Placement: Resolutions
Action Requested: Motion / Vote
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Resolution 25-GFC-03, Authorization to Enter into and Execute the Second Amendment to the Land Swap Agreement between the Port St. Lucie Governmental Finance Corporation and Saint Matilda, LLC.
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Submitted By: Jennifer Davis, Director, Community Redevelopment Agency
Strategic Plan Link: The City's Goal for vibrant neighborhoods.
Executive Summary (General Business): The Port St. Lucie Governmental Finance Corporation (“GFC”) entered into a Land Swap Agreement (“LSA”) to exchange approximately 13.97 acres of land (the “Land”) located at the southeast corner of SW Village Parkway and E/W 2 Roadway (Destination Way) with Saint Matilda, LLC, for 28.81 acres of land (the “Exchange Land”) located at the northwest corner of West Blanton Blvd and NW East Torino Parkway. In July 2024, the GFC authorized the execution of the First Amendment to the LSA, noting modifications to the business terms associated with the LSA. Since the execution of the First Amendment to the LSA, additional business terms and have been negotiated as it relates to an extension of the Closing Date and associated deposits being made to escrow by Saint Matilda, of which are reflected in the Second Amendment to the LSA.
Presentation Information: Staff will provide a brief presentation, if requested.
Staff Recommendation: Move that the Board approve the Resolution and authorize the execution of the Second Amendment to the Land Swap Agreement.
Alternate Recommendations:
1. Move that the Board amend the recommendation and approve the Resolution and authorize the execution of the Second Amendment to the Land Swap Agreement.
2. Move that the Board provide staff with additional direction.
Background:
Saint Matilda is the owner of the Exchange Land located at the northwest corner of West Blanton Blvd and NW East Torino Parkway. At the August 2022 City Council Meeting, the City Council discussed their concerns on the potential impact that multi-family development (Torino Parc) would have on the Exchange Land and surrounding area. As such, the City Council asked the City Manager to review available City-owned parcels that could potentially be swapped for the Exchange Land, which is contiguous to City-owned park sites currently under master planning for the Torino Regional Park.
That being said, staff engaged with representatives of Saint Matilda on available lands owned by the City and / or the GFC. A parcel of land approximately 13.97 acres in size (the “Land”) located at the southeast corner of NW Village Parkway and Destination Way was identified as a viable option. Appraisals were conducted on both parcels and were deemed comparable for the purpose of a land swap.
During this time, Saint Matilda continued to seek development approvals on the Exchange Land in the event the LSA did not transpire. However, in the following months, staff from both parties worked diligently in securing an agreement to meet the needs of both parties with respect to timing, development approach, etc. The LSA was fully executed by both parties and contemplates the development of no more than 390 multi-family residential units on the Land.
In July 2024, the First Amendment to the LSA was executed, clarifying that Saint Matilda will be responsible for a Proportionate Share Contribution to the St. Lucie County Fire District (“SLCFD”) Lift Station, in lieu of constructing utility infrastructure on site. The agreement with SLCFD was brought before the GFC Board and City Council in June 2024 and identified parties and responsibilities associated with the construction of the lift station on the SLCFD property.
The Second Amendment to the LSA provides for an extended Closing date. Section 10.2 of the LSA originally contemplated a Closing taking place on or before May 14, 2025. For consideration of an extended Closing date, Saint Matilda shall pay the First Extension Deposit of $30,000 due within five (5) days of execution of the Second Amendment to the LSA. A Second Extension Deposit of $30,000 will be due upon written notice of Saint Matilda’s intent to extend the Closing. Said deposits will be refundable to Saint Matilda if the Closing occurs on or before June 16, 2025. If the Closing does not occur on or before June 16, 2025, for any reason, the deposits shall be deemed non-refundable. At that time, if a closing has not occurred and a written agreement providing for a new closing date has not been entered into by both parties, the parties shall be released under the LSA.
Issues/Analysis: The LSA provided the parties with a 120-day Inspection Period, a 90-day Approval Period, and 30 days to Close thereafter. The terms provided in the Second Amendment to the LSA are as follows: Buyer to provide up to two (2) deposits to extend the Closing date to June 16, 2025.
Financial Information: Upon Closing, Saint Matilda LLC will assume responsibility of any financial obligations associated with Lot 2, Plat 46.
Special Consideration: It should be noted that, upon Closing, the GFC will be conveying property to Saint Matilda and Saint Matilda will be conveying property to the City of Port St. Lucie.
Location of Project: The GFC property being conveyed (the Land) is located at the southeast corner of SW Village Parkway and E/W 2 Roadway (Destination Way), and the Saint Matilda property (the Exchange Land) is located at the northwest corner of West Blanton Blvd and NW East Torino Parkway.
Attachments:
1. Resolution - Second Amendment - Saint Matilda
2. Exhibit “A” to Resolution - Second Amendment to Land Swap Agreement with Saint Matilda
3. Location Map
NOTE: All of the listed items in the “Attachment” section above are in the custody of the City Clerk. Any item(s) not provided in City Council packets are available upon request from the City Clerk.
Internal Reference Number: 25083-01
Legal Sufficiency Review:
Reviewed by Margaret M. Carland, Senior Deputy City Attorney. Approved as to Legal form and sufficiency by Richard Berrios, City Attorney.