Yorkshire Manor & Canterbury Village Mike Bouchee, Rocky Mountain Development Group

Joint Venture Partners

Canterbury Village

Canterbury Village 2513 Willow St, South Sioux City Multifamily 96 Units / 4 Buildings 88 Units - Section 8 Constructed 1971 Developed by Sheldon Harris Managed by Jim Harris & Pete Godwin Original 221(d)(3) Mortgage 1994 refinance - subordinate 241(f) LIHPRHA loan

Yorkshire Manor

Yorkshire Manor 2600 North Laverna St, Fremont Multifamily 84 Units / 4 Buildings 84 Units - Section 8 Constructed 1971 Developed by Sheldon Harris Managed by Jim Harris & Pete Godwin Original 236 Mortgage 1994 refinance - subordinate 241(f) LIHPRHA loan

The “Twins” Same owner / same management company Strong seller desire for simultaneous closings Family legacy properties Same subordinate 241(f) LIHPRHA financing 2010 LIHTC Applicants Contractor – Barry Larson & Son Architect – Alley Poyner Macchietto Architecture Similar substantial rehabilitation projects

Substantial Rehabiliations New Roofs New HVAC Systems New Doors and Windows Foundation Waterproofing New Kitchens and Bathrooms New Flooring and Paint Site and Safety Improvements New Community Buildings ACM and LBP Abatement

Rent Increase & LIHPRHA Rehab construction budgets ~ $40,000/unit Total development budgets ~ $9MM Necessitated rent increase of ~ 15% HAP Contracts: OCAF or BBRI LIHPRHA Use Agreements: OCAF or BBRI Recent HUD guidance – new debt service includable BBRI factor in LIHPRHA projects. Preserving LIHPRHA became project imperative

Original Financing Strategy Assume existing subordinate 241(f) LIHPRHA loans with Midland Bank LIHPRHA loans can only be subordinate to HUD financing Pay off existing primary mortgages Combine with new 221(d)(4) financing from Wells Fargo Bank LIHTC Equity from Midwest Housing Equity Group Omaha HUD - Production Office: TPA, 221(d)(4), BBRI, HAP Assignment and Extension

Round One Applications January 2010 Assumption of 241(f) subordinate loans – Midland Bank New 221(d)(4) loans – Wells Fargo Bank Syndicator – Midwest Housing Equity Group March 2010 Both properties failed to pass threshold review Back to the drawing board for Round Two

Round Two Applications March 2010 Assumption of 241(f) subordinate loans – Midland Bank New 221(d)(4) loans – Wells Fargo Bank Syndicator – Raymond James Tax Credit Funds May 2010 Canterbury Village awarded tax credits! Yorkshire Manor not awarded tax credits Projects are now decoupled

Key LIHPRHA Discovery May 2010 Previously understood BBRI tied to continued existence of 241(f) loans. Instead, BBRI is tied to existence of LIHRPHA Use Agreements; existence of 241(f) loan immaterial. Ability to pay off 241(f) loans opened up new financing strategies.

Revised Financing Strategy Pay off 241(f) LIHPRHA loans Original thought - larger 221(d)(4) loans Too slow and cumbersome Freddie Mac Mod-Rehab Loans PNC Multifamily Capital Freddie Mac Waiver (~$18K/unit vs. ~$40K/unit) LIHTC Equity Boston Financial Investment Management Des Moines HUD – Asset Management Office Preservation, BBRI, HAP Assignment and Extension

Round Three Application Yorkshire Manor only Open to all Round 2 unsuccessful applicants July 2010 Pay off 241(f) subordinate loans New Mod-Rehab loans – PNC Multifamily Capital Syndicator – Boston Financial Investment Management September 2010 Yorkshire Manor awarded tax credits!

Decoupled Twins Canterbury Village – May award Alert NIFA to new Canterbury Village financing and equity partners/structure Submit revised Yorkshire Manor application with new financing and equity partners/structure Yorkshire Manor – September award Extend site control (both) Financing and equity due diligence (both) LIHTC reservation extension (both)

The Closing Table Finalize due diligence and underwriting Negotiate reserves and guarantees Negotiate partnership and closing documents Ready to close both properties in early December Fannie Mae decides properties are now de-stabilized! Both transactions close simultaneously: December 29, 2010

Rehab is Underway Notices to Proceed – December month construction schedules Projects will be complete and placed in service in 2011

Canterbury Rehab

Yorkshire Rehab

Preservation “Best Practices” Minimize Subsidy/Unit Work with LIHTC-experienced partners Develop sufficient and consistent specifications Give due diligence highest level of scrutiny Fully understand QAP; ensure partners do as well