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Home My WebLink About36-25 An Ordinance of the Common Council of the City of South Bend, Indiana, Amending the Loan Agreement and Approving and Authorizing Actions in Respect Thereto (Monreaux Project) 1/04 Spt1TH 8d • Filed in Clerk's Office w u a II 1 PEACE �$r, .I p I�+ 0 3 2025 °` Bianca Tirado ss5 City Clerk, South Bend, IN CITY OF SOUTH BEND DEPARTMENT OF COMMUNITY INVESTMENT June 3, 2025 Councilmember Canneth Lee Council Member Troy Warner President Chairperson South Bend Common Council Community Investment Committee County-City Building, 4th Floor South Bend Common Council South Bend, Indiana 46601 County-City Building,4th Floor South Bend, Indiana 46601 RE: Ordinance No. 36-25 — An Ordinance of the Common Council of the City of South Bend, Indiana, Amending the Loan Agreement and Approving and Authorizing Actions in Respect Thereto (Monreaux Project) Dear President Lee and Council Member Warner, Please find the attached bill, which is an ordinance authorizing an amendment to the currently existing forgivable economic development loan to support the construction of the Monreaux apartment development. This project has been awarded Low Income Housing Tax Credits from the Indiana Housing and Community Development Authority and will provide 45 income- qualified affordable housing units and 12 market rate housing units. This transformative development will revitalize the "Fat Daddy's" site on the corner of Michigan and Monroe streets. The amendment would make the following changes to the conditions of the original agreement: • Increase the funding amount to $3,300,000 (up from $2,300,000) • Increase the private investment commitment to $17,700,000(up from $13,700,000) 1400 COUNTY-CITY BUILDING•227 W.JEFFERSON BOULEVARD•SOUTH BEND,INDIANA 46601 PHONE 574/235-5898 • FAX 574/235-9892 • TTY 574/235-5567 • Adjust the project plan to reflect changes in the project: • Decrease the total square footage of the building to 56,000 square feet from 65,000 square feet • Reduce the minimum number of residential units to 57 from 60 • Change the minimum number of units dedicated to households at 50% or lower AMI to 24 units, with an additional 21 residential units dedicated to households at 80%or lower AMI (original agreement committed 23 units for 50%or lower AMI and an additional 23 units for 80%or lower AMI). The forgivable loan would be funded utilizing Tax Increment Financing funds controlled by the South Bend Redevelopment Commission. The amendment loan agreement requires approval of both the Common Council and the South Bend Redevelopment Commission, which adopted its Resolution No. 3639 on May 22, 2025, authorizing and approving the changes discussed above.. The bond would be forgivable provided the development is completed within the required timeframes (36 months after closing) and private investment exceeds $17.7 million. Sincerely, Caleb Bauer Executive Director Department of Community Investment CC: South Bend Redevelopment Commission South Bend Economic Development Commission Devereaux Peters, Delta Ventures Ltd. Sandra Kennedy, Corporation Counsel Filed in Clerk's Office AI 03 2025 BILL NO. Bianca Tirado City Clerk, South Bend, IN ORDINANCE NO. AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA AMENDING THE LOAN AGREEMENT AND APPROVING AND AUTHORIZING ACTIONS IN RESPECT THERETO STATEMENT OF PURPOSE AND INTENT The City of South Bend, Indiana ("Issuer"), entered into a Loan Agreement with Delta Ventures Ltd. ("Borrower"), dated as of December 1, 2023 ("Original Agreement") and issued its forgivable Taxable Economic Development Revenue Note, Series 2023 ("Series 2023 Note") in the aggregate principal amount of$2,300,000. The Borrower has consented to certain amendments to the Original Agreement and Series 2023 Note, and this ordinance authorizes Amendment No. 1 to Loan Agreement to amend the Original Agreement. NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA,THAT: Section 1. The Issuer hereby approves Amendment No. 1 to Loan Agreement ("Amendment"). Section 2. The substantially final form of the Amendment shall be incorporated herein by reference and shall be inserted in the minutes of the Common Council and kept on file by the Clerk. In accordance with the provisions of IC 36-1-5-4,two (2)copies of the Amendment are on file in the office of the Clerk for public inspection. Section 3. The Mayor,Controller and the Clerk are authorized and directed to execute the Amendment,and such other documents approved or authorized herein and any other document 4915-3888-6458.1 which may be necessary, appropriate or desirable to consummate the transactions contemplated by the Amendment, and their execution is hereby confirmed on behalf of the City. The Mayor, Controller and Clerk may, by their execution of the Amendment and any other documents requiring their signatures and imprinting of their facsimile signatures thereon, approve any and all such changes therein and also in the Original Agreement and any other documents without further approval of this Common Council or the Commission if such changes do not affect terms set forth in Sections 27(a)(1)through and including (a)(10) of IC 36-7-12. Section 4. The provisions of this ordinance, the Original Agreement and the Amendment shall constitute a contract binding between the Issuer and the Borrower. Section 5. All ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this ordinance are, to the extent of such conflict, hereby repealed. Section 6. It is hereby determined that all formal actions of the Common Council relating to the adoption of this ordinance were taken in one or more open meetings of the Common Council,that all deliberations of the Common Council and of its committees, if any,which resulted in formal action, were in meetings open to the public, and that all such meetings were convened, held and conducted in compliance with applicable legal requirements, including IC 5-14-1.5, as amended. Section 7. The Mayor, Controller, and Clerk, and any other officer of the City are hereby authorized and directed, in the name and on behalf of the City,to execute and deliver such further documents and to take such further actions as such person(s)deem(s)necessary or desirable to effectuate the purposes of this ordinance, and any such documents heretofore executed and delivered and any such actions heretofore taken, be, and hereby are, ratified and approved. -2- 4915-3888-6458.1 Section 8. This ordinance shall be in full force and effect from and after its passage by the Common Council and approval by the Mayor. Passed and adopted by the South Bend Common Council this 9th day of June, 2025. Canneth Lee, Council President South Bend Common Council Attest: Bianca Tirado,City Clerk Office of the City Clerk Presented by me, the undersigned Clerk of the City of South Bend, to the Mayor of the City of South Bend, Indiana on the day of June, 2025, at o'clock_. m. Bianca Tirado, City Clerk Office of the City Clerk Approved and signed by me on the day of June, 2025. at o'clock m James Mueller, Mayor City of South Bend, Indiana -3- 4915-3888-6458.1 Filed in Clerk's Office JUN 6 3 2'125 AMENDMENT NO. 1 TO LOAN AGREEMENT Bianca Ttrado City Clerk, South Bend, IN This AMENDMENT NO. 1 TO LOAN AGREEMENT, dated as of June 1, 2025 ("Amendment") between DELTA VENTURES LTD., an Indiana Nonprofit Corporation duly organized and existing and authorized to do business under the laws of the State of Indiana, under common control with Monreaux LLC ("Borrower"), and the CITY OF SOUTH BEND, INDIANA ("Issuer"), a municipal corporation duly organized and validly existing under the laws of the State of Indiana. WHEREAS, the Issuer issued its forgivable Taxable Economic Development Revenue Note, Series 2023 ("Series 2023 Note") in the aggregate principal amount of$2,300,000; and WHEREAS, the Borrower entered into a Loan Agreement with the Issuer dated as of December 1, 2023 ("Original Agreement"); WHEREAS,the Borrower has consented to the amendments as described herein; and WHEREAS, the parties now desire to amend the Original Agreement; THE BORROWER AND THE ISSUER HEREBY COVENANT AND AGREE AS FOLLOWS: Section 1. The Issuer and the Borrower hereby agree to revise the maximum issuance amount of the Series 2023 Note from $2,300,000 to an amount not to exceed $3,300,000 pursuant to the provisions of the Original Agreement, as hereby amended. Section 2. The Issuer and the Borrower hereby agree to increase the maximum private investment total from $13,700,000 to$17,700,000. Section 3. The Issuer and the Borrower hereby agree to amend the definition of the Project as follows: "Project" means the construction of site work and infrastructure improvements needed to serve the redevelopment and development 4921-3958-6362.1 of: (i) a four-story building containing at least sixty five thousand (65,000) fifty-six thousand (56,000) square feet which will include Commission; and (ii) a minimum of sixty (60) fifty-seven (57) total apartment units of which no fewer than twenty three (23) twenty-four (24) apartment units will be exclusively available for tenants at fifty percent (50%) or lower of the area median income ("AMI") and no fewer than an additional twenty three (23)twenty- one(21) apartment units will be exclusively available for tenants at eighty percent (80%) or lower of AMI on certain real estate acquired by the Borrower with an overall investment of approximately $13,700,000 $17,700,000 ("Development"), on certain real estate acquired by the Borrower as set forth on Exhibit B attached hereto, together with all necessary appurtenances, related improvements and equipment, all in or physically connected to the Area." Section 4. This amendment shall be effective upon execution. In all other respects, the Original Agreement shall remain in full force and effect as originally executed. IN WITNESS WHEREOF, the Issuer has caused this Amendment No. 1 to Loan Agreement to be executed in its name by its authorized officers and has caused its corporate seal to be hereunto affixed, and the Borrower has caused this Amendment No. 1 to Loan Agreement to be executed in their names, all as of the date first above written. CITY OF SOUTH BEND, INDIANA By: James Mueller, Mayor By: Kyle Willis, City Controller ATTEST: By: Bianca Tirado, City Clerk 4921-3958-6362.1 ACKNOWLEDGED BY THE SOUTH BEND REDEVELOPMENT COMMISSION, as Third- Party Beneficiary By: Troy Warner, President Attest: By: Eli Wax, Secretary 4921-3958-6362.1 DELTA VENTURES LTD., an Indiana nonprofit corporation By: Printed: Title: Director THE MONREAUX LLC, an Indiana limited liability company By: Printed: Title: Managing Member This instrument prepared by Lisa A. Lee, Ice Miller LLP, One American Square, Suite 2900, Indianapolis, Indiana 46282-0200. 4921-3958-6362.1