HomeMy WebLinkAboutHRA PACKET 10282025CITY OF SAINT ANTHONY VILLAGE
HOUSING AND REDEVELOPMENT AUTHORITY
MEETING AGENDA
Tuesday, October 28, 2025 at 7:00PM
Members of the public who wish to attend the meeting may do so in person.
Call To Order
Roll Call
Approval Of Agenda
Consent Agenda
Approval Of HRA Meeting Minutes
CC 08 -12 -2025 HRA.PDF
Public Hearings
General Policy Of Business Of The H.R.A.
HRA Resolution 25 -06 - Approving Fifth Amendment To Contract For Private
Redevelopement Between The Housing And Redevelopement Authority Of Sainth
Anthony, Minnesota, The City Of Saint Anthony Village, Doran SLV, LLC, Doran St.
Anthony, LLC, And Doran SLV II, LLC
Charlie Yunker, Executive Director, presenting.
COVER MEMO.PDF
SLVII DORAN_FIFTH_AMENDMENT_SUMMARY_MEMO.PDF
RUBY_FIFTH AMENDMENT TO CONTRACT FOR PRIVATE
REDEVELOPMENT (V3 FR DSLVII 10.23.25).PDF
DORAN ST. ANTHONY, LLC_SUBORDINATION AGT (V3 FR DSA
10.22.25).PDF
HRA RESOLUTION 25 -06.PDF
Staff Reports
H.R.A. Commissioner Comments
Information And Announcements
Adjournment
If you would like to request special accommodations or alternative formats, please contact the City Clerk
at 612 -782 -3334 or email city@savmn.com . People who are deaf or hard of hearing can contact us by
using 711 Relay.
Our mission is to promote a high quality of life to those we serve through outstanding city
services.
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II.
III.
IV.
A.
Documents:
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Documents:
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CITY OF SAINT ANTHONY VILLAGEHOUSING AND REDEVELOPMENT AUTHORITY MEETING AGENDATuesday, October 28, 2025 at 7:00PMMembers of the public who wish to attend the meeting may do so in person. Call To OrderRoll CallApproval Of AgendaConsent AgendaApproval Of HRA Meeting MinutesCC 08 -12 -2025 HRA.PDFPublic HearingsGeneral Policy Of Business Of The H.R.A.HRA Resolution 25 -06 - Approving Fifth Amendment To Contract For Private Redevelopement Between The Housing And Redevelopement Authority Of Sainth Anthony, Minnesota, The City Of Saint Anthony Village, Doran SLV, LLC, Doran St. Anthony, LLC, And Doran SLV II, LLCCharlie Yunker, Executive Director, presenting.COVER MEMO.PDFSLVII DORAN_FIFTH_AMENDMENT_SUMMARY_MEMO.PDFRUBY_FIFTH AMENDMENT TO CONTRACT FOR PRIVATE REDEVELOPMENT (V3 FR DSLVII 10.23.25).PDFDORAN ST. ANTHONY, LLC_SUBORDINATION AGT (V3 FR DSA 10.22.25).PDF
HRA RESOLUTION 25 -06.PDF
Staff Reports
H.R.A. Commissioner Comments
Information And Announcements
Adjournment
If you would like to request special accommodations or alternative formats, please contact the City Clerk
at 612 -782 -3334 or email city@savmn.com . People who are deaf or hard of hearing can contact us by
using 711 Relay.
Our mission is to promote a high quality of life to those we serve through outstanding city
services.
I.II.III.IV.A.Documents:V.VI.A.Documents:
VII.
VIII.
IX.
X.
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1 CITY OF ST. ANTHONY
2 HOUSING AND REDEVELOPMENT AUTHORITY MEETING
3 AUGUST 12, 2025
4
I.5 CALL TO ORDER.
6
7 Chair Webster called the meeting to order at 9:13 p.m.
8
II.9 ROLL CALL.
10
11 Present:Chair Webster, Commissioners Doolan, Elnagdy, and Jenson
12
13 Absent:Commissioner Randle
14
15 Also Present:Executive Director Charlie Yunker.
16
17 III.APPROVAL OF AUGUST 12, 2025 H.R.A. AGENDA.
18
19 Motion by Commissioner Jenson, seconded by Commissioner Doolan, to approve the August 12,
20 2025, Housing and Redevelopment Authority Agenda as presented.
21
22 Motion carried 4-0.
23
24 IV.CONSENT AGENDA.
25
A.26 H.R.A. Meeting Minutes of July 22, 2025.
B.27 Claims
28
29 Motion by Commissioner Doolan, seconded by Commissioner Elnagdy, to approve the Consent
30 Agenda as presented.
31
32 Motion carried 4-0.
33
34 V.PUBLIC HEARINGS – NONE.
35
VI.36 GENERAL POLICY BUSINESS OF THE H.R.A. - NONE
37
VII.38 STAFF REPORTS – NONE.
