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ARA 2008/06/10ANAHEIM REDEVELOPMENT AGENCY REGULAR MEETING OF I JUNE 10, 2008 The Anaheim Redevelopment Agency met in regular session in the Chambers of Anaheim City Hall located at 200 South Anaheim Boulevard. Present: Chairman Curt Pringle, Agency Members: Lorri Galloway, Bob Hernandez, Lucille Kring and Harry Sidhu Staff Present: City Manager Dave Morgan, City Attorney Jack White, and Secretary Linda Andal. A copy of the agenda for the meeting of the Redevelopment Agency was posted on June 6, 2008 on the kiosk outside City Hall. At 6:06 P.M., Chairman Pringle called the meeting of the Anaheim Redevelopment Agency to order for a joint public comment session with the Anaheim City Council, the Anaheim Public Financing Authority and the Anaheim Housing Authority. ADDITIONS/DELETIONS TO THE AGENDA: None PUBLIC COMMENTS: Maurice Turner, resident, addressed his comment to Item No. 5 related to the Brookfield Homes development. With proposed construction of a new YMCA facility on Olive Street, he expressed concerns of over-parking, the need for additional green space in that neighborhood and safety for youths crossing Broadway to use the facility. CONSENT CALENDAR: Chairman Pringle removed Item No's. 5 and 6 from the consent calendar for further discussion. Agency Member Kring moved to approve the balance of the consent calendar, seconded by Agency Member Sidhu. Roll call vote: Ayes - 5; Chairman Pringle, Agency Members: Galloway, Hernandez, Kring and Sidhu. Noes - 0. Motion Carried. 2. Approve and authorize the Executive Director to terminate the Agreement for Public 5208 Work D-07-01 with Specialized Environmental, Inc. and award an Agreement for Public Work D-07-02 to Three D Service Company, Inc. to complete demolition work at the Westgate Center Site and Ross Park Expansion Site. 3. Approve and authorize the Executive Director to execute Amendment No. 1 to 2910.8.1 Professional Service Agreement with Pacific Edge Engineering, Inc. for continued on-call environmental consulting services. 4. Approve and authorize the Executive Director to execute Amendment No. 2 to 3599.A.2 Professional Service Agreement with RBF Consulting for continued on-call engineering services. 7. Approve and authorize the Executive Director to execute an Exclusive Negotiation 5210 Agreement with Brookfield Southland Holdings LLC to negotiate the terms of a Disposition and Development Agreement for the third phase of Colony Park. ANAHEIM REDEVELOPMENT AGENCY MINUTES OF JUNE 10, 2008 Page 2 of 4 END OF CONSENT: 5. Approve and authorize the Executive Director to execute an Amended and Restated 3430.1.1 Exclusive Negotiation Agreement with the City of Anaheim, the Boys and Girls Club, the Anaheim Police Activities League and Brookfield Homes for athletic and community service uses at the southwest corner of Center Street and Olive Street (Related to Council Item # 27). Elisa Stipkovich, Community Development Director, remarked Item No. 5 and related Item No. 27 represented a lengthy negotiation between Brookfield Home's development group to provide new facilities for the Boys and Girls Club, the Anaheim Police Athletic League (APAL) and the YMCA. Specifically, Item No. 5 referred to an exclusive negotiation agreement to define the terms and conditions under which the Agency, the City, and Brookfield Homes would construct a City-owned building that would be leased and operated by the Boys and Girls Club and APAL. The construction of the building for the Boys and Girls Club and APAL would be contingent upon Brookfield Homes building a residential development of about 100 homes on the southeast portion of the site. If Brookfield Homes proceeded with development, she stated, they would construct the new 28,000 square foot building with a $3.5 million dollar contribution from the Agency on the City-owned site. She pointed out there would be a long-term ground lease of that facility by both the Boys and Girls Club and APAL, the developer would negotiate and finalize site plans and the City would have to agree on land value for residential development of approximately 100 units that would be a part of the same effort. She added Brookfield Homes would also provide approximately $2.5 million of in-kind services as well as funding for a variety of costs for the building. The Boys and Girls Club and APAL must also commit to raise funds for the differential in order to complete the building and there would be a 55-year lease for their exclusive use of the facility. Item No. 6 was a separate agreement between the Agency, the City and the YMCA for a separate site designed to work with all the other facilities in this complex. This agreement would provide the YMCA with an identified site for construction of their own structure and the City would contribute $1.5 million towards an element that would be a City facility to be used by YMCA members such as a pool or gymnasium. She added the YMCA would also raise funds to pay for their building separately, the land itself would be valued and there would be an estimated amount of annual debt obligation the YMCA would pay in-kind services as part of the final agreement. She stated the two agreements in Item No's. 5 and 6 reflected two different approaches which arose from an effort to have one area that would serve the community and provide for all of these non-profit facilities. Agency Member Hernandez moved to approve Item No. 5, seconded by Agency Member Galloway. Roll Call Vote: Ayes - 5: Chairman Pringle, Agency Members: Galloway, Hernandez, Kring and Sidhu. Noes - 0. Motion Carried. 