WEBVTT 1 "jspaeth@cityofutica.com" (844856064) 00:00:00.739 --> 00:00:22.130 Take that long? I didn't got bad news. I didn't clear the smell. Okay I'll keep my head. He knows me too. All right, well. 2 "jspaeth@cityofutica.com" (844856064) 00:00:22.130 --> 00:00:26.940 That's everybody. Okay. 3 "jspaeth@cityofutica.com" (844856064) 00:00:26.940 --> 00:00:46.940 Okay. Call meeting, we're gonna do the annual meeting 1st, call meeting minutes 18 October 2023. So 2nd on favors. 4 "jspaeth@cityofutica.com" (844856064) 00:00:46.940 --> 00:01:07.790 A ratification of all actions taken from 1 April to March 23 to 31 March 2024 movie. Okay all favor? Affirmation of board members, I haven't heard anything from the mayor of any changes, so. 5 "jspaeth@cityofutica.com" (844856064) 00:01:07.790 --> 00:01:39.881 The motion to affirm just we would remove Steve. Oh, ok. Yeah. Well, he's exit fisher anyway. Yeah. But then his president Phil is vice president, secretary Secretary and treasure. Okay, so and then we'll add 2nd favor? Motion to adjourn, she'll move back in favor. 6 "Phil" (1623396352) 00:01:39.881 --> 00:01:43.044 Hi, it's the annual meeting. Now we're gonna do the regular meeting. 7 "jspaeth@cityofutica.com" (844856064) 00:01:43.044 --> 00:01:50.730 Great meeting. Okay. 8 "jspaeth@cityofutica.com" (844856064) 00:01:50.730 --> 00:02:14.496 Alright, let's call the regular meeting to order approval minutes 18 September 2024I pose some real property acquisitions and dispositions. Who's gonna handle that? Bob? Bob. Bob? Yeah. 9 "7162****28" (2459456000) 00:02:14.496 --> 00:02:21.206 Hi, good, good afternoon, everybody. Yeah, I'm here. Can you, can everyone hear? Hi, can everyone hear me? 10 "Phil" (1623396352) 00:02:21.206 --> 00:02:22.968 Yes. Yep. 11 "jspaeth@cityofutica.com" (844856064) 00:02:22.968 --> 00:02:25.448 Very good area. 12 "7162****28" (2459456000) 00:02:25.448 --> 00:02:34.440 So the update on DSA one is the company has asked for what would now be a 2nd amendment to the purchase and sale agreement. 13 "7162****28" (2459456000) 00:02:34.440 --> 00:02:54.240 The company is removing the rec center component of their overall project and it still desires to purchase the real property upon which that rec center was contemplated to be constructed. The apartment units are being more spread out throughout the entire parcel. 14 "7162****28" (2459456000) 00:02:54.240 --> 00:03:09.360 There you should have a resolution before you exhibit A to the resolution shows the contemplated schematic of where the two hotels which have that they're not changing would be constructed, and it shows the new. 15 "7162****28" (2459456000) 00:03:09.360 --> 00:03:25.230 Conceptual layout of the apartment units, they're going from a hundred and ten, 120 to to a hundred and ten units. So and then the schedule slightly changes, there's only three phases now. 1st phase is to build. 16 "7162****28" (2459456000) 00:03:25.230 --> 00:03:43.980 The hotel, the 1st hotel and you can in exhibit B you can see there's a table of the timing. 2nd phase with the 2nd hotel, and the 3rd phase is the apartment units. I I the good news here is in the prior iteration. 17 "7162****28" (2459456000) 00:03:43.980 --> 00:04:00.480 Completion of the project was, I believe without having in front of me was competed to be 60 months and now it's we're down to 48 months or maybe it was 72 months, and now it's 48 months. So the request before the board is. 18 "7162****28" (2459456000) 00:04:00.480 --> 00:04:20.220 To approve of the amended project, as described within the resolution. The we have a very simple amendment to the purchase sale agreement which would memorialize these changes the developer attorney indicates to me. 19 "7162****28" (2459456000) 00:04:20.220 --> 00:04:36.569 That upon this corporation approving of the amendments that you're looking at today, it can then proceed with its final application to the City of Uticon Industrial Development agency. And then just bigger picture. 