1. Call Meeting to Order
Ms. Barbara Barbour called the meeting to order at 5:00 pm.
2. Roll Call
Members Present
Scott Andrusis
Barbara Barbour, Chairperson
Cile Decker
William E. Keohane
Members Absent
None
Guests
Matthew Galligan, Town Manager
Michele Lipe, Town Planner
Kari Olson, Murtha Cullina
3. Approval of Minutes of Previous Meeting
None
None
None
- Report of Executive Director
None
None
None
A. Connecticut Studios Discussion
Town Manager Matthew Galligan started the discussion with an update on Connecticut Studios. The big question is the fuel cell component. That will be done through the Siting Council, not the Town. Connecticut Studios has acquired a signed Power Purchase Agreement with Connecticut Light and Power. Connecticut Studios will receive 16.5 cents per kilowatt. Yankee Gas will supply the gas to the site. This agreement will be the catalyst. Pro formas will need to be changed because they were originally drafted with 17 cents returning to Connecticut Studios. Town Manager Galligan estimated that the revenue would be approximately $7 million and expenses would be $4 million. The net revenue would be put into an escrow. Town Manager Galligan and Attorney Kari Olson both
agreed there would be approximately a 45 day wait for PURA to review everything.
Attorney David Panico from Robinson & Cole will be drafting a Developer’s Agreement between Connecticut Studios, the Town, and the National Development Council. There would be a Board, and all decisions coming from this Board would have to be unanimous. This will protect everyone’s interests in this project.
Attorney Panico is preparing a new Municipal Development Plan. Town Manager Galligan said there would be a public hearing, and there would be a 45 day waiting period from the day the Plan is published on the Town’s website. Attorney Panico is also going to review the Plan for any changes that need to be made. There has been a lot of interest in adjacent properties since the Power Purchase Agreement has been signed.
Town Manager Galligan said that the Power Purchase Agreement is very strong. He likes that Connecticut Light and Power is requiring Connecticut Studios to build the Studio in the Agreement. Connecticut Light and Power will not buy any power until the Studio is complete. Attorney Panico is securing the financing conduit. There needs to be a trustee, and money will go towards a trust.
Ms. Cile Decker asked how this project qualified for a 501c3. Town Manager Galligan said that the National Development Council created a 501c3 for their clients so they could float bonds at a municipal rate to enhance public improvement projects on behalf of their clients. They are not allowed to do this for the private industry. As long as the Town has a contract with NDC, the 501c3 is allowed.
Town Manager Galligan and the Agency members discussed the fuel cell project. Mr. William Keohane asked if the credits are renewable. Town Manager Galligan said that they are renewable, and they are entitled to them because they are producing alternative energy sources. Ms. Barbara Barbour asked how long the contract lasts. Town Manager Galligan said the contract is good for twenty years, and it is a solid agreement because there are penalties if one side does not perform as outlined. Ms. Cile Decker asked if there is any real risk for Connecticut Light and Power and the banks involved. Town Manager Galligan said they will not lose anything if the project does not move forward. When the project moves forward, the banks will have a lot of money in the form of deposits.
Town Manager Galligan asked for any dates and times from the members for three or four meetings between now and September to have meetings. The Agency decided that Wednesdays at 5:00 p.m. would be the best to schedule meetings. Ms. Cile Decker recommended July 24th and August 21st as tentative meetings. Town Manager Galligan said to include September 4th, 11th, and 18th as possible future meeting dates.
Ms. Barbara Barbour mentioned the resolution deleting the reverter clause. Attorney Olson explained the resolution situation. It was included along with the reverter extension resolution so the Town Council would have some leeway in whatever decision they would make. Town Manager Galligan recommended to extend the reverter for two more weeks to allow the Redevelopment Agency to discuss the situation and to let the Town Council discuss the reverter in a more public form during a Regular Meeting. The question is whether to release or keep the reverter as a rubber mallet. Town Manager Galligan suggested that the Redevelopment Agency should attend the July 15th Town Council meeting for discussion.
