Project History - Cantarini Ranch

 
 

April 2017.  In the case of Bentley-Wing Property W, LLC (“Bentley”) vs. West Development, Inc. et al (“West”), the Court of Appeal, Fourth Appellate District, Division One, State of California, ruled 3-0 that West breached the contract; the judgment of the Superior Court is reversed and the matter is remanded for further proceedings.


January 2017.   West Partners associate, Kurt Wickham, was reportedly tasked with coordinating the marketing &  sale of the Cantarini Ranch property.


December 2016.  After several months of internal deliberations & project management changes, West Partners indicated a renewed interest in selling the Cantarini Ranch property.


August 2016.  Lennar terminated their Cantairni conditional purchase due to unsatisfactory due-diligence results.  Reportedly, Lennar’s ability to complete a thorough due-diligence analysis was frustrated by overly restrictive “confidentiality” limitations imposed by West Partners.  It was also revealed, through public notice, that Gary West’s management team of O’Brien-Kiernan-Powell had allowed the Cantarini Ranch Army Corps 404 permit to lapse years earlier; the public comment period for the new USACE application is August 18 - September 18.


April 2016.  Lennar entered into a conditional purchase agreement to buy the Cantarini Ranch.  Negotiations for the Seller, Cantarini LLC, were undertaken by Gary West’s appointed manager, Dennis O’Brien-West Partners.


March 2016.  Toll Brothers terminated its purchase effort with Cantarini LLC manager, Dennis O’Brien-West Partners.  The City of Carlsbad adopted updated water quality regulations (RWQCB) that require project modifications.  TM conditions unresolved by West Partners-Cantarini include the Cantarini-Holly Springs loop road & cost-sharing, affordable housing, detention basin “BJ”, the RCOA relocation project, College Blvd. & bridge mitigation, resource agency permits, and the Zone 15 finance plan / developer cost-sharing.  The Cantarini TM expiration date of July 2016 was later extended to July 2018, by the City granting the final TM extension.


December 2015.  West Living applied for a final map for its Dos Colinas Parcel 2, which is the RCOA RV & Gardens replacement site needed to allow construction of detention basin “BJ”.  West Partners-Dennis O’Brien, as manager of Bent-West/Cantarini LLC, submitted a formal request for condemnation of the basin “BJ” rights (easement & license).  West Partners also announced its intention to sell the Cantarini Ranch property in 2016.


September 22, 2015.  The City of Carlsbad approved its General Plan update, which included land use enhancements and greater clarity for certain Zone 15 properties.  A CEQA challenge is pending.


August 2015.  At its Aug. 25 meeting, the City Council adopted a new city-wide Reimbursement Fee Ordinance and approved the West group’s application for development of their Dos Colinas Equestrian property as a wetland and upland mitigation site + detention basin + vegetable garden (for Gary West’s restaurants) + a future low-density residential site (unplanned).  Zone 15 property owners expressed concern over the excessive costs for the new mitigation project and the disproportionate benefits West derives, indicating they will resist efforts to include the extraordinary costs in any off-site cost-share or finance program. 

 

July 2015.  West Partners changed the name of the Cantarini Ranch ownership entity from “Bent-West, LLC” to “Cantarini, LLC”.  The Cantarini Ranch ownership partners/principles nevertheless remain the same; Gary West, holds his majority ownership and controlling/Manager interest through West Partners, LLC, and David Bentley holds his non-management minority ownership interest through BWPW, LLC.


June 2015.  As a consequence of delays in the Envision Carlsbad/General Plan update process and West’s failure to secure support for their Zone 15 finance proposals, the Foursquare/Grosse option for the 17-Acre Walmart/Zone 15 commercial site expired.  Walmart, through its local broker, Mike Navarro, is pursuing a new buyer. 


May 2015.  West Partners Manager, Dennis O’Brien, announced during the Zone 15 property owners meeting hosted by city staff that Bent-West/Cantarini Ranch would no longer act as the “lead developer” in Zone 15.


