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HomeMy WebLinkAboutECHDA24-21 Application - Private Activity Bond_DOLA Updated 04/22/2024 Page 1 of 32 APPLICATION FOR PRIVATE ACTIVITY BOND CAP FROM THE STATEWIDE BALANCE Application Schedule The Department of Local Affairs (DOLA) will accept applications for allocations from the Statewide Balance in three rounds: Round 1: ● Application due date: March 1, 2024 ● DOH staff review: March 2024 ● PAB Allocations Committee presentation and award decisions: April 2024 Round 2, if cap remains after the first round: ● Application due date: June 1, 2024 ● DOH staff review: June 2024 ● PAB Allocations Committee presentation and award decisions: July 2024 Round 3, open to any issuing authority and to pipeline requests: ● Application due date: November 1, 2024 ● DOH staff review: November 2024 ● PAB Allocations Committee presentation and award decisions: December 2024 The Statewide Balance is available to (1) local issuers not receiving a direct allocation or (2) statewide authorities and designated local governments that need additional allocation. State law requires that, prior to September 15, agencies in the second group must relinquish unused portions of their direct allocation to the Statewide Balance at the time of award. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 2 of 32 Private Activity Bond Program Description Private Activity Bonds are tax-exempt bonds that can be issued for specific purposes. The federal government grants annual allocations of this bonding authority to states under the Internal Revenue Code of 1986, as amended. The State of Colorado established its Private Activity Bond (PAB) allocation program by statute (24-32-1701 et seq, C.R.S.) to provide for the allocation of Colorado’s PAB authority. The program consists of two major elements: Direct PAB Allocations Fifty percent (50%) of the state ceiling is allocated directly to statewide authorities, typically the Colorado Housing and Finance Authority (CHFA) and the Colorado Agricultural Development Authority (CADA). Statewide authorities may utilize this allocation from January 1 through September 15 of each year. The remaining 50% of the PAB ceiling is allocated directly to local governments. Governments whose populations warrant allocations of $1 million or more receive a direct allocation. These allocations are available to designated local governments from January 1 through September 15 of each year. The remainder is retained in the Statewide Balance. If any portion of a direct allocation is not used by a statewide authority or local government (1) to issue bonds, (2) for a carryforward purpose, or (3) for a mortgage credit certificate election, the remaining allocation reverts to the Statewide Balance on September 15. PAB Statewide Balance Eligible Project Types The following types or projects are eligible for the statewide balance. Qualified residential rental projects – Bond proceeds are used to finance new construction or acquisition/rehabilitation of housing for persons with low and moderate incomes. Single-family mortgage revenue bonds (SFMRB) – Bonds sold by local and state agencies, to be used for mortgages for persons with low and moderate incomes. Mortgage Credit Certificates (MCC) – Local issuers can elect to use a bond allocation as mortgage credit certificates for qualified homebuyers. Student loans – Proceeds are used to provide low interest loans to eligible students at institutions of higher education. Manufacturing "small issue" industrial development bonds (not to exceed $10,000,000) – Bonds sold for construction of manufacturing facilities that cause a change in the condition of Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 3 of 32 goods or products. Qualified redevelopment bonds – Bonds sold to acquire property in blighted areas; prepare land for redevelopment; and relocate occupants of structures on the acquired property. Exempt facility bonds – Hazardous waste facilities, solid waste disposal facilities, water and sewer facilities, mass commuting facilities, local district heating and cooling facilities, local electric energy or gas facilities, and multifamily housing bonds. DOLA requires that any project developer considering using PABs from the Statewide Balance seek the advice of bond counsel prior to submitting an application, to determine project eligibility under federal definitions for PABs. Statewide Balance Program Purposes The primary purpose of Colorado’s PAB program is to meet federal requirements in the Tax Reform Act of 1986. The program is designed to accomplish the following: ● Establish an orderly and equitable process of allocating tax-exempt PAB issuance authority. ● Encourage private investment in creating and sustaining housing, higher education, jobs, solid and hazardous waste treatment, and water and sewer facilities. ● Encourage development in areas of the state where housing, higher education, jobs, and certain infrastructure improvements are most needed. ● Encourage the increase or maintenance of the local tax base. ● Maximize the use of the State's tax-exempt PAB allocation. Colorado Statewide Balance Program Priorities The State Housing Board has established the following priorities for potential uses of PABs from the Statewide Balance, in the following rank order: 1. Rental Housing, For-Sale Housing. 