39
40 VIII.H.R.A. COMMISSIONER COMMENTS – NONE.
41
42 IX.INFORMATION AND ANNOUNCEMENTS – NONE.
43
44 X. ADJOURNMENT.
45
46 Motion by Commissioner Doolan, seconded by Commissioner Elnagdy, to adjourn the meeting
47 at 9:15 p.m.
48
49 Motion carried 4-0.
3
Housing and Redevelopment Authority Meeting Minutes
August 12, 2025
Page 2
1
2
3 Respectfully submitted,
4 Debbie Wolfe
5 TimeSaver Off Site Secretarial, Inc.
6
7
8
9 ATTEST: ________________________________Chair
10 City Clerk
11
4
MEMORANDUM
To:Saint Anthony Village Housing and Redevelopment Authority
From:Charlie Yunker, Executive Director
Date:October 28, 2025
Request: Approving Proposed Fifth Amendment to Contract for Redevelopment with Doran SLV, LLC
BACKGROUND
In front of you this evening is a resolution approving a Fifth Amendment to Contract for Redevelopment
with Doran SLV, LLC for the former Walmart site redevelopment, referred to as The Ruby.
The initial Contract for Private Redevelopment contemplated the construction of each phase of the Ruby
project to be done in two phases. Phase I is complete, and Phase II has encountered challenges to
commence construction resulting in multiple extensions requested by the developer and subsequently
approved by the City Council to date.
Due to those ongoing market challenges, Doran SLV, LLC is requesting an additional extension of timing
requirements on Phase 2. Doran SLV, LLC proposes Phase II Commencement deadline of January 1, 2028
and completion date of January 1, 2030.
At the work Session on September 23, 2025 Doran SLV, LLC representative Evan Doran introduced the
desire to request a two-year extension for Council consideration and to discuss the ongoing challenges
resulting in the delay of commencement and subsequent extensions. At that time Council expressed its
support for an extension given the circumstances, with a desire to see the Phase II site improved
aesthetically until such time as construction begins.
During the review process of the required documents to facilitate an extension by the City’s legal and
financial advisors, it was advised that the language regarding Tax Increment Financing (TIF) for Phase II
be removed. The anticipated timeline for the project completion now coming very close to the end date
of the existing TIF district results in negligible TIF assistance generated for the project. As a result, staff is
recommending to remove the previously approved TIF assistance has dissolved over time.
Mr. Doran is on hand to further discuss their challenges, offer insight, and answer any questions the
Council may have.
RECOMMENDATION
Staff recommends approval.
ATTACHMENTS
Memo from Doran SLV, LLC
Fifth Amendment to Contract for Redevelopment with Doran SLV, LLC
Subordination Agreement
HRA Resolution 25-06
5
Doran SLV II, LLC
6423 City West Parkway
Eden Prairie, MN 55344
MEMORANDUM
TO: Charlie Yunker, City of Saint Anthony Executive Director
FROM: Evan Doran, Doran SLV II
DATE: October 22, 2025
RE: Summary of Fifth Amendment to Contract for Private Redevelopment – St. Anthony
Village / Doran SLV
Charlie—
As owner of the parcel known as Ruby Phase II, I am coming before the City to request an
amendment to our Contract for Private Redevelopment that would grant an extension of
our approvals. The relevant overview is outlined below for City Staff and Council to read.
Parties
• Housing and Redevelopment Authority of St. Anthony, Minnesota (“Authority”)
• City of St. Anthony Village (“City”)
• Doran SLV, LLC (“Phase I Redeveloper”)
• Doran St. Anthony, LLC (“Phase I Owner”)
• Doran SLV II, LLC (“Phase II Owner and Redeveloper”)
Collectively referred to as the “Parties.”
Background
The original Contract for Private Redevelopment was executed February 19, 2019 and
recorded March 17, 2020. It has since been amended four times (June 2020, November
2020, January 2024, December 2024). This Fifth Amendment modifies project timelines for
Phase II of the redevelopment due to ongoing construction market impacts and COVID-
19–related delays and the downstream ramifications of said delays including the market
downturn related to interest rate increases and cost increases as a result of COVID induced
inflationary pressures.
Key Terms and Modifications
1. Section 4.3(a) – Phase II Construction Deadlines
• Commencement Deadline: Extended to January 1, 2028 (subject to Unavoidable Delays).
• Completion Deadline: Extended to January 1, 2030 (subject to Unavoidable Delays).
These replace the prior deadlines (previously earlier dates under the Fourth Amendment).
6
2. Miscellaneous Provisions
• Except as specifically amended, all other terms of the prior Contract for Private
Redevelopment remain in full force and effect.
• References to the “Contract” now include this Fifth Amendment.
• The Phase II Owner/Redeveloper must reimburse the HRA for out-of-pocket legal and
administrative costs associated with negotiation, drafting, and approval.