20 "7162****28" (2459456000) 00:04:36.569 --> 00:04:52.019 It's a little unclear what due diligence remains. You might recall last month you extended the due diligence period by 90 days that will close on 5 January. I asked the council if. 21 "7162****28" (2459456000) 00:04:52.019 --> 00:05:12.019 So corporation approves this project amendment and assuming the IDA approves of the pilot before the end of the year, is it possible that we could close on the real property transaction before the end of the year and just so everyone knows there's really nothing else for this corporation to do. We've done everything. The the bottle is completely in. 22 "7162****28" (2459456000) 00:05:12.019 --> 00:05:33.599 Purchaser's court. The only item left is the standstill agreement with Canal Corporation and I guess which we contemplated the pretty simple 1st amendment to the already existing one to describe the timing and the new project comp the new project as proposed here today. 23 "7162****28" (2459456000) 00:05:33.599 --> 00:06:00.630 The, the environmental event is done as a condition of closing, so other than the standstill agreement, which is a work in progress, I I don't see any reason why we, this corporation wouldn't be in a position to close. So I'm just confirming that we're good to go approve, assuming this board approves this resolution that's it for you. 24 "jspaeth@cityofutica.com" (844856064) 00:06:00.630 --> 00:06:15.234 So Bob, you, you, you made an inquiry of of the proposed purchaser as to whether or not they're prepared to close upon the execution of this agreement prior to yours and what was their response? 25 "7162****28" (2459456000) 00:06:15.234 --> 00:06:40.139 The lawyer said he's unsure he would get back to me. He didn't get back to me. In any event, their due diligence does run till January five and they have 30 days thereafter to close. So we're, if we don't do anything, this is hopefully a Q1 2024 closing, 2025 closing. I was pushing hard to close before the end of the year. 26 "7162****28" (2459456000) 00:06:40.139 --> 00:06:55.289 Because we're in really good shape. They don't need financing and we've done all of our pre closing requirements have have been met, so I I was hopeful we could close before December 31. So I guess that was Bob Kelly I guess. 27 "7162****28" (2459456000) 00:06:55.289 --> 00:07:10.912 Asking that question. I haven't heard back from developers council, but to manage everybody's expectations, worst cases we close probably sometime in February of 2025. Best case would be we closed in December of this year. 28 "jspaeth@cityofutica.com" (844856064) 00:07:10.912 --> 00:07:38.353 So so what I, what I would ask you to do is, you know, exhibit B talks about six months after closing 18 months after closing, I would ask if you put these the specific dates that there's NO later than whatever that date is February so that there are specific targets for which they have to be bound by. 29 "7162****28" (2459456000) 00:07:38.353 --> 00:07:40.513 So closing. 30 "jspaeth@cityofutica.com" (844856064) 00:07:40.513 --> 00:08:02.871 After closing in terms of construction. Closing to occur NO later than pursuant to the contract NO later than whatever February of 2025, so that there are specific delineated language in the agreements as to when the closing date is to be worst case scenario. 31 "7162****28" (2459456000) 00:08:02.871 --> 00:08:26.389 So the closing dates to defined term in the purchase sale agreement and so it would be duplicative and and if those dates change again, right? It's very easy to amend them with and and I'm not advocating that I'm pointing out what the board's already done though. You already amended those dates last month when you agreed to extend the feasibility period, but what you don't have to define each one of. 32 "7162****28" (2459456000) 00:08:26.389 --> 00:08:39.734 Those terms every single time. Closing date is is a defined date 30 which is 30 days after the feasibility period ends. We know that January five so we know. 33 "jspaeth@cityofutica.com" (844856064) 00:08:39.734 --> 00:09:07.219 I get that really is there any harm in reiteration? That's my point. I don't think there's any harm in reiteration because things have come come and gone over the course of the last whatever period of time that you guys been negotiating and I just think it should be reiterated what the what the deadline for closing could be. And the other the other so you don't have to answer that right now. If is the UIDA was reading principle? 