Res 17-083RESOLUTION NO. 17-083
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
POWAY, CALIFORNIA, APPROVING AN EXCLUSIVE
NEGOTIATION AGREEMENT WITH MERIDIAN
DEVELOPMENT, LLC AND SUDBERRY PROPERTIES,
INC. FOR CITY -OWNED PARCEL BEARING ASSESSOR'S
PARCEL NUMBER 317-101-06
WHEREAS, the City of Poway (the "City") is the fee title owner of one (1) parcel
comprising approximately 1.54 acres of real property generally located at 13100 Poway
Road and bearing Assessor's Parcel Number 317-101-06 (the "City Parcel"), in the City
of Poway, County of San Diego, State of California;
WHEREAS, the Poway Housing Authority (the "Authority") is the fee title owner of
two (2) parcels comprising approximately 2.91 acres of real property generally located at
13021 and 13031 Poway Road and bearing Assessor's Parcel Numbers 317-472-01 and
317-472-06 (the "Housing Authority Parcels"), in the City of Poway, County of San Diego,
State of California;
WHEREAS, the City Parcel and the Housing Authority Parcels are collectively
referred to as the "Properties", and are identified the Vicinity Map, which is included as
"Exhibit A" to this Resolution;
WHEREAS, in April 2017, the City released a Request for Qualifications/Proposals
(RFQ/P) to identify a developer to acquire and develop City, Housing Authority ("HA"), and/or
Successor Agency to the Poway Redevelopment Agency ("SA") owned properties within the
Town Center area;
WHEREAS, the City received four responses to the RFQ/P;
WHEREAS, the City interviewed all four firms that responded to the RFQ/P;
WHEREAS, after the interview process, two firms were asked to submit term
sheets further detailing their development concepts for the Properties, along with SA -
owned properties located adjacent to the Properties;
WHEREAS, after evaluating the term sheets, City staff determined that the
development team comprised of Meridian Development, LLC and Sudberry Properties,
Inc. (collectively, the "Developers") were the most qualified respondents based upon their
collective residential and commercial development experience in the San Diego regional
market;
WHEREAS, the next step in the process to acquire and develop the Properties
involves entering into an Exclusive Negotiation Agreement ("Agreement") between the City
and the Authority (collectively, the "Owners") and the Developers (collectively, the
"Parties");
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WHEREAS, the Agreement will allow for the negotiation of a Disposition and
Development Agreement ("DDA") between the Owners and the Developers which will enable
the City to ensure a unified development on the Property that is consistent with the goals and
objectives of the recently adopted Poway Road Specific Plan;
WHEREAS, the Parties contemplate that this Agreement may include any other
properties acquired by the City, including properties owned by the SA, located adjacent
to the City Parcel and the Housing Authority Parcels, and specifically parcels bearing
Assessor's Parcel Numbers 317-472-12, 317-472-18, 317-472-23, 317-472-24 and 317-
472-25 comprising approximately 3.39 acres (the "Successor Agency Parcels");
WHEREAS, it is anticipated that the City will acquire the Successor Agency
Parcels during the term of this Agreement and, if acquired by the City, the Successor
Agency Parcels will be included in the definitions of "City Parcel" and "Properties," herein;
WHEREAS, the Owners are interested in selling the Properties to the Developers
for the purpose of developing a for -sale and/or for rent residential housing project with
secondary retail and office uses (the "Project");
WHEREAS, the Project's intended development is part of the City's efforts to
revitalize dormant properties along Poway Road and maintain a vibrant and expanding
group of businesses in the City to promote economic development and employment
opportunities for its residents;
WHEREAS, recent changes in redevelopment law and the allocation of property
tax revenues between municipalities and the State of California require the public and
private sectors to consider new and innovative structures to promote redevelopment in
order to realize significant public benefits in the form of increased revenues and
employment opportunities, and to continue in efforts to prevent or eliminate blight in the
community;
WHEREAS, the Owners and the Developers desire to enter into the Agreement to:
(1) negotiate in good faith as to the development of the Project on the Property; (2) outline
the Project description and design; (3) conduct due diligence on the economic viability of
the Project; (4) prepare separate DDAs for the City Parcel and for the Housing Authority
Parcels for consideration by the City and they Authority; (5) determine if and how the City
can promote the economic sustainability of the Project; and (6) determine what, if any,
modifications may be necessary and appropriate to the Project to improve its viability as
a vital business enterprise in the City;
WHEREAS, the Owners anticipate that following execution of the Agreement, and
through the period of negotiation and preparation of the DDAs, the Owners, as well as
certain consultants and attorneys for the Owners, will devote substantial time and effort
in reviewing documents, proposals, and plans, and meeting with the Developers, each
other, and other necessary parties; and
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WHEREAS, the Owners acknowledge that the Developers will also expend
substantial time and resources hereunder and the Parties are willing to engage in these
activities, subject to the terms and conditions set forth in the Agreement.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Poway
as follows:
Section 1: The foregoing recitals are true and correct and are a substantive part
of this Resolution.
Section 2: The City Council of the City of Poway has received and heard all oral
and written objections to the City's proposed Agreement, and to other matters pertaining
to this negotiation, and (finding such objections to be without merit) all such oral and
written objections are hereby rejected.
Section 3: The City Council of the City of Poway hereby approves the execution
of an Exclusive Negotiation Agreement with Meridian Development, LLC and Sudberry
Properties, Inc. for the conveyance of the City Parcel to the Developers, substantially in
the form as presented at this meeting, with such changes as may be approved by the City
Manager and the City Attorney.
Section 4: The City Council of the City of Poway hereby authorizes and directs
the City Manager or designee to (i) take all actions and to execute any and all documents,
instruments, and agreements necessary or desirable on behalf of the City of Poway, as
approved by the City Manager and City Attorney, including, without limitation, extensions
of the Exclusive Negotiation Agreement, and to effectuate all other actions approved by
this Resolution, including, without limitation, approving changes, implementations, or
revisions to documents, instruments, and agreements, and accepting the conveyance of,
and including as a part of the Agreement, the Successor Agency Parcels, each as
determined necessary by the City Manager or designee and approved by City Attorney,
and (ii) administer the City's obligations, responsibilities, and duties to be performed
pursuant to this Resolution and all documents, instruments, and agreements required by
and for the Exclusive Negotiation Agreement for the Properties.
Section 5: If any provision of this Resolution or the application of any such
provision to any person or circumstance is held invalid, then such invalidity shall not affect
other provisions or applications of this Resolution that can be given effect without the
invalid provision or application, and to this end the provisions of this Resolution are
severable. The City Council of the City of Poway declares that it would have adopted this
Resolution irrespective of the invalidity of any particular portion of this Resolution.
Section 6: This Resolution shall take effect upon the date of its adoption.
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PASSED, ADOPTED AND APPROVED by the City Council of the City of Poway,
California at a regular meeting this 19th day of December 2017.
Steve Vaus, Mayor
ATTEST:
Na eu`fbldMC, City Clerk
City of Poway
STATE OF CALIFORNIA )
) SS
COUNTY OF SAN DIEGO)
I, Nancy Neufeld, City Clerk of the City of Poway, California, do hereby certify
under penalty of perjury that the foregoing Resolution No. 17-083 was duly adopted by
the City Council at a meeting of said City Council held on the 19th day of December 2017
and that it was so adopted by the following vote:
AYES: CUNNINGHAM, GROSCH, MULLIN, LEONARD, VAUS
NOES: NONE
ABSENT: NONE
DISQUALIFIED: NONE
ncy(N u�MC, City Clerk
City of Poway
Resolution No. 17-083
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Exhibit A
Vicinity Map