Item 2.03 Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
Canterbury Park Holding Corporation (the "Company") and its subsidiary,
Canterbury Development LLC ("Canterbury Development"), are parties to that
certain Contract for Private Redevelopment dated August 8, 2018 (the "Original
Agreement") with the City of Shakopee, Minnesota (the "City") and the Economic
Development Authority for the City of Shakopee, Minnesota (the "Authority"). The
Company and Canterbury Development are collectively referred to as the "Master
Developer."
Under the Original Agreement, the Master Developer agreed to undertake a number
of specific infrastructure improvements within the Tax Increment Financing
(Redevelopment) District No. 18 (the "TIF District") and the City agreed that a
portion of the tax revenue generated from the developed property will be paid to
the Master Developer to reimburse it for its expense in constructing these
improvements. Under the Original Agreement, the total estimated cost of TIF
eligible improvements to be borne by the Master Developer was $23,336,500.
On January 25, 2022, the Company received the fully executed First Amendment to
the Contract for Private Redevelopment (the "First Amendment") among the Master
Developer, the City and the Authority, which is effective as of September 7,
2021. Capitalized terms not defined in this Current Report on Form 8-K have the
meanings ascribed to them in the Original Agreement, as amended by the First
Amendment.
Under the First Amendment and as part of the authorized changes regarding the
responsibilities of the Master Developer and the City, improvements on Unbridled
Avenue will be primarily constructed by the City. As a result, the total
estimated cost of TIF eligible improvements to be borne by the Master Developer
will be reduced by $5,744,000 to an amount not to exceed $17,592,881. In order
to reimburse the Master Developer for the qualified costs related to
constructing the Developer Improvements, the Authority will issue and the Master
Developer will purchase a TIF Note in the maximum principal amount of
$17,592,881. The First Amendment also memorialized that the Master Developer
completed the Shenandoah Drive improvements as required prior to December 31,
2019. The City is obligated to issue bonds to finance the portion of the
improvements required to be constructed by the City. Additionally, in order to
reimburse the Master Developer for the costs related to constructing the
Developer Improvements, the Authority will issue and the Master Developer will
purchase a TIF Note in the maximum principal amount of $17,592,881.
A detailed Schedule of the Public Improvements under the First Amendment, the
timeline for their construction and the source and amount of funding is set
forth on Exhibit C of the First Amendment. The Master Developer expects to
substantially complete the remaining Developer Improvements by July 17, 2027 and
will be reimbursed for costs of the Developer Improvements incurred by no later
than July 17, 2027. The total amount of funding that the Master Developer will
be paid as reimbursement under the TIF program for these improvements is not
guaranteed, however, and will depend in part on future tax revenues generated
from the developed property.
The foregoing description of the First Amendment is not complete and is
qualified in its entirety by reference to the full text of the First Amendment,
a copy of which is attached as an exhibit to this Current Report on Form 8-K and
is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d.) Exhibits
10.1 First Amendment dated as of
September 7, 2021 to the Contract for
Private Redevelopment dated August
10, 2018 by and among Canterbury Park
Holding Corporation, Canterbury
Development LLC, the City of
Shakopee, Minnesota, and the Economic
Development Authority for the City of
Shakopee, Minnesota.
104 Cover Page Interactive Data File
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