August 2014.  A Zone 15 finance plan meeting between West’s representatives and a limited number of local property owners, hosted by city staff, revealed substantial flaws and conflicts in West’s CFD/Mello Roos district  strategy and overall finance program proposals.  Subsequent communications also revealed an increasingly contentious environment and strained relationships between the West group and local property owners.


July 2014.  The 2-year+ CEQA challenge of the Dos Colinas project was resolved with the Appeals Court affirming the lower court ruling that substantially upheld the City’s project approvals. 


May 2014.  In response to the West Partners rejection of numerous purchase transactions and alternative dispute resolution efforts, coupled with lawsuit threats by Gary West’s representatives and lawyers, BWPW, LLC was compelled to seek relief through the court for West’s breach under Bent-West, LLC. 


March 2014.  After reaching an initial agreement in principle with a strong regional builder-developer, followed by nearly a year of negotiations and document exchanges, Dennis O’Brien, West Partners, abruptly and inexplicably terminated the Cantarini Ranch purchase/sale transaction. 


December 2013.  Litigation between Walmart & Foursquare Properties was settled, providing Foursquare/Grosse with an option to purchase the 17-Acre commercial site by March 2015.  The re-sale/flip of the 17-acre site (to Lennar Commercial) is pending passage of the Envision Carlsbad General Plan update and a new Zone 15 financing program  (proposed CFD - hybrid) that Grosse is working on with West Partners. 


November 2013.  After failing to secure sufficient property owner support to form a 1915-Bond Act assessment district, Dennis O’Brien-West Partners applied for formation of a CFD/Mello-Roos district for the Zone 15 off-sites.


October 2013.  As the Dos Colinas CEQA litigation dragged on, questions arose regarding the feasibility of the 305-unit Dos Colinas CCRC project, with West Living indicating a desire to sell the land and focus instead on smaller seniors housing projects (~100 units).


July 2013.  Cantarini Ranch/Bent-West LLC principals Gary West and David Bentley met to resolve West Partners’ breach under Bent-West, LLC.  After commenting that the $30 Million+ Cantarini Ranch property was just “a rounding error on my financial statement” and that his wife wanted to “turn it into a dog park”, Gary acknowledged that buying the BWPW Cantarini interest as well as certain other Zone 15 properties that were part of the original Bent-West LLC business/investment plan would be a more effective and rational way for West Partners to cure its breach and get the maximum Zone 15 area control they wanted.  Bentley prepared transaction documents.  Inexplicably, Gary West later reneged. 


June 2013.  In response to an Appeals Court ruling in favor of Bentley Investments L.P., Holly Springs, L.P.  ultimately agreed to honor the original agreements by purchasing Bentley Investments L.P.’s MDR Option, paying Bentley Equity, Inc. consulting fees owed in connection with the Holly 42 project, & paying legal costs.


April 2013.  Bentley secured and presented a purchase proposal to West Partners offering a market value cash sale of each Bent-West LLC member’s respective interests to a strong regional developer/homebuilder.  West agreed to the deal in principle, engaged in negotiations and document exchanges, but ultimately and inexplicably reneged.

  

August 2012.  In the Bentley Investments L.P. vs Holly Springs matter, the CA Court of Appeals, District 4 Division 1, issued a 3-0 decision in favor of Bentley investments, L.P., including awarding costs of the Appeal.


January 2012.  West Living received City Council approval for its 305-unit luxury CCRC Dos Colinas project.  A CEQA challenge of the project approvals was filed in February by the “Friends of Aviara” & Delano Law firm. 


May 2011 - By letter dated May 16, West Partners-Dennis O’Brien demanded Bentley/BWPW, LLC sell it’s multi-million dollar Cantarini/Bent-West LLC interest to West for $0.00.  Bentley/BWPW, LLC rejected the demand, identified West Partners breach under the Bent-West, LLC Operating Agreement, then made numerous attempts to resolve the partnership disputes through mediation, negotiation, property sale and other mutually beneficial means.  O’Brien failed, again, to deliver on his promise to Gary West that “Bentley will be gone by the summer”.