34 "jspaeth@cityofutica.com" (844856064) 00:09:07.219 --> 00:09:27.209 We I'm doing an agreement in principle with these people. Well, it hasn't gotten the new application for each each of these projects because I'm gonna treat them separately. They've agreed the triple I understand that you guys have to renegotiated what the terms of the pilot are. Okay. 35 "jspaeth@cityofutica.com" (844856064) 00:09:27.209 --> 00:09:47.209 As it relates to the entertainment facility, does it change the purchase price? No. Why are they eliminated? So, so I I think it's a critically. I think it's a critical isn't. 36 "jspaeth@cityofutica.com" (844856064) 00:09:47.209 --> 00:10:11.329 Is it now the the the street rumor is that it's now part of the Nexus project that it's gonna be the entertainment, the Sh's of the world want the entertainment facility and close toximity to center and nexus. So is it being moved strategically off of Harbor Point to original. 37 "jspaeth@cityofutica.com" (844856064) 00:10:11.329 --> 00:10:35.819 No, they just didn't have any interest in doing it, couldn't find anything that they could run, wanted to do the apartments. They're talking about, I think townhomes now Bob instead of apartments, right. So, so are we still looking for, as we sit here today, your potential entertainment. 38 "jspaeth@cityofutica.com" (844856064) 00:10:35.819 --> 00:10:51.929 Proposal in the 3rd party and NO the only thing we're looking at is whatever Rob's gonna do and the 33 building and whatever we find for the 17. So this is a potential. 39 "jspaeth@cityofutica.com" (844856064) 00:10:51.929 --> 00:11:07.049 The entertainment piece is a potential component of the I and the risking street. Yes. That conceptually what thought is. 40 "jspaeth@cityofutica.com" (844856064) 00:11:07.049 --> 00:11:27.049 The reason I ask is that I was someone made an inquiry that entertainment was off the off the table and wanted to know if in fact it was still hardware related. They might have an interest in a hardware related facility, but I'm certainly not gonna steer them down the road if in fact it's it's. 41 "jspaeth@cityofutica.com" (844856064) 00:11:27.049 --> 00:11:48.359 Maybe interested 17 buildings or don't you know they think that 17 buildings all through? No, I just didn't know we haven't had anything from cell. I didn't know if he was still interested. Nobody calls him and talks to him. Oh, ok. 42 "jspaeth@cityofutica.com" (844856064) 00:11:48.359 --> 00:12:08.359 Well, the person just thought that entertainment was is as a result of what's taking place is Nexus is an open and he's surprised from cash cow standpoint that he is abandoning that that building that that land that he's next to nexus? 43 "jspaeth@cityofutica.com" (844856064) 00:12:08.359 --> 00:12:27.149 Bottom part was gonna be entertainment, correct? I mean we haven't heard on it but originally plan is to build like dorms and apartments where people that was the previous plan. I met with him recently regarding DRI, the city's DRI application. He's looking at the potential for a hotel. 44 "jspaeth@cityofutica.com" (844856064) 00:12:27.149 --> 00:12:43.139 Mitched use with hotel as well with the residential portion, which will be put into the city's DRI application and connected to the nexus. 45 "jspaeth@cityofutica.com" (844856064) 00:12:43.139 --> 00:13:09.105 So what do you need? 2nd 2nd weekend. All favor, post. Jones chemical? Bob, any on that? Is Melanie with you Bob? 46 "7162****28" (2459456000) 00:13:09.105 --> 00:13:11.884 I am, I am here. Okay, ok, I just. 47 "jspaeth@cityofutica.com" (844856064) 00:13:11.884 --> 00:13:16.142 Just wanted for the minutes, thank you. Yeah. So. 48 "7162****28" (2459456000) 00:13:16.142 --> 00:13:37.999 So for Jones chemical, we have a graphs contract that's gone back and forth between us and Jones chemical. We still have a few blanks in the contract to address funding sources, timing of funding. We don't have clarity on that yet on on where the money's coming from it and and when it's available. 