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Home My WebLink AboutAgenda Report - December 1, 2021 C-19AGENDA ITEM 040 /4? CITY OF LODI COUNCIL COMMUNICATION AGENDA TITLE: Authorize City Manager to Execute a Letter to BDC Lodi III, L.P., Confirming the Completion of the Downtown Investment Obligation Required as a Condition of Approval for the Sunwest Village Shopping Center Project (Resolution No. 2009- 58) MEETING DATE: December 1, 2021 PREPARED BY: City Attorney RECOMMENDED ACTION: Authorize City Manager to execute a letter to BDC Lodi III, L.P., confirming the completion of the downtown investment obligation required as a condition of approval for the Sunwest Village Shopping Center Project (Resolution No. 2009-58), BACKGROUND INFORMATION: The Conditions of Approval for the Sunwest Village Shopping Center Project ("Project"), located at the southwest corner of West Kettleman Lane and Lower Sacramento Road, were approved by the City Council pursuant to Resolution 2009-58. Paragraph 4. HH of the Conditions of Approval, entitled "Use Permit and Tentative Map", requires that a $700,000 investment be made in the Downtown area of the City of Lodi, within 7.5 years from the issuance of a certificate of occupancy for the largest retail tenant of the Project ("Downtown Investment Obligation"), BDC Lodi III, L.P., a California limited partnership, collectively with all of their affiliated entities ("BDC"), owns Parcels 1 through 11 in the Project. Wal-Mart Real Estate Business Trust, a Delaware statutory trust, and Walmart, Inc., a Delaware corporation (collectively with all of their affiliated entities, "Walmart") owns and operates a Walmart Supercenter in the Project on Parcel 12. The Project Parcel Map was recorded with the San Joaquin County Recorder on August 28, 2015, in Book 26 of Parcel Maps, Page 29. Pursuant to a letter, dated June 30, 2020, the City confirmed that the Downtown Investment Obligation is solely the obligation of BDC. BDC Clovis L.P., a California limited partnership, and affiliate of BDC, acquired real property in the Downtown area of Lodi, located at 24 North School Street, as evidenced by the Grant Deed recorded with the San Joaquin County Recorder on December 31, 2020 as Document No. 2020-186289, for the contract sales price of $755,000, fully satisfying the Downtown Investment Obligation of BDC. BDC requests that the City Manager issue a letter to BDC confirming completion of the Downtown Investment Obligation required under the Conditions of Approval for the Project. Staff is satisfied that BDC has complied with Paragraph 4. HH of the Conditions of Approval and therefore recommends that the City Council authorize the City Manager to execute a letter, in the form attached hereto, confirming BDC's satisfaction of the Downtown Investment Obligation. FISCAL IMPACT: None. FUNDING AVAILABLE: Not applicable. Attachment: Letter to BDC III, L.P ni . Magdich, City Attorney APPROVED Steve Schwabauer Stephen Schwabauer, City Manager CITY COUNCIL ALAN NAKANI$HI, Mayor MARK CHANDLER, Mayor Pro Tempore MIKEY HOTHI SHAK KHAN DOUG KUEHNE CITY OF LODI 2015 "Wine Region of the Year" CITY HALL, 221 WEST PINE STREET P.O. BOX 3006 LODI, CALIFORNIA 95241-1910 (209) 333-6702 / FAX (209) 333-6807 www.lodi.gov citvclerkQIodi,gov December 1, 2021 BDC Lodi III, L.P. 1556 Parkside Drive Walnut Creek, CA 94596 Attention: Darryl Browman, President and Mario Albert, General Counsel STEPHEN SCHWABAUER City Manager JENNIFER CUSMIR City Clerk JANICE D. MAGDICH City Attorney Re: Completion of Downtown Investment Obligation Required by Resolution No. 2009-58 Dear Mr. Browman and Mr. Albert: This letter is issued with the authorization of the City Council of the City of Lodi. Reference is made to the Conditions of Approval for the Sunwest Village Shopping Center Project ("Project"), located at the southwest corner of West Kettleman Lane and Lower Sacramento Road, in Lodi, California, approved