HomeMy WebLinkAboutCOUNCIL - AGENDA ITEM - 08/21/2018 - RESOLUTION 2018-076 AUTHORIZING THE MAYOR TO EXECUAgenda Item 21
Item # 21 Page 1
AGENDA ITEM SUMMARY August 21, 2018
City Council
ITEM WITHDRAWN FROM CONSIDERATION
STAFF
Mark Sears, Natural Areas Manager
John Stokes, Natural Resources Director
Ingrid Decker, Legal
SUBJECT
Resolution 2018-076 Authorizing the Mayor to Execute an Intergovernmental Agreement with Larimer County
to Partner on the Purchase of an 800 Acre Inholding at Red Mountain Open Space.
EXECUTIVE SUMMARY
The purpose of this item is for City Council to consider the proposed intergovernmental agreement (IGA) with
Larimer County to partner 50/50 on the purchase of the 800-acre inholding owned by Rick and Mike Gallegos in
Red Mountain Open Space. The County is the lead on the purchase and will own and manage the property; the
City will hold a conservation easement on the property.
The County closed on the property on August 1 and was willing to assume the risk of paying for the full cost of
the property if this IGA is not approved. As a part of the negotiated purchase the County had to agree to close
on the property on August 1.
STAFF RECOMMENDATION
Staff recommends adoption of the Resolution.
BACKGROUND / DISCUSSION
The Natural Areas Department (City) and Larimer County Open Lands (County) have been working together
since 2003 to conserve land in the Laramie Foothills to meet shared land conservation goals. In 2004 the City
partnered with the County to purchase the Red Mountain Open Space (RMOS) and in 2007 to purchase a 1,480-
acre inholding in RMOS from Gallegos.
Shortly after the 2007 inholding purchase from Gallegos, Gallegos purchased a nearby 800-acre parcel from
friends, which is also an inholding in RMOS. The 800-acre property consists primarily of Table Mountain, a low
mountain with a flat mesa top that is a beautiful and dominant part of the landscape as one enters Red Mountain
Open Space and peers down into the “Big Hole” valley from Soapstone Prairie Natural Area. It is heavily used
by elk as a refuge. The property has been a high priority for the County and City for many years as a critical
part of the Larimer Foothills Mountains to Plains project area and especially as it relates to the RMOS. However,
when it was first placed on the market at $4M, staff considered the cost to be too high. Over the last few years
the owners have dropped the price and recently agreed to sell the property to the County for $2,250,000. Staff
from both organizations believe this is a fair price and were not comfortable taking the risk that the land would
be sold to a developer to be subdivided into 35 acre lots.
If Council agrees, the proposed transaction between the City and the County authorizes the City to pay 50% of
the value of the property and retain a conservation easement. This is a model that the City and County have
Agenda Item 21
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used in the past on other collaborative projects, most recently the Horsetooth Foothills properties. Staff is
proposing the 50/50 partnership for the following reasons:
City residents are approximately 50% of the County residents.
RMOS lies north of the City and will likely benefit City residents as much, if not more than many of the County
residents who live south of the City. Most visitors to Soapstone Prairie are from within the Fort Collins’
Growth Management Area.
Over 1/3 of the City revenues for the Natural Areas Department come from the County – Help Preserve
Open Space Sales Tax.
The County and City have a long history of leveraging each other’s resources to accomplish conservation of
mutual interest and benefit that would be difficult, if not impossible, to achieve without sharing resources.
The City currently holds a conservation easement on the original Red Mountain purchase and County and City
staff are recommending that the County grant a conservation easement on the remaining 1,480 acres of Red
Mountain that was purchased jointly from Gallegos in 2007. Therefore, if the IGA is approved the City will hold
a CE on the entire RMOS.
CITY FINANCIAL IMPACTS
The total cost to acquire the 800-acre inholding will be $2,250,000, plus closing and due diligence costs; The
City’s share will be $1,125,000, plus approximately half of the due diligence costs.
BOARD / COMMISSION RECOMMENDATION
At its July 11, 2018 meeting, the Land Conservation and Stewardship Board voted unanimously to recommend
that City Council approve the IGA with Larimer County to partner on the purchase of the Gallegos Inholding in
Red Mountain Open Space.
PUBLIC OUTREACH
Natural Areas staff presented the proposed partnership to the Land Conservation and Stewardship Board in a
public meeting on July 11, 2018.
