HomeMy WebLinkAboutHRA PACKET 09142021
If you would like to request special accommodations or alternative formats, please contact the City Clerk at 612-782-3313 or
email city@savmn.com. People who are deaf or hard of hearing can contact us by using 711 Relay.
Our Mission is to be a progressive and welcoming Village that is walkable, sustainable and safe.
Call to Order.
Roll Call.
I. Approval of September 14, 2021, H.R.A. Agenda.
II. Consent Agenda.
These items are considered routine and will be enacted by one motion. There will be no separate
discussion of these items unless a Councilmember or citizen so requests, in which event the item will
be removed from the Consent Agenda and placed elsewhere on the agenda.
A. Approval of August 24, 2021 H.R.A. Minutes.
B. Claims.
III. Public Hearings.
IV. General Policy of Business of the H.R.A.
A. Resolution 21-07- A Resolution Approving the Land Swap Agreement between Bremer Bank and the
Housing and Redevelopment Authority of St. Anthony.
I. Staff Reports.
II. H.R.A. Commissioner Comments.
III. Information and Announcements.
IV. Adjournment.
CITY OF SAINT ANTHONY VILLAGE
HOUSING AND REDEVELOPMENT AUTHORITY AGENDA
SEPTEMBER 14, 2021
CITY OF ST. ANTHONY 1
HOUSING AND REDEVELOPMENT AUTHORITY MEETING 2
AUGUST 24, 2021 3
4
CALL TO ORDER. 5
6
Chair Stille called the meeting to order at 7:46 p.m. 7
8
ROLL CALL. 9
10
Present: Chair Stille, Commissioners Jenson, Randle, Walker, and Webster. 11
Absent: None 12
Also Present: Executive Director Charlie Yunker 13
14
I. APPROVAL OF AUGUST 24, 2021 H.R.A. AGENDA. 15
16
Motion by Commissioner Jenson, seconded by Commissioner Webster, to approve the August 17
24, 2021 Housing and Redevelopment Authority Agenda as presented. 18
Motion carried 5-0. 19
20
II. CONSENT AGENDA. 21
22
A. H.R.A. Meeting Minutes of August 10, 2021 23
B. Claims. 24
25
Motion by Commissioner Webster, seconded by Commissioner Walker, to approve the Consent 26
Agenda as presented. 27
Motion carried 5-0. 28
III. PUBLIC HEARINGS – NONE. 29
30
IV. GENERAL POLICY BUSINESS OF THE H.R.A. – NONE. 31
32
V. STAFF REPORTS – NONE. 33
34
VI. H.R.A. COMMISSIONER COMMENTS – NONE. 35
36
VII. INFORMATION AND ANNOUNCEMENTS – NONE. 37
38
VIII. ADJOURNMENT. 39
40
Chair Stille adjourned the meeting at 7:50 p.m. 41
42
Respectfully submitted, 43
Debbie Wolfe 44
TimeSaver Off Site Secretarial, Inc. 45
46
47
ATTEST: ________________________________ Chair 48
City Clerk 49
THIS PAGE LEFT INTENTIONALLY BLANK
City of St Anthony Village Check Register Page: 1
Check Issue Dates: 9/15/2021 - 9/15/2021 Sep 07, 2021 05:19PM
Report Criteria:
Report type: Summary
Check.Check number = 45013
Check.Type = {<>} "Adjustment"
GL Period Check Issue Date Check Number Vendor Number Payee Check GL Account Amount
09/21 09/15/2021 45013 11738 WSB & ASSOCIATES, INC.330-2020-00 1,071.25
Grand Totals: 1,071.25
Summary by General Ledger Account Number
GL Account Debit Credit Proof
330-2020-00 .00 1,071.25-1,071.25-
330-4300-00-0289 1,071.25 .00 1,071.25
Grand Totals: 1,071.25 1,071.25-.00
Dated: ______________________________________________________
Mayor: ______________________________________________________
City Council: ______________________________________________________
______________________________________________________
______________________________________________________
______________________________________________________
______________________________________________________
______________________________________________________
City Recorder: _____________________________________________________
M = Manual Check, V = Void Check
THIS PAGE LEFT INTENTIONALLY BLANK
MEMORANDUM
To: St. Anthony Village Housing & Redevelopment Authority
From: Charlie Yunker, City Manager
Date: September 14, 2021 Saint Anthony HRA Meeting
Request: Approving the Land Swap Agreement between Bremer Bank, N.A. and the City of St. Anthony
Housing and Redevelopment Authority (HRA)
OVERVIEW
For your consideration is a Land Swap Agreement between Bremer Bank, N.A. and the City of St. Anthony HRA.
