Honey Bee refuses to give up

A federal bankruptcy judge could decide in about a week whether a local attorney gets yet another chance to come up with more than $20 million to cure delinquent rent on prime state waterfront in Waikiki and develop a retail, boating and wedding complex.

The decision could sustain the precarious life of the project called Waikiki Landing, which has been stalled for roughly two years because of the financing difficulties of its developer Honey Bee USA Inc., led by attorney Keith Kiuchi.

Kiuchi places much of the blame for past financing difficulties on the state for moving slowly with a lease and imposing terms he said are unfair.

“We’ve had to jump through a lot of hoops to get things done, and unfortunately, the state doesn’t recognize that,” he said.

The state argues that Honey Bee has had plenty of chances to raise financing yet delivered only a string of unrealized commitments from lenders.

“For well over a year, (Honey Bee) made representation after representation that funding to cure numerous defaults on a high-profile boating lease in the Ala Wai Small Boat Harbor would be forthcoming,” David Day, a state deputy attorney general, wrote in a recent filing in U.S. Bankruptcy Court. “The funding never came, construction deadlines came and went, and the defaults remain.”

The state, which owns the 1.2-acre site, attempted to terminate its lease with Honey Bee in November. But the company filed Chapter 11 bankruptcy in an effort to block the termination and buy extra time to secure financing to pay off debt. Meanwhile, construction on the project stalled after demolition and grading work, leaving an eyesore along the main entrance to Waikiki.

Honey Bee filed a motion in court April 22, saying a Seattle company that makes short-term commercial loans had tentatively agreed to provide $21.5 million for the project.

If delivered, the money from Avatar Financial Group would pay for construction of a somewhat scaled-back Waikiki Landing and pay off nearly $1 million Honey Bee owes the state for delinquent rent plus other debt.

Honey Bee’s motion also said it has a letter of intent from a Nevada firm, Straw Sense LLC, to acquire 30 percent of Honey Bee for $2.5 million, and that the Avatar offer was selected over a competing conditional $19 million loan approval from a Utah firm, Private Capital Group LLC.

Avatar’s offer is contingent upon a review of Honey Bee representations and operations by Friday. That will provide more certainty about the loan before a May 16 hearing in Bankruptcy Court on the petition to approve the financing.

“We’re optimistic one of them will go through,” Kiuchi said of the Avatar and Private Capital loans.

If Avatar confirms its loan, money would be released in mid-June for construction expected to last one year. After construction Honey Bee would need to seek a long-term mortgage to replace the short-term Avatar construction loan, which is common in commercial real estate development.

The state hasn’t yet responded to Honey Bee’s motion, and Day declined comment for this story. However, the state has argued that Honey Bee’s lease is no longer in effect and that the company deserves no more chances to put up the money for developing the property .

“In short, (Honey Bee) has a well documented history of not being (able) to fulfill its obligations under the lease,” the state said in a motion objecting to Honey Bee’s effort to carry on with a lease. “Always the funding is coming, coming, coming. The state has been left holding the bag.”

Kiuchi bristles at that characterization, saying the state has received more rental income from Honey Bee than it would have received from the previous tenants, and that Honey Bee has spent $5.9 million on development work and rent.

“The state is not holding the bag,” Kiuchi said. “We are.”

The origin of Waikiki Landing goes back to 2008 when the state Department of Land and Natural Resources’ Division of Boating and Ocean Recreation requested proposals from private entities to lease and redevelop the run-down site, which included a boat repair yard and fuel dock.

Two qualified developers expressed interest, but Honey Bee submitted the only bid and was selected in 2009.

Honey Bee’s plan included a new boat repair yard and fuel dock, and three buildings with shops, restaurants and two wedding chapels.

After doing work that included producing an environmental assessment and obtaining several permits plus a waiver from the Legislature on zoning regulations, a lease was signed in 2013.

But Honey Bee ran into major difficulties with permitting, financing and design plans that were changed in response to community concerns.

Kiuchi said two initial financing plans in 2012 — one from Japanese Turnaround Capital PLC and one from Maruhan Co. Ltd. — fell apart because DLNR didn’t issue the lease in time. A third financing deal with Singaporean-based Exceed One for $19.8 million helped secure the lease, but Kiuchi said the lender breached its agreement with Honey Bee.

After the Exceed One fallout, Kiuchi replaced Hideaki Shimakura, a Kyoto-based developer and yacht racer, as project developer. Kiuchi originally was Honey Bee’s attorney and a minority investor.

Without financing, Honey Bee defaulted on lease payments in 2014, prompting DLNR to consider terminating its lease at several Board of Land and Natural Resources meetings in 2015.

Honey Bee in March 2015 paid about $420,000 in overdue rent with contributions from two wedding companies and the Melvin and Jean Nakagawa Family Limited Partnership but failed to make rent payments after that and owes $938,605.

Kiuchi continued efforts to raise financing, including a $5 million equity investment from Chicago-based Next Realty LLC that he said was scuttled because DLNR insisted that it was entitled to half of any profit that Next Realty earned in any future sale of its interest in the project.

Such a provision is common for boat slip leases at state harbors, but Kiuchi said it shouldn’t apply to such a large real estate development project.

“That’s ridiculous,” he said, adding that the term wasn’t an issue with the initial plan for long-term financing, but became a deterrent for lenders that expect to sell their interest after a completed project rises in value.

Another potential lender before bankruptcy was ICON Commercial Lending, which claimed that it was tapping $200 million from a Hong Kong bank and would provide Honey Bee $35 million. But the developer said a person who needed to sign for the money at the bank was prevented by a judge from traveling from Europe to Hong Kong.

In September, DLNR’s board voted to terminate the lease effective Nov. 15, in part to give Honey Bee an opportunity to have the decision rescinded at a Nov. 13 board meeting.

In a last-ditch attempt in early November, Honey Bee asked DLNR to consider an offer by an investor named Ronald Tom to cure what then was about $600,000 in overdue rent. But the offer wouldn’t be considered at the board meeting, so Honey Bee filed for bankruptcy Nov. 13.

Bankruptcy typically freezes a company’s assets and prevents creditors from terminating leases or repossessing property.

However, the state contends that Honey Bee’s bankruptcy filing didn’t stop DLNR’s lease termination because it had previously been scheduled to end.

Honey Bee’s bankruptcy counsel Wagner Choi & Verbrugge argues that the lease isn’t terminated.

Kiuchi said the anticipated $21.5 million Avatar loan is for a scaled-back plan that eliminates a two-story building that would have housed restaurants and a wedding chapel.

The change was made to simplify construction and put the boat repair facility at ground level instead of on an elevated deck. Unchanged in the plan are a four-story centerpiece building fronting Ala Moana Boulevard with shops and restaurants, and a two-story wedding chapel in a building designed to look like a ship extending into the harbor, along with a convenience store, finger piers and a fuel dock.