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[00:00:02]

SO WE'LL GO

[Dallas Design District TIF District Board of Directors Meeting on September 11, 2023]

AHEAD AND CALL THE DESIGN DISTRICT TIP BOARD MEETING TO ORDER ON SEPTEMBER 11TH, 2023 AT 2:09 PM AND I'LL GO AHEAD AND TURN THE MEETING OVER TO OUR CHAIR.

WELL, THANKS SUE.

UH, WELCOME EVERYONE.

UH, FIRST ITEM WE WILL DO IS, UM, IF ANYBODY HAS ANY QUESTIONS FROM THE LAST MEETINGS AGENDA.

OTHERWISE, I WOULD ENTERTAIN A MOTION TO APPROVEMENT.

THAT WAS THE AUGUST 31ST MEETING.

MINUTES OF THE MINUTES.

YEAH.

SO WE HAVE PAM, UH, DO I HAVE A SECOND? SECOND? OKAY.

WAS THAT, I THINK THAT WAS LUIS.

OH, OKAY.

ALL THOSE IN FAVOR? AYE.

AYE.

AYE.

OKAY.

THE ONLY OTHER ITEM OF BUSINESS TODAY IS THE, UH, SAME SUBJECT WE'RE TALKING ABOUT LAST TIME.

UH, AND I THINK WE, WE DID GET A LOT OF INFORMATION LAST TIME.

I THINK WE'RE LOOKING FORWARD TO MAYBE, UM, ENHANCING THAT A LITTLE BIT EVEN MORE BEFORE WE, UH, MAKE A DECISION.

SO, UM, THIS IS FOR THE 40 MILLION REQUEST FOR THE, TO RESCIND THE INITIAL CABANA HOTEL, UH, REDEVELOPMENT AND MAKE IT A, UH, MULTI-FAMILY, UH, DEVELOPMENT WITH VARIOUS LEVELS OF LOWER INCOME, UH, ATTACHED TO THAT.

UM, I THINK THAT THE BEST WAY TO GO ABOUT THIS IS I'LL, I'LL ASK SOME QUESTIONS AND THEN WE'LL JUST PASS IT AROUND TO EACH OF THE BOARD MEMBERS AND WE CAN, WE HAVE THE UPDATED POWERPOINT IF ANYONE WANTS TO REVIEW ANY PARTICULAR SLIDES.

THE ONLY UPDATE FROM THE PRIOR VERSION IS WE, DID I INCLUDE A SUMMARY FROM THE UNDERWRITER? A LITTLE MORE DETAILS ABOUT THE OWNERSHIP STRUCTURE, THE OWNER, DEVELOPER, AND THE GUARANTOR.

WELL, THOSE ARE NEW.

LET'S GO AHEAD AND SHOW THEM.

YEAH, SO PAM, IF YOU COULD, UM, START FLIPPING THE SLIDE.

IF I GIVE YOU THE SLIDE NUMBER, I THINK THEY'RE ALL IN THE APPEND, ACTUALLY, THE NEWER THINGS.

UM, AND YOU'LL SEND THAT TO US, SUE.

UM, IT'S, IT'S WAS SENT ALREADY.

I'M JUST GONNA POINT IT OUT FOR TODAY.

IT LOOKS LIKE.

OKAY.

THE PRINTOUT WAS KINDA SCRAMBLED HERE, SO I'M TRYING TO FIND THE, UH, THE SLIDE NUMBER.

I DON'T HAVE THIS PRINTED STRANGE, BUT IT'S HERE.

OKAY.

IF YOU COULD GO TO SLIDE NUMBER 33.

SO SLIDE 33 IS A SUMMARY FROM, UM, THE OUTSIDE PROVIDER THAT CITY HAD INDEPENDENTLY REVIEWED THE PROJECT.

UM, YOU KNOW, IN A NUTSHELL, THEY, UM, DETERMINED THAT THE DEVELOPER HAD MAXIMIZED THE AMOUNT OF PRIVATE THEY DEBT AND, UM, TAX CREDIT EQUITY THAT THEY COULD ATTRACT.

UM, ON AVERAGE THE COSTS WERE HIGHER THAN TYPICAL, WHICH IS WHY, UM, WE ARE, WE DO HAVE THAT CLAUSE ABOUT DOING A POST-CONSTRUCTION AUDIT.