by the Lodi City Council pursuant to Resolution 2009-58. Paragraph 4. HH of the Conditions of Approval, entitled "Use Permit and Tentative Map", requires that a $700,000 investment be made in the Downtown area of the City of Lodi, within 7.5 years from the issuance of a certificate of occupancy for the largest retail tenant of the Project ("Downtown Investment Obligation"). BDC Lodi III, L.P., a California limited partnership, collectively with all of their affiliated entities ("BDC"), owns Parcels 1 through 11 in the Project (collectively "BDC Property"). Wal-Mart Real Estate Business Trust, a Delaware statutory trust, and Walmart, Inc., a Delaware corporation (collectively with all of their affiliated entities, "Walmart") owns and operates a Walmart Supercenter in the Project on Parcel 12. The Project Parcel Map was recorded with the San Joaquin County Recorder on August 28, 2015, in Book 26 of Parcel Maps, Page 29. Pursuant to a letter, dated June 30, 2020, the City confirmed that the Downtown Investment Obligation is solely the obligation of BDC. The City has confirmed that BDC Clovis L.P., a California limited partnership, an affiliate of BDC, acquired real property in the Downtown area of Lodi, located at 24 North School Street, as evidenced by a Grant Deed recorded with the San Joaquin County Recorder on December 31, 2020, as Document No. 2020-186289, for the contract sales price of $755,000, fully satisfying the Downtown Investment Obligation of BDC. A conformed copy of the Grant Deed and redacted final closing statement are attached here and made a part hereof. Based on the foregoing, the City hereby releases, waives, and forever discharges BDC and the BDC Properties and Walmart BCC Lodi III, L.P. Downtown Investment Obligation (Res 2009-58) — Sunwest Village Shopping Center Project Page 2 of 2 and Parcel 12, as more particularly identified hereinabove, from any claims, demands, liabilities or obligation that City may have as to the Downtown Investment Obligation. Sincerely, Stephen Schwabauer City Manager ACKNOWLEDGED AND AGREED TO: "BDC" BDC Lodi III, L.P., a California limited partnership By: Western Pacific Holdings, Inc., a California corporation, Its: General Partner Bv: Darryl Browman, President "BDC CLOVIS" BDC Clovis, L.P., a California limited partnership By: Browman Development Company, Inc., a California corporation, Its: General Partner Bv: Darryl Browman, President Approved as to Form: Janice D. Magdich City Attorney, City of Lodi RECORDING REQUESTED BY Placer Title Company Escrow Number: P-443480 Branch: 404 AND WHEN RECORDED MAIL TO BDC Clovls L,P., a California limited partnership 1556,Parkside Drive Walnut Creek, CA 94596 Attn: Mario Albert Doc #: 2020-186289 12/31/2020 01:37:29 PM Page 1 of 2 Fee: $27.00 Tax Paid.- Steve aid:Steve J. Bestolarides San. Joaquin County Recorder ;Paid By: PLACER TITLE COMPANY $830.50 AUBURN A.P.N.: 043-035-01 SPACE ABOVE THIS LINE FOR RECORDER'S USE GRANT DEED The undersigned grantors) declare(s): Documentary transfer tax Is $B30.50 Clty Transfer Tax: $0.00 ( ) Unincorporated Area ( X ) City of Lodl ( X ) computed on full value of property conveyed, or ( ) computed on fall value less value of liens and encumbrances remaining at time of sale. FOR A VALUABLE CONSIDERATION, receipt of which Is hereby acknowledged, Matthew P. Janopaul, Trustee of the Janopaul Lodi Property Trust, U/AID 9/24/09 Hereby GRANT(S) to BDC Clovis L.P., a California limited partnership The real property described herein Is situated In the State of California, County of San Joaquin, City of Lodi, described as follows: The Northerly 67 feet of Lot 16 In Block 15 of Mokelumne (Now City of Lodi), in the City of Lodi, according to the Official Map or Plat thereof filed for record August 25, 1869, in Volume 2 of Maps and Plats, Page 12, San Joaquin County Records. APN: 043-035-01 Dated: December 29, 2020 The JaN,opaul Lod1hroperty est, U/A/D