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HomeMy WebLinkAbout25E - AGMT - NEGOTIATION 3RD AND BROADWAYREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JULY 5, 2017 TITLE: APPROVE FIRST AMENDMENT TO THE EXCLUSIVE NEGOTIATION AGREEMENT WITH CARIBOU INDUSTRIES FOR THE THIRD STREET AND BROADWAY DEVELOPMENT PROJECT (STRATEGIC PLAN NO. 3, 5A) /uc ITY MAN RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Approve First Amendment to the Exclusive Negotiation Agreement (ENA) with Caribou Industries for the Third and Broadway Development which provides for a sixty (60) day extension, ending August 25, 2017, with the option of extending an additional sixty (60) days pending the City Manager's approval. DISCUSSION On March 21, 2017, the City Council authorized the City Manager and Clerk of the Council to enter into an Exclusive Negotiation Agreement (ENA) and Reimbursement Agreement to be executed with Caribou Industries Inc. for the Third and Broadway Development Project (Project), including 29 deal points for the proposed scope of the Project, subject to non -substantive changes approved by the City Manager and City Attorney. On April 4, 2017, staff met with the Developer to discuss the terms of the ENA and the 29 conditions of the proposed scope of said Project. The result of the meeting was that of the 29 conditions of the proposed scope of the Project, both City Staff and the Developer agreed on 8 conditions that were proposed. On April 27, 2017, staff met with Developer and the result of the meeting was the execution of the ENA and Reimbursement Agreement, which triggered the commencement of the 60 -day negotiation period. On May 3, 2017, staff met with Developer to discuss the remaining conditions proposed by the Developer. While some progress has been made in reaching an agreement, more discussion is required before returning to the City Council. The Developer requested a 60 -day extension of the ENA given that it was due to expire on June 26, 2017. A written request was submitted on June 19, 2017. 25E-1 Approve Amendment to the Exclusive Negotiation Agreement with Caribou Industries for the Third Street & Broadway Development Project July 5, 2017 Page 2 At this time, Developer is requesting a 60 -day extension of the ENA period in order to continue discussions. Approval of the 60 -day extension will set the ENA negotiation period to expire on August 25, 2017. Staff recommends the 60 -day extension of the ENA period with an option of extending the ENA term for an additional sixty days pending the City Manager's approval (see Exhibit 1). During the extension period, staff will engage Kosmont Companies, a financial advisory and economic development services firm, to conduct a financial feasibility analysis for the Project. The financial feasibility analysis is expected to be completed in 30 -days following the receipt of financials and information from the Developer. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts 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 at this time. V Candida Neal Acting Executive D r for Planning and Building Agency SM:rb rb\reports\sm\3`tland BroadwayU pdate. CC.7. 5.17 EXHIBIT: 1. First Amendment to ENA 25E-2 FIRST AMENDMENT TO EXCLUSIVE NEGOTIATION AGREEMENT This First Amendment to Exclusive Negotiation Agreement is made and entered into this 5"' day of July, 2017, by and between the 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 Agreement No. A-2017-058, dated April 27, 2017, in order to provide a specified period of time to attempt to negotiate a disposition and development agreement ("said Agreement"), B. In accordance with the tens and conditions of said Agreement, the Parties desire to amend the Term of Agreement section to extend the Negotiation Period for an additional sixty (60) days, until August 25, 2017, with the option of extending an additional sixth (60) days 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 sixty (60) days, until August 25, 2017, 2. Section 2, Term of Agreement, shall be amended to add subsection (c) to read as follows: "The Negotiation Period may be extended upon the mutual written agreement of the City Manager and the Developer for no more than one (1) additional consecutive sixty (60) calendar day period. Except as hereinabove modified, all terms and conditions of said Agreement shall remain in full force and effect. EXHIBIT 1 Page 1 of 2 25E-3 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Exclusive Negotiation Agreement the date and year first above written, CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City M RECOMMENDED FOR APPROVAL: ROBERT C. CORTEZ Deputy City Manager Community Development Agency CYNTHIA J, KURTZ Interim City Manager DEVELOPER: Caribou Industries, Inc. By: President Dated: Page 2 of 2 25E-4