Iowa Economic Development Authority (IEDA) Contract 18-TC-038 Assignment, Medline Industries, Inc. Corporate ReorganizationCopyrighted
October 20, 2021
City of Dubuque
Special Meeting Action Items # 1.
IT E M T I T L E:I owa Economic Development A uthority (I E D A) Contract 18-T C-038
Assignment, Medline I ndustries, I nc. Corporate Reorganization
S UM M ARY:City Manager recommending City Council adopt the resolution approving
the S econd Amendment of I owa E conomic Development Authority
(I E D A) Contract 18-T C-038 modifying the parties to the I E D A contract
to facilitate Medline’s reorganization and sale transaction.
RE S O L UT I O N Approving the S econd Amendment to the E conomic
Development Financial Assistance Contract by and among Medline
I ndustries, I nc., MR E D I A, L L C, the City of Dubuque, I owa, and the
I owa Economic Development A uthority
S UG G E S T E D
D I S P O S I T I O N:
Suggested Disposition: Receive and F ile; A dopt Resolution(s)
AT TAC H ME N TS:
Description Type
Medline - I E D A Contract 18-TC-038 - 2nd
Amendment-MV M Memo City Manager Memo
Staff Memo Staff Memo
Resolution of Approval Resolutions
2nd Amendment to Contract Supporting Documentation
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: IEDA Contract 18-TC-038 Assignment, Medline Industries, Inc. Corporate
Reorganization
DATE: October 18, 2021
Economic Development Director Jill Connors is requesting City Council adopt the
resolution approving the Second Amendment of IEDA Contract 18-TC-038 modifying
the parties to the IEDA contract to facilitate Medline’s reorganization and sale
transaction.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
_____________________________________
Michael C. Van Milligen
MCVM:sv
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Economic Development
Department
1300 Main Street
Dubuque, Iowa 52001-4763
Office (563) 589-4393
TTY (563) 690-6678
http://www.cityofdubuque.org
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: IEDA Contract 18-TC-038 Assignment, Medline Industries, Inc. Corporate
Reorganization
DATE: October 18, 2021
INTRODUCTION
This memorandum is a request for the City Council to approve an assignment of the Iowa
Economic Development Authority (IEDA) Contract 18-TC-038 due to a corporate
reorganization of Medline Industries, Inc. during a special City Council meeting on
October 20, 2021.
BACKGROUND
On March 19, 2018, the City Council adopted Resolution 74-18, authorizing the Mayor to
execute an application from Medline Industries, Inc. to the IEDA for its Economic
Development Financial Assistance program.
On May 21, 2018, Medline Industries, Inc. entered into a Development Agreement with
the City of Dubuque which required the construction of a 120,000 square foot facility at
an approximate investment of $18,400,000. Medline was also required to retain 481 full
time employees and create an additional 105 full time equivalent jobs in Dubuque.
On August 20, 2018, the City Council adopted Resolution 159 -18 authorizing the Mayor
to execute IEDA Contract 18-TC-038, providing for state incentives for the project defined
in the Development Agreement and its application to the IEDA.
DISCUSSION
2
Currently, Medline Industries, Inc. operates the Dubuque facility and employs the
Dubuque workforce, while MRE DIA, LLC, a wholly owned disregarded entity of Medline
Industries, Inc., holds title to the Dubuque property.
As part of a transaction to sell a majority interest in the company to a holding company
(the “Transaction”), Medline Industries, Inc. will convert from an Illinois corporation to an
Illinois limited partnership, and change its name to Medline Industries, LP.
As a part of the Transaction, legal ownership of the Dubuque facility will transfer from
MRE DIA, LLC to MRE Propco, LP, a related entity that will ultimately be owned by the
same holding company that will own Medline Industries, LP. Medline Industries, LP will
enter into a lease of the facility with MRE Propco, LP so that it may use/operate in the
Dubuque facility.
In order to finalize the Transaction, Medline has assigned its Development Agreement
with the City of Dubuque, approved by Resolutions 295-21 and 296-21 on September 7,
2021. Medline is also required to amend its contract with the IEDA to modify the parties
listed as the “Recipient” of the state financial assistance, in order to satisfy the terms of
the Transaction.
The attached Second Amendment to IEDA Contract 18 -TC-038 has been signed by a
representative of Medline and has been reviewed and approved by the City Attorney’s
office.
RECOMMENDATION/ ACTION STEP
I recommend the City Council adopt the attached resolution approving the Second
Amendment of IEDA Contract 18-TC-038 modifying the parties to the IEDA contract to
facilitate Medline’s reorganization and sale transaction.
Prepared by: Jill Connors, Economic Development, 50 W. 131h Street, Dubuque IA 52001, 563 589-4393
Return to: Jill Connors, Economic Development, 50 W. 13t" Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 365-21
APPROVING THE SECOND AMENDMENT TO THE ECONOMIC DEVELOPMENT
FINANCIAL ASSISTANCE CONTRACT BY AND AMONG MEDLINE INDUSTRIES,
INC., MRE DIA, LLC, THE CITY OF DUBUQUE, IOWA, AND THE IOWA ECONOMIC
DEVELOPMENT AUTHORITY
Whereas, Medline Industries, Inc., MIRE DIA, LLC (Medline) and the City of
Dubuque (City) entered into an Economic Development Financial Assistance Contract
(the Contract) with the Iowa Economic Development Authority (IEDA) to facilitate the
creation of one hundred five (105) full-time jobs in the City; and
Whereas, the parties previously agreed to an amendment to the Contract to extend
the Project Completion date, approved by the City Council on September 7, 2021; and
Whereas, Medline has requested a second amendment to the Contract to modify
the parties to the Contract due to a corporate restructuring; and
Whereas, the parties agree a Second Amendment is necessary and desire to
amend the Contract as set forth in the attached Contract Amendment.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The Second Amendment to Contract is hereby approved
Section 2. The Mayor is hereby authorized and directed to execute, and the City
Manager is hereby directed to submit the Second Amendment to Contract to the Iowa
Economic Development Authority together with such other documents as may be
required.
Passed, approved, and adopted this 20"' day of October, 2021.
Roy D. Buol, Mayor
Attest:
Adrienne N. Breitfelder, City Clerk
Nov 9, 2021