Report to Successor Agency
Tuesday, September 19, 2023
Consent
SUBJECT:
Title
CONSIDER APPROVAL OF THE ASSIGNMENT AND ASSUMPTION AGREEMENT AND CONSENT BY AND BETWEEN THE CARSON SUCCESSOR AGENCY, WIN CHEVROLET PROPERTIES, LLC, AND WIN CHEVROLET, INC. IN CONNECTION WITH THAT CERTAIN 2011 DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) FOR THE WIN CHEVROLET DEALERSHIP PROPERTY LOCATED AT 2201 E. 223RD STREET (SUCCESSOR AGENCY)
Body
1. SUMMARY
In November 2022, WIN Chevrolet, Properties, LLC and WIN Chevrolet Inc. (jointly "WIN") (i) sold its Chevrolet and Hyundai auto dealerships ("Dealerships") to WECO Motors, LLC, and Carson Chevrolet, LLC (jointly and severally "Transferees") and is requesting consent to such transfers; (ii) previously leased portions of improved real property at 2201 E. 223rd Street whereon the Dealerships are located ("Dealership Property") (APN 7315-040-013) ("Dealership Leases") and is requesting consent to the Dealership Leases; and (iii) is now selling fee title of the Dealership Property subject to the Dealership Leases to WECO RE Holdings, LLC ("WECO RE"). The transfer of the Dealership Transfers and the Dealership Property is not directly prohibited by the Disposition and Development Agreement dated December 6, 2011 ("DDA") and does not require the consent of the Carson Successor Agency ("Agency"). However, failure to obtain the Agency's consent to such transfers can result in the Agency accelerating the outstanding balance of the original note of $7M which contains a debt forgiveness provision.
Pursuant to the DDA, the Agency currently holds a 20-year non-interest-bearing note dated January 25, 2012 ("Agency Note") in the original amount of $7 million, which is secured by a deed of trust against the Property recorded in January 2012 ("Agency Trust Deed"). The Agency Note provided that the principal would be annually forgiven automatically at the rate of $350,000 per year provided that WIN complied with various obligations including ...
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