HomeMy WebLinkAbout25A - AMENDMENT TO AGMT WITH CARIBOU INDUSTRIESREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
APRIL 21, 2020
TITLE:
APPROVE FIRST AMENDMENT TO
SECOND EXCLUSIVE NEGOTIATION
AGREEMENT WITH CARIBOU
INDUSTRIES FOR THE THIRD STREET
AND BROADWAY DEVELOPMENT
/s/Kristine
CITY MANAGER
CLERK OF COUNCIL USE ONLY:
APPROVED
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As Recommended
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As Amended
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Ordinance on 111 Reading
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Ordinance on 2" ° Reading
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Implementing Resolution
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Set Public Hearing For_
CONTINUED TO
FILE NUMBER
RECOMMENDED ACTION
Authorize the City Manager to execute a first amendment to the second Exclusive Negotiation
Agreement with Caribou Industries to extend the term for a six-month period from May 6, 2020 to
November 6, 2020 for the Third and Broadway development, subject to non -substantive changes
approved by the City Manager and City Attorney.
DISCUSSION
On May 6, 2019, the City Council approved a second Exclusive Negotiation Agreement (ENA) with
Caribou Industries to allow for the preparation of various technical studies and environmental
review in preparation of a Disposition and Development Agreement (DDA) for the Third and
Broadway development project. This ENA is set to expire on May 6, 2020 and staff is requesting
an additional extension to allow for the continued development of the DDA and processing of
entitlements for the project (Exhibit 1). During this year, Caribou has made several changes to the
project, which included adding affordable rental units.
Proposed Project:
Caribou Industries proposes to replace the existing City -owned parking garage at 201 W. 3rd Street
with a mixed -use development containing a 75-room boutique hotel, 171 residential units (17 units
for very low income), 14,819 sq. ft. of commercial space and rooftop amenities for the residential
and hotel structures. The development would be composed of two buildings: a 16-story, 182-foot-
tall mixed used (residential and commercial) building and a 10-story, 127-foot-tall hotel building.
The buildings would be separated by an extension of Sycamore Street to West 3rd Street. The
proposed project would provide 411 total structured parking spaces, including 211 public parking
spaces and 55 stacker spaces and 37 valet for the separate hotel component.
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Amendment to Second ENA with Caribou
April 21, 2020
Page 2
Progress to Date:
City staff has provided Caribou with development review comments and has begun discussions on
how to structure a financing deal for the project. Caribou's architect is currently revising plans to
comply with the comments received from the City.
Staff is also in the process of finalizing a Disposition and Development Agreement (DDA) with
updated transaction terms for City Council approval. The DDA will further describe the final terms
of the transaction, including a schedule of completion with milestones for the developer to achieve.
The City will not convey the site until the developer has met all obligations defined in the DDA,
obtained all approved permits and entitlements, and provided proof of financing for construction of
the project.
It is anticipated that both the DDA and the entitlement approval will be presented together to City
Council in the Summer/Fall of 2020.
STRATEGIC PLAN ALIGNMENT
Approval of this item allows the City to meet Goal #3 - Economic Development, Objective #5
(leverage private investment that results in tax base expansion and job creation citywide), Strategy
A (identify and market underutilized properties for new development that will create new jobs and
expand the City's tax base).
FISCAL IMPACT
There is no fiscal impact associated with this action.
Exhibit: 1. First Amendment to Second ENA
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EXHIBIT 1
FIRST AMENDMENT TO
SECOND EXCLUSIVE NEGOTIATION AGREEMENT
This First Amendment to Second Exclusive Negotiation Agreement is made and entered
into this day of April, 2020, by and between CARIBOU INDUSTRIES, INC., a Nevada
corporation ("Developer"), and the CITY OF SANTA ANA, a charter city and municipal
corporation, organized and existing under the Constitution and laws of the State of California
("City").
RECITALS
A. The City and Developer, entered into Second Exclusive Negotiation Agreement
No. A-2019-062, dated May 7, 2019, in order to provide a specified period of
time to attempt to negotiate a disposition and development agreement ("DDA")
("said Agreement").
B. In accordance with the terms and conditions of said Agreement, the Parties desire
to amend the Term of Agreement section to extend the Negotiation Period for an
additional six (6) months, until November 6, 2020, while also providing two (2),
optional ninety (90) day administrative extensions pursuant to City Manager and
Developer approval.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions of said Agreement, except as herein modified, the parties agree as follows:
Section 2, Term of Agreement, subsection (a), shall be amended to extend the
Negotiation Period for an additional six (6) months, until November 6, 2020.
Section 2, Term of Agreement, shall be amended to add subsection (d) to read as
follows:
"The Negotiation Period may be extended upon the mutual written
agreement of the City Manager and the Developer for up to two (2)
additional ninety (90) calendar day periods, as needed to complete the
DDA negotiations and environmental review of the Project."
Except as hereinabove modified, all terms and conditions of said Agreement shall
remain in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Second
Exclusive Negotiation Agreement the date and year first above written.
CITY OF SANTA ANA
ATTEST:
DAISY GOMEZ
Clerk of the Council
APPROVED AS TO FORM:
Sonia R. Carvalho
City Attorney
By:_*4✓
RYVOA1ODGE
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
STEVEN A. MENDOZA
Executive Director
Community Development Agency
KRISTINE RIDGE
City Manager
Dated: 4&T? 2C
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