WE DIDN'T WANNA ARBITRARILY START NITPICKING AT CERTAIN LINE ITEMS 'CAUSE THERE WASN'T ANY PARTICULAR LINE ITEM THAT WAS OUT OF RANGE IN AND OF ITSELF.

BUT THERE'S A LOT OF, OF COURSE, UNCERTAINTIES WITH THE BUILDING.

UM, THIS IS A PRETTY UNIQUE PROJECT, SO THAT'S WHY WE WENT AHEAD AND, UM, HAVE THAT CLAUSE TO DO THAT POST-CONSTRUCTION AUDIT.

UM, SO THAT WAS REALLY THE ONLY, UM, PARTICULAR COMMENT.

UM, THE UNDERWRITER FELT CONFIDENT IN THE, UM, THE DEVELOPERS BEING HIGHLY QUALIFIED TO TAKE THE PROJECT.

UH, LET'S FLIP TO THE OWNERSHIP.

SEE IF I CAN FIND WHAT IT MIGHT HAVE BEEN.

5 24 BEGINNING THE CHANGE.

UH, LET'S SEE, 26, IF YOU COULD GO TO SLIDE 26.

SO, UM, PREVIOUSLY I THINK WE JUST HAD, UM, THE DEVELOPERS, UM, FLOW CHART, BUT WE ALSO INCLUDED, UM, THE NEXT TWO SLIDES.

UM, THE NEXT ONE WOULD SHOW THE OWNERSHIP STRUCTURE AND THEN THE GUARANTOR.

SO TAX CREDIT PROJECTS ARE VERY, VERY COMPLICATED.

UM, SO IF THERE'S ANY SPECIFIC QUESTIONS ABOUT THAT STRUCTURE, THE DEVELOPMENT TEAM IS HERE TO ANSWER THOSE QUESTIONS.

BUT WE DID PROVIDE THE ADDITIONAL SLIDE SHOWING THE OWNERSHIP AND THE GUARANTOR IF ANYBODY HAS SOME QUESTIONS ABOUT THAT.

SO THOSE WERE THE THREE THINGS THAT WERE UPDATED,

[00:05:01]

UM, FROM THE PREVIOUS PRESENTATION.

THEY ALSO, IN RESPONSE TO SOME CONCERNS ABOUT INFRASTRUCTURE CAPACITY IN THE AREA.

WE VISITED WITH DALLAS WATER UTILITY STAFF.

SOME OF THEM ARE ON THE CALL NOW IF THERE'S ADDITIONAL QUESTIONS.

BUT WE LEARNED THAT THERE IS A MAJOR EAST LOWER BANK INTERCEPTOR PROJECT THAT'S FUNDED AND UNDER CONSTRUCTION THAT'S GONNA INCREASE CAPACITY FOR WATER AND WASTEWATER IN A HUGE WAY.

IT'S GONNA GO TO LIKE 105 INCHES DOWN RIVERFRONT BOULEVARD, UM, COVERING A LOT OF NORTH DALLAS, THE ENTIRE DESIGN DISTRICT PLUS, YOU KNOW, 29,000 ACRES.

AND SO, UM, OTHER THAN THAT, UM, AT THIS POINT, DALLAS WATER UTILITIES DID NOT DETERMINE THAT THERE WAS ANY SYSTEM-WIDE, UM, PROJECTS NEEDED.

AND IN TERMS OF BUILDING PERMITS, THOSE ARE BEING REVIEWED AND INDIVIDUALLY, BUT TO DATE, NO PROJECT HAS HAD SUCH AN ADVERSE IMPACT IS TO HAVE THEIR BUILDING PERMIT HELD UP.

BUT IF THERE'S ANY ADDITIONAL QUESTIONS, UM, SEVERAL DOWN TO OUR UTILITY STAFF ARE HERE ON THE CALL.

AND THEN THE OTHER QUESTION WAS ABOUT THE, JUST THE CAPACITY OF THE TIP DISTRICT IN TERMS OF ITS BUDGET AND REVENUE.

WE DO HAVE A LOT OF BUDGET CAPACITY.

