Westbrook ― What’s this town got that Waterford doesn’t?

How about hope for a dying mall in its midst?

In recent weeks, the Westbrook Outlets, an open-air shopping center off Exit 65 of Interstate 95, some 20 miles west of Waterford’s Crystal Mall, has emerged as the potential site of a $425 million development that would involve leveling what’s there now and replacing it with a mix of residential and commercial space.

The plan ― still so preliminary it doesn’t have a name ― would comprise 595 apartments, 100 townhouse condominiums, retail and entertainment components, and possibly, a hotel and an amphitheater.

Hartford-based Lexington Partners is teaming with the outlets’ owner, T Westbrook Center, a foreign limited liability company, to develop the project.

“It’s massive, twice the size of anything we’ve ever done,” Chris Reilly, Lexington Partners’ president of property management, told the Westbrook Inland Wetlands and Watercourses Commission last week.

So how did this come about? Who called who?

“They found us,” Reilly, in an interview, said of the people behind T Westbrook Center, who have yet to comment publicly on the development plan. “They knew they needed to do something different. The outlets were 25% occupied.”

Lexington Partners’ projects, most of which are in Hartford County, include The Tannery, a nine-building, 250-unit apartment complex in Glastonbury; and The Borden, a mixed-use development of 150 apartments and commercial/retail space in two adjacent buildings in Wethersfield.

In 2018, Lexington acquired a nine-building, 186-unit apartment complex next to the Old Saybrook train station.

Lexington Partners worked on The Borden project with Westbrook’s town planner, Peter Gillespie, who was then the Wethersfield planner and economic development manager. The relationship smoothed Lexington’s “entree” to Westbrook officialdom, Reilly said.

But it was T Westbrook Center that approached the town about redeveloping the outlets site.

“We had been in conversations with the owners for some time,” said Gillespie, who was the city planner in New London from 1990 to 2003. “The outlets had been declining for a number of years before COVID, which was really a devastating blow.”

“They’re pretty savvy,” he said of T Westbrook Center. “They saw the writing on the wall. ... They made a connection with Lexington.”

In the end, malls are private property, their fates determined by their owners.

That’s been demonstrated in Waterford, where Crystal Mall had deteriorated for years when a commercial lender foreclosed in 2022 on the mall’s owner, Simon Property Group. In an online auction last June, Namdar Realty Group of Great Neck, N.Y., bought the 535,500-square-foot mall as well as two free-standing restaurants for $9.5 million.

Two of Crystal Mall’s vacant anchor spaces, formerly occupied by Sears and Macy’s, are owned by separate entities.

Namdar and its partner, Mason Asset Management, have unveiled no plans to repurpose Crystal Mall, where more than half the spaces are empty. Reports that JCPenney, the mall’s last surviving anchor, will close this spring could not be confirmed Friday with the chain’s corporate headquarters.

Waterford First Selectman Rob Brule, a staunch advocate for a repurposing of the mall, did not respond to a phone message seeking comment on the mall’s status.

Meanwhile, it was reported last week that Namdar had sold Enfield Square, a mall it owned in north-central Connecticut, though the buyer was not named.

In a 2017 transaction, T Westbrook Center bought the Westbrook Outlets and seven parcels of adjacent land from Tanger, a major operator that owns the outlet mall at Foxwoods Resort Casino, for $40 million. The Westbrook mall opened in1995.

Reilly, asked his opinion of the Crystal Mall site, said Lexington Partners has never been approached in regard to developing a project there. Because of its size, the cost of demolishing it would pose a challenge, he said, as would the fact that it has multiple owners.

With 290,000 square feet of leasable space, the Westbrook Outlets are about half the size of Crystal Mall.

As for demographic comparisons, the population within a three-mile radius of Crystal Mall (36,377) is three times what it is near the Westbrook Outlets (12,169), according to the malls’ marketing materials. Average household income within three miles of Crystal Mall ($98,354) is about 80% of what is is near the outlets ($121,819).

“It’s right off 95, right near the train station, with all the amenities of a shore community,” Reilly said, extolling the Westbrook Outlets site’s suitability. “Quite frankly, there’s not much south of the Amtrak tracks (that run south of the site). Few homes would be impacted (by the proposed development).”

After working on the project for two years, Lexington Partners went public for the first time during an informal presentation to the Westbrook Zoning Commission on Jan. 22. It followed up at last week’s session with the inland wetlands board.

The transparency came on the eve of Lexington Partners’ submission of an all-important application to the state Department of Energy and Environmental Protection, which must approve the development’s proposed subsurface sewage disposal system.

Without that approval, the project goes nowhere, Reilly said.

During the DEEP review, Lexington Partners will begin the town permitting process, according to the developers’ attorney, Edward Cassella. Although much of the proposed development meets zoning regulations, it will require a few zoning text amendments regarding such items as maximum building height, number of stories and parking spaces.

Lexington Partners hopes to break ground in the second quarter of 2025 and complete construction in 2027.

Reilly stressed that little about the project’s design is cast in stone.

“It’s very preliminary,” he said. “Even the look of the buildings, the materials could change completely. One thing that’s not going to change is the boulevard concept.”

Renderings show a street running through the middle of the development, with a mix of retail and residential on either side. Gillespie, the town planner, said the proposal has the “feel” of Blue Back Square, an upscale mixed-use development in West Hartford.

Such elements as a 100-room hotel and a 1,000-seat amphitheater may be eliminated from the plan.

Residential development is Lexington Partners’ specialty.

“Connecticut is in desperate need of housing,” Reilly said. “What we’re proposing here would only be a small drop in the bucket. ... There probably would be some affordable housing. Every project we’ve done in the last six years has had some affordable housing.”

So far, residents’ reaction to the project has been mostly positive, Gillespie said, though some have expressed concern about an influx of residents if the development gets built.

“We’re a small town and this is a big project,” he said. “I think the plan will continue to evolve.”

b.hallenbeck@theday.com