• Each party represents that it has full authority to execute this document, which may be
signed in counterparts and by facsimile or email signature.
4. Consents and Subordinations
Two mortgage holders have provided consent and subordination to this amendment:
• POEDF Levered A, LLC, by Principal Real Estate Investors, LLC (Delaware)
• Bridgewater Bank, a Minnesota state banking corporation
Each lender agrees that its mortgage rights are subordinate to this Fifth Amendment.
Effect of Amendment
• Extends development deadlines for Phase II construction.
• Confirms lender consent and preserves the priority of the redevelopment agreement.
• Reinforces that all previous terms, covenants, and obligations remain binding.
7
After Recording, Please Return To:
Doran St. Anthony, LLC
6423 City West Parkway
Eden Prairie, MN 55344
FIFTH AMENDMENT TO CONTRACT FOR
PRIVATE REDEVELOPMENT BETWEEN THE
HOUSING AND REDEVELOPMENT AUTHORITY
OF ST. ANTHONY, MINNESOTA, THE CITY OF
ST. ANTHONY VILLAGE, AND DORAN SLV, LLC
This Fifth Amendment ("Fifth Amendment") is made as of _______________,
2025 by and among the HOUSING AND REDEVELOPMENT AUTHORITY OF ST.
ANTHONY, MINNESOTA, a public body politic and corporate (the "Authority"), the
CITY OF ST. ANTHONY VILLAGE, a Minnesota municipal corporation (the "City"),
DORAN SLV, LLC, a Minnesota limited liability company (the "Phase I Redeveloper"),
Doran St. Anthony, LLC, a Minnesota limited liability company (the "Phase I Owner")
and Doran SLV II, LLC, a Minnesota limited liability company (the "Phase II Owner
and Redeveloper" and, together with the Phase I Redeveloper, the "Redeveloper").
WHEREAS, the Authority, the City, and the Phase I Redeveloper entered into
that certain Contract for Private Development dated as of February 19, 2019, and filed
of record in the office of the Ramsey County Recorder on March 17, 2020, as Document
No. A04802554, as affected by City of St Anthony Village Resolution 19-093 approving
Contract for Private Redevelopment Agreement with Phase I Redeveloper, recorded
March 11, 2020, as Document No. A04801670, as affected by Housing and
Redevelopment Authority of St. Anthony, Minnesota Resolution 19-05, a resolution
approving Contract for Private Redevelopment and awarding the sale of, and providing
the form, terms, covenants and directions for the issuance of its tax increment revenue
notes to Phase I Redeveloper, recorded March 11, 2020, as Document No. A04801671,
as affected by the Assignment and Subordination of Development Agreement dated
October 30, 2020, recorded February 11, 2021, as Document No. A04863728, as affected
by Amended and Restated Assignment and Subordination of Development Agreement,
dated November 24, 2020, recorded May 7, 2021, as Document No. A04882387, as
affected by Amended and Restated Assignment of Subordination of Development
Agreement and TIF Note dated November 24, 2020, recorded May 7, 2021, as Document
No. A04882388, as affected by Amended and Restated Assignment and Subordination
8
Agreement dated July 16, 2024, recorded July 16, 2024, as Document Number
A05032037 (collectively, the “Original Agreement”), as amended by (a) that certain First
Amendment to Contract for Private Redevelopment by and among the Authority, the City
and Phase I Redeveloper dated June 2020 (the “First Amendment”); (b) that certain
Second Amendment to Contract for Private Redevelopment by and among the Authority,
the City, Phase I Redeveloper, Phase I Owner and Phase II Redeveloper and Owner dated
November 24, 2020 (the “Second Amendment”); (c) that certain Third Amendment to
Contract for Private Redevelopment by and among the Authority, the City, Phase I
Redeveloper, Phase I Owner and Phase II Redeveloper and Owner dated January 4, 2024
(the “Third Amendment”) and (d) that certain Fourth Amendment to Contract for Private
Redevelopment by and among the Authority, the City, Phase I Redeveloper, Phase I
Owner and Phase II Redeveloper and Owner dated December 18, 2024 (the “Fourth
Amendment”) and filed of record in the office of the Ramsey County Recorder on
January 28, 2025 as Document No. A05053720, and affected by (i) that certain City of
St Anthony Village Resolution 20-054 approving the First Amendment (“Resolution
20-054”); (ii) that certain Housing and Redevelopment Authority of St. Anthony,
Minnesota Resolution 20-05, a resolution approving the First Amendment (“Resolution
20-05”); (iii) that certain City of St Anthony Village Resolution 20-085 approving the
Second Amendment (“Resolution 20-085”); (iv) that certain Housing and
Redevelopment Authority of St. Anthony, Minnesota Resolution 20-08, a resolution
approving the Second Amendment (“Resolution 20-08”); (v) that certain City of St
Anthony Village Resolution 20-084 approving the Amended and Restated Assignment
and Subordination of Development Agreement dated November 24, 2020, recorded May
7, 2021, as Document No. A04882387 (“Resolution 20-084”); (vi) that certain Housing
and Redevelopment Authority of St. Anthony, Minnesota Resolution 20-07, a resolution
approving the Amended and Restated Assignment and Subordination of Development
Agreement dated November 24, 2020, recorded May 7, 2021, as Document No.