Bremer Bank, N.A. would acquire the city owned parcel at 2654 Kenzie Terrace, and the city would acquire the
.32 acre Bremer Bank owned property at 2534 Kenzie Terrace at the intersection of Kenzie Terrace and Lowry
Ave NE for a new City Gateway entrance node.
BACKGROUND
The City Council reviewed a preliminary concept plan for a multi-party project when the Council discussed a tax
increment financing proposal from Trident Development, LLC at its Work Session on November 13, 2019. Trident
Development, LLC has entered into an agreement with Bremer Bank, N.A. for redevelopment of the property at
2401 Kenzie Terrace. The Saint Anthony HRA approved a previous version of the land swap agreement at its
meeting on October 27, 2020.
Subsequent to the approval Trident Development, LLC withdrew from the project, and the closing of the land
swap did not take place. After continuing discussions with Bremer Bank, N.A. it was determined that the bet
course of action was to terminate the agreement until such time as a new third-party can be identified to
continue the project. The notice of termination was presented to the HRA at their March 9, 2021 meeting.
A new developer has joined the three-party arrangement and has re-engaged the City on the land swap
agreement. Since the previous version was approved, additional site clean-up costs have been identified on the
2654 Kenzie Terrance site, and the developer has proposed that the City share in the costs for remediation of
approximately 50%, and not to exceed $60,000.00. Otherwise, the agreement is unchanged from the previous
version in substance.
RECOMMENDATION
Staff recommends approval of Resolution 21-0xx, as the substantive aspects of the agreement are unchanged,
and sharing of the remediation costs is reasonable. The City Attorney has reviewed the agreement and advises
that it can be approved at this early stage, as there are sufficient contingencies in place to protect the city.
ATTACHMENTS:
•Map of the area with the parcels highlighted
•Redlined agreement
•Resolution 21-0xx
REFERENCE MAP
1
2
3
#1 New Senior Living
Address: 2401 Kenzie Terrace
#3 New City Entrance Node
Address: 2534 Kenzie Terrace
A
#2 New Bremer Bank
Address: 2654 Kenzie Terrace
4839-8767-9929\3
LAND SWAP AGREEMENT
THIS AGREEMENT is made and entered into this ___ day of _______________________, 2021
(the “Effective Date”), by and between BREMER BANK, NATIONAL ASSOCIATION, a
national banking association (“Bremer”) and HOUSING AND REDEVELOPMENT
AUTHORITY OF ST. ANTHONY, MINNESOTA, a public body corporate and politic under
the laws of Minnesota (“HRA”).
WHEREAS, Bremer owns that certain parcel located at 2534 Kenzie Terrace, St. Anthony Village,
MN (the “City”), legally described on Exhibit A attached hereto and incorporated herein and both
depicted and labeled as the “Bremer Parcel” on Exhibit C attached hereto and incorporated herein
(the “Bremer Parcel”);
WHEREAS, HRA owns that certain parcel of land located at 2654 Kenzie Terrace, St. Anthony
Village, MN, legally described on Exhibit B attached hereto and incorporated herein and both
depicted and labeled as the “HRA Parcel” on Exhibit C attached hereto and incorporated herein
(the “HRA Parcel”);
WHEREAS, Bremer desires to convey the Bremer Parcel to HRA for the development by HRA
of a southwest gateway node to the City (“Node Project”), and HRA desires to convey the HRA
Parcel to Bremer for the development by Bremer of a new office and banking facility to be owned
and/or operated by Bremer (the “New Bremer Project”) (the Bremer Parcel and the HRA Parcel
are sometimes referred to herein individually as the “Parcel,” or collectively as the “Parcels”);
NOW, THEREFORE, in consideration of the foregoing and for good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
1.Land Swap. In consideration of HRA’s promises as contained herein, Bremer agrees to
convey the Bremer Parcel to HRA by Limited Warranty Deed contemporaneously with
HRA’s conveyance of the HRA Parcel to Bremer as required hereunder. In consideration
of Bremer’s promises as contained herein, HRA agrees to convey the HRA Parcel to
Bremer by Limited Warranty Deed contemporaneously with Bremer’s conveyance of the
Bremer Parcel to HRA as required hereunder.
