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leaseback was successful, and petitioner, the owner participants,
and Mercer County agreed to take the steps necessary to modify
and enhance5 the 1985 sale and leaseback, which included the
concomitant refinancing of the 1984 tax-exempt bonds, in order to
achieve a substantial rent reduction for petitioner. Specifi-
cally, they agreed to certain modifications (1992 amendments) to
the 1985 sale and leaseback and to the concomitant transactions
necessary to achieve that objective.
On or about December 28, 1992, petitioner and each owner
participant6 modified, effective as of October 1, 1992, the
various agreements that comprised the 1985 sale and leaseback.
(We shall refer to the 1985 sale and leaseback as modified by the
1992 amendments as the modified 1985 sale and leaseback or the
5Our use of the word “enhance” with respect to the 1985 sale
and leaseback agreements means that the modifications to such
agreements (discussed below) resulted in petitioner’s having a
minimum annual basic rent obligation under such agreements as
modified that was significantly more favorable to petitioner than
its minimum annual basic rent obligation under the 1985 sale and
leaseback agreements.
6On Dec. 28, 1992, First Chicago Leasing Corporation, GELCO
Corporation, Arbella Leasing Corporation, J.C. Penney Company,
Inc., Batus Retail Services, Inc., and Chrysler Financial Corpo-
ration were the entities that owned respectively the grantor
trusts which held the respective percentage undivided interests
in the AVS unit II on behalf of such entities. We shall for
convenience continue to use the terms “owner participant” or
“owner participants” when referring to one or more of those
entities.
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