A04882387 (“Resolution 20-07”); (vii) that certain City of St Anthony Village
Resolution 23-076 approving the Third Amendment (“Resolution 076”); (viii) that
certain Housing and Redevelopment Authority of St. Anthony, Minnesota Resolution 23-
02, a resolution approving the Third Amendment (“Resolution 23-02”); (ix) that certain
unrecorded St. Anthony Housing and Redevelopment Authority City of St. Anthony,
Hennepin County, State of Minnesota Resolution 24-02, a resolution dated June 11, 2024
(“Resolution 24-02”); (x) that certain Housing and Redevelopment Authority of St.
Anthony, Minnesota Resolution 24-03, a resolution dated December 10, 2024, recorded
January 28, 2025, as Document No. A05053720 approving the Fourth Amendment
(“Resolution 24-03”); and (xi) that certain City of St Anthony Village Resolution 24-095
dated December 10, 2024, recorded January 28, 2025, as Document No. A05053720
approving the Fourth Amendment (“Resolution 095”). The First Amendment, Second
Amendment, Third Amendment, Resolution 20-054, Resolution 20-05, Resolution 20-
085; Resolution 20-08, Resolution 20-084, Resolution 20-07, Resolution 076, and
Resolution 23-02 (collectively, the “Unrecorded Agreements”), are evidenced by that
certain Memorandum of Unrecorded Documents dated July 16, 2024 and recorded July
16, 2024 in the Office of the Ramsey County Recorder, as Document No. A05031978.
Collectively, the Original Agreement, as amended by the Unrecorded Agreements, the
Fourth Amendment, Resolution 24-03 and Resolution 095 are referred to herein as the
9
"Contract", which Contract encumbers the Phase I Property and Phase II Property legally
described on Exhibit A attached hereto and incorporated herein by reference; and
WHEREAS, the Phase II Redeveloper has requested, and the Authority and City
have agreed, to modify certain terms of the Contract arising as a result of the construction
market and other causes.
NOW, THEREFORE, in consideration of the premises and the mutual
obligations of the parties hereto, each of them does hereby covenant and agree with the
other as follows:
1.Amendment to Section 3.3(c) of the Contract. Section 3.3(c) of the
Contract (including subsections (i), (ii), and (iii)) is deleted in its entirety and replaced
with the following:
“To reimburse the remainder of the Public Redevelopment Costs incurred by
Redeveloper, in connection with the construction of Phase I of the Minimum
Improvements, the Authority issued and the Phase I Redeveloper purchased on
June 30, 2023, one note in the maximum aggregate principal amount of
$1,950,000, which was subsequently assigned to the Phase II Redeveloper. No
note shall be issued in connection with construction of Phase II of the
Minimum Improvements.”
2.Deletion of Section 3.3(d) of the Contract. Section 3.3(d) of the Contract
is hereby deleted in its entirety and shall not be replaced.
3.Amendment of Contract regarding Notes. Only one Note was and shall
be issued by the Authority pursuant to the Contract. Where multiple “Notes” are
referenced (“the Notes;” “both Notes;” “each Note,” etc.), the Contract shall be amended
to reference the one Note issued pursuant to Section 3.3(c).
4.Amendment of Section 4.3(a) of the Contract.
(a)The second sentence of Section 4.3(a) of the Contract is deleted in
its entirety and replaced with the following: “Subject to Unavoidable Delays, the Phase
II Owner and Redeveloper shall commence construction of Phase II of the Minimum
Improvements by January 1, 2028.”
(b)The fourth sentence of Section 4.3(a) of the Contract is deleted in its
entirety and replaced with the following: “Subject to Unavoidable Delays, the Phase II
Owner and Redeveloper shall complete construction of Phase II of the Minimum
Improvements by January 1, 2030.”
5.Resolutions. The authority of the City of St. Anthony Village to enter
into this Fifth Amendment is evidenced by the resolution attached hereto as Exhibit B
and the authority of the Housing and Redevelopment Authority of St. Anthony,
Minnesota to enter into this Fifth Amendment is evidenced by the resolution attached
10
hereto as Exhibit C.
