HomeMy WebLinkAbout5A2 Second Amendment to Real Estate Purchase Agreement (RealAmerica)
Redevelopment Commission Agenda Item
DATE: 12/1/2022
FROM: Joseph Molnar
SUBJECT: Second Amendment Real America
Which TIF? (circle one) River West; River East; South Side; Douglas Road; West Washington
PURPOSE OF REQUEST: Extension of Contingency Date and Closing Date
Specifics: In 2021, Real America and the RDC approved an agreement to sell RDC owned real
estate for the construction of affordable apartment units. The agreement gave Real America
two years to receive Indiana State Tax Credits for the project. The second round of tax credits
were initially scheduled to be awarded in November of 2022. However, due to the rise in
interest rates, the State desired that applicants resubmit their projects with updated financial
considerations in January 2023.
This extension allows Real America to apply for the tax credits in January with enough time for
due diligence afterwards if awarded the tax credits.
Staff requests approval.
INTERNAL USE ONLY: Project Code: _______________________________________________;
Total Amount new/change (inc/dec) in budget: _______________; Break down:
Costs: Engineering Amt: ______________________; Other Prof Serv Amt_________________;
Acquisition of Land/Bldg (circle one) Amt: ___________; Street Const Amt ________________;
Building Imp Amt_________; Sewers Amt_________; Other (specify) Amt: ________________
___________________________________________. Going to BPW for Contracting? Y/N
Is this item ready to encumber now? ____ Existing PO#__________ Inc/Dec $_____________
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
SECOND AMENDMENT TO
REAL ESTATE PURCHASE AGREEMENT
This SECOND AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT (this
“Amendment”) is made and entered into to be effective as of the 8th day of December, 2022, by
and between South Bend Redevelopment Commission (“Seller”), as Seller, and RealAmerica
Development, LLC, an Indiana limited liability company (“Purchaser”), as Purchaser.
RECITALS
A. Seller and Purchaser entered into that certain Real Estate Purchase Agreement,
dated effective as of July 22, 2021, as amended by the First Amendment to Real Estate Purchase
Agreement, dated effective as of May 26th, 2022 (the “Agreement”), for the purchase and sale of
certain real property located in the in St. Joseph County, City of South Bend, State of Indiana as
more particularly described in Exhibit A of the Agreement (the “Real Estate”). All capitalized
terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the
Agreement.
B. Seller and Purchaser now desire to amend the Agreement in order to provide for an
extension of the Investigation, Buyer’s Contingency and Closing date thereunder and to address
certain other matters, all as set forth hereunder.
AGREEMENT
NOW, THEREFORE, in consideration of these premises, and the mutual covenants and
promises contained herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Purchaser and Seller hereby agree as follows:
1.Recitals. The recitals set forth above, including each and every recital contained
therein, are incorporated into and made a part of this Amendment as though fully set
forth herein.
2.Amendments. The Agreement is hereby amended as follows:
a)Buyer’s Contingency of a LIHTC Reservation. The Agreement is hereby
amended as necessary to provide that the third full sentence in paragraph 4 (b) shall be
amended and replaced with the following:
“Buyer submitted project application on July 25, 2022. Buyer represents that
IHCDA expects to announce reservations ("Reservation") in January 2023, but in
no event later than March 31, 2023.”
b)Extension of Contingency Date. The Agreement is hereby amended as necessary
to provide that the Contingency Date (as such term is used and defined in the Agreement)
solely as it relates to matters specified in Paragraph 4 (c) of the Agreement is hereby
extended until 11:59 p.m. on May 31, 2023.
c)Closing. The last full sentence of Paragraph 7 (a) of the Agreement shall be
amended and replaced with the following:
“The "Closing Date" shall be August 31, 2023, or such earlier or later date as may
be agreed to in writing by Seller and Buyer.”
3.Entire Agreement; Conflict. Except as otherwise stated herein, all other terms,
conditions and agreements contained in the Agreement remain unmodified and in full force and
effect. To the extent a conflict exists between the terms of this Amendment and the Agreement,
the terms of this Amendment shall control.
4. Counterparts; Electronic or Facsimile Transmission. This Amendment may be
executed in counterparts which, when combined, shall constitute one instrument. The electronic or
facsimile transmission of a signed counterpart of this Amendment shall be binding upon the party
whose signature is contained on the transmitted copy.
[Signature Page Follows.]
IN WITNESS WHEREOF, Purchaser and Seller have executed this Second Amendment
to Real Property Purchase Agreement to be effective as of the date set forth above.
“PURCHASER”:
RealAmerica Development, LLC
By:
Ronda Shrewsbury, President
“SELLER”:
South Bend Redevelopment Commission
By:
Marcia I. Jones, President
Attest:
____________________________________
Troy Warner, Secretary