September 2010.  In response to repeated requests during 2010 by member Bentley/BWPW to sell the Cantarini Ranch in accordance with the Bent-West LLC Operating Agreement, West Partners-Dennis O’Brien terminated Bentley-Wing Property Inc.‘s project management.  West-O’Brien’s subsequent project management efforts, which pursued maximum benefits for Gary West’s Dos Colinas project at the expense of the Cantarini Ranch and other Zone 15 projects, resulted in several critically important agreements and permits lapsing, including the Zone 15 cost-share agreement, the Cantarini-Holly Springs Loop Road Agreement, the MDR affordable housing project, the Lubliner wetland mitigation & acquisition plan, and resource agency permits.


June 2010.  Cantarini Ranch Project Manager, Bentley-Wing Properties, Inc., provided detailed analyses and recommendations to West-O’Brien & West Living-Rimbach regarding damaging impedimenta, delays and conflicts of interest resulting from West’s mismanagement of their Dos Colinas project.  Bentley-Wing offered mutually beneficial solutions for mitigating the damage caused by West and for achieving a more timely and profitable sale of the Cantarini Ranch in accordance with the Bent-West investment plan; West-O’Brien & Rimbach refused.


April 2010.  By early 2010, Bent-West Project Manager, Bentley-Wing Properties, was encouraging West Partners to sell the Cantarini Ranch project in accordance with the Bent-West LLC Operating Agreement and investment purpose.  The Cantarini Ranch TM conditions of approval were substantially complete, the final engineering had been advanced past the second plan check, and unsolicited purchase proposals were increasing.  


January 2010.  As part of the permit renewal process in 2009, the Army Corps (404) and Regional Water Quality Board (401) determined that the previously approved College Bridge wetland mitigation plan within the detention basin “BJ” was no longer acceptable; a new wetland mitigation site and plan were required to renew the permits.  Bentley-Wing secured a new wetland mitigation site (“Lubliner”), produced a plan and processed applications with the city and resource agencies that were approved.  Subsequently, West Partners abandoned the Lubliner property wetland mitigation plan to pursue an alternative plan on Gary West’s Dos Colinas Equestrian property. 


2009.  While providing project management support for Cantarini Ranch, Dos Colinas and the Zone 15 off-site improvements program, Bentley-Wing Properties Inc. was hired by West Partners to spearhead a CEQA challenge to the Carlsbad Unified School District’s proposed Sage Creek High School.  The CEQA lawsuit, which represented the interests of Zone 15 property owners, the RCOA and Calavera Hills residents, was funded by Gary West/West Partners.  Ultimately, the CUSD was forced to make significant project design changes, provide fair-share funding and/or improvements to local public facilities, and adopt additional mitigation measures for traffic, water quality, wetland protections and other environmental considerations.  


September 2008.  Internal power struggles and indecision over the growth and direction of Gary West’s companies severely undermined the Bent-West, LLC partnership and the Cantarini Ranch-Zone 15 business and investment plan.  Clandestine communications at that time between Gary West and his lieutenant Dennis O’Brien reveal duplicitous characters conspiring to “put a bullet in” Bentley.  Ultimately, West’s refusal to honor agreements, maintain good-faith business relationships and follow competent management practices turned a highly desirable 3-year land investment project into an embarrassing Gary West - West Partners failure.


January 2008.  Bent-West/Cantarini Ranch filed its First Plan Check Submittal for Cantarini Ranch & College Blvd. “Reach A” in January and followed up with final bridge design for College Blvd. Bridge as well as other TM conditions, including CC&Rs, Open Space PMP, and new water quality regulations, particularly hydro-modification, through project design revisions resulting in new on-site improvements as well as temporary on-site basins and permanent off-site solutions (on the Dos Colinas & adjacent “Lubliner” properties).


October 2007.  West Senior Living R/E LLC closed escrow on the purchase of the Dos Colinas & Equestrian properties.  West’s purchase was intended to help ensure the timely and profitable completion of the Bent-West/Cantarini investment project while supporting Gary West’s vision for higher quality senior housing.  Earlier in the month, the City approved a 2-year extension to the Cantarini-Holly Springs TMs; subsequent extensions of the entitlements were provided by the CA Legislature and City of Carlsbad in response to the “Great Recession”.


