HomeMy WebLinkAboutResolution No. 2025-132CITY OF THE COLONY, TEXAS
RESOLUTION NO. 2025 -1.32-
A
132
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE
COLONY, TEXAS, AUTHORIZING AND APPROVING THE
EXECUTION OF A CORRECTION PRIVATE TRANSFER AGREEMENT
(GRANT BY CORRECTION SPECIAL WARRANTY DEED) BY AND
BETWEEN THE COLONY LOCAL DEVELOPMENT CORPORATION
AND 121 ACQUISITION COMPANY, LLC, A TEXAS LIMITED LIABILITY
COMPANY, CONCERNING THE CONVEYANCE OF APPROXIMATELY
1,365,123 SQUARE FEET OR 313389 -ACRES OF LAND SITUATED IN THE
B.B.B. & C.R.R. CO. SURVEY, ABSTRACT NO. 174, CITY OF THE
COLONY, DENTON COUNTY, TEXAS; PROVIDING A SEVERABILITY
CLAUSE; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE.
WHEREAS, The Colony Local Development Corporation (hereinafter referred to as the
"LDC") has been created and organized as a public, nonprofit local government corporation
incorporated pursuant to Subchapter D of Chapter 431, Texas Transportation Code, as amended to
aid, assist and act on behalf of the City of The Colony, Texas (hereinafter referred to as the "City")
in the performance of the City's governmental functions; and
WHEREAS, on or about November 5, 2025, the Board of Directors of the LDC
inadvertently approved the Private Transfer Agreement (Grant by Special Warranty Deed) a copy
of which is attached hereto as Exhibit A, conveying approximately 1,365,123 square feet or
31.3389 -acres of land situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174, City of The
Colony, Denton County, Texas, to LMG Ventures, LLC; and
WHEREAS, the property should have been conveyed to 121 Acquisition Company, LLC;
and
WHEREAS, the City Council for the City of The Colony, Texas, finds and determines it
is in the best interest of the City of The Colony, Texas, to approve the Correction Private Transfer
Agreement (Grant by Correction Special Warranty Deed) by and between the LDC and 121
Acquisition Company, LLC , a copy of which is attached hereto as Exhibit A.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF THE COLONY, TEXAS, THAT:
SECTION 1. The findings set forth above are hereby found to be true and correct findings
of the City and are incorporated into the body of this Resolution as if fully set forth herein.
SECTION 2. The City Council of the City of The Colony, Texas, does hereby approve
and authorize the President of the LDC to execute the Correction Private Transfer Agreement
(Grant by Correction Special Warranty Deed) by and between the LDC and 121 Acquisition
Company, LLC, a copy of which is attached hereto as Exhibit A, and is incorporated herein for all
purposes.
SECTION 3. If any section, article paragraph, sentence, clause, phrase or word in this
Resolution, or application thereto to any persons or circumstances, is held invalid or unconstitutional
by a Court of competent jurisdiction, such holding shall not affect the validity of the remaining
portions ofthis Resolution; and the City Council hereby declares it would have passed such remaining
portions of this Resolution despite such invalidity, which remaining portions shall remain in full force
and effect.
SECTION 4. This Resolution shall become effective immediately upon passage.
PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE
COLONY, TEXAS, THIS THE 12th day of NOVEMBER, 2025.
Richard Boyer, Mayor
ATTEST:
APPROVED AS TO FORM:
Jeff Mooritytomey
Page 2
Exhib&A
Correction Private Transfer Agreement
(Grant by Correction Special Warranty Deed)
[1,365,123 square feet or 31.3389 -acres of land situated
in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174,
City of The Colony, Denton County, Texas]
Denton County
Juli Luke
County Clerk
Instrument Number: 128532
ERecordings-RP
MISCELLANEOUS
Recorded On: November 14, 2025 01:39 PM
Number of Pages: 16
" Examined and Charged as Follows: "
Total Recording: $85-00
*'t********* THIS PAGE IS PART OF THE INSTRUMENT ***********
Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY
because of color or race is invalid and unenforceable under federal law.
File Information:
Document Number:
Receipt Number:
Recorded Date/Time:
User:
Station:
128532
20251114000460
November 14, 2025 01:39 PM
Kraig T
Station 21
STATE OF TEXAS
COUNTY OF DENTON
Record and Return To:
Simplifile
1 hereby certify that this Instrument was FILED In the File Number sequence on the date/time
printed hereon, and was duly RECORDED in the Oficial Records of Denton County, Texas.