Larimer County Open Lands staff presented the proposed partnership to the County Open Lands Board in a
public meeting on July 26, 2018.
Larimer County staff presented the proposed partnership to the Board of County Commissioners on July 31,
2018.
ATTACHMENTS
1. Gallegos Inholding - Red Mountain Map (PDF)
2. Land Conservation and Stewardship Board minutes, July 11, 2018 (PDF)
Gallegos Inholdings Map
ATTACHMENT 1
Land Conservation & Stewardship Board
July 11, 2018
Minutes Excerpt
Proposed IGA with Larimer County – Partner on Purchase of Red Mountain Inholding
John reported that Dan Gulley and Mark Sears have been working on the purchase of
an 800-acre parcel inholding in Red Mountain Open Space. The property has been a
priority for the County and City for many years as a critical part of the Larimer Foothills
Mountain to Plains project. The owners recently agreed to sell the property to the
County for $2,250,000.00. If City Council agrees with the proposed transaction, the City
and the County would each pay 50% of the value of the property. The County will own
the property and the City will retaining a conservation easement. John reported that City
Council requires an IGA. NAD would like to go to City Council on August 21
st
to obtain
approval. NAD will close on the property in early August and then a conservation
easement will be completed.
Discussion:
Kelly asked how NAD determined the purchase price and if it was an appropriate fair
market value. John explained NAD’s extensive acquisition experience allows for
familiarity with market values. The value of this property is higher than it would normally
be. Because it’s surrounded by open space, it has a higher value. The price
agreement was agreed upon by both the County and the City.
VICKY MCLANE MADE A MOTION RECOMMENDING THAT CITY COUNCIL
APPROVE AN IGA WITH LARIMER COUNTY TO PARTNER ON THE PURCHASE
OF THE GALLEGOS INHOLDING IN RED MOUNTAIN OPEN SPACE.
MARCIA PATTON-MALLORY SECONDED THE MOTION
THE MOTION WAS APPROVED 9-0
ATTACHMENT 2
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RESOLUTION 2018-076
OF THE COUNCIL OF THE CITY OF FORT COLLINS
AUTHORIZING THE MAYOR TO EXECUTE AN INTERGOVERNMENTAL
AGREEMENT WITH LARIMER COUNTY TO PARTNER ON THE PURCHASE
OF AN 800 ACRE INHOLDING AT RED MOUNTAIN OPEN SPACE
WHEREAS, to meet shared land conservation goals, the City and Larimer County
(“County”) have been working together since 2003 to conserve land in the Laramie Foothills –
Mountains to Plains Conservation Area, including the Red Mountain Open Space (“Red
Mountain”) directly west of the City’s Soapstone Prairie Natural Area; and
WHEREAS, the County has acquired an inholding parcel in Red Mountain,
approximately 800 acres in size, known as Gallegos Ranch; and
WHEREAS, the City wishes to acquire a conservation easement on the Gallegos Ranch
property, as well as on another previously purchased inholding parcel at Red Mountain (together,
the “Red Mountain Inholding”), to cooperate with the County on the costs and responsibilities of
conserving those properties; and
WHEREAS, the City already holds a conservation easement on the rest of Red Mountain;
and
WHEREAS, the City and County have negotiated a proposed intergovernmental
agreement regarding the Red Mountain Inholding, a copy of which is attached hereto as Exhibit
“A” and incorporated herein by reference (the “IGA”); and
WHEREAS, under the terms of the IGA the City would pay the County $1,125,000,
representing half the cost of acquiring Gallegos Ranch, plus a portion of the due diligence costs
incurred by the County for the acquisition, and the County would convey to the City a
conservation easement on the Red Mountain Inholding; and
WHEREAS, the City’s portion of the funds has already been appropriated; and
WHEREAS, the IGA would also give the City a right of first refusal if the County ever
wishes to sell all or a portion of the Red Mountain Inholding; and
WHEREAS, at its regular meeting on July 3, 2018, the Land Conservation and
Stewardship Board voted to recommend that the City Council approve the IGA; and
WHEREAS, Article II, Section 16 of the City Charter empowers the City Council, by
ordinance or resolution, to enter into contracts with governmental bodies to furnish governmental
services and make charges for such services, or enter into cooperative or joint activities with
other governmental bodies; and
WHEREAS, Section 29-1-203 of the Colorado Revised Statutes provides that
governments may cooperate or contract with one another to provide certain services or facilities
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when such cooperation or contracts are authorized by each party thereto with the approval of its
legislative body or other authority having the power to so approve; and
WHEREAS, the City Council has determined that acquisition of a conservation easement
on the Red Mountain Inholding is in the best interests of the City.