September 2007.  The death of Holly Springs LTD. Managing Partner, Lucia Sippel, gave rise to family member disputes resulting in substantial project delays, disruptions and litigation initiated by surviving partners and their new advisors.  In response, Bent-West, LLC initiated project design and phasing plan revisions to ensure the highest level of Cantarini Ranch project autonomy.


August 2007.  Local land investment company, Dos Colinas, LLC (Bentley/Wing-Dorado-Playa), sold the Dos Colinas & adjacent “Ride America” Equestrian properties to Gary & Mary West / West Partners for development of “Gary’s vision”, a high-end seniors housing / CCRC project.


April 2007.  Bentley bought out partner Monarch-Taylor Woodrow, through purchase of Cantarini Ranch with billionaires Gary & Mary West / West Partners.  At the time, all discretionary approvals for the Cantarini Ranch project were in place (TM, SDP, FEIR), along with state and federal resource agency permits.  Bent-West LLC was formed to hold the Cantarini Ranch for investment and to acquire and/or joint-venture neighboring properties.  The investment purpose and objective of Bent-West, LLC/Cantarini Ranch was to simply re-sell the property for profit after a 2-3 year market-recovery holding period, during which additional value-add activities could be pursued, including final engineering for Cantarini & College.  The property was to be sold in 2-3 years to a builder-developer who would complete the conditions necessary to record the final map and finalize the Zone 15 off-sites financing program.


January 2007.   Economic / housing market declines in U.K. and U.S. created distress/opportunity and the need for an immediate sale for Monarch-Taylor Woodrow of its Bentley-Monarch JV interest in Cantarini Ranch.


September 2006.  Bentley-Monarch secured formal HMP Concurrence from USF&WS and CDF&G; received a draft permit from CA Fish & Game; received section 404 U.S. Army Corps Permit.


February - September 2006.  Bentley negotiated and recorded right-of-way dedications for College Blvd. “Reach A”, along with multi-party exchanges and lot-line adjustments to consolidate Zone 15 ownerships on either side of future College Blvd.


January 2006 – August 2006.  Bentley-Monarch completed the wildlife agency permit applications; extraordinary delays resulted from USF&WS and CDF&G combative relationship with the City, including rejection of City’s HMP equivalency determination.


December 2005.  The Regional Water Quality Control Board issued its permit (Section 401) for Cantarini-Holly Springs.


September 2005.  City Council formally accepted the Cantarini-Holly Springs / Preserve Calavera CEQA lawsuit settlement.


August 2005 - Bentley-Monarch produced and circulated a “final draft” with MOU of the Zone 15 LFMP property-owner approved cost-sharing / finance program.


June 2005.  CUSD negotiations commenced by Bentley in September 2004 were terminated due to CUSD indecision regarding construction of their new Cannon-College high school; sale of the 55-acre site was considered.


May 2005.  Bentley-Wing Investments, Dorado & Playa Partners acquired the Dos Colinas Property and formed Dos Colinas, LLC.  Planning for a 161 unit smaller lot project proceeded.  Project design included a Replacement Site for RCOA’s RV & Gardens facility.


February 2005 – September 2005.  Bentley-Monarch & City negotiated with Preserve Calavera to settle and dismiss the CEQA lawsuit.  Settlement terms paid Preserve Calavera attorney’s fees in exchange for dismissal of the CEQA lawsuit and prohibition against further challenges to the project by Preserve Calavera, particularly the state and federal agency permits.


January 2005.  Preserve Calavera filed a CEQA challenge to the City’s Cantarini-Holly Springs project approvals.  Plaintiff’s stated goal was to increase HMP open space and wetland buffers, and limit public open space access.


December 2004.  Carlsbad City Council public hearing

for the Cantarini-Holly Springs projects.  Public and City

comments similar to the Planning Commission hearing. 

City Council approved the project on a 4-0 vote (Council

Member Ann Kulchin abstained due to potential conflict/

former familial connection to Holly Springs L.P.)


October 2004.  The Carlsbad Planning Commission

public hearing for the Cantarini-Holly Springs projects

(joint EIR, individual tentative maps). 

