAS, during the Bond Term, the retail purchases of Construction Materials to be used,
consumed and otherwise incorporated into the Real Property are expected to be exempt from sales and
use taxes pursuant to Section 144.062.1,RSMo; and
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,the parties to this Agreement hereby agree as follows:
1.1 Recitals. The recitals set forth above are deemed substantive terms of this Agreement
and are incorporated herein.
1.2 Trash Services. The City or the City's agent shall provide,at no cost to the Company
or to the residential tenants of the Project, free trash collection and removal services for municipal
waste ("Trash Services") generated by the residential tenants. The Trash Services shall be provided
on an agreed upon schedule between the City or City's agent and Company, but in no case shall such
Trash Services be provided less frequently than once per week with an exception for collection days
that fall on a state or federal holiday.
1.3 Stormwater Management. The City requires stormwater infrastructure
improvements designed to limit any increase in the downstream impact of stormwater run-off
generated by the Project. The Company, in its sole discretion, may elect to address the impacts of
stormwater run-off by either(i) installing on-site stormwater detention areas capable of handling 10-
year, 20-year, and 100-year storm events, as shown on the Company's development plans submitted
to the City dated November 6,2020,or(ii)working in cooperation with the Gatewoods Homeowner's
Association and the City for the City's submission of a BRIC Grant sub-application to Missouri's State
Emergency Management Agency ("SEMA") to install off-site nature based improvements to
downstream areas of the Jumping Branch Creek floodplain within the Gatewoods development area.
Prior to submitting the BRIC Grant sub-application to SEMA the City shall provide the Company with
a copy of the sub-application and all related materials, including a detailed project budget for the
proposed improvements and infrastructure in the BRIC Grant sub-application. The Company shall
provide the City with written notice of its election under this Section 1.3 within 60 days of receipt of
the City's BRIC Grant sub-application materials. If the Company elects to proceed with the BRIC
Grant and the BRIC Grant is awarded to the City, the City shall administer the grant at its cost and
expense,and the Company shall contribute the local cost share portion of the BRIC Grant estimated at
twenty-five percent(25%)of the total BRIC Grant award. The City shall pay any and all pre-award
costs relating to the preparation and submission of the BRIC Grant sub-application,including the costs
of general design concepts and for all data collection and other financial and environmental data. All
engineering costs for the project's infrastructure and design shall be paid with BRIC Grant award
proceeds, if eligible, or by the Company.
1.4 Proposed Chapter 100 Incentives. The Company proposes a plan for industrial
development("Chapter 100 Plan")that will exempt the purchase of Construction Materials from
Missouri state and local sales taxes during the Bond Term. The Chapter 100 Plan shall provide
that the Company shall make payments-in-lieu of taxes equal to one hundred percent (100%) of
the ad valorem taxes on the Real Property that would otherwise be paid during the Bond Term if
a fee interest is conveyed to the City,or that the Company shall pay the real property taxes imposed
(33975/70860;923828. )
on the Real Property during the Bond Term if the City takes only a leasehold interest in the Real
Property. The Chapter 100 Plan will be comprised of a single series of Bonds for the acquisition,
purchase, construction and installation of Real Property. Nothing contained herein shall be
construed as to restrict or limit other state or local incentives that the Company may be eligible to
receive, nor shall this Agreement be interpreted to waive, limit or restrict the Company's right to
appeal,contest,or challenge any and all ad valorem tax assessments.
1.5 Chapter 100 Application Process. The Company shall submit a Chapter 100
application to the City or its designated agent on forms or in a format designated by the City. In
the absence of City forms or designated format, the application materials shall be limited to such
information required for inclusion in the Chapter 100 Plan under section 100.050 and related
exhibits and attachments. The City shall review the Company's application materials for
completeness and provide the Company with an opportunity to supplement its application.
i. Gilmore & Bell, P.C. ("Bond Counsel") shall prepare the Chapter 100 Plan and
all schedules and attachments, including the cost-benefit analysis required under section
100.050, RSMo, for the review by the Company and City Staff.
ii. Bond Counsel, on behalf of the City, shall mail the required notices of a public
hearing to each of the taxing jurisdictions entitled to such notice pursuant to section
100.400, RSMo.
iii. At the meeting chosen by the City for the public hearing,the City shall introduce
an ordinance approving the Chapter 100 Plan and authorizing the City to execute the Bond
Documents (as such term is defined below).