2. Industrial Development Bonds, Exempt Facility Bonds. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 4 of 32 Statewide Balance Application Review Criteria Each PAB application will be reviewed for completeness, eligibility, and financial feasibility. Preference will be given to applications that demonstrate the following: 1. The ability to close in the current calendar year (or the following year, for year-end awards). DOH will give preference to projects that are ready to underwrite (i.e. can complete an application to DOLA/DOH for grant/loan funds or to CHFA for tax credits) over pipeline requests. 2. That the issuing authority has no uncommitted PAB. The amount of uncommitted PAB held by the issuing authority will be deducted from the potential Statewide Balance award amount. If the project intends to close in a future year, the potential amount of PABs that the issuing authority will receive in a direct allocation or as an assignment from a local government may also be deducted from the Statewide Balance award amount. 3. Efficient use of PAB allocation, such as LIHTC projects that only require PAB to cover 55% or less of their aggregate basis. 4. Leverage of equity sources such as the 4% Low Income Housing Tax Credits and State Housing Tax Credits. 5. Community support through financial commitment of local PAB allocation, other local financial subsidies or reduced fees. 6. The impact of the PAB-financed project or program on a demographic or economic need. Indicators of need may include: low housing vacancy rates, increasing gap between housing costs and local wages, high unemployment, or economically distressed areas. 7. Consistency with local development plans. Proposed projects should support local development priorities and avoid any adverse impact on neighboring jurisdictions. This criterion does not apply to programs that do not involve real estate development, such homeownership programs. 8. Communities that have insufficient local PAB available, such as smaller, rural communities or issuers who received PAB but failed to carry forward sufficient cap from the current year. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 5 of 32 Private Activity Bond Allocations Committee The Private Activity Bond Allocations Committee is established in Colorado State law to advise the Executive Director of the Department of Local Affairs (DOLA) on statewide priorities for the allocation of the Statewide Balance. Inferred in this is the duty to review and advise the Executive Director on specific allocation proposals. The Committee is chaired by the Executive Director and includes eight other members appointed by the Governor. Four members represent units of governments, one of whom must be from the western slope; three members are citizens residing in Colorado, one of whom must be from the western slope. One member represents statewide authorities. All members are appointed to three-year terms except the chairperson and the statewide authority representative, both of whom serve at the pleasure of the Governor. Application Fee and Administrative Fees The Statewide Balance application fee is $750 per proposal. The fee must accompany the application, and it is non-refundable. Statewide authorities are exempt from this fee. The application fee is $750. Please mail a check payable to "Colorado Department of Local Affairs" for this fee to: Colorado Department of Local Affairs, Division of Housing, Attn: Antoninette Estrada, 1313 Sherman Street, Rm 320, Denver, CO 80203 In addition, an issuance fee is due for the portion of the issuance that was allocated from the Statewide Balance. It is due to the Colorado Department of Local Affairs within five working days of the bond closing or the commencement of a Mortgage Credit Certificate program. An issuance fee also applies to direct allocations of PABs from statewide authorities or local governments. This fee is also due within five days of bond issuance or when a Mortgage Credit Certificate program begins. For more detail, please see the Fee Notice on the PAB website. Contact For assistance in the Private Activity Bond Program application process, contact: Wayne McClary, PAB Program Manager DOLA_PAB@state.co.us 303-864-7819 Application Submission Completed applications and supporting materials should be emailed to DOLA_PAB@state.co.us. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 6 of 32 APPLICATION PRIVATE ACTIVITY BOND FOR STATEWIDE BALANCE 1. PROJECT OR PROGRAM NAME: Eagle Villas Apartments 2. ISSUING AUTHORITY Issuing authority officer and title: Jill Klosterman, Chief Financial Officer Issuing authority agency name: Eagle County Housing and Development Authority Address: 500 Broadway, PO Box 850, Eagle, CO 81631 Telephone: 970-328-8775 Email: jill.klosterman@eaglecounty.us 1. DEVELOPER/OWNER/PRIVATE BENEFICIARY (IF APPLICABLE) Principal company or entity contact person: Blaise Rastello Company name: Ulysses Development Group LLC Address: 210 University Boulevard, Suite 460, Denver, CO 80206 Telephone: 301-646-7537 Email: blaise.rastello@ulyssesdevelopment.com 4. BOND COUNSEL FIRM Responsible attorney: Cory Kalanick Company name: Sherman & Howard L.L.C. Address: 675 Fifteenth Street, Suite 2300, Denver, CO 80202 Telephone: 303-297-2900 Email: ckalanick@shermanhoward.com 5. UNDERWRITER OR LENDER - TBD Contact person: Company name: Address: Telephone: Email: Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 7 of 32 6. TYPE OF BONDS (check one below) Single Family Mortgage Multifamily Housing X IDB/Manufacturing Activity Mortgage Credit Certificate Waste Treatment/Disposal Water/Sewer Other (specify): 7. AMOUNT OF STATEWIDE BALANCE ALLOCATION REQUESTED: $ 10,300,000 8. PAB AVAILABLE FOR PROJECT (add extra lines as needed): Amount Committed to Project from Local Government or CHFA Allocation Year Source of PAB (i.e. local government name or CHFA) Amount 2024 Eagle County $3,478,699.00 2025 Eagle County will consider assignment of 2025 PAB in 2025 $3,478,699.00 (est) 2025 CHFA will consider “top off” bond cap, if needed $2,000,000.00 List all PABs currently held by the Issuing Authority Allocation year Amount Planned use of bonds (use one line per project. If a project has not yet been identified indicate general purpose (multi-family, single family, etc) Expected closing date Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 8 of 32 List PABs the Issuing Authority expects to receive in the next year Allocation year Amount Planned use of bonds Expected closing date Municipality where applicant project will be located: Town of Eagle Have you requested PAB from this municipality for your project? YES NO Will they provide PAB? No Why or why not? Town of Eagle doesn’t have PABs for this project County of applicant project: Eagle County Have you requested PAB from this county for your project? YES No Will they provide PAB? Yes, they will provide 2024 and 2025 allocation Why or why not? List other projects that the Issuing Authority would like to finance with PABs, but does not have an identified source of PABs for. Amount Project name, location Expected closing date Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 9 of 32 9. To the best of my knowledge, this information and the attachments hereto are true and correct. Issuing authority officer Date Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 10/30/2024 Updated 04/22/2024 Page 10 of 32 REQUIRED ATTACHMENTS X The Statewide Balance application form. X Certified copy of Inducement Resolution – No applications will be accepted without a certified Inducement resolution, as required by State statute. This requirement will not be waived for any applicants. X Bond Counsel opinion as described in C.R.S. 24-32-1709 (g). _X_ A certification signed by both an official of the issuing authority responsible for the supervision of the issuance of the bonds and, if applicable, a representative of the person or entity constructing, acquiring, or rehabilitating the project stating that they will proceed with diligence to insure the issuance of the bonds within the carryforward period provided by section 146 (f) of the IRS code. X Copies of bond cap assignments, if any. X Letter from the local government indicating their priority, if more than one request for allocation is submitted. N/A Other information specifically requested to assist in reviewing the project (see application questions relevant to your project on the following pages). X Application fee of $750 (make check payable to "Colorado Department of Local Affairs"). * NOTE: All required attachments must be submitted by the application deadline. NO incomplete or late applications will be accepted. All required attachments may be submitted by email by the deadline. The Application fee check must be delivered to DOH by the deadline or postmarked by the deadline. LOCAL ISSUER APPLICATION REQUIREMENTS Colorado State Statute requires that, before September 15, any issuer that received its own direct allocation of Private Activity Bonds must have issued or relinquished their entire PAB allocation before receiving an award of PABs from the statewide balance. For applications prior to September 15, local governments that are allocating Private Activity Bond cap to the project described in this application must relinquish the local bond cap to DOLA if the project successfully receives an allocation from the Statewide Balance. This must happen before an allocation letter for statewide balance bond cap is issued – the allocation letter will include Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 11 of 32 both the local PAB cap and the statewide balance award amounts. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 12 of 32 PROJECT INFORMATION (To be completed by all applicants) Provide a short description of the proposed project or financing program. Eagle Villas is a critical component of the Town of Eagle’s existing affordable rental housing talk representing more than half of total tax-credit financed stock. Mountain and rural resort towns within Eagle Valley face unique challenges in maintaining affordability. The supply of land for new units is constrained and cost-prohibitive, compounded by a small population and tax base, small towns like Eagle have limited resources to support new affordable housing units, let alone preserving existing affordable assets whose Land Use Restriction Agreements (LURA) are expiring as is the case with Eagle Villas, where 100 units of the 120-unit community have LURA expiring at the end of 2024. UDG has approached Eagle County, the Town of Eagle, and the State of Colorado to put together a collaborative partnership to leverage the financial resources at the State and County with private capital to acquire the property in June, 2024 and then recapitalize the property, including a $9 million ($80k/unit) renovation, and extending the affordability restrictions for 60-years through a tax-exempt bond financing expected to close at the end of 1st quarter of 2025. 1. What is the projected bond issuance date? 3/31/2025 2. Do you have site control? YES Has the project received zoning, subdivision and site plan approvals? YES, it is existing apartment community with zoning in place. If not, what is the status of land use approvals, and when do you anticipate receiving final land use approval? (N/A for SFMRB & MCC applicants) 3. Is the infrastructure in place to service this project? If not, is the infrastructure under construction or planned? What is the estimated time of completion? (N/A for SFMRB & MCC applicants) 4. Is the project located in a floodplain? YES If so, please indicate proposed mitigation measures. (N/A for SFMRB & MCC applicants) 5. Has the project received a preliminary commitment for credit enhancement? NO If yes, Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 13 of 32 attach copy of commitment letter and any conditions. If not, when is the preliminary commitment anticipated? January 2025 Please submit when received. 1. What will happen to the financial feasibility of the project or program if it were not successful in receiving an allocation of Private Activity Bonds, or if it received a partial allocation? This asset was highly sought after and broadly marketed to market-rate owner/operators as a conversion opportunity once the LURA expires at the end of 2024. The developer was able to secure a contract to purchase the property in March 2024 and closed on the acquisition on June 14, 2024. In order to preserve the 10-year title and be compliant with IRS rules, the developer leveraged private bridge funding capital, $6.5 million in subordinate loan capital from Eagle County, and $5 million Transformation Housing Loan Fund (THLF) loan from State of Colorado. The most pressing threshold item for the developers ability to move forward on this transaction forward and preserving Eagle Villas for the next 60 years is a clear path/commitment from the State of Colorado for the private activity bonds (PABs). Without a commitment of PABs from the State in 2025 to preserve Eagle Villas, 100 of the 120 units will no longer be under Land Use Restriction Agreement (LURA) at the end of 2024 which will jeopardize losing the affordability of those units forever. The bonds are necessary for developer to receive 4% low-income housing tax credits (LIHTC) to fund the substantial rehabilitation of the property and put new, long-term (60 year) income restrictions on the property with CHFA. If we do not have the bond allocation within 12 months of our initial acquisition closing (June 2024), the developer will be unable to close the tax credit re-syndication under IRS Section 42 (LIHTC) rules. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 14 of 32 RENTAL HOUSING PROJECTS (Rental Housing applicants only) 1. How many units of housing will be constructed or rehabilitated by this project? 120 units 2. Please indicate the number of units serving persons with lower incomes and the qualifying income levels. 