Alamo_Historic Millwork District Parking_Assignment of Rights in Purchase AgreementMasterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Historic Millwork District Parking
DATE: February 1, 2011
Dubuque
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In early 2009, the City Council adopted the Master Plan for Historic Millwork District.
One of the segments of the plan emphasized the need to develop parking to support
redevelopment of the District. The plan recommended a supply of on- street parking,
surface lots, a small structure, and parking in and beneath buildings where possible.
One of the specific recommendations of the plan suggested acquiring property
commonly referred to as the Alamo site which is currently owned by John Gronen and
Bob Johnson (Warehouse Redevelopment, LLC).
On October 4, 2010, the City Manager was authorized to execute an Offer to Purchase
for the Alamo Block by the City Council.
Since the Offer to Purchase was executed with Warehouse Redevelopment, LLC, Bob
Johnson has agreed to sell John Gronen his portion of the LLC to make the property
controlled under single ownership. Gronen has decided to have Rouse and Dean
Foundry, LLC, which is wholly owned by Gronen, to purchase the property from
Warehouse Redevelopment, LLC.
Due to the City's current offer to purchase, the City must agree to any assignment from
Warehouse Redevelopment, LLC to Rouse and Dean Foundry, LLC. This assignment
would not change any of the terms of the City's offer to purchase.
Economic Development Director Dave Heiar recommends City Council approval of the
Assignment of Rights in Purchase Agreement and authorize the City Manager to
execute the document.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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Mic ael C. Van Milligen
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Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
Masterpiece on the Mississippi
TO: Michael Van Milligen, City Manager
FROM: David J. Heiar, Economic Development Director
SUBJECT: Historic Millwork District Parking
DATE: January 26, 2011
F: \USERS\Econ Dev \Warehouse District\Alamo Block\20110126 Memo on Assignment of Alamo Offer.doc
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PURPOSE
This memorandum will discuss the potential option to purchase property in the Historic Millwork
District to meet future parking needs of the redeveloped District.
BACKGROUND
In early 2009, the City Council adopted the Master Plan for Historic Millwork District. One of the
segments of the plan emphasized the need to develop parking to support redevelopment of the
District. The plan recommended a supply of on- street parking, surface lots, a small structure,
and parking in and beneath buildings where possible.
One of the specific recommendations of the plan suggested acquiring property commonly
referred to as the Alamo site which is currently owned by John Gronen and Bob Johnson
(Warehouse Redevelopment, LLC). Attached is an aerial photo which depicts the
recommended parking site.
On October 4, 2010, the City Manager was authorized to execute and Offer to Purchase for the
Alamo Block by the City Council.
DISCUSSION
Since the Offer to Purchase was executed with Warehouse Redevelopment, LLC, Bob Johnson
has agreed to sell John Gronen his portion of the LLC to make the property controlled under
single ownership. Gronen has decided to have Rouse and Dean Foundry, LLC, which is wholly
owned by Gronen, to purchase the property from Warehouse Redevelopment, LLC.
Due to the City's current offer to purchase, the City must agree to any assignment from
Warehouse Redevelopment, LLC to Rouse and Dean Foundry, LLC. This assignment would
not change any of the terms of the City's offer to purchase.
RECOMMENDATION /ACTION STEP
I recommend that the City approve the attached resolution approving the Assignment of Rights
in Purchase Agreement and to authorize the City Manager to execute the document.
APPROVING AN ASSIGNMENT OF RIGHTS IN PURCHASE AGREEMENT FOR
RESOLUTION NO, 44 -11
PROPERTY IN THE HISTORIC MILLWORK DISTRICT, COMMONLY REFERRED TO
AS THE ALAMO SITE, TO ROUSE AND DEAN FOUNDRY, LLC.
Whereas, Warehouse Redevelopment, LLC is the owner of City Lot 2 of Center
City Place in the City of Dubuque, Iowa, according to the United States Commissioners'
Map of the Town of Dubuque, Iowa (the Property); and
Whereas, the City Council approved Resolution 394 -10, approving a purchase
agreement for the Property with Warehouse Redevelopment, LLC; and
Whereas, Warehouse Redevelopment, LLC wants to sell the property to Rouse
and Dean Foundry, LLC but must have City approval to assign the contract.
Whereas, the Assignment of Rights in Purchase Agreement, attached hereto
and by this reference made a part hereof, sets forth the terms and conditions of the
Assignment from Warehouse Redevelopment, LLC. to Rouse and Dean Foundry, LLC.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That the Assignment of Rights in Purchase Agreement, attached hereto,
is hereby approved.
Section 2. That the City Manager is hereby authorized and directed to execute, on
behalf of the City of Dubuque, Iowa, said Assignment of Rights in Purchase Agreement.
Attest:
Passed, approved and adopted this 7 day of February,
eanne F. Schneider
City Clerk
Roy D. �F o
Mayor
11.
F: \USERS \Econ Dev \Warehouse DistrictWlamo Block\20110207 Res Assignment of Purchase Agree for Alamo.doc
Prepared By and Return To: Flint Drake, 1005 Main Street, Suite 200, Dubuque, IA 52001
ASSIGNMENT OF RIGHTS IN PURCHASE AGREEMENT
This Assignment of Rights in Purchase Agreement is entered into this day of
, 2011, by and between WAREHOUSE DEVELOPMENT, LLC and ROUSE AND
DEAN FOUNDRY, LLC. and by and between ROUSE AND DEAN FOUNDRY, LLC. and
AMERICAN TRUST AND SAVINGS BANKS.
