HomeMy WebLinkAbout2006-001 CRA
Resolution CRA 2006-001 adopted 1/3/06
Reconsidered 1/17/06 and rescinded
Superseded by CRA 2006-003
(JWF 1/10/05)
RESOLUTION NO. CRA 2006-001
A RESOLUTION OF THE COMMUNITY
REDEVELOPMENT AGENCY OF THE CITY OF SANTA
ANA APPROVING AN ACQUISITION AGREEMENT,
MUTUAL RELEASE AND JOINT ESCROW
INSTRUCTIONS WITH VINCI INVESTMENT CO., INC., A
CALIFORNIA CORPORATION, DOING BUSINESS AS
HONDA SANTA ANA.
BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF SANTA ANA AS FOllOWS:
Section 1. The Board of the Community Redevelopment Agency of the City of
Santa Ana hereby finds, determines and declares as follows:
A. In December 2003, Vinci Investment Co., Inc., Inc. dba Honda Santa Ana,
("Vinci") entered into an Agreement of Purchase with various members of the Joher
family (the "Vinci/Joher Agreement") for the purchase of the business and related assets
at 2101 East Edinger Avenue known as the Mr. J's Night Club and Cabaret (the "Joher
Assets").
B. On March 15, 2004, the Agency approved an Agreement for Acquisition of
leasehold and other interests related to the Joher Assets under which the Agency
would acquire most of the Joher Assets immediately after close of the Vinci/Joher
Agreement.
C. The Agency's Executive Director and Vinci previously signed term sheet
dated January 21, 2004 (the "Term Sheet") outlining the terms and conditions of a
potential Disposition and Development Agreement ("DDA") to be negotiated between
the Agency and Vinci following acquisition of the Joher Assets. The term sheet
contemplated, among other things, acquisition of the fee interest in the property
underlying the Joher Assets (the "Erickson Property.")
D. The Joher Sellers breached the Vinci/Joher Agreement. Vinci initiated and
successfully prosecuted litigation against the Joher Sellers to compel performance of
the Joher Sellers' contractual obligations to Vinci under the Vinci/Joher Agreement (the
"Joher Litigation").
E. Due to the delays and expenses created by the Joher Litigation, the
Agency terminated the AgencyNinci Agreement on August 19, 2005.
Resoiution No. CRA 2006-001
Page 1 of 3
F. Vinci disagrees that the Agency properly terminated the AgencyNinci
Agreement. Additionally, the Agency and Vinci disagree as to the binding effect of the
Term Sheet, insofar as the Agency contends that the Term Sheet is merely a non-
binding letter of intent.
G. Vinci has now settled the Joher Litigation and acquired the Joher Assets.
H. The Agency and Vinci desire to resolve their differences and in doing so
carry out the intent of the AgencyNinci Purchase Agreement and the Term Sheet.
Section 2. That certain Acquisition Agreement, Mutual Release And Joint Escrow
Instructions, including all attachment and related documents, schedules and
attachments, submitted to the Agency Board at the time of consideration of this
resolution is hereby approved with exception of the provisions found in Paragraph 4
related to payment of $1 ,025,000 in satisfaction of claims for Extraordinary Expenses.
Consideration of such payment shall be brought back to the Agency Board at its regular
meeting of January 17, 2006 after confirmation of supporting documentation of such
costs. The Agency's Executive Director and General Counsel are hereby authorized to
make such non-substantive changes to the documents as they may deem necessary or
advisable in order to carry out the intent of the agreement and this resolution.
Section 3. The Negative Declaration, Environmental Review No, 2003-149
was previously approved.
Section 4. This Resolution shall take effect immediately upon its adoption by
the Agency Board, and the Secretary of the Agency shall attest to and certify the vote
adopting this Resolution.
ADOPTED this 3rd day of January, 2006.
FORM:
Resolution No. eRA 2006-001
Page 2 of 3
AYES:
Boardmembers: Bist. Bustamante,Garcia. Pulido, Solorio (5)
NOES:
Boardmembers: Alvarez (1)
ABSTAIN:
Boardmembers: Christy (1)
NOT PRESENT: Boardmembers: None (0)
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, PATRICIA E. HEALY, Secretary of the Agency, do hereby attest to and certify the
attached Resolution No. CRA 2006-001 to be the original resolution adopted by the
Community Redevelopment Agency of the City of Santa Ana on Janua 3 2006.
Date:
I / :;;./' [)b
I {
( ~LW~u
Recording Secretary
Community Redevelopment Agency
City of Santa Ana
Resolution No. eRA 2006-001
Page 3 of 3