Transcript United States Olympic Committee Project Business Points

LandCo/City of Colorado
Springs Settlement Agreement
Summary of Key Elements
July 31, 2009
1
Settlement Agreement – Background
Chronology
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3/31/08 – LandCo, City, USOC enter into an Economic
Development Agreement Regarding USOC Facilities
5/6/08 – LandCo and C.S. Public Facilities Authority (PFA) enter
into a Purchase and Sale Agreement for USOC HQ condominium
11/14/08 – Deadline for issuance of COPS and PFA purchase of
USOC HQ condominium in the EDA
3/27/09 – LandCo files suit in United States district Court,
entitled LandCo Equity Partners, LLC, et al. v. The City of
Colorado Springs, Colorado, USOC et al.
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4/30/09 – USOC issues notice of termination of 3/08 Economic
Development Agreement and the 5/08 Purchase & Sale
Agreement
5/21/09 – City issues notice of termination of the agreements
4/1/09 – 7/30/09 – All parties dedicate maximum effort towards
settling the lawsuit
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Settlement Agreement – Key Business Elements
Conditions Precedent
The following to be prepared, agreed and ready
for execution by July 24, 2009:
1. Revised condominium documents
2. A new Purchase and Sale Agreement between the
PFA and LandCo (purchase price of $18,800,000
for core and shell)
3. A loan commitment from United Western Bank
verifying financing to complete the core and shell
4. An agreement between G.E. Johnson Construction
Company and LandCo certifying that no liens
resulting from any disputes between them will be
placed on the USOC condominium
3
Settlement Agreement – Key Business Elements
City Council Approval of Agreement
City Council is expected to formally consider the
Agreement on or before August 11, 2009
after at least a 7 day period for public review
of the Settlement Agreement and all
associated legal documents
4
Settlement Agreement – Key Business Elements
NGB Building Renovation Project
1. Within 5 days of execution of Settlement
Agreement, LandCo shall transfer all funds in the
NGB Escrow Account to the City in the sum of at
least $746,708, plus accrued interest.
2. On same date, LandCo affiliate to transfer to the
City the construction contract with The Copestone
Company for renovating the NGB Building.
3. Upon transfer of funds and contract, LandCo to
have no further responsibility for completing the
renovation of the NGB Building.
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Settlement Agreement – Key Business Elements
Issuance of COPS
1. PFA to purchase USOC condominium unit with
funds generated from the issuance of certificates
of participation (COPs)
2. COP issuance process to begin immediately after
execution of Settlement Agreement
3. COPS to be issued within 45 days
4. However, PFA’s obligation to purchase USOC
Condominium is contingent upon the successful
issuance of the COPs and a signed sublease with
the USOC
5. Upon issuance of COPs, $18.8 million of the total
to be placed in an escrow account for purchase of
USOC Condominium
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Settlement Agreement – Key Business Elements
Sale and Purchase of USOC Condominium
• LandCo to complete core and shell of the condo unit
on or before 9/30/09. Failure to complete by that
date to result in $1,500 daily reduction in purchase
price paid by PFA. Failure to complete unit by
10/15/09 is a material breach of the Agreement and
the PFA no longer obligated to purchase the USOC
condominium.
• Purchase price to be $18.8 million.
• LandCo to pay all taxes due and owing through the
closing date.
• Condo unit to be transferred free and clear of all
liens and encumbrances and title insurance to be
purchased by LandCo.
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Settlement Agreement – Key Business Elements
Sale and Purchase of USOC Condominium
(cont.)
• City to be responsible for completion of the tenant
finish of the USOC Headquarters Condominium by
March 30, 2010
• City to be responsible for completion of streetscape
adjacent to USOC Headquarters Building (to be paid
by City Parking Enterprise as originally planned)
• LandCo to release its rights to 240 spaces in City
Parking Garage once PFA purchases USOC
Condominium
• LandCo to have no responsibility for construction of
skybridge
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Settlement Agreement – Key Legal Elements
Dismissal of Claims
1. Dismissal of federal lawsuit, without prejudice, upon
execution of Settlement Agreement.
2. Dismissal with prejudice once the COPs have been
issued and USOC condominium unit is purchased
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Questions
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