By:—LY— V-1 Matthew P. J MAIL TAX SKAJ.1n DIRECTED ABOVE ul, Trustee TO PARTY SHOWN ON FOLLOWING LINE; IF NO PARTY SHOWN, MAIFL AS SAME AS ABOVE Name Street Address City '& State Page 1 of 2 • .12/27/2020 Orval Peed - Snle 2020-186289 Page 2 of 2 12/31/2020 01:37:29 PM A notary public or other officer completing this certificate verifies only the Identity of the Individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of -that document, State of California �-�7 County of 0—O" „' � before me, Notary Publlc persoMly appeared . VVI 04t -Tr 1 GI&j t—, `] CA C7 F? who proved to me on the basis of satEsfa y evidence to be the person(s) whose name(s is bscrlbed to the within Ins anent and acknowledged to me tha °i�e,Cita°y executed the same I hl lim ill, Ir aut orized capacity(les), and that b hl i &4We4 slgnature(s) on the Instrurrci�t the porson(s), or the entlty u�behalf of which the person(s) acted, executed Me Instrument. I certify under PENALTY of PERJURY under the laws of the State of California that the foregoing paragraph Is true and correct, WITNESS my hand and official seal. SIGNATUI ,- JACLYN STURG COMM. # 23118182 �. •' NOTARY PUBLIC - CALIFORNIA +� CONTRA C05TA COUNTY 0 COMM. EXPIRES NOV. 5 2023"` Pago 2 of 2 - 12/27/2020 drnnl Deod - We Placer Title Company 301 University Avenue, Suite 120 Sacramento, CA 95825 (916)973-3610 BUYER(S) FINAL CLOSING STATEMENT Type- Sale Property: 24 NORTH SCHOOL STREET LODI, CA 95240 (SAN JOAQUIN) (043.035.01) Buyer(s): INVESTMENT PROPERTY EXCHANGE SERVICES, INC., AS QUALIFIED INTERMEDIARY FOR BOC CLOVIS L,P., A CALIFORNIA LIMITED PARTNERSHIP 1556 Parkside Drive Walnut Creek, CA 94596 File Number: P-443480 Sales Price: $755,000.00 Close Date: 1213112020 Certified Tru and Correct Copy Placer Title Company Description Debit Credit Depoaits, Credits, Debits Contract sales price $755,000.00 Refund of personal deposit to BDC Clovis L.P., a California limited partnership $820,000.00 Deposit of personal funds from BDC Clovis L.P., a California limited partnership $820,000.00 Seller to credit Buyer 10% of Roofing Invoice for payment post closing to Benchmark Roofing $3,265.70 Prorations Security Deposlls $3,200.00 Title C harges Title - Owner's Title Insurance $755,000.00 Premium $2,192,00 to Placer Title Company $438.00 Endorsement(s) to Placer Title Company ALTA 3,1.06/CLTA 123.2-06 (Owners - Zoning • Compleled Structure - Extended) Endorsement(s) to Placer Title Company $273.90 ALTA 9,2-06/CLTA 100.10-06 (Restrictions, Encroachments, Minerals - Improved Lan Endorsement(a) to Placer Title Company ALTA 17-06/CLTA 103.11-06 (Access & Entry - Owners - Extended) Endorsements) to Placer Title Company ALTA 18-061CLTA 129-06 (Owners - Single Tax Parcel) Endarsemani(s) to Placer Title Company $100.00 ALTA 19.1.06/CLTA 116,4-06 (Owners - Contlgul.ly - Single Parcel) Endorsament(s) to Placer Title Company $457,00 ALTA 22-06/CLTA 116,01-06 (Owners - Location) Endorsament(s) to Placer Title Company ALTA 25-06/CLTA 116,1-06 (owners - Extended - Same as Survey) Endersemeni(s) to Placer Title Company ALTA 26-06/CLTA 116,8-06 (Owners - Subdivision - Extended) Endorsement(s) to Placer Title Company $182.60 ALTA 28.1-06/CLTA 103,14-06 Encroachments B and E (Owners) Endorsements) to Placer Title Company $182.60 Recording Service Fee to SYNRGO $9.00 Settlement or closing fee to Placer Title Company 50/50 Total: $1,468.00 $734.00 Government Recording and Transfer Charges Recording fees: Deed $27,00 $27.00 Mclitlonal Settlement Charges Legal Fees $15,000.00 Refund of Initial deposit to Western Pacific Holdings, Ino., a California corporation $50,000,00 Acquisition Fee $37,750.00 Disburse Security Deposits and Roof Credit to BDC Clovis L,P„ a California limited partriumhip $6,465.70 Refund of excess exchange funds to Investment Property Exchange Services, Inc. $9,845,90 Totals $1,696,465.70 $1,696,4657C Balance Due FROM Borrower: $0.00 Flle Number; P443480 1 of 1