2.Consideration for HRA Parcel. Bremer agrees to pay Four Hundred Ninety-four
Thousand, Two Hundred Forty-Seven and no/100 Dollars ($494,247.00) (or $13.00 per
square foot - to be confirmed and adjusted by an ALTA survey, if any) (the “HRA Parcel
Purchase Price”) for the HRA Parcel, at Closing. Interstate and The HRA shall equally
split (50/50) the costs for soil correction related expenses incurred by Interstate or Bremer
in the development of the HRA Parcel. The HRA participation for soil correction expenses
shall be capped at $60,000.00, which shall be escrowed out of the sale proceeds with the
Title Company.
3.Consideration for Bremer Parcel. HRA agrees to pay One Hundred Forty-five Thousand
Eighty and no/100 Dollars ($145,080.00) (or $10.40 per square foot, to be confirmed and
adjusted by an ALTA survey, if any) (the “Bremer Parcel Purchase Price”), for the
Bremer Parcel at Closing.
Deleted: 2020
2
4839-8767-9929\3
4. Timing of Closing. Subject to the following paragraphs of this Section 4, the closing of
the conveyances referenced in Paragraph 1 hereof (the “Closing”) shall occur within thirty
(30) days after the end or earlier mutual waiver of the Due Diligence Period (as extended,
if applicable), as described in Paragraph 5 below.
The Closing hereunder shall coincide with the closing of the sale of other Bremer property,
located at 2401 Lowry Avenue NE, St. Anthony, MN, (the “Redevelopment Property”)
by Bremer to Interstate Development Corporation (or a related entity) (“Interstate”)
pursuant to a separate purchase agreement for the Redevelopment Property between
Bremer and Interstate (the “Interstate Purchase”). Accordingly, each party’s obligation
to complete the Closing hereunder shall be conditioned upon the simultaneous closing of
the Interstate Purchase, and if the Interstate Purchase agreement is terminated or the
Interstate Purchase does not close on the date of Closing, then either party shall have the
right to terminate this Agreement by written notice to the other at any time before Closing,
whereupon neither party shall have any further rights or liabilities hereunder, except as
expressly set forth below.
Bremer agrees to provide at least 30 days’ prior written notice to HRA of the closing date
for the Interstate Purchase (“Closing Notice”), which Closing Notice shall (i) confirm the
date of Closing, calculated as provided above, (ii) be deemed a waiver of Bremer’s Due
Diligence Period (if not already expired or waived), and (iii) automatically shorten HRA’s
Due Diligence Period (if not already expired or waived) such that it shall expire on the 10th
day after delivery of the Closing Notice.
Bremer also agrees to provide written notice to HRA of any (i) termination of or (ii) notice
of default issued under, the Interstate Purchase agreement.