CONSERVATIVELY, YOU KNOW, OUR REVENUE THAT WE MAY COLLECT COULD BE LESS, BUT CONSERVATIVELY, YOU KNOW, WE THINK WE'D HAVE AT LEAST 24 MILLION ADDITIONAL REVENUE FOR PROJECTS BETWEEN THAT ONE, THE END OF THE TERM.

SO THOSE WERE SORT OF THE HIGHLIGHTS FROM LAST MEETING.

AND I GUESS, HAPPY TO ANSWER QUESTIONS.

THE INFRASTRUCTURE INVESTMENT FUND, UM, IT WAS TALKED ABOUT LAST TIME, 24 MILLION.

THAT HAS NOTHING TO DO WITH THAT.

INFRASTRUCTURE FUND IS A BRAND NEW, UM, PROGRAM, IF YOU WILL, THAT WAS CREATED WITH OUR INCENTIVE POLICY.

OKAY.

THAT, UM, AS TIFFS EXPIRE AND TO DATE, ONLY CEDARS IN THE OLDER PARTS OF CITY CENTER HAVE EXPIRED.

AS THOSE EXPIRE, THE CITY'S CONTRIBUTION TO THE TIF FUND, INSTEAD OF GOING TO THE CITY GENERAL FUND, A PORTION OF THAT WILL GO FOR 10 YEARS TO THE INFRASTRUCTURE FUND.

BUT THAT IS NOT, UM, FUNDED YET.

I THINK NEXT YEAR WILL BE THE FIRST YEAR, AND THEN THAT FUND WILL BE SUBJECT TO COUNCIL DETERMINING WHAT PROJECT AND TARGETED AREAS THAT THEY WANT TO.

UM, SO REALLY UNTIL THE TIP DISTRICT EXPIRES, IT DOESN'T HAVE ANY RELEVANCE TO THE INSTRUCTED FUND? CORRECT.

OKAY.

UM, SO I'LL, I'LL START OFF, UM, A COUPLE QUESTIONS THAT I, I ASKED LAST TIME.

I, I DON'T KNOW THAT WE REALLY EVER QUITE FINISHED.

WHICH JOBS IN DALLAS DID, DOES THIS DEVELOPER FINISHED AND MANAGED? UH, WE'RE NOT COMPLETE ON OUR FIRST PROJECT IN DALLAS.

IT'S ABOUT 90 DAYS FOR COMPLETION AT FOR WORTH A, UM, IT'S A 140 UNIT SENIOR DEVELOPMENT WITH TAX CREDITS AND TIFF AS WELL.

SO IT'S ABOUT 90 DAYS FROM COMPLETION.

YOU GET THE, THE FIRST NOTE ON THIS, DO YOU ACTUALLY HAVE TO PUT DOWN ANY MONEY OR IS, IS ALL OF THESE, UM, UH, GRANTS AND TIF MONEY? WHAT IS SECURING THAT FIRST NOTE? UH, THERE WILL BE AN EQUITY CONTRIBUTION.

IT'LL BE FROM OUR TAX CREDIT EQUITY INVESTORS.

SO HOW MANY WOULD THAT BE AFTER TOTAL? UM, PROBABLY IN THE $3 MILLION RANGE.

UH, THE SIX FOR THE $60 MILLION.

UM, WELL, NO, THAT'S AT THE FIRST AT THE INITIAL DRAW.

THEN THERE'S EQUITY THAT'S CONTRIBUTED FROM THE TAX CREDIT EQUITY METHOD THROUGHOUT THE ENTIRE TRUCTURE, THE TAX CREDIT EQUITY INVESTOR.

I'M NOW, DID YOU GO TO SLIDE 20? SO BASICALLY, YOU KNOW, A NORMAL PROJECT RIGHT? HAS AN EQUITY INVESTOR.

RIGHT.

AND A GP, WELL IN OUR INSTANCE, THE EQUITY INVESTOR IS A TAX CREDIT EQUITY INVESTOR.

SO THEY'RE GETTING BE ADVANTAGE OF THE LOW INCOME HOUSING TAX CREDITS AND HISTORIC TAX CREDITS.

THOSE CREDITS ACTUALLY DON'T START FLOWING UNTIL PROJECT COMPLETION.