Preserve Calavera spoke in opposition to the project

and the City’s HMP.  Neighboring property owners,

including the 800+ resident Rancho Carlsbad

Owners Association testified in support. 

The Planning Commission praised the sensitive design

and high quality of the project and approved the

Cantariini-Holly Springs project on a 7-0 vote.


September 2004 - Bentley commenced negotiations with Carlsbad Unified School District for design, alignment, construction and cost-share funding of Cannon Road “Reach 4A”, to serve the new CUSD High School and Parcel 4 future MF site.


April 2004 – September 2004.  Bentley-Monarch secured additional environmental studies for Cantarini-Holly Springs and the revised DEIR was circulated for public comment.  The Cantarini-Holly Springs project was scheduled for public hearing.


April 2004 - Bentley Investments LP entered into an Option for “Parcel 4” & a Consulting Agreement with RCOA to facilitate relocation of RCOA’s RV & Garden facilities, per the Zone 15 LFMP development conditions.  Bentley Investments proposed developing the residual Parcel 4 property for apartments and/or mixed-use.


March 2004.  Due to ongoing conflicts between the City and USF&WS in connection with the city’s newly adopted HMP, as well as increasing anti-development activism, City Staff concluded that the Cantarini-Holly Springs DEIR should be re-circulated.


August 2003 – February 2004.  Bentley-Monarch and City staff prepared responses to DEIR public comments; field meetings were conducted and applications for State and Federal resource & wildlife agency permits were filed.  Updated and focused biology and wetland delineation studies were completed.  Hydrology and landscape plans were revised for new water quality BMPs.  Meetings with City engineering and finance staff to initiate the Zone 15 LFMP(C) Amendment.  The process included numerous Zone 15 property owner meetings and negotiations through 2004/05 and formulation of the Zone 15 Cost-Sharing Agreement / the signed August 2005 MOU.


June 2003.  Bentley, through a separate partnership, acquired the contiguous “Lubliner” property to secure critical College Blvd. right-of-way, accomodate lot line adjustments to conform to College Blvd., for additional lots, and mitigation opportunities.


November 2002 – July 2003.  Bentley-Monarch completed supplemental environmental studies and project design modifications to further reduce project impacts.  The Draft EIR was circulated for public review.


October 2002.  An EIR public scoping meeting was conducted by City Staff.


September 2002. City Council approved the Cantarini-Holly Springs EIR consultant contract. 


February 2002.  City Council action authorized the preparation of the Cantarini-Holly Springs EIR.


November 2001.  Due to heightened public controversy over the City’s delayed HMP and associated litigation with Coastal Commission, City Staff concluded that an EIR would be required for the Cantarini Ranch project and requested the adjacent Holly Springs project, which Bentley had been processing separately and concurrently, be included in a joint EIR.


August 2001 - October 2001.  Bentley held meetings with local property owners and anti-development activists, Preserve Calavera, to address City staff’s concerns regarding public controversy.  RECON’s analysis determined the revised HMP Hardline area was "biologically equivalent, if not improved, to the original Hardline footprint".


July 2001.  Bentley-Monarch filed a revised Cantarini Ranch TM Application with the City consisting of 105 estate lots of one-half acre each, or larger.  Per City staff's request, the new application incorporated the joint affordable housing site located on the contiguous Holly Springs property (“MDR”).  The multi-family project was ultimately reduced from 100 to 80 units to increase overall habitat and open space preservation.


November 2000 – June 2001.  Bentley-Monarch completed additional focused environmental studies, including the San Diego County Voluntary Assistance certification and mitigation of small archeological sites found on the southern portion of the Cantarini Ranch (artifacts were collected and archived).  HMP Hardline revisions were made to accommodate the new large-lot project design and address new issues raised by the Coastal Commission's challenge to the City’s Habitat Management Plan (“HMP”).  Streets and lots were reconfigured and moved away from open space and riparian areas to increase buffers and provide greater public view opportunities.  Lots were eliminated to reduce impacts to hills and sensitive habitat, increase wildlife corridors and open space areas, and preserve natural rock outcroppings and off-site views of knolls and ridges.  Grading was reduced, slope contouring was increased, and greater landscape buffers were incorporated into the design.