49 "7162****28" (2459456000) 00:13:37.999 --> 00:13:42.983 So we'd like to get that the state allow for that or NO? 50 "3157****49" (2056802816) 00:13:47.138 --> 00:13:53.437 The the money, the money for that is coming in the DSD reimbursement was the plan. 51 "jspaeth@cityofutica.com" (844856064) 00:13:53.437 --> 00:13:57.784 Okay, that's what I thought. I didn't know you were there. I thought you were in the air. No. 52 "3157****49" (2056802816) 00:13:57.784 --> 00:13:59.978 Yeah. Yep. 53 "jspaeth@cityofutica.com" (844856064) 00:13:59.978 --> 00:14:17.141 Right, anything else on Jones? No. National grid? What are you talking to national grid? Lisa. Paul has any, just your regular monthly. 54 "3157****49" (2056802816) 00:14:17.141 --> 00:14:38.159 Sorry I'm I'm here. Yeah, we had the monthly meeting and, yeah, nothing new really. I just we've been sharing them with them the idea of the loop to harbor Bridge and where the trail network could go to, you know, attach to that. There's a small easement that eventually. 55 "3157****49" (2056802816) 00:14:38.159 --> 00:14:57.286 We would need to negotiate with them if, you know, once we get to that point, but they just been updating us on the substation and we we just have been in turn updating them and what we think is the next stages of work that would impact the, you know, the site, so. Okay. 56 "jspaeth@cityofutica.com" (844856064) 00:14:57.286 --> 00:15:00.670 But not the major. Okay, prominent. 57 "3157****49" (2056802816) 00:15:00.670 --> 00:15:13.109 Nothing, nothing major Pr prominent out is we're done, we're just working on the final invoice. 58 "3157****49" (2056802816) 00:15:13.109 --> 00:15:35.587 The you know by the final invoice approval. Well, we we are there's a couple minor little things that they gotta take care of but they might have already taken care of them but so we're, we're just trying to get everything closed out. We should be closed out by, by the end of this month, so the contractor will be completely off site. 59 "jspaeth@cityofutica.com" (844856064) 00:15:35.587 --> 00:15:42.531 Licensing agreement. Bob, have you heard anything back from Bill Borough on anything? 60 "7162****28" (2459456000) 00:15:42.531 --> 00:15:46.211 No, I haven't heard back. 61 "jspaeth@cityofutica.com" (844856064) 00:15:46.211 --> 00:15:51.909 Not her back then. See there. 62 "7162****28" (2459456000) 00:15:51.909 --> 00:16:23.899 So we sent the license in a form of license use and occupancy agreement to the city which would allow the city to use the the prominent area parking lot area you use it, manage it maintain it and then the longer term plan is to convey fee title to the property to the procedure just for the board's recollection. You know, you might ask why don't we just convey right now? There's several procedures that. 63 "7162****28" (2459456000) 00:16:23.899 --> 00:16:53.219 That this corporation has to follow, which would take at least 90 days if we started those procedures right now, we're not quite ready to start those procedures, but we can certainly license the use of the property to the city, allow the city to occupy in the public to access the site immediately upon execution of that license agreement, and then we can in a reasonable manner address the statutory requirements which would allow this corporation to convey fee title sometime next year. 64 "jspaeth@cityofutica.com" (844856064) 00:16:54.969 --> 00:17:00.388 So are, are we waiting for the city bobby or are you all set on your end? 65 "7162****28" (2459456000) 00:17:00.388 --> 00:17:06.527 We're offset. We've drafted the agreement of in and we are, we have not heard back from the city. 66 "jspaeth@cityofutica.com" (844856064) 00:17:06.527 --> 00:17:15.171 Okay, so we'll get we'll get on that. There's the licensing agreement required yes. 67 "3157****49" (2056802816) 00:17:15.171 --> 00:17:22.527 What, what wonky thing, I'm sorry I'm sorry to interrupt Ben looking into. 68 "jspaeth@cityofutica.com" (844856064) 00:17:22.527 --> 00:17:33.454 They were asking if it requires council approval. The license agreement. The license agreement Paul, that's what question was. 69 "3157****49" (2056802816) 00:17:33.454 --> 00:17:35.791 That's a, that's that's really. 