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HORSEY <br />OORSEY & WHITNEY LLP <br />MEMORANDUM <br />TO: Mike Mornson, City Manager <br />FROM: Jay R. Lindgren <br />DATE: March 3, 2008 <br />RE: Silver Lake Village, Phase IB, Amendments Required in Order to Modify <br />Len Pratt of Apache Redevelopment, LLC ( "Developer ") has informed the City of St. <br />Anthony that his team would like to revise Phase IB of the Silver Lake Village project. <br />Currently the Master Redevelopment Agreement (as provided by the Fifth and Sixth <br />Amendments) requires that Phase 1 B include: <br />64 units of for sale housing to be constructed closer to 39th Avenue, with construction <br />to commence by September 1, 2008; and <br />64 units of for sale housing to be constructed closer to 38" Avenue, with construction <br />to commence by September 1, 2009. <br />Developer now proposes that Phase IB include a minimum of 100 for sale, senior housing <br />cooperative units within one building. This memorandum outlines the various steps that will <br />be required if the City Council determines that it wishes to concur with this revision to Phase <br />IB. <br />Amendments to Redevelopment Agreement (through new Seventh Amendment <br />1. Amend Section 1.1 (Definitions, as currently provided in Sixth Amendment) to revise <br />the definition of Phase 1 B. <br />2. Amend Section 10.1 (Development Timeline, as currently provided in Sixth <br />Amendment) to eliminate the separate Phase I13-1 and IB -2 and to set the Desired and <br />Default Dates for the single building in the revised Phase IB. <br />3. Amend Section 12.3 (c) & (d) (Reimbursement of Qualified Redevelopment Costs: <br />Tax Increment Notes), as currently provided in Fifth Amendment) to combine the Phase IB -1 <br />and IB -2 Notes into a single Phase IB Note. The original Redevelopment Agreement stated <br />that the Phase IB Note was intended to be for a maximum of $3,432,758, based on 128 for <br />sale housing units. We'll need to determine what the proper maximum amount should be for <br />the revised senior housing cooperative units. <br />4. Amend Section 6.1(b) (For Sale Financing Requirement) as may be needed to <br />change to change the reference to the $3,432,758 in tax increment. <br />5. Amend Section 6.2 (Special Assessments) to require acceleration of the current <br />$162,5000 in specials allocated to the Phase IB Residential Property. Currently, the <br />specials require payment of ongoing principal and interest. Payment of the remaining <br />OORS =_Y & A'HI7NEY LLV <br />