5. Conditions to Purchase of Parcels by each party. The buyer of each Parcel shall have a
period of ninety (90) days from the Effective Date (the “Due Diligence Period”) (unless
an different time period is provided below) to satisfy or waive the following conditions, at
the buyer’s sole discretion:
(a) Satisfaction as to economic feasibility and financing of the purchase of the Parcel
for the buyer’s intended use (which for purposes of this Agreement, means the
Node Project or the New Bremer Project, as applicable);
(b) Review and acceptance of any environmental and/or property documentation
provided by the seller;
(c) Obtaining satisfactory soil tests and other due diligence regarding the Parcel and
buyer’s intended use of same;
(d) Receipt of approval for all entitlements required for buyer’s intended use of the
Parcel, including but not limited to a conditional use permit and/or planned unit
development agreement required by the City and/or any other governmental
authority having jurisdiction (and for avoidance of doubt, the condition in favor of
HRA under this section includes the City’s approval of the New Bremer Project);
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: Trident
Deleted: one hundred eighty
Deleted: 180
3
4839-8767-9929\3
(e) Review and approval of title as provided and in accordance with the timeframes set
for in Section 7 below;
(f) Review and acceptance of seller’s representations and information as provided
below;
(g) As described in paragraph 4 above, simultaneous closing of the Interstate Purchase.
The buyer will diligently pursue all above items. In the event buyer fails to
satisfactorily complete these items within the time period provided, buyer may choose to
extend the Due Diligence Period by up to two (2) additional thirty (30) day periods (“Due
Diligence Extension Period One,” and “Due Diligence Extension Period Two,”
respectively, and collectively “Due Diligence Extension Periods”). In the event buyer has
failed to satisfactorily complete these items and both the initial Due Diligence Period and
the respective Due Diligence Extension Periods have expired, either Bremer or the HRA
may choose to terminate this Agreement with no liability on either side by written notice
at any time prior to the expiration of the Due Diligence Period (as extended, if applicable),
except as specifically provided herein.
6. Delivery of Seller Documents. Not later than seven (7) days following the Effective Date,
each party shall provide the other party with all existing information the seller has with
respect to its respective parcel, including but not limited to surveys, topographic maps,
environmental conditions, geotechnical information and all other prior documents related
to the ownership and operation of the Parcels. In the even either party requires additional
information and that information is not available from the other party, the party requiring
additional information shall be solely responsible for the cost thereof.
7. Title Evidence. Not later than fourteen (14) days following the Effective Date, each party
hereto shall provide the other party with a current title insurance commitment with respect
to its respective parcel. Bremer’s title commitment shall be provided by Guaranty
Commercial Title Insurance Company and HRA’s title insurance commitment shall be
provided by Guaranty Commercial Title Insurance Company. The cost of the title insurance
commitment shall be solely the responsibility of the seller of that parcel. Subject to
Permitted Encumbrances (defined below), each party shall have the obligation to convey
good and marketable title to its respective parcel, free and clear of mortgages, security
interests, easements (other than utility easements in favor of the HRA which do not
interfere with proposed improvements to be constructed on the respective parcels) and
other matters of record which would materially and adversely affect use of the respective
parcel for its intended use. If either party objects to any title matter disclosed in the
respective title insurance commitments, then such party shall notify the other party in
writing within fourteen (14) days of receiving the title insurance commitment. The
responding seller then shall have fourteen (14) days to respond to the buyer’s title
objections. The parties shall negotiate in good faith to resolve such objection, but neither
party shall have the obligation to resolve any objection or incur any cost in connection
therewith. If such objection is not resolved within a period of thirty (30) days after the date
of written notice of such objection, either party shall have the right, as its sole remedy, to
terminate this Agreement by written notice to the other party within 10 days after the
Deleted: Trident
Deleted: sixty
Deleted: 6
4
4839-8767-9929\3
expiration of such 30-day period. If the objecting party does not so terminate this
Agreement, the objecting party will be deemed to have waived its objection and each such
title matter will be a “Permitted Encumbrance”, subject to the following paragraphs in
this Section 7.
If any matters which render title to a Parcel as being unmarketable are discovered by or
reported to buyer on or prior to the date of the Closing which are not shown on the original
title commitment, or which were created or came into existence on or after the date of
delivery of the original title commitment, buyer shall notify seller in writing of any
additional objections to such title defects as soon as reasonably possible, and the parties
will attempt to resolve such objection in the manner provided above and the Closing will
be delayed as necessary.
