IV.1.Preliminary Development Agreement - 501/525 Mainstreet; 15 6th Ave N CITY OF HOPKINS
HRA Report 2025-05
To: Honorable Chair and Board Members
Mike Mornson, City Manager
From: Kersten Elverum, Director of Planning & Development
Date: March 4, 2025
Subject: Preliminary Development Agreement – 501/525 Mainstreet; 15 6th Ave
North
_____________________________________________________________________
RECOMMENDED ACTION
MOTION TO approve Preliminary Development Agreement between the Hopkins
Housing and Redevelopment Authority, the City of Hopkins and Footprint Development
, LLC.
OVERVIEW
Based on developer interest and a desire to put HRA-owned land into productive use,
the City of Hopkins issued a Request for Proposals (RFP) in October 2024 for four
development sites: 102 10th Avenue North (Lot 800) and 501 Mainstreet, 525
Mainstreet and 15 6th Avenue North. Proposals were accepted through December 20,
2024. One proposal was received from Footprint Development for the Mainstreet and
15 6th Avenue North properties.
The proposal was reviewed by the City Council in a closed-door meeting on January 14.
2025. Based on City feedback, the developer adjusted the site plan to add additional
parking, and the proposal was discussed at the February 4, 2025, closed-door City
Council meeting. The proposal is for two phases; the first phase (501 Mainstreet and
15 6th Avenue North) would have 38 housing units and 27 parking stalls. It would be
built to Passive House Institute of the U.S. standards, meet the City’s Inclusionary
Housing Policy and be designed to attract residents that want a car-light lifestyle. The
second phase (525 Mainstreet) would follow after parking demand and other factors are
proven.
The City Council elected to continue discussions and take next steps with the developer
through a Preliminary Development Agreement (PDA). The PDA provides the
opportunity for the public to weigh in on the development proposal before entering into
a purchase agreement. The terms of the PDA include:
•Grants exclusive rights to the Developer now and for 16-24 months following the
execution of a Purchase Agreement
•Outlines a development review process that includes a concept review at the
Hopkins Planning & Zoning Commission
•Establishes a process to establish sale price
Planning & Economic
Development
• Commits the City/HRA to update Phase I & II Environmental Site Assessments
and remediation cost estimates
Under the Agreement, the developer will submit a Concept Review Application to be on
the March 25, 2025, Planning & Zoning Commission agenda. Prior to that meeting,
there will be a neighborhood meeting hosted by the developer, tentatively scheduled for
March 12, 2025, at Hopkins City Hall. The concept will be brought forward to the City
Council in April, the project proforma reviewed by the City’s financial advisor and
environmental site assessments will be updated. After those steps are completed, staff
and the City Attorney will negotiate the terms of a Purchase and Development
Agreement which will be brought to the HRA and City Council for approval, anticipated
in June 2025.
The Lot 800 discussion, including proposals received and City Council direction, will be
scheduled for a HRA/City Council meeting in April 2025.
SUPPORTING INFORMATION
• Preliminary Development Agreement
• Concept Plan
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PRELIMINARY DEVELOPMENT AGREEMENT
THIS PRELIMINARY DEVELOPMENT AGREEMENT (the “Agreement”) is made and entered
into as of ____________, 2025, by and among the Housing and Redevelopment Authority in and for the
City of Hopkins (“HRA”), the City of Hopkins, Minnesota, a Minnesota municipal corporation (the “City”)
and Footprint Development LLC, a Minnesota limited liability company or its affiliated successors and
assigns as permitted in this Agreement (the “Developer”).
RECITALS:
A. The City has selected Developer as the preferred private developer for the Development
Project. Attached hereto as Exhibit B is Developer’s concept site plan for the Development Project (the
“Concept Plan”), which will be presented for preliminary review by the City Planning and Zoning
Commission and City Council (the “Concept Plan”) consistent with the City’s Development Review
Process as hereinafter defined.
B. The Developer is currently negotiating a definitive purchase agreement (the “Purchase and
Development Agreement”) pursuant to which City, as seller, and Developer, as purchaser, will sell and
purchase the development site located at 15 6th Avenue N, 501 Mainstreet and 525 Mainstreet (the
“Development Site”) and as legally described in Exhibit A, for Developer’s development and construction
of the project as set forth in the Concept Plan (the “Development Project”). The property located at
525 Mainstreet will be sold and developed as part of a Phase II of the Development Project subject to the
City and Developer agreeing to conditions and milestones for the Phase II development.
C. The parties desire to enter into this agreement to outline the parties’ respective
expectations, rights, and obligations regarding the Development Site and the Development Project and to
provide for further investigation and refinement of a final development plan (developed through the City’s
land use approval process) for the Development Project (the “Final Development Plan”).