70 "7162****28" (2459456000) 00:17:38.415 --> 00:17:52.074 The I would think so, but I'm not the corporation council, so I don't know and that's why we thought the corporation council. So I don't know procedually what the city has to do. Okay. 71 "jspaeth@cityofutica.com" (844856064) 00:17:52.074 --> 00:17:53.789 All right. 72 "jspaeth@cityofutica.com" (844856064) 00:17:55.317 --> 00:18:00.210 See what I can do with. 73 "3157****49" (2056802816) 00:18:00.210 --> 00:18:01.715 Hey then. 74 "jspaeth@cityofutica.com" (844856064) 00:18:01.715 --> 00:18:08.915 Yeah, Stephanie in a little while, so I'll ask her too if she has an update. Okay, thanks. Yeah, Paul. 75 "3157****49" (2056802816) 00:18:08.915 --> 00:18:42.829 And one key thing on that because it relates to reimbursement on the ESP, so you know we have that, we have accounting of about a hundred and $50000 in cost. Some of that, a small portion of that is for the GDA payment with 1 %. That's about $4600, so that that's gotta get paid in order that that's that's the not dollars that need to go in with when you sign the grant dispersement agreement. And we can't get the, you know, we can't get the $460000 back until that disbursement agreement. 76 "3157****49" (2056802816) 00:18:42.829 --> 00:18:46.391 The sign that we put in the reimbursement paperwork. 77 "jspaeth@cityofutica.com" (844856064) 00:18:46.391 --> 00:18:55.095 Okay, got it. Okay, 17 and license agreement move. 78 "3157****49" (2056802816) 00:18:55.095 --> 00:18:57.717 Takes a long. Yeah. 79 "jspaeth@cityofutica.com" (844856064) 00:18:57.717 --> 00:19:01.331 Yeah, we'll get that moving. I'll go to bell's house. 80 "3157****49" (2056802816) 00:19:01.331 --> 00:19:17.286 I I heard anything on 17 from with regard to self Rosto. I talked to him about a month ago maybe. He's still still interested. He's interested in what what's gonna happen with the upcoming grant application. Okay. 81 "jspaeth@cityofutica.com" (844856064) 00:19:17.286 --> 00:19:30.297 Is that what you understand John? Yeah. Okay. Long Valley garden. Anything new there? I know he's working with the state to get some. 82 "3157****49" (2056802816) 00:19:30.297 --> 00:19:54.269 Yeah, that's he is working with the state for funding on his new build portion we've coordinating with him on what is in the ldc's application with regard with regard to yeah with regard to the work we're doing, you know, so that while we do the flood resiliency work. 83 "3157****49" (2056802816) 00:19:54.269 --> 00:20:12.277 And raise the floors and you know in the 33 building and all connect appropriately with the new build. So there's been some level of coordination with the MB edge team by the MBG team on the on those components. Okay. 84 "jspaeth@cityofutica.com" (844856064) 00:20:12.277 --> 00:20:21.392 ESD and Canal Corp, we talked about the ESD about the Canal Corp grant. Where are we at with that thought Paul? 85 "3157****49" (2056802816) 00:20:21.392 --> 00:20:23.851 Ryan is the last year. Yeah. 86 "jspaeth@cityofutica.com" (844856064) 00:20:23.851 --> 00:20:34.289 And asked her about it. She apologized perfusely for taking as long as it has. Apparently we're still on their radar screen, the money's still. 87 "jspaeth@cityofutica.com" (844856064) 00:20:34.289 --> 00:21:03.254 Allocated there available. Yes, so she was gonna pull her team together and get back to me as soon as she could. Okay, good. CFA right? Putting something forward for that. Paul CFA? Yeah. I think we're. 88 "3157****49" (2056802816) 00:21:03.254 --> 00:21:22.192 That's, yeah, that's the pro housing grant that is they're looking at it. We're getting questions back from ESD, so we're feeling pretty good that we're a grant that will be funded I don't know if we're gonna get everything we asked for. We asked for 3 million, but we'll see what happens. Thanks. 89 "jspaeth@cityofutica.com" (844856064) 00:21:22.192 --> 00:21:37.319 No, you're NO you're Brian. ERI is due by Friday at four working on it. Do you need anything from us to sign or anything or it's just gonna be part of the prob project? Part of the application. Okay. 90 "jspaeth@cityofutica.com" (844856064) 00:21:37.319 --> 00:22:02.633 Any other business before the board? What should do with your? All right, all in favor. Thanks, everybody. 91 "Phil" (1623396352) 00:22:02.633 --> 00:22:04.692 Thank you. Thank you. Have a good night.