Notwithstanding anything contrary elsewhere in this Agreement, (i) any land use
restrictions or agreements related to the Node Project and/or the New Bremer Project (e.g.,
planned unit development ordinance and agreements, tax increment financing agreement,
etc.) will be a Permitted Encumbrance and (ii) any monetary liens of a definite and
ascertainable amount, whether voluntary or involuntary created, assumed or otherwise
caused by the seller will not be a Permitted Encumbrance and must be satisfied by the
applicable seller at or before the Closing.
8. Title Policies.
(a) Bremer’s obligation to convey the Bremer Parcel to HRA hereunder is contingent
on Bremer’s receipt, subject to payment of all premiums therefor by Bremer, of a
title insurance policy from First American Title Insurance Company (the “Title
Company”), insuring that Bremer has good and marketable fee simple title to the
HRA Parcel, subject only to Permitted Encumbrances.
(b) HRA’s obligation to convey the HRA Parcel to Bremer hereunder is contingent on
Bremer’s receipt, subject to payment of all premiums therefor by HRA, of a title
insurance policy from Guaranty Commercial Title Insurance Company, insuring
that HRA has good and marketable fee simple title to the Bremer Parcel, subject
only to Permitted Encumbrances.
9. HRA Approval of Land Swap. The respective obligations of Bremer and HRA hereunder
are each expressly contingent on approval in writing of the conveyances contemplated
hereunder by the HRA.
10. Inspection Rights and Costs. Each party hereby grants to the other party a right of access
to the respective parcels being conveyed hereunder for the purposes of allowing the parties
to conduct inspections and tests of the other party’s parcel. Notwithstanding the foregoing,
neither party shall conduct any subsurface or testing without the prior written consent of
the other party, which consent shall not be unreasonably withheld, delayed or conditioned.
Bremer agrees to indemnify and hold HRA harmless from any and all liability, claims,
causes of action, damages, charges, costs and other expenses, including without limitation
reasonable attorney’s fees, paid, incurred or asserted against HRA based on or caused by
Deleted: Guaranty Commercial
5
4839-8767-9929\3
any negligence or other wrongful act or omission by Bremer, its agents, employees or
contractors in exercising its rights under this Section 10 to enter onto the HRA Parcel. HRA
agrees to indemnify and hold Bremer harmless from any and all liability, claims, causes of
action, damages, charges, costs and other expenses, including without limitation reasonable
attorney’s fees, paid, incurred or asserted against Bremer based on or caused by any
negligence or other wrongful act or omission by HRA, its agents, employees or contractors
in exercising its rights under this Section 10 to enter onto the Bremer Parcel. The foregoing
indemnity provisions shall survive Closing and the termination of this Agreement by either
party. If either party disapproves the condition of the other party’s parcel prior to the
expiration of the Due Diligence Period, such party may terminate this Agreement by
written notice to the other party at any time prior to the expiration of the Due Diligence
Period, whereupon this Agreement shall be deemed terminated and neither party shall have
any further liabilities to the other except as otherwise expressly set forth herein. For further
clarity, the costs of inspection by each party as buyer shall be borne solely by the buyer.
11. Construction Conditions. Construction will begin within thirty (30) days of closing but
no later than May 1, 2022 on the HRA Parcel for the development of the New Bremer
Project, and is estimated to be completed by September 1, 2022, with an outside date of
December 31, 2022. [These dates will need to be coordinated with Interstate
schedule/development agreement with City.]
12. Representations. Each of the parties hereto warrant to the other party with respect to their
parcel the following:
(a) Bremer represents and warrants to HRA that Bremer has no actual knowledge of
the presence or release of any hazardous or toxic substances or any other substance
regulated by any federal, state or HRA statute, ordinance, regulation, rule or other
law relating to environmental or health matters (collectively, “Environmental
Laws”) on, in or under the Bremer Parcel. Bremer agrees to provide to HRA at
Closing a “bring down certificate” restating the foregoing representation as of the
date of Closing, subject to any modifications in accordance with the last paragraph
of this Section 12.