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF
FORT COLLINS as follows:
Section 1. That the City Council hereby makes and adopts the determinations and
findings contained in the recitals set forth above.
Section 2. That the City Council hereby authorizes the Mayor to execute the IGA
between the City and the County, in substantially the form attached hereto as Exhibit “A,”
together with such modifications and additions as the City Manager, in consultation with the City
Attorney, determines necessary or appropriate to protect the interests of the City or further the
purposes of this Resolution, as set forth above.
Passed and adopted at a regular meeting of the Council of the City of Fort Collins this
21st day of August, A.D. 2018.
_________________________________
Mayor
ATTEST:
_____________________________
City Clerk
Page 1 of 6
INTERGOVERNMENTAL AGREEMENT
CONCERNING THE RED MOUNTAIN INHOLDING CONSERVATION PROJECT
This Intergovernmental Agreement (Agreement) is made this ___day of _____________, 2018,
by and between the CITY OF FORT COLLINS, COLORADO (the "City") and LARIMER COUNTY, COLORADO
(the “County").
WHEREAS, part 2 of Article 1 of Title 29, C.R.S. authorizes governments to cooperate and
contract with one another to provide any function, service or facility lawfully authorized to each,
including the sharing of costs; and
WHEREAS, the County has imposed a sales and use tax via the "Help Preserve Open Spaces
Initiative" for the purchase and maintenance of open space, natural areas, wildlife habitat, parks and
trails and a portion of the funds generated by said sales tax are distributed to municipalities located
within Larimer County, including the City; and
WHEREAS, the City has imposed a dedicated 0.25% sales and use tax known as "Open Space
Yes!", portions of the revenues from which are intended and available for the purchase and
maintenance of open space, natural areas, and trails; and
WHEREAS, the parties recognize through the Larimer County Open Lands Master Plan and Fort
Collins Natural Areas Master Plans that certain lands in the Laramie Foothills – Mountains to Plains
Conservation Area (“Conservation Area”) are important to be conserved through various means such as
fee acquisition, conservation easements, and regulatory measures; and
WHEREAS, the parties have historically worked cooperatively to conserve the Conservation
Area, provide limited recreation, and protect and promote the quality of life, wildlife, the natural
environment and the character of the region; and
WHEREAS, the Larimer County Natural Resources Department and the City of Fort Collins
Natural Areas Department share common goals in conserving land in the Conservation Area, and by this
IGA intend to form a partnership to carry out a land conservation project known as the “Red Mountain
Inholding Conservation Project” to conserve in fee approximately 800 acres of land and in conservation
easement approximately 2,280 acres of land; and
WHEREAS, the County intends to acquire through purchase of fee interest, the real property
referred to as “Gallegos Ranch”, described in Exhibit A, attached hereto and incorporated herein by
reference; and
WHEREAS, the County will convey a conservation easement (the “Conservation Easement”) to
the City on the Gallegos Ranch and on a 1,480‐acre parcel referred to as “Previous Joint Purchase,”
which was acquired by a joint acquisition in 2007 and is described in Exhibit B, attached hereto and
incorporated herein by reference, both of which shall be referred to together as the “Red Mountain
Inholding,” and
WHEREAS, the parties desire to cooperate and contract with one another concerning the
sharing of costs and responsibilities for the conservation of the Red Mountain Inholding.
EXHIBIT A
Page 2 of 6
NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree
as follows:
A. Subject Properties/Easements
1. The County will acquire the Gallegos Ranch and convey the Conservation Easement
to the City on the Red Mountain Inholding, subject to prior approval by the Larimer County Board of
County Commissioners in its discretion.
2. City of Fort Collins will prepare the Conservation Easement instrument covering the
entire Red Mountain Inholding in collaboration with the County and will pay all transaction costs
associated with the Conservation Easement. The City shall submit the Conservation Easement, upon
completion of the transaction, to the Larimer County Clerk and Recorder for recording in the real
property records of the County and shall provide a copy of the recorded Conservation Easement to
the County upon completion of recording.
3. The cost for conserving the Red Mountain Inholding, including the purchase price for
the Gallegos Ranch, conveyance of the Conservation Easement, closing costs, title insurance, Phase I
Environmental Assessment Reports, and Baseline Reports is estimated to be approximately
$2,270,000 as shown in Exhibit C.
