12-21-2023 Closed Session Meeting Minutes BOC
December 21, 2023, Closed Session #1 Page 1 of 2
Person County Board of Commissioners
Minutes of a Closed Session
DATE: December 21, 2023
MEMBERS OF BOARD OF COMMISSIONERS PRESENT:
Chairman Powell,
Vice Chairman Sims,
Commissioner Palmer,
Commissioner Puryear, and
Commissioner Thomas
OTHERS PRESENT:
County Manager Katherine Cathey,
Clerk to the Board Michele Solomon,
County Attorney Ellis Hankins, via telephone, and
Economic Development Director Brandy Lynch
CLOSED SESSION #1
A motion was made by Commissioner Puryear and carried 5-0 to enter into Closed
Session #1 at 9:01 a.m. per General Statute 143-318.11(a)(5) to establish, or to instruct
the public body's staff or negotiating agents concerning the position to be taken by or on
behalf of the public body in negotiating (i) the price and other material terms of a contract
or proposed contract for the acquisition of real property by purchase, option, exchange, or
lease; or (ii) the amount of compensation and other material terms of an employment
contract or proposed employment contract with the following individuals permitted to
attend: County Manager Katherine Cathey, Clerk to the Board Michele Solomon,
County Attorney, Ellis Hankins, and Economic Development Director Brandy Lynch.
Chairman Powell called the Closed Session #1 to order at 9:02 a.m.
Economic Development Director Brandy Lynch provided the Board with an
update from the December 7, 2023 meeting in reference to the Mega Park and the
Wagstaff family. She stated that she is pleased to present good news to the Board. She
presented the Board with copies of a Second Amendment to the Option and Purchase
Agreement, and a Purchase Term Sheet (Letter of Intent), dated December 11, 2023.
She stated that Project Energy presented a letter of intent to the Wagstaff family
for the purchase of 1,344.84 acres at $20K/acre for a total purchase price of $26,896,800.
She stated that Project Energy is a strong, reputable company, and is very interested in
this site. She advised that the purchase agreement outlined the following:
The Buyer would deposit with the Escrow Company$100K within thirty days
after mutual execution of purchase agreement
Buyer would have a ninety-day period from the execution of a right of entry
agreement to complete studies and inspections of the property and assemble
December 21, 2023, Closed Session #1 Page 2 of 2
reports to determine whether to proceed with its proposed development and
purchase of property.
Seller would cooperate with Buyer in its effort to rezone the property to
accommodate the Buyer’s intended use, and rezoning would be contingent on
closing.
Closing date will occur thirty days following expiration of the Inspection Period,
or earlier, at Buyer’s election with reasonable notice to seller.
The purchase would be subject to satisfaction of appropriate closing conditions
including, Buyer’s receipt of an ALTA extended coverage title policy only to
those title matters approved during the Inspection Period, Seller representations
and warranties being true and correct; Seller having performed it obligations
under the purchase agreement, other closing conditions that may be identified by
Buyer as necessary for its proposed development, and certain other customary
closing conditions for the purchase and sale of property similar to the property.
Title Insurance, escrow fees, transfer taxes, and other closing costs would be
shared in accordance with local custom.
First American Title Company is the Escrow/Title Company
Prospective Buyer has retained Colliers International to represent them in
connection with the proposed purchase of property. At closing, seller would pay
3% of the purchase price to Buyer’s Broker in connection with the transaction.
The purchase price contemplates payment of the Broker Commission.
Buyer’s goal is to provide Seller with a draft Purchase Agreement for the property
within 15 business days after the terms herein have been mutually agreed upon.
The Purchase Agreement would be assignable by Buyer to an affiliate without
Seller’s consent and, upon such assignment; the originally named Buyer would be
released.
The identity of Buyer and its affiliates and all information shared or developed by
either party that is related to the potential purchase would be deemed confidential
pursuant to the terms of a separate non-disclosure agreement and/or exclusivity,
right of entry, and confidentiality agreement between the parties.
Lynch stated that the Wagstaff family has verbally agreed to extend the option to
the County by 180 days, until June 28, 2024 with a $5K extension price. She stated that
she is pleading with the Board to consider this option.
A motion was made by Commissioner Puryear and carried 5-0 to return to open
session at 9:50 a.m.