October 2000.  Bentley-Monarch filed its second Cantarini Ranch Tentative Map Application with the City of Carlsbad.  The new project design proposed 115 residential lots of one-half acre each, or larger.  A joint affordable housing site for a 100-unit rental apartment project (“MDR”) was proposed on the contiguous MDR property.


May 2000 – September 2000.  Bentley-Monarch prepared a new “rural-estate” project design in close-consultation with City, State and Federal agencies.  Supplemental environmental studies were completed. 


February 2000 – April 2000.  Project review with City Staff and Council members concluded that, contrary to City Staff’s earlier support for the higher-density Growth Management design, City Council preferred the older Sunny Creek Specific Plan “rural estate” (large lot) design (SP191).  Bentley-Monarch initiated a major project redesign. 


January 2000.  Bentley-Monarch filed the first formal Cantarini Ranch Tentative Map Application with the City of Carlsbad.  The proposed 314-unit residential development included 128 multi-family units & 186 single-family lots ranging from 5500 sq. ft. to half-acre (ref. color exhibit below). 


August 1999.  Bentley Investments L.P. entered into an

option and joint planning agreement with the neighboring

Holly Springs property, which provided BILP with an

option to purchase the Holly Springs multi-family site

(“MDR”) and a credit for costs incurred in exchange for

BILP financing and managing the pre-development

process for the entire Holly Springs property.


November 1998 – December 1999.  Advanced

environmental studies and development planning were

completed.  Site meetings and design reviews conducted

with City, State Fish & Game, U.S. Fish & Wildlife and

Army Corps of Engineers.  HMP “Hardline” designation

negotiated and approved by USF&WS in October 1999. 

Bentley-Monarch secured design modifications,

boundary adjustments and preliminary cooperation

agreements with neighboring property owners to improve

planning efficiencies and reduce environmental impacts. 


November 1998.  Bentley secured a financial commitment from Canada-based Monarch Communities of CA and formed the Bentley-Monarch Joint Venture; Bentley served as Managing Partner and project manager for the JV.   


June 1998 - November 1998.  Bentley completed the acquisition due diligence, including market and feasibility studies, preliminary project design and City of Carlsbad Preliminary Plan Review, then met with prospective financial partners. The September 1998 Preliminary Plan Application proposed a  higher density GPA-Growth Management design alternative to the old Sunny Creek Specific Plan (SP191).  The preliminary plan consisted of 341 residential units; 100 apartments + 241 SFD lots of 4,000 to 10,000 sq. ft. 


June 1998.  An Option with Purchase & Sale agreement was entered into by Bentley, as Buyer/Optionee & the Cantarini Trusts, Optionor/Seller; escrow was opened.


March 1996 – June 1998.  David Bentley met with the Cantarinis and their advisor, Jim Gaiser; conducted preliminary land use, development design and feasibility studies; negotiated an option to purchase Cantarini Ranch.



The information presented on this web site, cantarini-hollysprings.com, and/or other web sites for which links are provided, is for general information purposes only.  While we believe the information provided is accurate, we do not guarantee it.   No representation or warranty of any kind is provided, expressed or implied.   It is the reader’s responsibility to verify all information.  If any errors are found, please don’t hesitate to notify us.  Thank you.


David M. Bentley, Principal * dmbentley.com

760-476-9572 * benteq@roadrunner.com

 

In June 1998, David Bentley entered into an Option agreement with the Cantarini family for the entitlement and purchase of the 140-acre Cantarini Ranch, then formed the Bentley-Monarch JV to fund the project.  The transaction structure enabled the Sellers to maximize their sale price by allowing the Buyer time to complete the land-use design and entitlement work prior to closing the purchase. 


In December 2004, Carlsbad’s City Council approved the Cantarini Ranch project.  In 2007, Bentley & West Partners formed Bent-West LLC (Cantarini LLC) to buy-out Monarch-TW.  Significant project events are summarized below.

Significant Events (reverse chronology)