No preview available
HomeMy WebLinkAboutF-2 - Revocation of Authorization for Balboa Bay Club Refinancing with the Oppenheimer GroupJEaft % By the CITY COUNCIL C;TY Or NSWPOPT BEACH G_7 lS JAN 211980 y " CnY ©OLOOL CIiY CM MWOM K44H ................ . CITY OF NEWPORT BEACH - dy Office of CITY ATTORNEY January 7, 1980 To: The Honorable Mayor and Members of.'City Council From: City Attorney Subject: .Revocation of Authorization for Balboa Bay Club Refinancing with the Oppenheimer Group On November 12, 1979,.I addressed a memorandum to the City Council which recommended that a resolution be adopted rescinding Resolution No. 9643 which authorized the City to approve a sale and leaseback transaction between the Balboa Bay Club and the Oppenheimer Group. At that time W. E. Ray, Chairman of the Board of Inter- national Bay Clubs, Inc., requested that the Council con- tinue consideration of that matter until a later date... The Council granted such request and postponed the matter until January 7, 1980. Attached for Council.consideration are the aforementioned memorandum and the resolution which revokes the authorization for International Bay Clubs, Inc., to enter into a refinan- cing transaction with Oppenheimer Industries, Inc., n Hugh IU Coffin tr�,_Y Attachments as stated 3$ Z CITY OF NEWPORT BEACH Office of CITY ATTORNEY November 12, 1979 To: The Honorable Mayor and Members.of City Council From: City. Attorney Subject:. Revocation of Authorization for Balboa Bay Club Refinancing with the Oppenheimer Group The City.Council on September 10, 1979, adopted Resolution No. 9643 authorizing the Balboa .Bay Club refinancing, which autho- rized the City to approve a sale and leaseback transaction between the Balboa Bay Club and the Oppenheimer Group. Pursu- ant to the letter we received from Thomas J. O'Keefe, Inc., dated October 25, 1979, it appears that the negotiations between the Balboa Bay,Club and the Oppenheimer Group have. broken down. Since the transaction, as originally contemplated, will apparently not come to fruition, it is recommended that another resolution be adopted which rescinds the earlier reso- lution, thus "closing" the City Council transaction on this particular proposal. Should the Balboa Bay Club propose additional refinancing,. further consideration will be necessary by the City Council:. The adoption of this resolution does not foreclose that possi= bility, it only terminates the earlier granted authority for the particular transaction which has now become an agreement which will never be consummated. .3 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH RESCINDING RESOLUTION NO. 9643 WHICH WILL REVOKE THE AUTHORIZATION FOR INTERNATIONAL BAY CLUBS, INC. TO ENTER INTO A REFINANCING TRANSACTION WITH OPPENHEIMER INDUSTRIES, INC. WHEREAS, the City Council on September 10, 1979,. adopted Resolution No. 9643 approving assignment of an interest in the Balboa Bay Club leasehold estate by sale to the Balboa Bay Limited Partnership, a Missouri Limited - 'Partnership, Oppenheimer Industries, Inc., .a Missouri - Corporation as General Partner, and by.leaseback to Inter- national Bay Clubs, Inc., with repurchase agreement; and WHEREAS, the negotiations between the principals involves in said authorized refinancing have broken down; and . WHEREAS,, it is inappropriate to leave Council autho- rization for a transaction open when said transaction will not be consummated, NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Newport Beach hereby rescinds Resolution No. 9643 which withdraws authorization for International Bay Clubs, Inc., a California Corporation, to enter into a refinancing transaction.'- with Balboa Bay Limited Partnership, a Missouri Limited Partner- .,ship, Oppenheimer Industries, Inc., a Missouri Corporation as .General Partner: ADOPTED this day of - , 19 ATTEST: City Clerk Mayor HRC;kv . 11 -5 -79 J A N 2. ] 19BO : RESOLUTION NO. 9 71 $ ®y 1M CITY COUNCIL CfiYilr SOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH RESCINDING RESOLUTION NO. 9643, WHICH WILL REVOKE THE AUTHORIZATION FOR INTER - NATIONAL BAY CLUBS, INC. TO ENTER INTO A REFINANCING TRANSACTION WITH OPPENHEIMER INDUSTRIES, INC:rIF SAID REFINANCING IS NOT COMPLETED BY DECEMBER 31, 1980. .WHEREAS, the City Council on September.10, 1979, adopted Resolution No. 9643 approving assignment of an interest in -the Balboa Bay Club leasehold estate by sale to.the Balboa. Bay Limited Partnership, a Missouri Limited Partnership, Oppenheimer Industries, Inc., a Missouri Corporation as General Partner, and by leaseback to international Bay Clubs, Inc., with repurchase agreement; and WHEREAS,.the negotiations between the principals . involved in said authorized refinancing are not completed; and. WHEREAS, it is inappropriate to leave Council autho- rization for a transaction when said transaction may not be consummated until some later time; and WHEREAS, the City Council desires to allow the parties until December 31, 1980,.to complete the refinancing transaction; NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Newport Beach allows the parties to complete said. refinancing until December 31, 1980, and if said refinancing is not completed by that date, Resolution No. 9643 which granted " authorization for International Bay Clubs, Inc., a