(b) HRA represents and warrants to Bremer that HRA has no actual knowledge of the
presence or release of any hazardous or toxic substances or any other substance
regulated by any Environmental Laws on, in or under the HRA Parcel. HRA agrees
to provide to Bremer at Closing a “bring down certificate” restating the foregoing
representation as of the date of Closing, subject to any modifications in accordance
with the last paragraph of this Section 12.
(c) Each party is in good standing and has the appropriate authority to enter into this
Agreement and the transactions contemplated herein.
(d) Each parcel is in full compliance with all applicable codes, laws and regulations.
(e) There is no legal action or litigation of any kind affecting the Parcels.
Deleted: 1
Deleted: July
Deleted: 1
Deleted: 1
Deleted: Trident
6
4839-8767-9929\3
(f) No leases, easements, options or rights of first refusal exist with respect to the
Parcels.
(g) There are no outstanding financial or other obligations of the parties with respect
to the Parcels, which will not be satisfied by the applicable seller before Closing.
(h) The parties agree to cooperate with each other in seeking the necessary approvals
for the buyer’s intended use of the parcel.
(i) The seller of each parcel agrees to cap any wells located on the Parcel prior to
Closing.
The representations set forth above in this Section 12 shall survive Closing for a period of
six months.
If, at any time prior to the Closing, buyer learns of facts, or seller gives written notice to
buyer of facts, which would make any of the foregoing representations and/or warranties
untrue with respect to the applicable Parcel, then buyer shall have 10 days after gaining
such knowledge or receiving such notice (unless 10 days is insufficient to review or
respond to such facts or notice, in which case a reasonable time, up to a maximum of 30
days, shall be granted for further investigation and review), in which to elect to terminate
this Agreement, as buyer’s exclusive remedy. If buyer fails to give written notice of
termination to seller within such 10-day period, then buyer shall be deemed to have waived
any right to make or assert any claim against seller with respect to such facts or otherwise
condition the Closing.
13. Closing Deliveries. At the Closing, each seller shall deliver to its buyer (i) a duly executed
Limited Warranty Deed in recordable form, as provided in Section 1, subject only to
Permitted Encumbrances; (ii) a standard seller’s affidavit; (iii) a FIRPTA affidavit; (iv)
evidence as to the authority of the persons executing documents on behalf of such seller,
(v) well certificate, if applicable; and (vi) all other documents reasonably necessary to
consummate the transaction contemplated by this Agreement.
14. Proration at Closing. All real estate taxes due on the Parcels in the year of Closing shall
be prorated between the parties as of the date of closing. All real estate taxes due for years
prior to the year of closing shall be paid in full by the seller, along with any levied, pending
or deferred special assessments due in the year of closing.
15. Closing Costs. Bremer and HRA agree to the payment of costs in connection with the
Closing as follows: (a) Bremer and HRA each will pay one-half of any reasonable and
customary closing fees or charges imposed by the Guaranty Commercial Title Insurance
Company for the Closing; (b) each seller shall pay all state deed tax or transfer tax for the
recording of the deed related to such seller’s Parcel; (c) each seller shall pay the cost of
recording all documents necessary to place record title of its Parcel in the condition
warranted by seller in this Agreement and each buyer will pay the cost of recording the
deed conveying the its Parcel to such buyer; (d) each buyer shall pay the cost of the
premium for any title insurance policy (including extended coverage and the cost of any
endorsements) for its purchased Parcel; and (e) any other costs required to be paid by
7
4839-8767-9929\3
Bremer or HRA in connection with Closing will be paid as provided in this Agreement or
in accordance with local custom if not so provided herein.
16. As Is Purchase. Except for the representations set forth in Section 12 above, Bremer Parcel
is being sold to HRA, and the HRA Parcel is being sold to Bremer, in their respective “AS
IS, WITH ALL FAULTS” condition, without representations or warranties by either party.