Ms. Cile Decker said that deleting the reverter clause would bother her until all of the ducks were in a row. Attorney Olson said that her caveat with the reverter clause on the deed could quell some financial aspect of the deal. It could be viewed as an encumbrance, and sometimes releases of encumbrances are expected before financial institutions get involved. Town Manager Galligan wants a Developer Agreement signed before the reverter clause is released. Attorney Olson said that there is one backer who is challenging the reverter, but it can be addressed down the road if it comes up. Mr. Keohane asked if it was discussed with the Town Council. Attorney Olson said it was discussed. Mr. Keohane asked if the developer has come forward and questioned the reverter. Town Manager
Galligan said the developer wants a Developer’s Agreement before money is spent.
Town Manager Galligan explained how the fuel cell would turn Connecticut Studios into a shelter during a large storm such as a hurricane. It would have the fuel cell for power, and it would have a lot of room to shelter people. Town Manager Galligan would love to connect major buildings in Town to the fuel cell in the future.
Attorney Olson described an email she received earlier in the day from the Connecticut Conference of Municipalities regarding DPUC. There is a hearing regarding permission mandates for third party hookups on Connecticut Light and Power’s poles in the public right of way. Depending on what is decided, Connecticut Light and Power could have less say in what lines go on their poles in the public right of way.
Town Manager Galligan explained to Mr. Keohane that the fuel cell is being built because the taxes generated from it would be put into a trust to pay for the public improvements. If the Studio is not built, there will be no fuel cell. Everything will be built at the same time because of the interdependence.
Ms. Barbara Barbour asked for a timeline to better help the Agency understand what is supposed to unfold. Mr. Dan Marsh from the National Development Council is drafting the new pro formas.
Mr. Scott Andrusis asked when the fuel cell credits would take effect. Town Manager Galligan said that the credits come into effect when the fuel cell is built.
Attorney Olson once again recommended that at least one member of the Agency should attend the July 15th Town Council Meeting to discuss the reverter extension and plan of action. Town Manager Galligan said he would make a list of the Agency’s concerns beforehand.
B. Resolution Extending Reverter Clause Deadline
BE IT RESOLVED that the Town of South Windsor and the South Windsor Redevelopment Agency, acting through their duly authorized officials, extend to July 15 2013, at 11:59 p.m., the reverter deadline set forth in the fourth paragraph of a certain Statutory Form Quit Claim Deed to Connecticut Studios, LLC, dated October 26, 2009, and recorded at Vol. 2077, Page 183-184 on the land records of the Town of South Windsor, Connecticut, and as said reverter deadline has previously been extended; and
BE IT FURTHER RESOLVED that the Town Manager is authorized and directed to execute a Fifth Amendment to Quit Claim Deed extending the reverter deadline in accordance with the foregoing resolution.
Was made by: Ms. Barbara Barbour
Seconded by: Ms. Cile Decker
The motion was approved, unanimously
C. Resolution Deleting Reverter Provision in Quit Claim Deed of October 26, 2009
BE IT RESOLVED that the Town of South Windsor and the South Windsor Redevelopment Agency (the “Grantor”), acting through their duly authorized officials, have determined that it is appropriate to remove the fourth paragraph from a certain Statutory Form Quit Claim Deed to Connecticut Studios, LLC (the “Grantee”), dated October 26, 2009, and recorded at Vol. 2077, Page 183-184 on the land records of the Town of South Windsor, Connecticut, which paragraph provides for a possible reverter to the Grantor of the property conveyed by that Deed to the Grantee, said determination reflecting the important progress made in recent weeks by the Grantee in the development of the Connecticut Studios Project and the recognition by the Council that the continuation of the risk of a reverter may have an adverse
effect on the Project; and
BE IT FURTHER RESOLVED that the Town Manager is authorized and directed to execute a Fifth Amendment to Quit Claim Deed removing said paragraph.
No action was taken on this resolution.
10. Adjournment
Ms. Barbara Barbour made a motion to adjourn at 5:38 pm; Mr. Scott Andrusis seconded the motion; and approved unanimously.
Respectfully submitted,
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Ashley Summers
Recording Secretary
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