Staff recommends that Council approve the Sixth Amendment to the Purchase and Sale Agreement between the City of Billings and Honaker Realty, LLC and JWT Capital, LLC.

On March 1, 2024, the City entered into a Purchase and Sale Agreement (PSA) with Honaker Realty, LLC and JWT Capital, LLC for the sale of City Hall, Park 3, and adjacent parking parcels. The agreement has since been amended five times to address due diligence extensions, infrastructure issues, and financing contingencies.

The proposed Sixth Amendment resolves remaining infrastructure and title matters related to the 27th Street Skybridge, which spans a public right-of-way between the Garage Building and the Yellowstone County Courthouse.

Key provisions of the Sixth Amendment include:
If the Buyer identifies a development project, use, or sale of the Old City Hall or Garage Building that reasonably requires removal of the 27th Street Skybridge, the City and Buyer will split the removal and demolition costs 50/50—limited to costs attributable to City-owned property only.

Buyer will oversee the removal and must provide the City with cost estimates and detailed invoices. The City is required to reimburse 50% of actual, documented expenses within 45 days.

Disputes over reimbursement will be resolved through non-binding mediation in Billings before litigation.

The City’s financial obligation expires 36 months after closing unless the Buyer provides written notice before expiration, in which case an extension of up to 36 months may be elected.

This resolves PSA Section 11(c)(9) and 11(c)(11) contingencies relating to encroachments and title matters, and extends certain other contingency deadlines to June 30, 2025.

The amendment demonstrates continued cooperation to keep the overall redevelopment project on track while balancing fiscal responsibility.

City of Billings – Seller of City Hall and Park 3
Honaker Realty, LLC and JWT Capital, LLC – Buyer and prospective developer
City Facilities Division – Asset and contract oversight
Downtown Billings Partnership – Stakeholder in redevelopment of downtown core
City Council and Public – Policy oversight and fiscal responsibility

City Council may:
Approve the Sixth Amendment as recommended.
Modify the Amendment before approval.
Deny the Amendment

If the Skybridge is removed within 36 months of closing, the City must reimburse 50% of the eligible removal costs. Staff recommends setting aside a portion of the sale proceeds to cover this potential liability without impacting future capital projects. A preliminary estimate places the total removal cost at approximately $460,000, though this figure is based on a general survey and should be considered a rough approximation.

The Sixth Amendment establishes a clear, time-limited, and cost-shared path to address potential removal of the 27th Street Skybridge. It protects City interests, resolves outstanding contingencies, and allows the PSA to move toward closing.