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assets include most of the real estate of the Hokuli'a project not yet conveyed to <br /> third parties. Front Nine's assets include a large number of the undeveloped <br /> platted lots in Phase 2 of the Hokuli'a Project. Pacific Star's assets consist of a <br /> large tract of land referred to as "Keopuka" or the "Keopuka Project," which is <br /> in a preliminary planning stage and which lies near, but not immediately <br /> adjacent to, Hokuli'a. <br /> 15. Anderson planned to develop Hokuli'a in three phases on <br /> approximately 1,400 acres of land. When complete, the project would have <br /> included approximately 730 residential lots, a 27-hole golf course and club <br /> house, a members' lodge and spa, a beach activity center, tennis courts, and a <br /> shoreline park. When Oceanside acquired the real estate, applicable zoning laws <br /> prohibited single family residences from being built on the land. Accordingly, <br /> Oceanside had to obtain, among other things, (a) a re-zoning from the County of <br /> Hawaii (the "County") (generally from "Agricultural (A-5a)" and "Unplanned <br /> (U)" to "Agricultural (A-la)" and "Resort (V-6.0)"); (b) various permits and <br /> approvals from government agencies; and (c) a number of construction bonds. <br /> Oceanside also had to construct certain onsite and offsite infrastructure <br /> improvements, and prepare an environmental impact statement. <br /> 2303895c.docx 6 <br />