6. Approve and authorize the Executive Director to execute an Exclusive Negotiation ~Zpg Agreement with Anaheim Family YMCA for the construction of a new YMCA building and a new community facility. The staff report for Item No. 6 was presented and discussed in conjunction with Item No. 5. Agency Member Hernandez moved to approve Item No. 5, seconded by Agency Member Galloway. Roll Call Vote: Ayes - 5: Chairman Pringle, Agency Members: Galloway, Hernandez, Kring and Sidhu. Noes - 0. Motion Carried. ANAHEIM REDEVELOPMENT AGENCY MINUTES OF JUNE 10, 2008 Page 3 of 4 The City Council was reconvened for consideration of the following two joint Council/Agency public hearings. JOINT CITY COUNCIL/REDEVELOPMENT AGENCY PUBLIC HEARINGS: 8. This is a joint public hearing to consider the disposition and development of certain 5211.11 property located at the northwest corner of Olive Street and South Street pursuant to the 5211 proposed Disposition and Development Agreement with Brookfield Olive Street LLC. RESOLUTION NO. ARA 2008-001 A RESOLUTION OF THE GOVERNING BOARD OF THE ANAHEIM REDEVELOPMENT AGENCY approving (I) an Agreement Re: Partial Termination of Disposition and Development Agreement, (II) an Agency Reimbursement Agreement, and (III) a Disposition and Development Agreement, all with Brookfield Olive Street LLC, and making certain findings in connection therewith. Director Elisa Stipkovich explained that this item addressed a request to modify Brookfield Olive Street's current agreement for Colony Park Development to reduce the size of Phase II of its project and modify the land value. Staff recommended approval of the purchase of Phase II by Brookfield Homes for $5.49 million, equivalent to fair market value for that site, reduced to 3.94 acres. That action would reduce the project from 169-units to 94-units and Brookfield would then release another piece of property on which they previously had a commitment and the Agency would incorporate it into another site identified for apartments. Ms. Stipkovich indicated the cost to the Agency for land and certain improvements was about $9.5 million. With revenues from Brookfield Homes of $5.49 million for the land and the $13 million tax increment expected over the life of the project, the total revenue stream to the Agency would be $18.4 million, less the $9.5 million in costs for, a net revenue of $8.8 million. In addition to the typical purchase and sale, staff requested approval to purchase a part of the site currently owned by Brookfield to create another public street which staff believed was needed due to the change in the site plan. Brookfield would also be required to provide certain street and streetscape public improvements along the perimeter of their site up to $2.75 million. Lastly, she pointed out, staff requested down payment assistance for Phase II of $630,000 of housing setaside funds for low income housing and $500,000 of HOME money and would be submitting an additional application of $500,000 CALHOME funds also earmarked for down payment assistance. Chairman Pringle opened the public hearing and receiving no comments, closed the hearing. Agency Member Galloway moved to approve Resolution No. ARA 2008-001 of the Anaheim Redevelopment Agency approving (I)an Agreement Re: Partial Termination of Disposition and Development Agreement, (II) an Agency Reimbursement Agreement, and (III) a Disposition and Development Agreement, all with Brookfield Olive Street LLC, and making certain findings in connection therewith, seconded by Agency Member Kring. Roll Call Vote: Ayes - 5: Chairman Pringle, Agency Members: Galloway, Hernandez, Kring and Sidhu. Noes - 0. Motion Carried. 9. This is a joint public hearing to consider disposition of an easement and future 5212 development of the Westgate Investment Group site located adjacent to Beach Boulevard and Lincoln Avenue. ANAHEIM REDEVELOPMENT AGENCY MINUTES OF JUNE 10, 2008 Page 4 of 4 Approve and authorize the Executive Director to execute the Owner Participation Agreement (OPA), in substantial form, with Westgate Investment Group LLC to allow for the future development of the Westgate Investment Group site. Elisa Stipkovich, Community Services Director, reported this project was part of the Agency's effort to develop the Rains Pitt Landfill property. This particular site, adjacent to the Rains Pitt Landfill, was owned by the Agency and contained seven acres of landfill as well. In order to move forward with the City's Westgate Commercial Center and the proposed storage facility on the privately owned Rains site, the City must insure the entire land-filled area was capped and vented properly. This item was for a disposition of an easement on this property to access the site through the Westgate property for their commercial storage use with Westgate Investment Group paying the Agency $550,000 for the easement right. She added the Agency was also offering Westgate Investment Group an owner participation agreement (OPA) wherein the City would take care of surcharging of the landfill, the capping and venting necessary to implement the remedial action approved by regulatory agencies and by the County, provide the property owner with insurance and have the property owner become party to a settlement agreement with the County. The majority of funds used for capping and venting, she stated, would come from the settlement agreement with the County. Ms. Stipkovich indicated the Agency's costs to perform necessary work on the site would be approximately $1.5 million; however it would receive $550,000 from Westgate Investment Group for the easement, and approximately $700,000 in tax increment monies over the life of the property for a net cost to the agency of about $700,000. She added staff felt this action was necessary as part of the overall effort to develop the land-filled sites and to get the City's Westgate Commercial Center project moving and recommended approval of the OPA and related documents. Chairman Pringle opened the public hearing and receiving no comments, closed the hearing. Agency Member Hernandez moved to approve Item No. 9, seconded by Agency Member Kring. Roll Call Vote: Ayes - 5: Chairman Pringle, Agency Members: Galloway, Hernandez, Kring and Sidhu. Noes - 0. Motion Carried. ADJOURNMENT: There being no further business, Chairman Pringle adjourned the Anaheim Redevelopment Agency meeting at 6:43 P.M. Respectf ly submitted, Linda N. Andal Secretary, Anaheim Redevelopment Agency