6.Miscellaneous. Except as amended by this Fifth Amendment, the
Contract shall remain in full force and effect. Wherever in the Contract or any other
instrument, reference is made to the "Contract" such reference shall be to the Contract,
as amended by this Fifth Amendment. Upon execution, Phase II Owner and
Redeveloper shall reimburse the Authority for all outofpocket costs incurred by the
Authority in connection with negotiating, drafting and approval of this Fifth
Amendment. Each party hereto represents and warrants to the other parties that such
party has the requisite power and authority to enter into this Fifth Amendment; that all
necessary and appropriate approvals, authorizations and other steps have been taken to
effect the legality of this Fifth Amendment; that the signatories executing this Fifth
Amendment are authorized to do so on behalf of such party; and that this Fifth
Amendment is valid and binding upon and enforceable against such party. This Fifth
Amendment may be executed in any number of counterparts, each of which shall be
deemed an original. Facsimile or email copies of the signature pages to this Fifth
Amendment shall be deemed to be originals for all purposes of this Fifth Amendment.
[Remainder of the page left blank; signatures to follow]
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IN WITNESS WHEREOF, the Authority, the City, the Phase I Owner and the Redeveloper have
caused this Fifth Amendment to be duly executed by their duly authorized representatives as of
the date first above written.
HOUSING AND REDEVELOPMENT
AUTHORITY OF ST. ANTHONY, MINNESOTA
By
Its Chair
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by___________________ and ___________________ the Chair and Executive Director of
the Housing and Redevelopment Authority of St. Anthony, Minnesota, a public body corporate
and politic and political subdivision of the State of Minnesota, on behalf of the Authority.
Notary Public
Authority signature page to Fifth Amendment to Contract for Private Redevelopment
12
CITY OF ST. ANTHONY VILLAGE
By
Its Mayor
By
Its City Clerk
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by___________________ and ___________________ the Mayor and City Clerk,
respectively, of the City of St. Anthony Village, a Minnesota municipal corporation, on behalf of
the municipal corporation.
Notary Public
City signature page to Fifth Amendment to Contract for Private Redevelopment
13
Doran SLV, LLC
a Minnesota limited liability company
By:
Evan J. Doran
Its:Manager
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by Evan J. Doran, the Manager of Doran SLV, LLC, a Minnesota limited liability company,
on behalf of said limited liability company.
Notary Public
Phase I Redeveloper signature page to Fifth Amendment to Contract for Private Redevelopment
Doran St. Anthony, LLC
14
a Minnesota limited liability company
By: Doran SLV, LLC a Minnesota limited liability
company
Its: Managing Member
By:
Evan J. Doran
Its:Manager
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by Evan J. Doran, the Manager of Doran SLV, LLC, a Minnesota limited liability company,
as Managing Member of Doran St. Anthony, LLC, a Minnesota limited liability company, on
behalf of said limited liability company.
Notary Public
Phase I Owner signature page to Fifth Amendment to Contract for Private Redevelopment
15
Doran SLV II, LLC
a Minnesota limited liability company
By:
Evan J. Doran
Its:Manager
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by Evan J. Doran, the Manager of Doran SLV II, LLC, a Minnesota limited liability
company, on behalf of said limited liability company.
Notary Public
THIS DOCUMENT DRAFTED BY:
Doran SLV II, LLC (ELD)
6423 City West Parkway
Eden Prairie, MN 55344
(952) 641-9400
Phase II Owner and Redeveloper signature page to Fifth Amendment to Contract for Private
Redevelopment
16
EXHIBIT A
LEGAL DESCRIPTION
PHASE I PROPERTY:
PHASE II PROPERTY:
Exhibit A to Fifth Amendment to Contract for Private Redevelopment
17
EXHIBIT B
CITY OF ST. ANTHONY VILLAGE RESOLUTION
Exhibit B to Fifth Amendment to Contract for Private Redevelopment
18
EXHIBIT C
HOUSING AND REDEVELOPMENT AUTHORITY OF ST. ANTHONY, MINNESOTA
RESOLUTION
Exhibit C to Fifth Amendment to Contract for Private Redevelopment
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CONSENT AND SUBORDINATION
POEDF LEVERED A, LLC, a Delaware limited liability company, the holder of that
certain Amended and Restated Mortgage, Assignment of Leases and Rents, Fixture Filing and
Security Agreement dated July 16, 2024, filed of record with the Office of the County Recorder
in and for Ramsey County, Minnesota on July 16, 2024, as Document No. A05031980 (as
further amended, modified or supplemented from time to time, the "POEDF Mortgage"),
hereby consents to the Fifth Amendment to Contract for Private Redevelopment to which this
Consent and Subordination is attached (the "Agreement") and agrees that its rights in the
property affected by the Agreement pursuant to the POEDF Mortgage or otherwise shall be
subordinated thereto.
IN WITNESS WHEREOF, POEDF LEVERED A, LLC, a Delaware limited liability
company, has caused this Consent and Subordination to be executed this __ day of
__________, 2025.
[REMAINDER OF PAGE IS INTENTIONALLY LEFT BLANK]
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POEDF LEVERED A, LLC,
a Delaware limited liability company
BY: PRINCIPAL REAL ESTATE INVESTORS,
LLC, a Delaware limited liability company
ITS: Authorized Signatory
By:
Name: ________________________________
Its: ___________________________________
By:
Name: ________________________________
Its: ___________________________________
STATE OF _______________)
) SS.