17. Default and Remedies. In the event of a default hereunder by either party which is not
cured within 10 days after written notice from the non-defaulting party that such default
exists, the non-defaulting party may (i) terminate this Agreement or (ii) seek equitable
relief by way of specific performance to enforce performance of the terms of this
Agreement, provided that an action for specific performance must be commenced within
120 days after such right arises. The foregoing remedies shall be the only remedies
available to the parties upon a default hereunder.
18. Assignment. Neither party shall assign this Agreement without the prior written consent
of the other party, which consent shall not be unreasonably withheld, conditioned or
delayed.
19. Real Estate Brokers. The parties represent and warrant that they have not engaged any
real estate broker in connection with the transactions contemplated by this Agreement.
Bremer and HRA agree to indemnify and hold the other harmless from anyone claiming a
real estate commission/fee through them. The provisions of this Section 19 will survive the
Closing.
20. Entire Agreement. This Agreement (including all exhibits hereto) contains the entire
agreement of the parties and supersedes all prior discussions, negotiations and agreements
with respect to the subject matter hereof. This Agreement may not be changed orally but
only by an agreement in writing signed by the party against whom enforcement of any
waiver, change, modification, extension or discharge is sought.
21. Notices. Notices hereunder shall be deemed properly delivered when and if either (i)
personally delivered; or (ii) one (1) business day after deposit with Federal Express or other
commercial overnight courier; or (iii) three (3) business days after deposit in the U.S. Mail,
by registered or certified mail, return receipt requested, postage prepaid, to the Parties as
set forth below:
Bremer’s Address: Bremer Bank, National Association
380 St. Peter Street, Suite 500
St. Paul, MN 55102
Attn: Jon C. Fahning, Sr. VP, Director of
Corporate Real Estate
Telephone: 651-312-3553
Email: jcfahning@bremer.com
With a copy to: Bremer Bank, National Association
8555 Eagle Point Blvd.
Lake Elmo, MN 55042
8
4839-8767-9929\3
Attn: Kenneth M. Alwin, Senior Attorney
Telephone: 651-734-4744
Email: kmalwin@bremer.com
HRA’s Address: HRA of St. Anthony
3301 Silver Lake Rd, NE
St. Anthony, MN 55418
Attn: Executive Director
With a copy to: Dorsey & Whitney LLP
50 South Sixth Street, Suite 1500
Minneapolis, MN 55402
Attn: Jay R. Lindgren
22. Counterparts; Fax and PDF Signatures. This Agreement may be executed in
counterparts, each of which shall be deemed an original and all of which together shall
constitute one and the same instrument. Signature pages of this Agreement transmitted to
any party via facsimile or Portable Document Format (PDF) shall be deemed to be originals
for all purposes hereunder.
23. COVID-19 Exhibit. Notwithstanding anything contrary elsewhere in this document, the
conditions and the parties’ responsibilities with respect thereto which are specified in the
attached Exhibit D (the “COVID-19 Exhibit”) shall control.
4839-8767-9929\3
IN WITNESS WHEREOF, the parties have caused this Land Swap Agreement to be duly
executed as of the date first above written.
BREMER BANK, NATIONAL ASSOCIATION
By:
Name: Jon C. Fahning
Title: Sr. VP, Director of Corporate Real Estate
HOUSING AND REDEVELOPMENT
AUTHORITY OF ST. ANTHONY, MINNESOTA
By:
Randy Stille, Chair
By:
Charlie Yunker, Executive Director Deleted: Mark Casey
4839-8767-9929\3
EXHIBIT A
Legal Description of Bremer Parcel
(Parcel ID 07-029-23-23-0015)
4839-8767-9929\3
EXHIBIT B
Legal Description of HRA Parcel
(Parcel ID #s 07-029-23-24-0021 and 0020)
4839-8767-9929\3
EXHIBIT C
Depiction of Bremer Parcel and HRA Parcel
4839-8767-9929\3
EXHIBIT D
COVID-19 EXHIBIT
Bremer and HRA agree to work in good faith to perform their obligations under this Land Swap
Agreement within the stated timelines herein, with both parties acknowledging that the evolving
circumstances of the coronavirus/COVID-19 may result in unknown or unforeseen events, delays,
closings, or cancellations beyond the control of the parties. Bremer and HRA understand and
acknowledge that the unprecedented global COVID-19 pandemic may make the performance of
the Land Swap Agreement within the specific timelines set forth impossible or impracticable.