AGREEMENT:
NOW, THEREFORE, in consideration of the promises and the mutual covenants of the parties
hereinafter expressed, it is hereby agreed as follows:
1. Undertaking and Exclusive Rights. In consideration of the time, effort and expenses to be
incurred by Developer in pursuing the Development Project, the City hereby agrees that during the
negotiation of the Purchase and Development Agreement (and for a period of sixteen (16) months after any
mutual execution of the Purchase and Development Agreement (collectively the “Exclusive Period”),
Developer will have the exclusive right to make specific proposals and negotiate the terms of land use
entitlements and site plan approvals with respect to the Development Site for the Final Development Plan,
and definitive development contracts, if necessary, with the City for the development of the Development
Site and financial assistance for such Development Project (the “Final Development Contracts”).
2. Development Review Process; Coordination. Subject to the terms and conditions of this
Agreement, the City and Developer agree to consult with each other for input on development parameters
and the Final Development Plan, as well as a coordinated community engagement, and communications
strategy to supplement the City’s Development Review Process as set forth in Exhibit C. Furthermore,
each party will agree to keep the other party informed about the status of the development process for the
Development Project, including, without limitation, negotiation of the Purchase and Development
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Agreement, the Final Development Contracts, if any, the status of and changes to the proposed Final
Development Plan and the status of the City entitlement approval process.
3. Development Project. The parties acknowledge and agree that it is the parties’ collective
intent that the Development Project will consist of the development of the Development Site in a manner
consistent with the Concept Plan.
4. Purchase and Development Agreement; Acknowledgment of Purchase Price. Following
the completion of the Concept Review process as defined in the City’s codes or policies, the Developer and
City shall negotiate in good faith to reach agreement on definitive Purchase and Development Agreements
for the Development Site by June 17, 2025. The City may, at its own expense, conduct a financial analysis
of the Development Project to determine the ability to pay market value for the Development Site. The
analysis will be a basis for discussions on purchase price that will be established through negotiations of
the Purchase and Development Agreement, including potentially a to be negotiated look-back provision.
The parties agree that the Purchase and Development Agreement shall include, without limitation, the
following key terms and conditions:
(a) Developer shall conduct any and all due diligence Developer deems
appropriate in its sole discretion with respect to 501 Mainstreet and 15 6th Avenue North
commencing on the Effective Date of the Development Agreement and continuing through
sixteen (16) months (the "Phase I Due Diligence Period").
(b) Developer shall conduct any and all due diligence Developer deems
appropriate in its sole discretion with respect to 525 Main Street commencing on the
Effective Date of the Development Agreement and continuing through twenty four (24)
months (the "Phase II Due Diligence Period").
(c) Developer and its agents may enter the Property upon reasonable advance
notice to Sellers for purposes of performing any and all inspections and tests, including
minimally invasive tests and soil borings. Among other conditions of closing to be
specified in the Purchase and Development Agreement, Developer's obligation to close is
contingent on satisfying the following conditions on or before the expiration of the Due
Diligence Period:
1. Physical inspections by Developer and Developer's contractors
2. Approval of a new Phase I and Phase II Environmental Site Assessment
and any prior reports.
3. Approval of ALTA survey and title commitment
4. Issuance of entitlements for the development project by the City,
determined to be acceptable in Developer's sole discretion
5. Approval of Developer and Developer's lender of financing for the
Development Project
6. Commitments for needed project equity
7. Other commercially reasonable conditions requested by the Developer.
(d) Investigations will be assisted by the City, at no cost to the City except as
specified in the following section (d)6. The City will provide all documents relevant to
property value and marketability to the Developer, including, but not limited to:
1. Environmental reports of any kind, including hazardous material
surveys, cleanup cost estimates, information about any funding sources
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available to complete any remaining remediation, whether known or
unknown
2. Appraisals, if any
3. Previous survey and title reports, if any
4. Previous market study, if any
5. Previous site plans for developing the parcels, if any
6. The City shall work with Developer to obtain an updated Phase I
Environmental Site Assessment, Phase II Environmental Site
Assessment, and remediation cost estimates at the City’s cost or funded
through grants pursued collaboratively. Developer will reimburse
100% of direct costs incurred by the City at closing. All environmental
reports shall name both the City and Developer as reliance parties. The
City and Developer agree to work together regarding any professional
services consultant agreement to be entered into for the Development
Project.
(e) The City shall support an application for the Development Project to the Met
Council’s LCA Pre-Development grant program in the 2025 application cycle.
(f) The City shall deliver the property free from any tenant interest at closing.
(g) Closing on the purchase of the Development Site must occur no later than one
hundred and twenty (120) days following the completion of the Due Diligence Period. Note this
extended period correlates with construction period. An additional sixty (60) days may be
requested upon the sole discretion of the Developer.
5. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the
parties hereto and their respective heirs, personal representatives, successors, assigns and transferees.
6. Notices. Each notification required by this Agreement must be made to the project
representative. The project representatives of the parties are:
City:
Kersten Elverum, Director of Development and Planning
City of Hopkins
1010 1st Street South
Hopkins, MN 55343
Email: kelverum@hopkinsmn.com
Developer:
Footprint Development LLC
1017 Ashland Avenue
St. Paul, MN 55104
Attn: Cody Fischer
Email: cody@footprintdev.com
Contact information will be kept current. Contact information may be changed by a party by
written notification to the other parties.
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7. Amendments. An amendment to this Agreement must be in writing and will not be
effective until it has been approved and executed by the parties. A party to this Agreement may not assign
or transfer any right or obligation hereunder without an assignment agreement executed by the parties and
the assignee.
8. Term, Termination. Notwithstanding any other provision in this Agreement to the
contrary, this Agreement may be terminated as follows: (1) the parties, by mutual written agreement, may
terminate this Agreement at any time; (2) the parties may terminate this Agreement in the event of a breach
of the Agreement by another party, upon providing 30 days’ written notice to the party, unless such breach
is cured before the expiration of said 30-day period.
9. Compliance with Laws. The parties shall exercise reasonable care to comply with
applicable federal, state, and local laws, rules, ordinances, and regulations in effect as of the date of this
Agreement.
10. Compliance with the Minnesota Government Data Practices Act. Data provided, produced,
or obtained under this Agreement shall be administered in accordance with the Minnesota Government
Data Practices Act, Minnesota Statutes, Chapter 13. The parties shall immediately report to the other party
any requests from third parties for information relating to this Agreement. The parties agree to promptly
respond to inquiries from the other party concerning data requests.
11. Choice of Law and Venue. This Agreement shall be governed by and construed in
accordance with the laws of Minnesota. Any disputes, controversies, or claims arising under this
Agreement shall be heard in the state or federal courts of Minnesota and the parties waive any objections
to jurisdiction.
12. Non-Assignment. This Agreement may not be assigned by any party without the prior
written consent of the other parties, except that Footprint Development, LLC may assign this Agreement
or enter into the Purchase and Development Agreement to an entity or entities which are owned in part by
and managed by Cody Fischer .
13. Survivability. The provisions of this Agreement concerning Indemnification, Compliance
with Laws, Compliance with the Minnesota Government Data Practices Act, Audit, Choice of Law and
Venue shall survive the expiration or termination of this Agreement.
14. Severability. The provisions of this Agreement shall be severable. If any portion of this
Agreement is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision
shall not affect the remaining provisions of the Agreement.
15. Waiver. Any waiver by any party of a breach of any provision of this Agreement shall not
affect, in any respect, the validity of the remainder of this Agreement.
16. Counterparts. This Agreement may be executed in one or more counterparts or in multiple
originals, either one of which is as valid as the other and when taken together shall constitute one agreement.
[Remainder of Page Intentionally Left Blank. Signature Pages Follows]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year
first above written.
DEVELOPER:
Footprint Development LLC,
a Minnesota limited liability company
By:
Name: Cody Fischer
Its: President
CITY:
City of Hopkins, Minnesota
a Minnesota municipal corporation
By:
Name: Patrick Hanlon
Its: Mayor
By:
Name: Michael Mornson
Its: City Manager
HRA:
Housing and Redevelopment Authority in and
for the City of Hopkins
By:
Name: Patrick Hanlon
Its: President
By:
Name: Mike Mornson
Its: Executive Director
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EXHIBIT A
DEVELOPMENT SITE LEGAL DESCRIPTIONS
Phase I:
15 6th Avenue N - PID 2411722420017
501 Mainstreet - PID 2411722420009
Phase II: (to follow construction of Phase I):
525 Mainstreet - PID 2411722420166
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EXHIBIT B
CONCEPT PLAN
The preliminary Concept Plan includes ~70 housing units and ~27 parking stalls developed over two
project phases. The 3-story buildings in this concept are 100% residential, multifamily rentals. As
communicated by the Developer’s original RFP response and in subsequent meetings with City staff, the
Developer also intends to explore a 4-story concept as part of the design development process.
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EXHIBIT C
DEVELOPMENT REVIEW PROCESS
March 4, 2025 City Council – Preliminary Development Agreement
March 5, 2025 Developer applies for Concept Review
March 10 – March 18, 2025 Developer holds neighborhood meeting
March 25, 2025 City Planning & Zoning Commission – Concept Review
April 1 or April 15, 2025 City Council – Concept Review