Title
Resolution to Authorize an Upset Bid Process for 115 Market Street, 114 North 2nd Street, 115 North 3rd Street, and 210 Chestnut Street
Body
LEGISLATIVE INTENT/PURPOSE:
WHEREAS, the City of Wilmington owns approximately 2.42 acres of real property located at 115 Market Street, 114 North 2nd Street, 115 North 3rd Street and 210 Chestnut Street, hereinafter referred to as “the Properties”; and,
WHEREAS, N.C.G.S. §160A-269 permits the City to sell property by upset bid, after receipt of an offer for the property; and,
WHEREAS, the City has received an unsolicited offer to purchase the Properties in the amount of $16,000,000, submitted by Dinosaur Holdings, LLC (“Dinosaur”), a North Carolina limited liability company; and,
WHEREAS, Dinosaur has paid the required five percent (5%) deposit on the offer; and,
WHEREAS, key terms of the offer to purchase the properties described above include the following:
1. Property to be sold in “As-Is” condition.
2. Property to be conveyed by Special Warranty Deed, free of all liens and encumbrances which are not of record, and subject to existing leases.
3. Buyer has a 60 day right of entry to complete due diligence and 30 days to close after expiration of due diligence.
4. Buyer may, for any reason or no reason, terminate the contract and be entitled to a full earnest money deposit refund of $800,000.
5. Seller to provide lease information, rent roll, service contract information, and other information related to operations of the Properties.
6. Leases and license agreements must remain substantially the same, at the sole discretion of Buyer, to affect closing.
THEREFORE, BE IT RESOLVED:
THAT, City Council authorizes sale of the Properties through the upset bid procedure set forth in N.C.G.S. §160A-269.
THAT, the City Clerk shall cause a notice of the proposed sale to be published describing the Properties, the amount of the offer, and the terms under which the offer may be upset.
THAT, persons wishing to upset the offer that has been received shall submit a sealed bid to the office of the City Clerk located at 929 N. Front Street (P.O. Box 1810) within ten (10) days after the notice of sale is published. At the conclusion of the initial 10-day period, the City Clerk shall open the bids, if any, and the highest such bid will become the new offer. If there is more than one bid in the highest amount, the first such bid received will become the new offer.
THAT, if a qualifying higher bid is received, the City Clerk shall cause a new notice of upset bid to be published, and shall continue to do so until a 10-day period has passed without any qualifying upset bid having been received. At that time, the amount of the final high bid shall be reported to City Council.
THAT, a qualifying higher bid is one that raises the existing offer by not less than ten percent (10%) of the first $1,000.00 of that offer and five percent (5%) of the remainder of that offer.
THAT, a qualifying higher bid must also be accompanied by a deposit in the amount of five percent (5%) of the bid; the deposit may be made by certified check or money order. The City will return the deposit on any bid not accepted, and will return the deposit on an offer subject to upset if a qualifying higher bid is received.
THAT, should an offer be received on all or a portion of the Properties that materially differs from the unsolicited offer presented herein, but contemplates adequate value in the judgment of the City Manager, staff would present such offers to Council.
THAT, Council must approve the final high offer before the sale is closed, which it will do within 30 days after the final upset bid period has passed, and the Buyer must pay with cash at the time of closing.
THAT, the City reserves the right to withdraw the Properties from sale at any time before the final high bid is accepted, and reserves the right to reject all bids at any time.
THAT, if no qualifying upset bid is received after the initial public notice, the offer set forth above will again be presented to Council at a future meeting to either reject the offer or to authorize the City Manager and City Attorney to execute the instruments necessary to convey the Properties.