COUNTY OF _____________)
The foregoing instrument was acknowledged before me this ____ day of ____________, 2025, by
___________________, the _____________________ and _________________________, the
______________________ of Principal Real Estate Investors, LLC, a Delaware limited liability
company, as Authorized Signatory of POEDF Levered A, LLC, a Delaware limited liability
company, on behalf of the limited liability company.
Witness my hand and seal.
Notary Public
My Commission Expires:
_______________________
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CONSENT AND SUBORDINATION
BRIDGEWATER BANK, a Minnesota state banking corporation, the holder of that
certain Mortgage, Security Agreement, Fixture Financing Statement and Assignment of
Leases and Rents dated October 30, 2020, filed of record with the Office of the County
Recorder in and for Ramsey County, Minnesota on November 4, 2020, as Document No.
A04842672 as corrected and rerecorded on March 2, 2021, as Document No. A04867306
(as further amended, modified or supplemented from time to time, the "Bridgewater
Mortgage"), hereby consents to the Fifth Amendment to Contract for Private
Redevelopment to which this Consent and Subordination is attached (the "Agreement")
and agrees that its rights in the property affected by the Agreement pursuant to the
Bridgewater Mortgage or otherwise shall be subordinated thereto.
IN WITNESS WHEREOF, BRIDGEWATER BANK, a Minnesota state banking
corporation, has caused this Consent and Subordination to be executed this __ day of
__________, 2025.
[REMAINDER OF PAGE IS INTENTIONALLY LEFT BLANK]
22
BRIDGEWATER BANK, a Minnesota state
banking corporation
By:
Name: ________________________________
Its: ___________________________________
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this ____ day of ____________, 2025, by
___________________, the _____________________ of BRIDGEWATER BANK, a Minnesota
state banking corporation, and acknowledged that he executed the instrument on behalf of the
banking corporation.
Witness my hand and seal.
Notary Public
My Commission Expires:
_______________________
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SUBORDINATION AGREEMENT
THIS SUBORDINATION AGREEMENT (this “Subordination”) is made as of this 28th
day of October, 2025, by the HOUSING AND REDEVELOPMENT AUTHORITY OF ST.
ANTHONY, MINNESOTA, a public body corporate and politic (“Authority”) whose address is
at 3301 Silver Lake Road, St. Anthony, Village, Minnesota 55418, Attn: Executive Director and
the CITY OF ST. ANTHONY VILLAGE, a Minnesota municipal corporation (“City”) whose
address is at 3301 Silver Lake Road, St. Anthony, Village, Minnesota 55418, Attn: City Manager.
RECITALS
A.Doran St. Anthony, LLC (“Doran St. Anthony”), as successor in interest to Doran SLV,
LLC, a Minnesota limited liability company, is the owner of certain real property situated in
Ramsey County, Minnesota and legally described in Exhibit A attached hereto and incorporated
herein (the “Phase I Property”).
B.Colliers Mortgage LLC, a Delaware limited liability company (together with its successors
and assigns the “Lender”) whose address is at 90 South Seventh Street, Suite 4300, Minneapolis,
Minnesota 55402, has made or is intending to make a mortgage loan to Doran St. Anthony in the
original principal amount of Forty-Three Million Three Hundred Fifty-Five Thousand and No/100
Dollars ($43,355,000.00) (the “Loan”).
C.The Loan is or will be evidenced and secured by the following documents:
(i)that certain Multifamily Note (the “Note”) made by Doran St. Anthony in favor of
Lender dated of even date herewith in the amount of Forty-Three Million Three Hundred Fifty-
Five Thousand and No/100 Dollars ($43,355,000.00); and
(ii)that certain Multifamily Mortgage, Assignment of Leases and Rents, Security
Agreement and Fixture Filing (“Mortgage”) dated of even date herewith and filed in the official
land records of Ramsey County, Minnesota, encumbering the Phase I Property.
The Note and the Mortgage and all other documents and instruments evidencing, securing and
executed in connection with the Loan, are hereinafter collectively referred to as the “Loan
Documents”.
D.The Authority and the City are owners and holders of certain rights under that certain
Contract for Private Redevelopment (as amended, modified, supplemented or assigned from time
to time, the “Redevelopment Contract”) by and among, Doran St. Anthony’s predecessor-in-
interest, Doran SLV, LLC, the Authority and the City dated February 19, 2019, and filed of record
in the office of the Ramsey County Recorder on March 17, 2020, as Document No. A04802554.
E.Pursuant to Section 7.3 of the Redevelopment Contract, the Authority and the City have
agreed to subordinate their respective rights under the Redevelopment Contract to the holder of
any mortgage securing construction or permanent financing.
