010708 Approval of 1st Amend Acq-License Agmts 2101 E. Edinger Ave

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REQUEST FOR AGENCY ACTION AGENCY BOARD MEETING DATE: JANUARY 7, 2008 TITLE: APPROVAL OF FIRST AMENDMENT TO ACQUISITION & LICENSE AGREEMENTS FOR PROPERTY LOCATED AT 2101 E. EDINGER AVENUE i RECOMMENDED ACTION AGENCY SECRETARY USE ONLY: ryi0"h an: �f3�1 'U"d�a'�-rv'Gt n�Q 2nld : �aVi APPROVED &:/ 691V", U) CONTINUED TO FILE NUMBER Direct the Agency General Counsel to prepare and authorize the Executive Director to execute an Amendment to the Acquisition Agreement, Mutual Release and Joint Escrow Instructions and related Right of Entry and License Agreement with DWWRBB, Inc. (Honda Santa Ana) and Vinci Investment Co., Inc. DISCUSSION In January 2006, the Agency acquired a 40 +/- year lease of approximately 1.9 acres of property located at 2101 E. Edinger Avenue for the purpose of facilitating an expansion of the Santa Ana Auto Mall. Vinci Investment Co., Inc., the prior owner of the adjacent Honda Santa Ana dealership, had acquired the leasehold and business interests. Pursuant to the terms of the Acquisition Agreement, the property was then licensed back to Vinci Investment Co., Inc. for up to two years. During this time frame, Vinci was to undertake certain interim improvements to the 2101 E. Edinger property and both parties were to discuss pursuing full redevelopment of the subject site along with the existing Honda dealership. On December 18, 2006, the Agency approved a partial assignment of the agreement to DWWRBB, Inc., with the exception of the license, which was retained by Vinci. David Wilson, the owner of a number of Orange County auto dealerships including Toyota of Orange and Lexus of Newport Beach, is the majority shareholder of DWWRBB. Due to a number of circumstances such as delays in completing the reconstruction of Edinger Avenue adjacent to the dealership, complexities in the transfer of the dealership and a general downturn in the auto sales industry, DWWRBB has not been able to complete the interim 3 -1 As Recommended As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Direct the Agency General Counsel to prepare and authorize the Executive Director to execute an Amendment to the Acquisition Agreement, Mutual Release and Joint Escrow Instructions and related Right of Entry and License Agreement with DWWRBB, Inc. (Honda Santa Ana) and Vinci Investment Co., Inc. DISCUSSION In January 2006, the Agency acquired a 40 +/- year lease of approximately 1.9 acres of property located at 2101 E. Edinger Avenue for the purpose of facilitating an expansion of the Santa Ana Auto Mall. Vinci Investment Co., Inc., the prior owner of the adjacent Honda Santa Ana dealership, had acquired the leasehold and business interests. Pursuant to the terms of the Acquisition Agreement, the property was then licensed back to Vinci Investment Co., Inc. for up to two years. During this time frame, Vinci was to undertake certain interim improvements to the 2101 E. Edinger property and both parties were to discuss pursuing full redevelopment of the subject site along with the existing Honda dealership. On December 18, 2006, the Agency approved a partial assignment of the agreement to DWWRBB, Inc., with the exception of the license, which was retained by Vinci. David Wilson, the owner of a number of Orange County auto dealerships including Toyota of Orange and Lexus of Newport Beach, is the majority shareholder of DWWRBB. Due to a number of circumstances such as delays in completing the reconstruction of Edinger Avenue adjacent to the dealership, complexities in the transfer of the dealership and a general downturn in the auto sales industry, DWWRBB has not been able to complete the interim 3 -1