city of Chula Vista

File #: 14-0351    Name: Re-Assignment of the Master Developer for Millenia
Type: Consent Item Status: Passed
In control: City Council
On agenda: 6/10/2014 Final action: 6/10/2014
Title: RESOLUTION NO. 2014-096 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE FORM OF THE RE-ASSIGNMENT OF THE MASTER DEVELOPER ON THE MILLENIA PROJECT PER THE CITY COUNCIL APPROVED DEVELOPMENT AGREEMENT
Attachments: 1. Item 4 - Resolution, 2. Item 4 - Millenia_Assignment of Development Agreement and others, 3. Item 4 - Millenia_ Assignment of Affordable Housing Agreement
Title
RESOLUTION NO. 2014-096 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE FORM OF THE RE-ASSIGNMENT OF THE MASTER DEVELOPER ON THE MILLENIA PROJECT PER THE CITY COUNCIL APPROVED DEVELOPMENT AGREEMENT

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RECOMMENDED ACTION
Recommended Action
Council adopt the resolution.

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SUMMARY
On September 19, 2009, the City Council approved the Millenia project (formerly the Eastern Urban Center). This mixed use, high intensity, transit-oriented project is the focal point for the Otay Ranch Community. As part of the project entitlements, the Council approved a Development Agreement for the project with the Master Developer, McMillin Otay Ranch, LLC and included a requirement that the City consent to any re-assignment of the role of Master Developer.

In February 2011, the City Manager approved a re-assignment of the Master Developer of the Millenia Project. Sponsored by the Dallas based Stratford Company, the private equity fund Stratford Land Fund IV (SLF IV) formed a joint venture with McMillin to take over the obligations of the Development Agreement. Based on staff's review of their financial information at the time, the re-assignment was approved because the joint venture had enhanced financial capacity to fulfill the obligations of the Master Developer under the Development Agreement.
Recently, the City was approached by McMillin on behalf of the joint venture to request the re-assignment of the role of Master Developer to a new entity, AC Millenia Chula Vista Owner, L.P. (c/o Ambient Communities, L.L.C.), with the financial backing of the Walton Street Capital. The joint venture's name, AC Millenia Chula Vista Owner, L.P., may change prior to deed recordation but the partners will remain the same.
Based on staff's review of Walton Street's Part 2A of Form ADV filing with the United States Securities and Exchange Commission (SEC) and the May 30, 2014 correspondence from Assignee to City Manager Jim Sandoval confirming com...

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