RECITALS
A. Warehouse Redevelopment, LLC previously entered into an agreement pursuant to which
such entity agreed to sell to the City of Dubuque, Iowa ( "City ") certain real estate (the "Real
Estate ") as set forth in that certain Purchase Agreement between the parties dated the _ day
of , 2010 (the "Purchase Agreement ");
B. Subsequent thereto Warehouse Redevelopment, LLC agreed to convey its interest in the
Real Estate (and the real property) to Rouse and Dean Foundry, LLC, subject to the rights of
the City to purchase the Real Estate pursuant to the terms of the Purchase Agreement;
C. Warehouse Redevelopment, LLC desires to assign its interest in the Purchase Agreement to
Rouse and Dean Foundry, LLC and Rouse and Dean Foundry, LLC desires to accept such
Assignment;
D. Rouse and Dean Foundry, LLC desires to assign its rights under the Purchase Agreement to
American Trust and Savings Bank as collateral for a loan from American Trust and Savings
Bank to Rouse and Dean Foundry, LLC.
THEREFORE, in consideration of the mutual terms and covenants contained herein, the parties
agree as follows:
AGREEMENT
1. Assignment: Warehouse Redevelopment, LLC does hereby assign all of its right, title and
interest in and to the Purchase Agreement to Rouse and Dean Foundry, LLC. Rouse and
Dean Foundry, LLC hereby accepts such assignment and agrees to assume all rights and
obligations of Warehouse Redevelopment, LLC under the Purchase Agreement.
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2. Assignment: Rouse and Dean Foundry, LLC further assigns its rights under the Purchase
Agreement to American Trust and Savings Bank ( "American Trust ") as collateral for a loan
from American Trust to Rouse and Dean Foundry, LLC.
3. Consent: The City of Dubuque executes this Agreement for the sole purpose of consenting to
the Assignments provided herein, including the collateral assignment to American Trust.
4. Miscellaneous. This Agreement shall be binding upon the parties hereto and their successors
and assigns and shall be governed by and construed under the laws of the State of Iowa. In
the event of there is a breach in the terms of this Agreement and either party is required to
take action to enforce the terms hereof, the prevailing party in any such action shall be
entitled to recover any attorney's fees and court costs incurred.
STATE OF IOWA
COUNTY OF DUBUQUE ) ss:
On this day of , 2011, before me, a Notary Public in and for
the State of Iowa, personally appeared ROBERT JOHNSON, to me personally known, who
being by me duly sworn did say that he is the Managing Member of said limited liability
company, that no seal has been procured by the said limited liability company and that said
instrument was signed on behalf of said limited liability company by authority of its managers
and the said ROBERT JOHNSON acknowledged the execution of said instrument to be the
voluntary act and deed of said limited liability company, by it voluntarily executed.
STATE OF IOWA
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COUNTY OF DUBUQUE ) ss:
WAREHOUSE REDEVELOPMENT, LLC
By:
Notary Public in and for
State of Iowa
ROUSE AND DEAN FOUNDRY, LLC
By:
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On this day of , 2011, before me, a Notary Public in and for
the State of Iowa, personally appeared JOHN N. GRONEN, to me personally known, who being
by me duly sworn did say that he is the Managing Member of said limited liability company,
that no seal has been procured by the said limited liability company and that said instrument was
signed on behalf of said limited liability company by authority of its managers and the said
JOHN N. GRONEN acknowledged the execution of said instrument to be the voluntary act and
deed of said limited liability company, by it voluntarily executed.
STATE OF IOWA
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Notary Public in and for
State of Iowa
CONSENTING TO THE ASSIGNMENTS PROVIDED
HEREIN
CITY OF DUBUQUE
By:
MICHAEL C. VAN MILLIGEN, CITY MANAGER
COUNTY OF DUBUQUE )
On this 8 day of )21/Lbze., , 2011, before me V �w� ct
a Notary Public in and for the State of Iow., personally appeared MIC AEL VAN MILLIGEN
to me personally known, and, who, bein by me duly sworn, did say that he is the City Manager,
of the City of Dubuque, Iowaand that the instrument was signed by him on behalf of the City of
Dubuque by authority of its City Council and he acknowledged the execution of the instrument
to be his voluntary act and deed on behalf of the City of Dubuque.
L6-4 , 3L4*
ary Public in and for State of Iowa
AMERICAN TRUST & SAVINGS BANK
By:
Victoria J. Richter, Second Senior Vice President
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STATE OF IOWA
COUNTY OF DUBUQUE ) ss:
On this day of , 2011, before me, the undersigned, a Notary
Public in and for the State of Iowa, personally appeared VICTORIA J. RICHTER to me personally
known, who being by me duly sworn, did say that she is the Second Senior Vice President of
said corporation executing the within and foregoing instrument; that the instrument was signed
on behalf of said corporation by authority of its Board of Directors; and the said Second Senior
Vice President acknowledged the execution of said instrument to be the voluntary act and deed
of said corporation, by it and by her voluntarily executed.
Notary Public
in and for State of Iowa
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