1.6 Amendments to Chapter 100 Plan Area. The legal description included in the
Bond Documents shall be such legal description as is provided for such purpose by the Company,
provided that such legal description is consistent with the description of the property in the Chapter
100 Plan in terms of approximate acreage and location.
1.7 Chapter 100 Bond Issuance. Subject to compliance with the requirements of Chapter
100 and approval by the Board of Aldermen, in the Board's sole discretion, of a Chapter 100 Plan for
the Project and the Bond Issuance,the City shall issue the Bonds as follows:
i. The principal amount of the Bonds shall be determined based on the estimated cost
of the Company's purchase and acquisition of the Real Property;
ii. The proceeds of the Bonds shall be used for the acquisition and improvement of the
Real Property, and for any other purpose permitted under Chapter 100 and contained in the
Company's Chapter 100 Plan approved by the City;
iii. The maximum total principal amount of the Bonds to be outstanding at any time
shall not exceed$19,500,000;
(33975/70860;923828.)
iv. The Bonds shall be issued in accordance with Chapter 100 and be revenue bonds
pursuant to section 100.100, secured and repaid solely from rents payable by the Company
under the Lease and shall not be a general obligation of the City;and
v.The Bond documentation(the"Bond Documents")shall be substantially in the form
of the standard bond documents entered into by City for Chapter 100 projects of this type(the
"Model Bond Documents"), provided, however, that: (1) the Bond Documents shall differ
from the Model Bond Documents by(i)containing terms and conditions reasonably acceptable
to the Company and City, (ii) providing that the Company shall have the right to repay the
Bonds issued at any time and terminate the lease, and (iii)providing for a term expiring upon
completion of the Project, and (2)the Bond Documents may include such other changes and
additional terms and conditions not included in the Model Bond Documents as are reasonably
acceptable to City and the Company.
vi. The Company shall purchase all of the Bonds and the Company's private financing
shall be separate and apart from the Bond structure, in both documentation and flow of funds.
1.8 Chapter 100 Sales Tax Exemption. The City shall cooperate with the Company and
shall issue its project exemption certificate and other documentation as may be necessary from time to
time for the purpose of effecting a sales tax exemption for the Construction Materials only upon the
closing of the Bond transaction.
1.9 No Tax Representations or Warranties. The parties hereby agree that neither the
Company nor the City is making any representations or warranties to the other about the tax treatment,
implications or treatment of the transactions contemplated in this Agreement. The City does not agree
to offset,credit or pay to the Company any amount for any loss of benefit anticipated by the Company
in the event that any sales tax exemptions are denied by third parties or by an order of a court. In such
event,there shall be no sales tax exemption and sales taxes will be due and owing on any Construction
Materials purchased under sales tax exemption.
1.10 Notices. All notices shall be sent either by certified mail, return receipt requested,
personal messenger or overnight delivery via a reputable overnight delivery service. Any notice sent
by(a)certified mail,return receipt requested shall be deemed delivered two(2)days after deposited in
the United States Mail;(b)personal messenger shall be deemed delivered when actually received; and
(c)an overnight delivery service shall be deemed delivered on the business day following the date the
notice is deposited with the overnight delivery service addressed as specified below:
Mr. Mike Duffy
If to City: Community Development Director
City of Riverside
2950 NW Vivion Road
Riverside,Missouri 64150
With a copy to: Paul Campo,Esq.
Williams& Campo,P.C.
400 SW Longview Blvd., Suite 200
Lee's Summit, Missouri 64081
133975/70860;923828.}
If to the Company: Mr. Brian J. Mertz
Skyline Townhomes,LLC
7607 NW John Anders Road
Kansas City, MO 64152
With a copy to: Patricia R. Jensen, Esq.
4510 Belleview Ave., Suite 300
Kansas City,MO 64111
Such address may be changed by a party by giving the other party ten(10)days' notice of such change
in writing.
1.11 Severability. If any term, covenant, condition, or provision of this Agreement, or the
application to any person or circumstance shall,at any time or to any extent be invalid or unenforceable,
the remainder of this Agreement, or the application of such term or provision to persons or
circumstances other than those as to which it is held invalid or unenforceable,shall(except to the extent
such result is clearly unreasonable)not be affected thereby, and under such circumstances each term,
covenant, condition, and provision of this Agreement shall be valid and enforced to the fullest extent
permitted by law,insofar as such enforcement is not clearly unreasonable. In case any provision in this
Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the
remaining provisions shall not in any way be affected or impaired thereby.
1.12 Counterparts. This Agreement may be executed in one or more counterparts,each of
which shall constitute an original and all of which,when taken together,shall constitute one agreement.
1.13 Venue. Any lawsuit, action, or proceeding arising under this shall, to the extent there
is federal jurisdiction over the parties and subject matter, be brought exclusively in either the federal
courts of the United States located in the Western District of Missouri or the circuit court of Jackson
County, Missouri at Kansas City.
