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Home My WebLink AboutPOWERPOINT PRESENTATION NO. 2 - THE REGENCY CENTER (ITEM NO. 10)The Village Tustin Legacy Disposition and Development Agreement (DDA) - Parcel 1 C Disposition &t Development Agreement (DDA) • Parties: City of Tustin and 1 C Tustin Legacy, LLC (Regency Centers) • Kegency (Retail Developer) • Regency Centers - parent entity of the LLC • Regency Centers - Guarantor • Horizontal improvements and required off-site improvements for entire site • Vertical improvements for the retail parcel • Hoag and SN Properties (Healthcare Developer) • Permitted transferees for the healthcare parcel • Construction of vertical improvements are guaranteed by Hoag and SN separately Developers CA L- O RLL.ull Developer Healthcare Developers Developer 1 C Tustin Legacy, LLC (Reeencv Centers) Healthcare Developers Neighborhood Shopping Center "Regency Centers" Medical Office Building (Hoag) Healthcare Related RetailAcute Care Facility (SN Properties) H (Health South) Subdivided Retail Parcel and Healthcare Parcel Regency Centers (retail) - Background • Established in 1963 • Regency Centers is a public traded retail REIT, headquartered in Jacksonville, FL. Public since 1993. • Market capitalization value in excess of $6.0 billion • 319 shopping centers nationally (ownership position) • 63 centers in California • 36 centers in southern California • 86% of centers are grocery -store anchored by stores ranking in the top three of the local market Regenrx/ Centers Requirements under the DDA • Acquisition of the Retail Parcel from the City • Construct horizontal improvements for Retail and Healthcare Parcels • Grading and installation of utilities (deliver pad -ready sites) • Surface parking • Installation of on-site landscaping • Off-site improvements within City -owned R -O -W including traffic improvements • Landscaping on adjacent City -owned properties • Construct not less than 53,000 sf/gba • CVS to construct drugstore improvements (per lease with Regency) • Stater to construct grocery store improvements (per lease with Regency) 0 Balance of site to be constructed by Regency or pad users, as warranted bank YJ° �. I PARCEL 5, _ w� WWCELa 0 82 ACRES- - i1 .S .�•.... 2CLL 9 -___ a_ - - - t F ' BLf)OL a V` , R C _ - - I-12 ACRES �� - i-- " eew� �! AR ES 'PARCEL:' e:•'. Regency 6oACRE' vs, .+ _ Stater Sros�, _ _ I -N --CVS pe � � ------------------_ The Village at Tustin Legacy Retail Ownership, Development and Operation • Regency Centers • Own • Develop • Lease • Operate • Anchors - Lessees • Stater Bros. (grocer) • CVS (drugstore) Shopping Center Classifications (ICBG) • Super -Regional Shopping Center - >800,000 sf • The District at Tustin Legacy - exceeds 1.OM sf • Tustin Marketplace - exceeds 1.OM sf • The Village at Tustin Legacy Community Center or "Large Neighborhood Center" • grocery and drugstore anchors • 10 to 12 acres • 100, 000+ sf Regency Retail Parcon' Closing Requirements - summary • Submit construction drawings for issuance of grading permits for entire site (20+ ac) • Submit construction drawings for issuance of building permits on retail parcel (11.25 acres) • Submit proof that entitlements have been secured • Submit proof that leases have been executed for not less than 53,000 sf/gba (grocer and drugstore) • Submit proof of financing to acquire property, construct all retail improvements, horizontal site improvements, and off-site improvements • Execute maintenance agreement for City -owned landscape areas and the slope adjacent to Tustin Ranch Rd Healthcare Developers .Mk. ( Healthcare Developers ,.Pro . BLG3 6- d Re l e B,i81 Sf -- rr FDr 1 • __ _ __ A R--------- -- __ -- S'o 6,.� SF i. , PP RCEL 3). ' 'R C 66 AC7`FS _ O 1 -'�-- - LDG Btu - A 160 ACRES eSID SF B1pG B - e ' 38295f Ou1w __ ONgsw�e ------------ _� _- - �+ Tit \ji—J _ 1 - T _ I - SN Prop. g Med Retai; ( PARCEL I V :1.91 ACRES -� Healtl%--are Developers - Background • Hoag Memorial Hospital Presbyterian (Hoag) • Established in 1952 in Newport Beach • OC based not-for-profit regional health care delivery network • 3 acute care hospitals, 6 health centers, 8 urgent care centers, 7 Hoag Medical Group • 5 Institutes providing specialized services in cancer, heart and vascular, neurosciences, women's health, and orthopedics • Total assets in excess of $2.48 billion and net assets in excess of $1.7 billion (2013) • SN Properties, LLC (SN) • Special purpose real estate entity formed by the principals of CalComm (George Okita / Kevin Leonard) • Long term business relationship with Hoag, since 2007 • CalComm under contract to provide pre -development, development and post - development services for Hoag MOB Healthcar Closing Requirements - summary • Both Hoag and SN must submit all closing documents concurrently • Both submit construction drawings for issuance of building permits totaling 75,000 sf/gba • Both Hoag and SN must provide proof of financing to acquire parcel and construct vertical improvements for 75,000 sf/gba • Provide proof of transfer and assignment from Regency to Healthcare Developer • Execute maintenance agreement for City -owned landscape areas and the slope adjacent to Tustin Ranch Rd Healthcare Agreements Acquisition, Assignment and Development • Regency and SN Properties • Purchase and Sale Agreement (PSA) between Regency and SN for acquisition of healthcare parcel. SN assigns rights and obligations to Hoag for "Medical Office Parcel" • SN Properties and Health South • PSA for the acute care pad • Hoag and SN Properties • Development and Performance Agreement - establishes the responsibilities of each party as a transferee under the DDA • Hoag and CalComm (SN principals) • Consulting services agreement to oversee development of Medical Office Building Transaction • Disposition Price • Total - $18,800,000 • Retail Parcel - $8,300,000 (total) • Healthcare Parcel - $10,500,000 (total) • Backbone Infrastructure Obligation • Included in purchase price • Additional Purchase Price • Regency to pay City $500,000 • Triggered when grocery store and drugstore open for business (2017) • Non -Refundable Deposits • City has received $250,000 for extending the negotiation period • This $250,000 is not credited toward purchase price • City Negotiating Expenses • Paid by Developer Schedule r Performance (DDA) - Mandatory • Retail � Dec 16, 2016 ealthcare 60 days after close of escrow on Retail Parcel (Feb 14, 2017 within 6 months of close of escrow on retail parcel within 15 months of commencement following close of escrow; no later than June 30, 2017 • Complete within 24 months from start of construction (min. 53,000 sf) =Mff'Ee within months from close escrow; in no event later than Dec 1, 2017 • Complete within 24 months following start of construction (min. 75,000 sf) Anticipated Developer Schedules Horizontal Improvements start Feb 2016 Conveyance Dec 2015 Retail Vertical Improvements start May 2016 opening Nov/Dec 2016 Healthcare Vertical Improvements start in June/July 2016 ally 18 to 20 mos. to complete