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NOW, THEREFORE, in consideration of the foregoing and as an inducement to Lender
to make the Loan, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto represent, warrant and agree as follows:
1.Consent. The Authority and City each acknowledges that the Lender is making the Loan to
Doran St. Anthony and consents to the same. Such consent shall not deprive the Authority or the
City of or otherwise limit any of the Authority’s or the City’s rights or remedies under the
Redevelopment Contract or TIF Note issued pursuant thereto (the “TIF Note”) and shall not relieve
the redeveloper (as defined in the Redevelopment Contract, as may be assigned) of any of its
obligations under the Redevelopment Contract and TIF Note; provided further, however, the
limitations to the City’s and the Authority’s consent contained in this paragraph are subject to the
provisions of paragraph 2 below.
2.Subordination. The Authority and the City hereby agree that the respective rights of the
Authority and the City with respect to the Phase I Property under the Redevelopment Contract are
and shall remain subordinate and subject to liens, rights and security interests created by the Loan
Documents and to any and all amendments, modifications, extensions, replacements or renewals
of the Loan Documents; provided, however, that nothing herein shall be construed as subordinating
the requirement contained in the Redevelopment Contract the Phase I Property be used in
accordance with the provisions of Section 10.3 of the Redevelopment Contract, or as subordinating
the Authority's rights relating to any TIF Note.
3.Notice to Authority. Nothing in this Subordination shall alter, remove or affect Lender's
obligation to use commercially reasonable efforts to notify the Authority or the City of the
occurrence of any Event of Default given to Doran St. Anthony under the Loan Documents, in
accordance with Section 7.2 of the Redevelopment Contract. The Lender shall not be bound by
the other requirements in Section 7.2 of the Redevelopment Contract.
4.Statutory Exception. Nothing in this Subordination shall alter, remove or affect Lender's
obligation under Minnesota Statutes, § 469.029 to use the Phase I Property in conformity to Section
10.3 of the Redevelopment Contract.
5.No Assumption. The Authority and the City acknowledge that the Lender is not a party to
the Redevelopment Contract and by making the Loan does not become a party to the
Redevelopment Contract, and specifically does not assume and shall not be bound by any
obligations of the Doran St. Anthony to the Authority under the Redevelopment Contract, and that
the Lender shall incur no obligations whatsoever to the Authority except as expressly provided
herein.
6.Notice from Authority. So long as the Redevelopment Contract remains in effect, the
Authority or the City agree to give to the Lender copies of notices of any Event of Default given
to Doran St. Anthony under the Redevelopment Contract.
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7.Governing Law. This Subordination is made in and shall be construed in accordance with
the laws of the State of Minnesota.
8.Successors. This Subordination and each and every covenant, agreement and other
provision hereof shall be binding upon the Authority, the City, and their respective successors and
assigns.
9.Severability. The unenforceability or invalidity of any provision hereof shall not render
any other provision or provisions herein contained unenforceable or invalid.
10.Notice. Any notices and other communications permitted or required by the provisions of
this Subordination shall be in writing and shall be deemed to have been properly given or served
by depositing the same with the United States Postal Service, or any official successor thereto,
designated as registered or certified mail, return receipt requested, bearing adequate postage, or
delivery by reputable private carrier and addresses as set forth above.
11.Transfer of Title to Lender. The Authority and the City agree that in the event the Lender, a
transferee of Lender, or a purchaser at foreclosure sale, acquires title to the Phase I Property
pursuant to a foreclosure, or a deed in lieu thereof, the Lender, transferee, or purchaser shall not be
bound by the terms and conditions of the Redevelopment Contract except as expressly herein
provided. Further the Authority and the City agree that in the event the Lender, a transferee of
Lender, or a purchaser at foreclosure sale acquires title to the Phase I Property pursuant to a
foreclosure sale or a deed in lieu thereof, then the Lender, transferee, or purchaser shall be entitled
to all rights conferred upon the Doran St. Anthony under the Redevelopment Contract, provided
that no condition of default exists and remains uncured beyond applicable cure periods in the
obligations of the Doran St. Anthony under the Redevelopment Contract.
12.Amendments. The Authority and the City hereby represent and warrant to Lender for the
purpose of inducing Lender to make advances to Doran St. Anthony under the Loan Documents
that neither the Authority nor the City will agree to any amendment or modification to the
Redevelopment Contract that in any way affects the Phase I Property without the Lender's prior
written consent.
[signatures to follow]
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IN WITNESS WHEREOF, this Subordination has been executed and delivered as of the day and
year first written above.
HOUSING AND REDEVELOPMENT
AUTHORITY OF SAINT ANTHONY,
MINNESOTA
By
Its Chair
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by___________________ and ___________________ the Chair and Executive Director of
the Housing and Redevelopment Authority of St. Anthony, Minnesota, a public body corporate
and politic and political subdivision of the State of Minnesota, on behalf of the Authority.