120 units serving low-income persons. Below is the unit mix by Area Median Income (AMI): 3. Describe the location of the project and its proximity to community amenities and services such as public transportation, employment, social services, etc. What is the project’s street address (preliminary or approximate address acceptable)? The project street address is 405 Nogal Road, Eagle, CO. The property is well located in the middle of the Eagle Valley along the Eagle River in the Town of Eagle, offering great access to many employment opportunities and recreational hubs in the surrounding area / resort towns of Colorado. This placement not only enhances the convenience for our residents but also fulfills a crucial need for affordable housing in the region. Eagle Villas stands as a valuable asset, providing one of the limited affordable housing options available locally. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 15 of 32 Proximity to Public Transportation - 13-minute walk to the Eagle Bus Station Stop ID 35130, providing access to the Valley Route which connects Dotsero, Gypsum, Eagle, Edwards, Avon, and Vail - Eagle County Regional Airport: located in Gypsum, CO, a 10-minute drive away from Eagle Villas, this airport provides direct flights to several major cities across the US, including Denver, Chicago, Dallas, Atlanta, LA, Miami, New York, San Francisco, Salt Lake City, and more. Proximity to Employment: - Within a 20-minute walk or a 6-minute drive, tenants have access to the following employment opportunities: o Eagle Valley Middle and Elementary School o Red Canyon Café o Brush Creek Saloon o Casa Mexico o Star Nails o Eagle Visitor Center o Eagle River Anglers o Alpin Lumber Company o Sinclair Gas Station o Conoco o Wendy’s o Alpine Bank o Best Western Plus o GreenTree Eagle o Community Banks of Colorado o United Staets Postal Service o Horizon Roofing o Mauka Poke Bar o Eagle Climbing + Fitness o Co. Fades Hair Studio o The Vitality Collective o Eagle Public Works o Eagle County District Court o Second Nature Gourmet o Native Electric o Ceres Landcare o United Rentals o Wrap Colorado o Circle-A Auto Repair Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 16 of 32 o Geary Pacific Supply o Taco Bell o Shell o Castle Peak Veterinary Services o Eagle County School District o City Market o Ti Amo Eagle o Castle Peak Dental o Quality Inn & Suites o & more - A 10-minute drive will provide access to all of Eagle and its employment opportunities, including Eagle County Regional Airport - Within a 30-minute drive, tenants have access to the neighboring towns of Vail, Gypsum, Avon, and Edwards. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 17 of 32 Proximity to Social Services: - Total HealthCare Medical Clinic 6-minute drive - All Kids Dental Pediatrics and Orthodontics Eagle 7-minute drive - Eagle Urgent Care 6-minute drive - Buck Creek Medical Plaza 22-minute drive - Vail Health Hospital 29-minute drive - Brush Creek Elementary School 7-minute drive - Mountain Recreation Eagle Pool & Ice Rink 8-minute drive - Greater Eagle Fire Protection District 4-minute drive - Eagle Valley Elementary School 5-minute drive - Eagle Valley Middle School 5-minute drive - Eagle Public Works 6-minute drive - Eagle Valley Library District 5-minute drive 4. Describe the site, buildings, common spaces, etc., and attach site plans, elevations, floor plans and photos. Eagle Villas is comprised of six total 2 and 3-story garden-style buildings on an 8.9 acre site as well as a 1-story clubhouse. The six buildings were built during two phases, Phase I (100 units) was completed in 1994 and Phase II (20 units) was completed in 1996. The total rentable square feet is 119,172 and the density is 13.5 units/acre. There are 320 total parking spaces, 48 of which are detached garage spaces, and 272 which are open spaces, for a total parking ratio of 2.67. The property consists of 2B, 3B, and 4B units. Each unit has a fully equipped kitchen, with white appliances, laminate countertops, private patios/balconies, and spacious walk-in closets. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 18 of 32 The community amenities include two on-site laundry facilities, available covered parking, an outdoor playground, ample landscape and mountain views, as well as easy access to I-70 and local parks and outdoor recreation. SITE PLAN TYPICAL FLOOR PLANS Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 19 of 32 Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 20 of 32 5. Describe how your project or program will incorporate visitability, energy efficiency, and/or water efficiency features. How many units will be ADA accessible, & how many will be visitable? The proposed renovation for Eagle Villas includes a $33,000/unit investment in sustainability upgrades including installation of solar panels, and, if feasible, the Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 21 of 32 installation of geothermal wells and ground source heat pump equipment for heat and hot water. The Fair Housing Act requires that all ground floor units and common areas in non-elevator buildings are visitable by persons with physical disabilities and Eagle Villas will provide 48 visitable units as part of the renovation. 