Juli Luke
County Clerk
Denton County, TX
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU
MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM
THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS:
YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.
CORRECTION PRIVATE TRANSFER AGREEMENT
(GRANT by CORRECTION SPECIAL WARRANTY DEED)
THE STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF DENTON
THAT this Correction Private Transfer Agreement; Grant by Correction Special Warranty
Deed ("Correction Deed") is being executed, delivered and recorded pursuant to Texas Property
Code Section 5.029 to have the effected stated in Texas Property Code Section 5.030 of being a
replacement for, in lieu of, and in substitution for, that certain Private Transfer Agreement; Grant
by Special Warranty Deed (the "Prior Incorrect. Deed") executed the 5h day of November, 2025,
The Colony Local Development Corporation (the "LGC") to LMG Ventures, LLC ("LMG'), and
recorded as Document Number 125541 (Receipt Number 20251106000234) on November 6, 2025
with the Clerk of Denton County, Texas, for the purpose of correcting the Prior Incorrect Deed by:
(a) correcting and replacing the Grantee of the Prior Incorrect Deed from LMG to 121 Acquisition
Company, LLC, a Texas limited liability company ("L21 "), an affiliate of LMG; and (b) correcting
and replacing the Permitted Encumbrances set forth in Exhibit "B" to the Prior Incorrect Deed to
the Permitted Encumbrances set forth in Exhibit "B" set forth in this Correction Deed. Each of the
Grantor and Grantee to the Prior Incorrect Deed have executed this Correction Deed and each of
them acknowledge that the corrections described herein above and set forth herein below are the
result of inadvertent and mutual mistakes made in the Prior Incorrect Deed.
After making findings that this grant is authorized by Texas Tax Code Section 311.010(h),
serves the legitimate public purpose of promoting economic development, and affords a clear
public benefit in terms of both increased tax revenue and job opportunities, THE COLONY LOCAL
DEVELOPMENT CORPORATION, a Texas non-profit corporation ("Grantor'), for and in
consideration of the sum of Ten and No/100 Dollars ($10.00) and other valuable non -monetary
consideration in the form of the Additional Consideration (defined below), for which no lien is
retained either express or implied, and pursuant to which no right of reverter is granted to Grantor
or its successors or assigns either express or implied, the receipt and sufficiency of which
consideration are hereby acknowledged to be adequate, has GRANTED, SOLD, AND
CONVEYED, and by these presents does hereby GRANT, SELL AND CONVEY, unto 121
ACQUISITION COMPANY, LLC, a Texas limited liability company ("Grantee'), having an address
of 700 S. 72nd Street, Omaha, NE 68114, all that real property situated in the County of Denton,
State of Texas, and more particularly described on Exhibit "A" attached hereto and made a part
hereof for all purposes plus all of Grantor's right, title and interest in and to (i) all improvements
and related amenities located in and on such real property, (ii) easements, if any, benefiting such
real property, (iii) the oil, gas, and other minerals (and all executory and leasing rights relating
thereto) that are in and under such real property and that may be produced from such real property
and (iv) appurtenances, if any, pertaining to such real property, including any right, title and
1 ST AM
NCS -1233551
interest of Grantor in and to: (a) water wells and any other permits for utilities, drainage and
detention rights which serve or which will serve the land and improvements now or hereafter
constructed thereon; (b) any architectural plans and specifications, surveys, engineering, soils,
seismic, geological and environmental reports, studies, certificates and other technical descriptions
applicable to the land and/or improvements; (c) any warranties, guaranties, indemnities, claims
and causes of action, to the extent applicable to the land and/or improvements; (d) any licenses,
permits, governmental approvals, utility commitments, utility rights, reimbursement rights,
development rights or other similar rights; (e) any rights to credits, refunds, and reimbursements
including without limitation any credits against, or right to pay reduced application fees, permit
fees, inspection fees or impact fees applicable to the land; (f) any rights under zoning cases,
preliminary plans, plats, and other development applications and approvals; and (g) all other
development rights, powers, privileges, options, or other benefits associated with, that pertain to,
are attributable to, are appurtenant to, apply to, or which otherwise directly benefit the land
(collectively, the "Pro crt ").
The "Additional Consideration" for this transfer to Grantee includes the following grant
performance standards:
1. Grantee's use of the Property increasing the property tax revenues and sales tax
revenues collected by the City of The Colony, Texas, within Tax Increment Reinvestment Zone
Number One, City of The Colony, Texas (the "Zone").