1.14 Negation of Partnership. It is mutually understood and agreed that nothing contained
in this Agreement is intended or shall be construed in any manner or under any circumstances
whatsoever as creating or establishing the relationship of co-partners or creating or establishing the
relationship of a joint venture between the City and the Company or as constituting the Company as
the agent or representative of the City for any purpose or in any manner under this Agreement,it being
understood that the Company is an independent contractor hereunder.
1.15 Ancillary Documents. The City and the Company hereby agree that all other
agreements and other documents to be executed by the parties to effectuate the transactions
contemplated in this Agreement shall be consistent with the terms and conditions of this Agreement;
provided that the final Bond Documents shall control with respect to any terms of the incentives
described in this Agreement.
1.16 Conflict of Terms. It is the intention of the City and the Company that if any provision
of this Agreement is capable of two constructions,one of which would render this provision valid and
enforceable,then the provision shall have the meaning which renders it valid and enforceable.
{33975/70860;923828.}
1.17 No Waiver.No failure on the part of the City or the Company to enforce any covenant
or provision contained in the Agreement nor any waiver of any right under this Agreement shall
discharge or invalidate such covenant or provision or affect the right of the other party to enforce the
same in the event of any subsequent default.
[Remainder of Page Intentionally Left Blank-Signature Page Follows]
{33975/70860;923828.}
r
CITY OF ERSID.E,_MIISSO RI
By:_ ��'
Name:..
Title: �p
AP VED <TO�F :
By:_rtle:
SKYLINE TOW vHOMES,LLC
By: --—
Brian J. Mertz,Member/Manager
133975/70860;923828. )
CITY of City of Riverside
RIVERS Staff AnalysisP Report
MISSOURI
Upstream from ordinary. Case Number PC20-08, Preliminary/Final
Development Plan & Rezoning for the south
side of NW Platte Road, east of NW Riverway Blvd.,
north of Missouri Highway 9 and west of Briarcliff
Professional Plaza.
General Information
Applicant: Zeke Young
Location: The south side of NW Platte Road, east of NW Riverway Blvd., north of Missouri
Highway 9 and west of Briarcliff Professional Plaza.
Application: Preliminary/Final Plat; Preliminary/Final Development Plan; Rezoning
Existing Zoning: C-1 Commercial
Proposed Zoning: PD- Planned Development
Existing Land Use: Retail and Undeveloped
Proposed Land Use: Retail
Preliminary/Final Development Plan and Rezoning: Preliminary/Final Development Plan
and Rezoning will be reviewed by the Planning Commission and the Board of Aldermen for
approval.
Site Area: 20.27 acres
Building: 59,472 SF
Overview: The applicants are requesting approval of a rezoning from C-1 commercial to PD
Planned Development and a preliminary/final development plan for a new retail store on the
City's eastern boundary.
Analysis
Site Layout: The proposed site is largely undeveloped with the exception of the current Red X
store. The store will remain open and operation while a new store is constructed on the
southeast corner of the property. The proposed store will be approximately 59,472 SF. It will
have a north/south orientation with one main entrance on the northwest corner.
Parking: The plan proposes 301 standard parking stalls and 7 ADA stalls. This exceed the 238
parking stalls required by code.
Page 1 of 2
Infrastructure: No new infrastructure us needed for this development. Existing utilities are
available to the site. The site has access off NW Platte Road. The applicant will also be
working with the adjacent property owner for an access easement from the private drive to the
east.
Stormwater: The developer and the City have worked together to remove the existing dry basin
detention pond. All stormwater will be conveyed to the south of the property.
Building Design: The building will be constructed of traditional material with a variety of
decorative accents.
Landscaping: The applicant has proposed a mixture of street trees and shrubs for the property.
With this development being within the Levee Critical area the applicant will work with staff
and the Levee District to develop an acceptable plan that will be mindful of the integrity of the
levee.
Signage: The applicant is proposing signage on the north and west sides of the building that
comply with the City's sign code. The store will also have an electronic monument sign on
West Platte that will comply with City Code.
Comprehensive Master Plan: Throughout the development of the Comprehensive Master Plan
it was articulated by participants that improving community image/character and the quality and
design of buildings and development were key concerns. This development addresses several of
these concerns by taking an underutilized property and creating new development.
Recommendation
Staff finds the applications in conformance with the standards set forth in the UDO and the goals
established in the Comprehensive Master Plan and therefore recommends approval of the
applications with the following conditions:
• Developer will work with staff on landscaping
• A final plat will be submitted at a later date.
Attachments
• Final Development Plan: Site Plan
• Location Map
• Elevations
Page 2 of 2