6. Describe other financing commitments, including the terms (interest rate, length of loan, tax credit sales price, fees, etc.) and level of commitment. Include construction as well as permanent sources. See attached construction and perm loan commitment from Specialty Finance Group and LIHTC equity from National Equity Fund, Inc. 7. Is an investor identified for the Low Income Housing Tax Credits? YES If so, include a copy of their offer to purchase the credits. 8. Describe the target population and the market demand or need for the project or program, and attach a professionally prepared third party market study. Applicants must coordinate the preparation of this market study with CHFA. The property is 100% occupied. We have include the 2023 Housing Needs Assessment for Eagle County and three years of operating history of the property. We have also included a draft market study from Novogradac completed October 2024. 9. Describe the project’s timeline, including target dates for: a. Zoning, Site Plan and/or Subdivision Approval – Zoning and Site Plan Approval are in place b. Primary Lender Approval – November 2024 c. LIHTC Allocation – February 2025 d. Close of Acquisition – March 31 2025 e. Begin Construction/Rehab – April 2025 f. Other: 10. Describe the developer’s capacity to complete this proposal by identifying similar projects they have completed, and summarize their outcomes. Since its founding in 2021, UDG has closed on the construction of 713 homes of affordable housing, deploying over $119.5M of LIHTC equity for the delivery of highly desirable affordable housing communities across Colorado, Arizona, and Nevada. Additionally, UDG has acquired approximately 1,000 stabilized affordable housing homes, preserving and Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 22 of 32 rehabilitating the assets as affordable for lower-income residents for years to come. The team members of UDG also have substantial experience in development, rehabilitation, acquisition, and preservation of low-income properties. Below are some highlighted projects that speak on UDG’s capabilities and experiences: Salt River Flats: UDG is currently under construction on Salt River Flats, a $62M, 192-unit family development located in Phoenix, AZ, with units restricted to 50% and 60% AMI, and consisting of 1B, 2B, 3B, and 4Bs. The development is spread across eight garden-style walk- up residential buildings, alongside a central community clubhouse building with a fitness center, business center, and furnished clubroom. Other amenities include a swimming pool, seating pavilion, BBQ areas, and playground. Ulysses Development Group partnered with the Arizona Department of Housing to finance the project with 4% low-income housing tax credits, and with the Arizona Industrial Development Authority for tax-exempt bonds. Additional funding came through Pacific Western Bank, Enterprise Community Investments, and subordinate loans from the Arizona Department of Housing. Construction commenced in September 2022, and Phase I of the project was completed in November 2023, Phase II in December 2023, and Phase III anticipated completion in April 2024. Working with the general contractor, this project is on track to be completed six months ahead of schedule. Ulysses Development Group partners with LIHTC-experienced management companies – for Salt River Flats, UDG is working with Mission Rock Residential. Columbine Towers: UDG is closing on the purchase of Columbine Towers, a 170-unit affordable property located in Denver, CO, restricted to only serve disabled individuals and seniors. The property is currently under a one-year term Section 8 Moderate Rehabilitation Program contract, for which CHFA is the administrating Public Housing Agency. Columbine Towers is a 14-story building constructed in 1964 and is in need of substantial rehabilitation to units and building systems. UDG’s purchase and rehabilitation will preserve and improve the property through a $8.5M, RAD II conversion. Yoni Gruskin is a founder and the managing partner of Ulysses Development Group. Prior to founding UDG, Yoni was a founder and partner at Lincoln Avenue Capital, a nationally prominent owner and developer of affordable housing. Under Yoni’s leadership, he helped oversee the acquisition and preservation of over 11,000 affordable housing units, some outlined below. He has extensive experience with LIHTC developments, federal funds, and local partnerships. He oversaw the acquisition/repositioning of over 2,000 combined project- based Section 8 and Section 236 units and over 4,800 units of FHA-financed projects. He also oversaw the substantial rehabilitation of over 4,000 units of existing affordable housing, across 20 different properties across the country. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 23 of 32 Key Project(s): Yoni oversaw a public-private partnership with the Arlington Housing Finance Corporation to acquire and renovate a 351-unit low-income housing project in Arlington, TX. The extensive rehab totaled over $60,000 per unit ($21,000,000) and was viewed by the City of Arlington as a successful pilot program to improve aging affordable housing stock through a public-private partnership model. - Cabana Club, FL - Cameron Creek, FL - Caroline Arms, FL - Douglas Pointe, FL - Fort Vancouver, WA - Jubilee Courtyards, FL - Lexington Club, FL - Logan Heights, FL - Malibu Bay, FL - Monaco Arms, FL - Paddock at Park Row, TX - Park City, FL - Prospect Park, FL - Riverwalk II, FL - Valencia Park, FL - Westview Garden, FL - Whittell Pointe I & II, NV - Salt River Flats, AZ - The Meadowmark, CO - Dahlia Village, AZ - Ridge at Sun Valley, NV 11. Who will be the property manager? Corum What is their experience with managing this type of property? Corum has managed this property previously as a LIHTC property prior to the current owners of the property starting to self-manage. 12. Please attach a detailed pro forma, using CHFA spreadsheet template. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 24 of 32 OWNERSHIP HOUSING PROJECTS (SFMRB & MCC applicants only) 1. Which counties/cities will be included in the program? 2. Have mortgage companies from throughout the service area agreed to participate in the program? If so, please list them. 3. Describe the MRB program’s loan rates, terms, average and maximum loan amounts. 4. How much equity is the homebuyer required to provide, at a minimum? 5. For MRB programs, describe the down payment assistance made available to homebuyers and how it is funded. 6. Does the program require &/or provide homebuyer education classes? If so, please describe. 7. Has the issuer/applicant received any PAB assignments from any other local issuer or authority for this program? If so, how much was received, and does any of this PAB authority remain to be utilized? 8. Describe the target population and the market demand or need for the program. 9. Historically, what is the average purchase price of homes purchased with your program? 10. What is the upper limit of income qualifications for your program? What income thresholds will be placed on the program for households in targeted & non-targeted areas? 11. Historically, what is the average income of households served by your program? Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 25 of 32 12. How much can people at these income levels afford to spend on a home? 13. How many homes are listed in your community’s Multiple Listing Service (MLS) in their price range? Are there any new affordable homes in development? 14. Who will administer the program? What is their experience administering housing finance programs? 15. Please provide a program budget including administrative costs of running the program and issuing the bonds. 16. For the current program year, how many households do you anticipate serving with this program? Please break out how many would be funded with: a. your initial allocation, b. assignments from other agencies, c. the amount requested of the statewide balance, d. recycled bonds and e. taxable bonds? Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 26 of 32 Industrial Development Bonds (IDB) INFORMATION (Small manufacturing applicants only) 1. Describe the need and purpose for the relocation or expansion of this manufacturing business, including a business plan and market analysis of the proposal. (Please note: In the case of in-state relocation, the Department of Local Affairs will notify the area from where the company is leaving of the relocation plans.) 2. Please attach a detailed description of the sources and uses of funds for this project. 3. Please include the facility’s average wages by occupational category and the number of retained or created jobs through this investment. 4. Please provide a description of employee benefits. 5. Please provide copies of financial statements: o If this is a publicly held company, submit complete Annual Reports for the past three (3) years, plus an interim statement dated within 90 days of the application due date. o If this is a privately held company, the company must submit audited/reviewed/compiled financial statements covering the most recent three (3) full years in terms of Balance Sheets and Income Statements. Also submit an interim statement dated within 90 days of the application due date. The accounting firm’s accompanying letter(s) and notes also must be submitted. o If this is a privately held company that prepares its statements internally, the company must submit its internally prepared financial statements covering the most recent three (3) full years in terms of Balance Sheets and Income Statements, along with federal tax returns for such years. Also submit an interim statement dated within 90 days of the application due date. o For the most recent financial statements provided, the company must submit a debt listing/schedule unless this information is readily available in the financial statements provided. 