California Corporation,.to enter into a refinancing transaction with Balboa. Bay Limited Partnership; a Missouri Limited Partnership, Oppenheimer Industries, Inc., a Missouri Corporation as General Partner will be automatically rescinded. ADOPTED this day of JAN 21 1980. ATTEST: City Clerk HRC /ap. 1 /11 /80 m January 15, 1980 Mr. Hugh Coffin City Attorney City of Newport Beach 3330 Newport Blvd. Newport Beach, Ca. 92660 Dear Mr. Coffin; JAN 211980 ty t6 CITY COUNOL CITY Op NEI PW VACN �F.N16 rm OF 1` . CH Pursuant to your recent correspondence and action of the City Council on January 7, 1980, we hereby request that further consideration by the City Council of the authorization granted pursuant to Resolution 9643 be deferred.until after December 31, 1980. The proposed transaction with Oppenheimer. Industries was started too late last year to be completed in view of technical problems that developed in connection with tax consequences as they affected each party. We are hopeful that these may be resolved in time to effect a transaction prior to the end of this calendar year and that the existance of the present resolution will avoid the necessity of a last minute or urgent request in the event that documentation agreeable to both parties can be developed in time for completion of an 1980 investment program. Whatever final documentation may be developed ma--y remain subject to review and approval by the City Attorney and, therefore, no interest of the City is jeapordized by leaving this resolution on the books. If you have any questions, please do not hesitate to call me directly or our counsel, Thomas J. O'Keefe at 835 -1100. Very truly yours, VD&'Ray Chairman of the Board 1221 WEST COAST HIGHWAY. NEWPORT BEACH. CALIFORNIA 92660 - TELEPHONE 17141645 -5000 CA a C.✓1% JAN 211980 h i� p1Y COtN'0 pTr Qf N � CITY OF NEWPORT BEACH OFFICE OF CITY ATTORNEY January 17,.1980 TO: THE HONORABLE MAYOR and CITY COUNCIL FROM: CITY ATTORNEY SUBJECT: REFINANCING TRANSACTION WITH OPPENHEIMER INDUSTRIES, INC. AND INTERNATIONAL BAY CLUBS, INC. I am attaching a copy of a letter from International Bay Clubs, Inc. requesting that further consideration by the City Council of the authorization granted pursuant to Resolution 9643 be de- ferred until after December 31, 1980, for reasons stated in their correspondence dated January 15, 1980. . The City Council will have to make a determination on how long . they want to leave the transaction open if the refinancing is not completed by October 1, 1980. HUGH R. COFFIN CITY ATTORNEY HRC:ap Attachment NOV 12 1979 By the CITY COUNCIL CITY of NfIf Wff MACH ,JAN 71980 By the Cify CouigCIL. CITY of NBWRGRT BLAQ CITY OF NEWPORT BEACH Office of CITY ATTORNEY November 12, 1979 To: The Honorable Mayor and Members of City Council From: City Attorney Subject: Revocation of Authorization for Balboa Bay Club Refinancing with the Oppenheimer Group The City Council on September 10, 1979, adopted Resolution No. 9643 authorizing the Balboa.Bay Club refinancing, which autho- rized the City to approve a sale and leaseback transaction between the Balboa Bay Club and the Oppenheimer Group. Pursu- ant to the letter we received from Thomas J. O'Keefe, Inc., dated October 25, 1979, it appears that the negotiations between the Balboa Bay Club and the Oppenheimer Group have broken down. Since the transaction, as originally contemplated, will apparently not come to fruition, it is recommended that another resolution be adopted which rescinds the earlier reso- lution, thus "closing" the City Council transaction on this particular proposal. Should the Balboa Bay Club propose additional refinancing, further consideration will be necessary by the City Council. The adoption of this resolution does not foreclose that possi- bility, it only terminates the earlier granted authority for the particular transaction which has now become an agreement which will never be consummated. _ JAN 7 19130 By the CITY COUNCIL CITY OR N4WPORT RiACH RESOLUTION NO. 160 C A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH RESCINDING RESOLUTION NO. 9643 WHICH WILL REVOKE THE AUTHORIZATION FOR INTERNATIONAL BAY CLUBS, INC. TO ENTER INTO A REFINANCING TRANSACTION.WITH OPPENHEIMER INDUSTRIES, INC. WHEREAS, the City Council.on September 10, 1979, adopted Resolution No. 9643 approving assignment of an interest in the Balboa Bay Club leasehold estate by sale to the Balboa Bay Limited Partnership, a Missouri Limited Partnership, Oppenheimer Industries, Inc., a Missouri Corporation as General Partner, and by leaseback to Inter- national Bay Clubs, Inc., with repurchase agreement; and WHEREAS, the negotiations between the principals involves in said authorized refinancing have broken down; and WHEREAS, it is inappropriate to leave Council autho- rization for a transaction open when said transaction will not be consummated, NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Newport Beach hereby rescinds Resolution No. 9643 which withdraws authorization for International Bay Clubs, Inc., a California Corporation, to enter into a refinancing transaction with Balboa Bay Limited Partnership, a Missouri Limited Partner- ship, Oppenheimer Industries, Inc., a Missouri Corporation as General Partner. ATTEST: City Clerk ADOPTED this day of 1979: Mayor HRC:kv 11 -5 -79