Notary Public
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CITY OF SAINT ANTHONY VILLAGE
By
Its Mayor
By
Its City Clerk
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this ____ day of ____________,
2025, by___________________ and ___________________ the Mayor and City Clerk,
respectively, of the City of St. Anthony Village, a Minnesota municipal corporation, on behalf of
the municipal corporation.
Notary Public
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EXHIBIT A
Legal Description of Phase I Property
Real property in the City of St. Anthony, County of Ramsey, State of Minnesota, described as
follows:
Parcel 1:
Lot 1, Block 1, Silver Lake Village 3rd Addition, according to the recorded plat thereof, Ramsey
County, Minnesota.
(Abstract Property)
Parcel 2:
Non-exclusive easements as set forth in that certain Amended and Restated Reciprocal Easement
Agreement Silver Lake Village, St. Anthony, Minnesota, recorded May 4, 2004, as Document
No.3751784; as amended by First Supplement to Amended and Restated Reciprocal Easement
Agreement, recorded June 21, 2004, as Document No. 3764474; amended by Amendment to
Amended and Restated Reciprocal Easement Agreement recorded January 14, 2005, as Document
No. 3824389; as amended by that certain Second Amendment to Amended and Restated
Reciprocal Easement Agreement recorded February 28, 2020, as Document No. A04799966.
Parcel 3:
Non-exclusive easements as contained in the Reciprocal Easements and Operating Agreement by
and between Doran St. Anthony, LLC, a Minnesota limited liability company, and Doran SLV II,
LLC, a Minnesota limited liability company, dated October 30, 2020, recorded November 4, 2020,
as Document No. A04842671.
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CITY OF SAINT ANTHONY VILLAGE
STATE OF MINNESOTA
HRA RESOLUTION 25-06
RESOLUTION APPROVING FIFTH AMENDMENT TO CONTRACT
FOR PRIVATE REDEVELOPMENT BETWEEN THE HOUSING AND
REDEVELOPMENT AUTHORITY OF SAINT ANTHONY, MINNESOTA,
THE CITY OF SAINT ANTHONY VILLAGE, DORAN SLV, LLC,
DORAN ST. ANTHONY, LLC, AND DORAN SLV II, LLC
BE IT RESOLVED BY the Board of Commissioners ("Board") of the Housing and
Redevelopment Authority of Saint Anthony, Minnesota (the "Authority") as follows:
Section 1.Recitals.
1.01.Pursuant to its authority under Minnesota Statutes, Sections 469.001 to 469.047
and 469.174 to 469.1794, as amended, the Authority has undertaken a program to promote the
development and redevelopment of land identified as the Northwest Quadrant which is
underutilized within the City, and in this connection created its Redevelopment Project Area No.
3 (hereinafter referred to as the “Project”) in an area (the “Project Area”) located in the City
pursuant to the Act, and previously established Tax Increment Financing District No. 3-5, a
redevelopment TIF district (the “TIF District”), made up of property in the Project Area.
1.02.The Authority, the City of Saint Anthony Village, and Doran SLV, LLC executed a
Contract for Private Redevelopment, dated as of December 10, 2019 as amended by a First
Amendment thereto dated as of June 23, 2020, and further amended by a Second Amendment
thereto dated as of November 24, 2020, and further amended by a Third Amendment on December
12, 2023 (as so amended, the “Contract”), and further amended by a Fourth Amendment on
December 10, 2024, providing, among other things, for the construction of certain improvements
(the “Minimum Improvements”) on the property legally described in the Contract and located
within the TIF District (the “Redevelopment Property”).
1.03.Due to ongoing challenging economic and financial market conditions which
create hardship to secure project financing and other factors, the parties have negotiated and
propose to execute a Fifth Amendment to the Contract (the “Fifth Amendment”) to extend the
deadlines for the commencement and completion of construction of the Minimum
Improvements, and to acknowledge certain partial assignments of Doran SLV, LLC’s rights and
obligations under the Contract to Doran St. Anthony, LLC and to Doran SLV II, LLC.
Section 2.Fifth Amendment Approved
2.01.The Fifth Amendment as presented to the Board is hereby in all respects
approved, subject to modifications that do not alter the substance of the transaction and that are
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approved by the Chair and Executive Director, provided that execution of the Fifth Amendment
by such officials shall be conclusive evidence of approval.
2.02.The Chair and Executive Director are hereby authorized to execute on behalf of
the Authority the Fifth Amendment and any documents referenced therein requiring execution by
the Authority, and to carry out, on behalf of the Authority, its obligations thereunder.
2.03.Authority staff and consultants are authorized to take any actions necessary to
carry out the intent of this resolution.
Approved this 28th day of October, 2025, by the Board of Commissioners of the Housing
and Redevelopment Authority of Saint Anthony, Minnesota.
_________________________________
Chair
ATTEST:
_____________________________
Secretary
Review for Administration: _______________________
Executive Director
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