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Approval of April 14, 2016 Regular Meeting Minutes

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Approval of April 14, 2016 Regular Meeting Minutes MINUTES OF THE MEETING OF THE OVERSIGHT BOARD FOR THE CRA/LA, A DESIGNATED LOCAL AUTHORITY (SUCCESSOR TO THE FORMER COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF LOS ANGELES, CALIFORNIA) HELD ON APRIL 14, 2016 ________________________________________________________________ The Regular Meeting of the Oversight Board (“Oversight Board”) for the CRA/LA, a Designated Local Authority and Successor to the former Community Redevelopment Agency of the City of Los Angeles, California (“CRA/LA-DLA”) was held at the Kenneth Hahn Hall of Administration, 500 West Temple Street, 3rd Floor, Board Hearing Room 374-A, Los Angeles, California, at 2:00 p.m. on April 14, 2016. The meeting was called to order at 2:00 p.m. by Chair Close. As Recording Secretary, Sharron Hasley recorded the minutes of the meeting. Copies of exhibits are available upon request and following payment of nominal copying charges. Tapes of the meeting are available for one year from the date of adoption of the minutes for this meeting and are in the CRA/LA-DLA Records unit. Members of the public may also listen to the meeting tapes by making a request to the Records unit. ROLL CALL The Secretary took the roll and noted the following Board Members present: Richard Close, Chair Hamid Behdad, Vice Chair Steve Koffroth, Board Member Santos Kreimann, Board Member Dan Rosenfeld, Board Member (arrived during Item #4) Dario Frommer, Board Member Megan Reilly, Board Member were absent from the proceedings The Chair declared a quorum in attendance. Also in attendance were: Steve Valenzuela, Chief Executive Officer, CRA/LA-DLA Tom Webber, Legal Counsel, CRA/LA-DLA Scott Heil, General Counsel, Oversight Board ACTION ITEMS 1. APPROVAL OF FEBRUARY 11, 2016 REGULAR MEETING MINUTES. Chair Close entertained a motion to approve the minutes of the regular Oversight Board meeting held on February 11, 2016. Mr. Kreimann so moved. Mr. Koffroth seconded the motion. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. 2. WATTS CINEMA EDUCATION CENTER DISPOSITION AND DEVELOPMENT AGREEMENT - NON-MONETARY AMENDMENT. AMEND THE DISPOSITION AND DEVELOPMENT AGREEMENT WITH THE WATTS CINEMA EDUCATION CENTER, INC., TO MODIFY THE SCHEDULE OF PERFORMANCE AND GRANT AUTHORITY TO RE-ENTER INTO CERTAIN LEASES. Mr. Barron McCoy, Chief Operating Officer, gave the presentation. Chair Close then called for a motion for discussion. Mr. Santos so moved. Mr. Behdad seconded the motion. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. The Oversight Board inquired if the developer should pay for the extension fees for the additional time to commence construction. CRA/LA management responded that an extension fee had not been discussed with the developer, a nonprofit entity experiencing challenges with raising equity and debt capital for the project. The board then called on the developer to explain the reasons for the construction delay. Ms. Barbara Stanton, Executive Director, Watts Cinema & Education Center, explained that the project’s design was complete and start of construction was delayed due to the loss of various funding commitments, including foundation grants and New Market Tax Credits, and challenges in obtaining a construction loan. She also stated that she is interviewing financial advisors and believes the organization can meet the new milestones in modified Schedule of Performance. The Oversight Board had brief questions and comments. Chair Close then called for a vote to take the following actions: (1) Authorize the Chief Executive Officer (“CEO”) or designee to negotiate and execute a Fourth Amendment to the Disposition and Development Agreement (“DDA”) with the Watts Cinema Education Center, Inc. (Developer) to modify the Schedule of Performance; and (2) Authorize the CEO to re-enter into the lease agreement and sublease agreement with the Developer for the use of CRA/LA-owned property located adjacent to Grandee Avenue, between 104th and 107th Streets (the “Lease”) and use of the property that CRA/LA leases from MTA located adjacent to the Metro Blue Line at 105th Street (the “Sublease”), once the Developer secures financing for the project and begins construction pursuant to the modified schedule of performance. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. 2 3. CINERAMA DOME OWNER PARTICIPATION AGREEMENT. FIRST AMENDMENT TO THE OWNER PARTICIPATION AGREEMENT WITH DOME ENTERTAINMENT CENTER, INC. TO RESOLVE CERTAIN PAYMENT AND OTHER OBLIGATIONS BETWEEN THE PARTIES. Mr. Barron McCoy, Chief Operating Officer, gave the presentation. There was no public comment. Chair Close then entertained a motion for discussion. Mr. Koffroth so moved. Mr. Behdad seconded the motion. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. The Oversight Board held a brief discussion regarding the elimination of the Successors Agency’s $400,000 public improvement expenditure obligation and the developer’s job training initiative fee of $100,000. Following the Oversight Board’s questions, Chair Close called for a vote to authorize the Chief Executive Officer to execute a First Amendment to the Owner Participation Agreement with Dome Entertainment Center,Inc., eliminating CRA/LA’s $400,000 public improvement expenditure obligation; reducing the Developer’s Community Improvement fee obligation from $735,000 to $435,000; and eliminating the Developer’s Job Training Initiative fee of $100,000. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. 4. SALE OF REAL PROPERTY. APPROVAL OF PURCHASE AND SALE AGREEMENTS WITH VARIOUS ENTITIES FOR THE DISPOSITION OF REAL PROPERTY IDENTIFIED AS ASSET ID NOS. 205, 237, 238, AND 253, IN THE LONG RANGE PROPERTY MANAGEMENT PLAN FOR A TOTAL COMBINED PURCHASE PRICE OF $50,300,000. Mr. Dan Kahn, Sr. Real Estate Agent, presented both proposed sales transactions. Asset ID 205 - 4500 E. Via Marisol There was no public comment. Chair Close entertained a motion for discussion. Mr. Koffroth so moved. Mr. Behdad seconded the motion. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH & KREIMANN APPROVED UNANIMOUSLY. Mr. Behdad asked about the property zoning, especially in regards to the “Q” condition. Mr. Kahn provided a detailed history of the property zoning and the restrictions on development. Mr. Kahn reiterated that the buyer is aware that the zoning and existing recorded covenants do not allow for any development on the parcel. Mr. Behdad recommended that a new covenant be recorded to ensure the the property remains undeveloped as open space. Mr. Scott Heil, Oversight Board legal counsel, stated that a covenant on the parcel may be a factor to take into consideration, but the 3 Oversight Board’s obligation is to maximize the value of the property based on the competitive bidding in accordance with the LRPMP. Mr. Tom Webber, CRA/LA legal counsel, added that any such covenant would probably be transferred to the city and it would be difficult to monitor and maintain. Mr. Behdad then stated that he intended to abstain on Asset ID 205. Mr. Rosenfeld joined the meeting. Chair Close asked Oversight Board counsel if Mr. Rosenfeld has a right to vote on this item. Mr. Heil advised the chair that since a vote had not yet occurred, Mr. Rosenfeld could participate in the discussion and vote. He further advised that the board should provide Mr. Rosenfeld with an overview of the matter and any issues, and then he may vote. Mr. Kahn summarized the recommendation for Mr. Rosenfeld and the Oversight Board members restated their comments. Chair Close then called for a roll call vote to approve the Purchase and Sale Agreements for the disposition of the real property assets and authorize the Chief Executive Officer (CEO) to execute all documents necessary to take the following action: (1) Sell the property identified as Asset ID No. 205, located at 4500 E. Via Marisol (a vacant parcel), to Jonathan David Perino, as Trustee for Via Marisol Revocable Land Trust dated March 12, 2016, or assignee for $100,000 (the “Monterey Hills Property”). BOARD MEMBERS CLOSE, KOFFROTH, KREIMANN & ROSENFELD APPROVED. MR. BEHDAD ABSTAINED. THE MOTION PASSED. Asset ID 237, 238, 253 -6311 De Longpre Avenue, 1400 N. Ivar Avenue & 6381 W. De Longpre Avenue There was no public comment. Chair Close entertained a motion for discussion. Mr. Koffroth so moved. Mr. Behdad seconded the motion. BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH, KREIMANN & ROSENFELD APPROVED UNANIMOUSLY. Mr. Behdad inquired about the net sales proceeds from the sale. Following questions from the Oversight Board, Chair Close entertained a motion to approve the Purchase and Sale Agreements for the disposition of the real property assets identified below, and authorize the Chief Executive Officer (CEO) to execute all documents necessary to take the following action: (1) Sell the three properties identified as (a) Asset ID No. 237, located at 6311 De Longpre Avenue;(b) Asset ID No. 238, located at 1400 N. Ivar Avenue; and, (c) Asset ID No. 253, located at 6381 W. De Longpre Avenue, improved with the Dome Parking Garage to Robertson Properties Group or assignee for $50,200,000 (collectively, the “Dome Parking Garage”). BOARD MEMBERS CLOSE, BEHDAD, KOFFROTH, KREIMANN & ROSENFELD APPROVED UNANIMOUSLY. 4 Chair Close then requested unanimous consent from the Oversight Board members to take up business outside of its proper order and next consider Public Comment. Consent was granted. 7. PUBLIC COMMENT Chair Close stated for the record that the Oversight Board had received correspondence from the law offices of Krakowsky Michel. Public comment was then heard from Mr. Shinaan S. Krakowsky, representing JMF Development, LLC, regarding three (3) for sale properties: (1) Asset ID No. 170, 200 South Grand Avenue (The Colburn School fee); (2) Asset ID No. 166, 251 Olive Street (Omni Hotel Fee); and (3) Asset ID 516, 351 South Hill Street (Angels Flight fee). 5. LEGAL COUNSEL’S REPORT Mr. Scott Heil, informed the Oversight Board that Mr. Krakowsky’s correspondence will be agendized at the next board meeting for discussion. Mr. Steve Valenzuela, Chief Executive Officer, clarified that the item will be a report with an update status on the three properties.
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