6. Income and cashflow projections must be submitted for a three-year period going forward. These projections must be on a monthly basis for the first year and then quarterly thereafter. Assumptions to the projections must be included. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 27 of 32 7. Please provide a detailed timeframe for issuing bonds, constructing the facility and purchasing the equipment with bond proceeds. 8. What is the legal structure of this company? 9. FYI, please be prepared to set up a site visit with staff from the Governor’s Office of Economic Development and International Trade during their underwriting review process. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 28 of 32 BUSINESS CERTIFICATION – IDB Applicants Only We, as the Business requesting assistance through a Private Activity Bond, certify that the information, exhibits and schedules contained herein are true and accurate statements, and represent fairly the financial posture of the enclosed entity(ies) as of the date stated herein. We give unconditional consent to allow the Department of Local Affairs or the Office of Economic Development and International Trade and its agents to verify financial information or discuss information regarding the Business and its primary shareholders/guarantors herein with participants in the project or with other potential sources from which the Business may obtain financing. Typed or Printed Name Signature Business Title/Capacity Business Name Date Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 29 of 32 CREDIT INVESTIGATION FORM – IDB Applicants Only The Department of Local Affairs or the Office of Economic Development and International Trade have my permission to obtain information on my personal and/or business credit history. Name (Printed or Typed) Spouse’s Name (Printed or Typed) Social Security Number Spouse’s Social Security Number Current Address Previous Address Date of Birth Spouse’s Date of Birth Signature Date Spouse’s Signature Date Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 30 of 32 Name of Business Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 31 of 32 SOLID WASTE TREATMENT/DISPOSAL, WATER AND SEWER (Waste/sewer applicants only) 1. What permits are required for this project, including those required by the Environmental Protection Agency (EPA), the Department of Health and the Division of Local Government? Are all required permits already obtained or in the process? If the permits are in process, when is approval expected? 2. Is this project eligible for tax-exempt financing other than Private Activity Bonds? If yes, describe. 3. Is this project consistent with the policies recommended by the Governor's Solid Waste Task Force? 4. Please provide copies of financial statements: o If this is a publicly held company, submit complete Annual Reports for the past three (3) years, plus an interim statement dated within 90 days of the application due date. o If this is a privately held company, the company must submit audited/reviewed/compiled financial statements covering the most recent three (3) full years in terms of Balance Sheets and Income Statements. Also submit an interim statement dated within 90 days of the application due date. The accounting firm’s accompanying letter(s) and notes also must be submitted. o If this is a privately held company that prepares its statements internally, the company must submit its internally prepared financial statements covering the most recent three (3) full years in terms of Balance Sheets and Income Statements, along with federal tax returns for such years. Also submit an interim statement dated within 90 days of the application due date. o For the most recent financial statements provided, the company must submit a debt listing/schedule unless this information is readily available in the financial statements provided. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28 Updated 04/22/2024 Page 32 of 32 QUALIFIED REDEVELOPMENT PROJECTS 1. Please provide a narrative description of the redevelopment that will be undertaken, including a timeline for completion of the project. 2. Is this project consistent with an approved urban renewal or local development plan? Include a letter from the appropriate unit of government certifying its consistency with these plans. 3. Please provide copies of the redevelopment site and/or building plans. 4. Please submit the redevelopment budget including sources and uses, especially how bond proceeds will be used. 5. Provide a description of who will be undertaking the redevelopment activities, and their relative experience. Docusign Envelope ID: 47582A2C-52F4-4CD2-81B3-5640A1C51D28