Government entities have issued restrictions on certain travel, requirements for self-isolation, and
closure of government and private offices whose services may be required to fulfill the terms of
the Land Swap Agreement including, but not limited to, funding, closing, and recording real estate
transactions.
For Purposes of this Addendum or Amendment, “COVID-19 Related Event” means:
1. Quarantine ordered by a government authority or an attending physician;
2. Hospitalization of key individuals acting on behalf of Bremer or HRA, due to COVID-19
illness;
3. Inability of Bremer or HRA to access the services of other persons or entities to fulfill the
terms agreed to in the Land Swap Agreement as a result of COVID-19 pandemic
restrictions, including but not limited to, agents, attorneys, title or property insurers,
inspectors, or governmental entities; or
4. A similar unforeseen impediment related to the COVID-19 pandemic that is outside the
reasonable knowledge or control of the delayed party.
The parties acknowledge that more time may be needed to complete various clauses of this Land
Swap Agreement. For the above reasons, Bremer and HRA hereby agree to amend or add the
following provision(s) to the Land Swap Agreement:
Buyer and Seller agree to extend all deadlines in the Land Swap Agreement by thirty (30) Calendar
Days if either party provides written notice of the COVID-19 Related Event to the other party, or
licensee representing or assisting the other party, as soon as reasonably possible but in any event
before the Closing Date (“COVID-19 Extension Date”). In the event the COVID-19 Extension
Date expires prior to a resolution of the COVID-19 Related Event, the parties may agree in writing
to an additional extension period or either party may cancel the Land Swap Agreement by
providing written notice to the other party, or licensee representing or assisting the other party, of
party’s intent to cancel based on the COVID-19 Related Event no later than the end of the COVID-
19 Extension Date. If either party cancels the Land Swap Agreement, Bremer and HRA shall
immediately sign a Cancellation of Purchase Agreement confirming said cancellation.
18879637v6
HOUSING AND REDEVELOPMENT AUTHORITY
OF THE
CITY OF SAINT ANTHONY VILLAGE
RESOLUTION 21-07
A RESOLUTION APPROVING THE LAND SWAP AGREEMENT BETWEEN
BREMER BANK AND THE HOUSING AND REDEVELOPMENT AUTHORITY OF ST.
ANTHONY
WHEREAS, the City of St. Anthony, is the owner of property located at 2654 Kenzie Terrace;
and
WHEREAS, Bremer Bank, is the owner of property located at the intersection of Kenzie Terrace
and Lowry Ave NE; and
WHEREAS, Bremer Bank and Trident Development have entered into an agreement for
redevelopment of the property at 2401 Kenzie Terrace; and
WHEREAS, the land swap agreement is part of the multi-party project that includes Trident
developing a senior living facility on the existing Bremer Bank site, a new Bremer Bank site
constructed at 2654 Kenzie Terrace, and the city acquiring the property at the intersection of
Kenzie Terrace and Lowry Ave NE for a new city gateway nod ; and
NOW, THEREFORE, BE IT RESOLVED by Board of Commissioners of the Housing and
Redevelopment Authority of the City of Saint Anthony Village the follows:
Approve the land swap agreement between Bremer Bank and the City of St.
Anthony Housing and Redevelopment Authority, with Bremer Bank acquiring
city owned property at 2534 Kenzie Terrace, and the City of St. Anthony
acquiring .32 acre parcel owned by Bremer Bank located at the intersection of
Kenzie Terrace and Lowry Ave NE.
Adopted by the Board of Commissioners of the Housing and Redevelopment Authority of the
City of Saint Anthony Village on this 14th day of September, 2021.
Randy Stille, Chair
ATTEST:____________________________
City Clerk
Review for Administration:
Charlie Yunker, City Manager