4. The County and City shall be responsible to pay the estimated costs designated to each
of them as shown on Exhibit C.
5. The County and City will share equally all costs that are incurred during final
negotiations and closing and which are not designated in Exhibit C. If either the City or County
determines it is unable to pay its share of any unanticipated costs, they agree to negotiate in good
faith to reach a resolution such that the acquisition may be completed. Such resolution may include
modifying the amount each party will pay for the unanticipated costs.
6. Within 30 days following the closing of the fee and conservation easement acquisitions,
the County will prepare a summary report similar to Exhibit C showing the exact costs paid by each
party.
7. Acquisition of Gallegos Ranch and conveyance of the Conservation Easement shall occur
at closings set at mutually agreed date(s), time(s) and location(s), at which each party shall bring
purchasing funds as described below and on Exhibit C, unless otherwise agreed by parties.
8. Until such time as the above‐referenced closing and conveyance of the property
interests shall occur, the County shall remain the primary negotiator of the Gallegos Ranch property
purchase and shall have the discretion to make decisions related to the negotiations including
choice of title company and other administrative matters, consistent with this Agreement. The
parties shall promptly inform the other party of new developments in the negotiations and new
Page 3 of 6
material information related to Gallegos Ranch and the Conservation Easement or the acquisitions
thereof.
B. Management of the Red Mountain Inholding Property
1. The County will manage the 800‐acre Gallegos Ranch property as a part of its Red
Mountain Open Space and in accordance with the Red Mountain Open Space Management Plan
(which will be updated to reflect this acquisition) and subsequent updates.
2. Emergency Circumstances. In the event of emergency circumstances requiring
immediate response prior to the adoption of updated Management Plans which will be used to
guide the management of the Red Mountain Inholding, the County shall be entitled to use
reasonable discretion in responding to such circumstances. If possible, the County shall consult with
the City in advance of any action being taken. In the event advance consultation is not reasonably
possible, the County shall limit its actions to those necessary to address the existing emergency and
shall make reasonable efforts to inform the City promptly of any such event and chosen course of
action.
C. Subsequent Sale and/or Transfer of Gallegos Ranch or Conservation Easement Interests
1. Once the closings have occurred on the Gallegos Ranch acquisition and Conservation
Easement conveyance, if the County desires to sell all or any portion of its fee interest in the Red
Mountain Inholding, or if the City desires to sell its conservation easement interest, the “Selling
Party” shall provide written notice to the Non‐selling Party of its intention to sell its fee or
conservation easement interest. (“Notice of Intent to Sell”). The Non‐selling Party shall have a right
of first refusal (“Option”) to purchase such interest (“Interest”) for the fair market value of the
interest being sold as determined by an appraiser selected by the parties. The Non‐Selling party
shall notify the Selling Party within 30 days following the completion of the appraisal whether it
intends to purchase the Interest. The parties shall then work in good faith to negotiate a purchase
and sale agreement and any necessary documents for completion of the sale. The Option shall
expire if the Non‐selling party does not, within 30 days of the completion of the appraisal, notify the
Selling Party that it intends to purchase the Interest. If the Non‐selling Party timely notifies the
Selling party of its intent to purchase, the Option shall nonetheless expire two years after the date
of the Notice of Intent to Purchase if the parties have not closed on the conveyance of the Interest
by that time.
2. If the Non‐selling Party declines to purchase the Interest, the Selling Party may then
convey the Interest to a third‐party as it chooses. Any sale of the County’s fee interest shall be
subject to the terms of the Conservation Easement and any other existing encumbrances,
restrictions or conditions applicable to the conveyed property. In the event the County desires to
sell all or any portion of its fee interest in the Red Mountain Inholding, including easements or rights
of way, and the City notifies the County of an adverse impact of the proposed sale on the remaining
interests in the Red Mountain Inholding or the Conservation Easement, the parties agree to
negotiate in good faith to resolve the issue prior to the sale.
Page 4 of 6
3. In the event all or any portions of the fee interest or Conservation Easement in the Red
Mountain Inholding are sold the net proceeds from such sale shall be divided between the County
and the City in the same percentage as their respective contributions to the initial purchase
payments for acquiring the property interests sold as defined in Exhibit C. In the event all or any
portion of the subject properties is taken by eminent domain, the net proceeds from such
disposition shall be divided between the County and the City in the same percentage as their
respective contributions to the initial purchase payments for acquiring the property interests sold as
defined in Exhibit C. Proceeds from such conveyance shall be subject to the provisions of each
party’s respective applicable policies, ordinances, resolutions and plans.
