San Antonio Business Journal September 21, 1990 SECTION: Vol 4; No 36; Sec 1; pg 5 LENGTH: 732 words HEADLINE: Control Data Corp. Goes to Court to Dissolve Partnership With Omni BYLINE: Tony Cantu DATELINE: San Antonio; TX; US BODY: Downtown's Control Data Business and Technology Center, the city's only "incubator" of small businesses, now lies at the center of a legal battle between the partners who own the project. One of the owners of the center, Control Data Corp., wants to dissolve its partnership with the embattled Omni Enterprises. Control Data contends the successful business center is being hurt by the troubles plaguing Omni, whose principals include two local indicted developers. As a result, the company has filed a lawsuit in an attempt to sever its ties with its partner. The dispute over the center at 301 S. Frio St. is linked to the history of the failed Vista Verde project, an undeveloped 120-acre site in economically depressed Vista Verde South. The Vista Verde project has suffered a long history of financial problems stemming from the fiscal woes of some of its participants, including the Omni partners and California developer H. Frank Dominguez. But the Control Data Business and Technology Center has blossomed into the area's only viable property. The four-story, 94,000-square-foot building now houses a number of small businesses that keep it more than 90 percent occupied. Omni still retains part ownership in the incubator, according to legal documents. And Control Data officials allege in their lawsuit that Omni's financial hassles are causing a deterioration of the center. Control Data also contends in its lawsuit that financial problems have rendered Omni unable to make contributions it originally agreed to pay. As a result, Control Data alleges it was forced to lend some of its own money to the partnership. Control Data's lawsuit seeks to dissolve the partnership under the Texas Uniform Partnership Act. The company's also asking for an unspecified amount of damages. Efforts to reach the attorneys involved in the suit were unsuccessful. A spokeswoman for Control Data declined comment. PAGE 9 San Antonio Business Journal 1990 UMI/Data Courier The lawsuit was served through Immer Vista Verde Inc., a partnership forced into involuntary Chapter 11 reorganization here December 1988. Among the embattled principals of Omni and Immer Vista Verde is California developer H. Frank Dominguez, who came under fire in bankruptcy court last year. A 159-page examiner's report compiled at the behest of a federal bankruptcy judge accused Dominguez of "dishonesty and gross mismanagement." Dominguez and his firm, Vanir Group Cos. Inc., also were forced into Chapter 11 reorganization in California bankruptcy court in the wake of foreclosure threats and lender lawsuits. Last April, an agreement with Dominguez freed most of the city-owned Vista Verde land from his control. However, he still retains a part ownership in the business incubator that's prompted the Control Data lawsuit. Omni's other two developers, David Saks and Doyle Spruill, also are embroiled in litigation stemming from the ill-fated Vista Verde project. The problems that led to the current partnership battle date back to 1978, when Dominguez won the contract for developing Vista Verde South with a $ 19 million federal grant. Six years after the contract was awarded, former Mayor Henry Cisneros and other city officials recruited Omni Interests into the deal. Omni, led by Saks and Spruill, bought a half interest in the development. Saks and Spruill borrowed $ 11.5 million from the insolvent Commerce Savings Association to build the Fiesta Plaza Mall, which was supposed to be the centerpiece of the development. But shortly after the mall's opening in 1985, Omni ran out of money and stopped making loan payments. Earlier this year, it was posted for foreclosure. Today, the pink stucco mall sits vacant. And the surrounding acreage also is languishing, virtually undeveloped. Saks and Spruill were indicted last month in an unrelated $ 19 million savings and loan fraud case in Texarkana. Control Data's court move to divorce itself from Omni is the second lawsuit centering on the business and technology center. Last November, Control Data officials filed a lawsuit against the Bexar Appraisal District alleging that the 1989 assessment of the structure was $ 4 million too high. Control Data protested the Bexar Appraisal District's $ 4.98 million assessment. The company succeeded in knocking the assessment down to $ 4.47 million, but it still claimed the building was worth only $ 1.42 million. That lawsuit is still pending. SUBJECT: Business incubators; Partnerships; Litigation; Southwest GEOGRAPHIC: Southwest Region; San Antonio; TX; US COMPANY: Control Data Corp; DUNS: 00-625-5996; SIC: 3679;7374;6146;3579; TICKER: CDA Omni Enterprises; SIC: 6552 CO: CERIDIAN CORP; PAGE 10 San Antonio Business Journal 1990 UMI/Data Courier TS: CEN (NYSE); IND: 071 COMPUTERS;