2. On January 1 of the first calendar year after the Facility defined in the Final Project
and Finance Plan for Tax Increment Reinvestment Zone Number One, City of The Colony, Texas,
adopted by the Board of Directors of the Zone on November 15, 2011, and approved by the City
Council on November 15, 2011 (the "Prosect and Fi nance Plan") is open for business to the public,
TXFM, Inc., a Texas corporation, causing the Facility to provide a minimum of 850 Full -Time
Equivalent Jobs as defined in the Project and Finance Plan. If the Facility does not provide the
required minimum number of Full -Time Equivalent Jobs, the penalty provisions included in that
certain Development and Tax Increment Payment Agreement approved by Grantor on November
15, 2011, shall apply to TXFM, Inc. On April 7, 2015, the Grantor approved Resolution No.
LDC2015-003 finding that the performance standards referenced in this Section 2 were satisfied.
Further, on December 5, 2017, the City Council of the City of The Colony, Texas, approved
Resolution No. 2017-109 finding that the performance standards reference in this Section 2 were
satisfied. Grantor, on behalf of itself and on behalf of any party holding a right under the Project
and Finance Plan or any documents ancillary thereto, expressly acknowledges and agrees with
such findings, and further acknowledges and agrees that the obligation with respect to required
minimum number of Full -Time Equivalent Jobs, and any penalty associated therewith as aforesaid,
shall not survive the execution and delivery of this Private Transfer Agreement.
3. This Private Transfer Agreement is made and accepted expressly subject to the
matters set forth on Exhibit B attached hereto and made a part hereof for all purposes and subject
to the lien for all ad valorem taxes arising after the date hereof the payment of which Grantee
hereby assumes (collectively, the "Permitted Encumbrances").
TO HAVE AND TO HOLD the Property, subject to the Permitted Encumbrances, together
with all and singular the rights and appurtenances belonging in any way to the Property, unto the
said Grantee, its successors and assigns forever, and Grantor binds itself and its successors and
assigns to warrant and forever defend all and singular the Property. subject to the Permitted
Encumbrances, to Grantee, its successors and assigns against every person lawfully claiming or to
claim all or any part of the Property, by, through, or under Grantor, but not otherwise.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, Grantor and Grantee have executed this Correction Private
Transfer Agreement (Grant by Correction Special Warranty Deed) to be effective as of November
12, 2025.
GRANTOR:
THE COLONY LOCAL DEVELOPMENT
CORPORATION,
a Texas non-profit corporation
Richard Boyer, President
ATTEST:
Dan Rainey, Secretary
THE STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on this 12,' day of November, 2025, by
Richard Boyer, the President of The Colony Local Development Corporation, a Texas non-profit
corporation, and acknowledged to me that he executed the same for the purposes and consideration
therein expressed on behalf of said corporation.
Notary Public in and for the State of Texas
Ana Lidla Alvarado
My Commlsslan Ex➢1►aa
413&!202$
Notary ID135512577
GRANTEE:
LMG VENTURES, LLC,
a Texas limited liability company
Ryan Blumkin, Executive Vice President
THE STATE OF §
COUNTY OF Ov§
This instrument was acknowledged before me on this _ day of November, 2025, by Ryan
Blumkin, the Executive Vice President of LMG Ventures, LLC, a Texas limited liability company,
and acknowledged to me that he executed the same for the purposes and consideration therein
expressed on behalf of said corporation.
