The operator of the Park Hill Golf Course claims it was unfairly left out in the cold while the land owner negotiated to sell the 155-acre course to the City of Denver for $20 million.
Texas-based Arcis Golf, which leases the public golf course from nonprofit owner Clayton Early Learning, claims in a lawsuit filed last week that Clayton violated its lease when it announced a deal to sell the club without first giving Arcis its contractual “right of first refusal.”
It’s asking the court to enforce the lease and for an order allowing it to buy the course for the same terms as the deal with the city.
Clayton and the city announced a potential deal in September. It eventually fizzled when the city learned Arcis was still in the picture and might bid on the land or renew its lease to keep running the golf course.
Arcis claims in its lawsuit, filed last week by Frank Visciano from Senn Visciano Canges, that it sent letters demanding to see the “written notice of the terms and conditions of the city’s offer” and then be allowed 30 days to deliberate a purchase of its own.
Visciano declined to comment. Arcis did not respond to several calls seeking comment.
According to the lawsuit, Clayton did not consider the deal with the city a “bona fide” offer, and repeatedly told Arcis in letters that no “right of first refusal” applied.
Clayton CEO Charlotte Brantley said in a phone interview that there was never any secrecy about negotiations with the city, and that Clayton’s attorney – Bruce James from Brownstein Hyatt Farber Shreck – was keeping Arcis’ attorney informed.
“The only time their contractual right is triggered is after the city council approved it and if the mayor signed it,” Brantley said. “Neither of those things happened.”
Arcis sees it differently, and considered the offer “bona fide,” according to the lawsuit.
“The City has clearly and unequivocally manifested its willingness in writing to be bound to purchase the Park Hill Golf Course, and therefore Arcis Golf had a right of first refusal under Article 24 of the lease. The Trust also clearly and unequally manifested its willingness in writing to be bound to sell the Park Hill Golf Course to the City.”
Arcis also claims in the suit it was strong-armed to give up its lease in October 2017 instead of waiting until the July 2018 deadline.
Arcis has a 20-year lease for $700,000 per year to run the course that expires at the end of 2018. The lease also says Arcis has until July 1 to renew for another five or 10 years on similar terms.
“If Arcis Golf did not agree to waive its right to extend the lease early then the (Clayton) Trust would seek to collect millions of dollars from Arcis Golf at the end of the lease term for repairs to Park Hill Golf Course that the trust claims are required under the lease.”
Brantley said Clayton and Arcis have discussed the deferred maintenance of the parcel.
“We have not given them an invoice for millions of dollars,” she said, adding that the lawsuit left her scratching her head.
“We’ve never been anything but transparent and open,” Brantley said. “We’re very disappointed they’ve taken this stance. It feels to us like they’re disregarding the mission of this institution and that this piece of land is here to serve the needs of disadvantaged students.”