D. General Provisions.
1. Each party agrees to execute all additional instruments and documents necessary to
effectuate the transactions and purposes described herein, subject to any necessary approvals.
2. This Agreement shall be binding upon and inure to the benefit of the parties’ respective
successors and permitted assigns.
3. Financial obligations of the parties payable after the current fiscal year are contingent
upon the governing bodies of the parties, in their discretion, appropriating funds sufficient and
intended for such purposes.
4. Nothing in this Agreement waives the immunities, limits of liability, or other terms and
conditions of the Colorado Governmental Immunity Act as now in force or hereafter amended.
5. Any notices required or permitted to be given shall be in writing and personally
delivered to the office of the parties hereof by first class mail, postage prepaid, as follows:
John Stokes Gary Buffington
Natural Areas Director Natural Resources Director
City of Fort Collins – Natural Areas Department Larimer County Natural Resources
Department
PO Box 580, Fort Collins, CO 80522 1800 S County Rd 31, Loveland, CO 80537
jstokes@fcgov.com buffingk@larimer.org
Any such notice shall be effective (i) in the case of personal delivery, when the notice is actually
received, or (ii) in the case of first class mail, the third day following deposit in the United States
mail, postage prepaid, addressed as set forth above. Any party may change these persons or
addresses by giving notice as required above.
Page 5 of 6
IN WITNESS WHEREOF, the parties hereto have executed this Intergovernmental Agreement
concerning the Red Mountain Inholding Conservation Project, on the day and year first above written.
THE CITY OF FORT COLLINS, COLORADO,
A Municipal Corporation
By: _________________________________
Wade O. Troxell, Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk Assistant City Attorney
____________________________ _________________________________
(print name) (print name)
Page 6 of 6
LARIMER COUNTY, COLORADO
By: _________________________________
Chair, Board of County Commissioners
ATTEST: APPROVED AS TO FORM:
Clerk County Attorney
EXHIBIT A
Legal Description of the Gallegos Ranch Property
The South ½ of the South ½ of Section 7 and the North ½ of Section 18, all in Township 11
North, Range 69 West of the 6th P.M.; and the East ½ of Section 12, Township 11 North, Range
70 West of the 6th P.M., except reservations in Deed recorded in Book 1223 at Page 29 of the
records of the County Clerk and Recorder of Larimer County; and commencing at the Southeast
corner of the West ½ of said Section 12; thence West along section line 311.00 feet; Thence
North parallel to the North and South quarter section line 140.00 feet; Thence East parallel to
the South section line 311.00 feet to the quarter section line; Thence South along said section
line 140.00 feet to the Point of Beginning, County of Larimer, State of Colorado.
EXHIBIT B
Legal Description of the Previous Joint Purchase Property
The North ½ of the Northwest ¼ and the Southeast ¼ of the Northwest ¼ of Section 4, Township
11 North, Range 69 West of the 6th P.M. County of Larimer, State of Colorado; and
All of Section 5 and Section 6, Township 11 North, Range 69 West, of the 6th P.M., County of
Larimer, State of Colorado, except the Southeast ¼ of the Southwest ¼ and the Southwest ¼ of
the Southeast ¼ of Section 6; and
The Northeast ¼ of Section 8, Township 11 North, Range 69 West of the 6th P.M. County of
Larimer, State of Colorado;
Property Larimer County Fort Collins Total
Gallegos Ranch - Fee Acquisition
Land Acquisition (Fee) $ 1,125,000 $ 1,125,000 $ 2,250,000
Title commitment TBD
Closing Costs $ 2,000 $ 2,000
Environmental Assessments $ 3,000 $ 3,000
Baseline Reports $ 6,800 $ 6,800
Survey ? $ -
Conservation Easement Conveyance
Title commitment TBD $ -
Closing Costs $ 2,000 $ 2,000
Environmental Assessment $ 3,000 $ 3,000
Baseline Report $6,800 $ 6,800
Survey ? $ -
Grand TOTALS $ 1,135,000 $ 1,138,600 $ 2,273,600
EXHIBIT C
The Costs are Estimates and are Subject to Change
Red Mountain Inholding
DRAFT IGA COST DATA (updated 8/2/18)
8/10/2018