Notdry Public in aM'for the State of Nebraska
XVM
AFTER RECORDING RETURN TO:
James Kirkland
Kuckelman Torline Kirkland
10740 Nall, Ste. 250
Overland Park, KS 66211
EXHIBIT A — DESCRIPTION OF THE PROPERTY
LEGAL DESCRIPTION:
BEING a tract of land situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174, Denton
County, Texas and being the remainder of the called 51.11 acre tract described as Tract 3 in
Correction Special Warranty Deed to The Colony Local Development Corporation recorded in
Document No. 2014-30677 of the Official Records, Denton County, Texas and being more
particularly described as follows:
BEGINNING at a 5/8" iron rod with red plastic cap stamped "KHA" set at the northwest comer
of a right-of-way corner clip for the intersection of the south right-of-way line of Grandscape
Boulevard (a variable width right-of-way) and the west right-of-way line of West Spring Creek
Parkway (a variable width right-of-way) and being the northernmost northeast corner of said
remainder of 51.11 acre tract, from which a X cut in concrete found bears South 47°13'55" East,
a distance of 15.25 feet;
THENCE with said right-of-way clip and said west right-of-way line of West Spring Creek
Parkway and the east lines of said remainder of 51.11 acre tract, the following courses and
distances:
South 47°16'34" East, a distance of 36.30 feet to a 5/8" iron rod with red plastic cap
stamped "KHA" set for corner at the beginning of a non -tangent curve to the right with a
radius of 970.00 feet, a central angle of 02°47'05", and a chord bearing and distance of
South 01°41'58" East, 47.14 feet;
In a southeasterly direction, with said non -tangent curve to the right, an arc distance of
47.14 feet to a 5/8" iron rod with red plastic cap stamped "KHA" set for corner;
South 00°18'26" East, a distance of 1,340.78 feet to a 5/8" iron rod with red plastic cap
stamped "KHA" set for corner at the southeast corner of said remainder of 51.11 acre tract
and being in the north line of Kings Ridge Addition Phase Three, an addition to the City
of The Colony according to the plat recorded in Cabinet X, Page 450 of the Plat Records,
Denton County, Texas;
THENCE departing said west right-of-way line of West Spring Creek Parkway andthe north line
of said Kings Ridge Addition Phase Three, and the north line of said Kings Ridge Addition Phase
Three, South 89°39'43" West, a distance of 1,199.17 feet to a 5/8" iron rod with plastic cap
stamped "KHA" set for corner in the east right-of-way line of Burlington Northern Santa Fe
Railroad (a 100 -foot wide right-of-way) and being the southwest corner of said remainder of 51.11
acre tract and being at the beginning of a non -tangent curve to the left with a radius of 3,803.75
feet, a central angle of 09°19'41", and a chord bearing and distance of North 02°20'08" West,
618.58 feet;
THENCE with the east line of said Burlington Northern Santa Fe Railroad, the following courses
and distances:
Exhibit A
In a northwesterly direction, with said non -tangent curve to the left, an arc distance of
619.27 feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 06°59' 58" West, a distance of 106.49 feet to a 5/8" iron rod with plastic cap stamped
"KHA" set for corner in the south right-of-way line of said Grandscape Boulevard;
THENCE with said south right-of-way line of Grandscape Boulevard, the following courses and
distances:
North 73°47'38" East, a distance of 75.23 feet to a 5/8" iron rod with plastic cap stamped
"KHA" set for corner;
North 16012'22" West, a distance of 23.07 feet to a 5/8" iron rod with plastic cap stamped
"KHA" set for corner, from which a brass cap stamped "GRAHAM ASSOCIATES 817-
640-8535" bears South 84°42'51" West, a distance of 11.67 feet;
North 72009'55" East, a distance of 50.42 feet to a 5/8" iron rod with plastic cap stamped
"KHA" set for corner at the beginning of a non -tangent curve to the left with a radius of
794.00 feet, a central angle of 32044'41", and a chord bearing and distance of North
57°25'05" East, 447.62 feet;
In a northeasterly direction, with said non -tangent curve to the left, an arc distance of
453.77 feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 41'02'45" East, a distance of 240.20 feet to a 5/8" iron rod with plastic cap stamped
"KHA" set for corner at the beginning of a tangent curve to the right with a radius of 656.00
feet, a central angle of 27°31'50", and a chord bearing and distance of North 54°48'40"
East, 312.18 feet;
In a northeasterly direction, with said tangent curve to the right, an arc distance of 315.21
feet to a 1/2" iron rod with illegible cap found for corner at the beginning of a compound
curve to the right with a radius of 357.00 feet, a central angle of 15°35'23", and a chord
bearing and distance of North 76'22'16" East, 96.84 feet;
In a northeasterly direction, with said compound curve to the right, an arc distance of 97.14
feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 84°09'58" East, a distance of 80.36 feet to a 1/2" iron rod with cap stamped
"GRAHAM ASSOC INC" found for corner at the beginning of a tangent curve to the right
with a radius of 645.00 feet, a central angle of 05°06'43", and a chord bearing and distance
of North 86°43' 19" East, 57.53 feet;
In a northeasterly direction, with said tangent curve to the right, an arc distance of 57.55
feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 89°16'41" East, a distance of 66.76 feet to the POINT OF BEGINNING and
containing 1,365,123 square feet or 31.3389 acres of land.
Bearings are based on State Plane Coordinate System, North Texas Central Zone 4202, North
American Datum of 1983 (2011).
Exhibit A
None.
EXHIBIT B — PERMITTED ENCUMBRANCES
Exhibit B
EXHIBIT C - RESOLUTIONS
SEE ATTACHED