SO THEY'RE PUTTING IN MONEY TWO AND A HALF TO THREE YEARS BEFORE THEY'RE GONNA GET THE TAX CREDITS AT THE CLOSING OF THE PROJECT AT 50% CONSTRUCTION COMPLETION, AT 70% CONSTRUCTION COMPLETION AT FULL CONSTRUCTION COMPLETION.

SO THAT THE EQUITY KIND OF MATCHES UP WITH THE CONSTRUCTION DEBT AS IT GETS HIGHER.

SO WHAT'S THE TOTAL EQUITY INVESTMENT? UM, PROBABLY ABOUT 50 50 TO 60 MILLION DEPENDING ON HOW THAT DEFERRED DEVELOPER FEE NUMBER SHAKES OUT.

YOU SAID IT'S A 60 MILLION PROJECT.

[00:10:01]

THE, THE PROJECT TOTAL IS 116 MILLION OF THAT.

THERE'S, UM, IN EXCESS OF $50 MILLION OF, UM, TAX CREDITS GOING INTO THE PROJECT.

THE EQUITY INVESTORS ARE GONNA PAY ABOUT 48 TO $50 MILLION DEPENDING ON WHEN IT FINALLY, THAT NUMBER FINALLY GETS SHAKEN OUT.

AND THEN THERE'S DEFERRED DEVELOPER FEE AS WELL.

OKAY.

UM, SO ANOTHER THING THAT I'M JUST HAVING TO WRAP MY HAND AROUND IS JUST THE SHEER HIGH COST OF AMOUNT OF MONEY THAT THE TIP IS GIVEN.

SUE, IS THERE ANY OTHER TIPS THAT HAVE GIVEN THIS KIND OF DOWNTOWN CONNECTION AND CITY CENTER FOR THOSE REDEVELOPMENTS OF THOSE BIG BUILDINGS DOWNTOWN? SOME ME, ONE, ME AND CONTROL'S ONE OF 'EM.

I DON'T HAVE IT IN FRONT OF ME, BUT THERE'S STAFF OR GU 65 MILLION.

THERE'S DEFINITELY SOME THAT HAVE BEEN UPWARD.

THOSE WERE HUGE TOO IN RELATION TO THAT.

CAN WE TALK PERCENTAGES PER A MINUTE? LIKE, YOU KNOW WHAT I MEAN? LIKE WHAT PERCENT IS, WHAT IS, WHAT'S THE PERCENT OF THE 10TH OF THE AC THIS OVERALL PRICE? 30%, YOU KNOW, WHAT'S THE PERCENTAGE? WELL, IT COMPARED, AGAIN, THIS IS A NOT TO EXCEED NUMBER.

IT'S NOT NECESSARILY THAT WE'RE GONNA PAY 41 'CAUSE WE'RE GONNA DO THAT AUDIT.

OH, OKAY.

UM, BUT IF, IF WE WERE TO PAY 41 BASED ON THIS BUDGET, IT WOULD BE LIKE 35%, WHICH IS NOT OUT OF THE REALM OF WHAT SOME OF THE DOWNTOWN REDEVELOPMENTS.

THIS IS THE FIRST TIME WE'VE DONE LIKE A HUGE BUILDING REDEVELOPMENT IN THIS DISTRICT.

SO IT IS DIFFERENT THAN WHAT WE'VE DONE IN THE PAST, BUT NOT UNLIKE SOME OF THE DOWNTOWN PROJECTS.

OKAY.

AND WE'RE GETTING 45 YEARS OF AFFORDABLE HOUSING, WHEREAS THE DOWNTOWN PROJECTS, TYPICALLY IT WAS 10% FOR 15 YEARS.

AND MR. CUT, I ALSO WENT BACK JUST TO MAKE, MAKE SURE I WASN'T REMEMBERING WRONG AND TALKED TO OMAR LAST WEEK AND HE'S A HUNDRED PERCENT COMMITTED TO TRYING TO EXTEND THIS, THIS TIFF.

UM, AND WHEN HE WAS THERE AT THE, UH, HOUSING HOMELESS SOLUTIONS BRIEFING LAST WEEK AND IS STILL STRONG BEHIND THIS, OR I THINK WE SAID SOMETHING THAT WE DID, IT'S KIND A DIFFERENT PARAMETER.

SOMETHING NOT .

WELL, WE HAVE AN INCENTIVE POLICY THAT'S BEEN UPDATED.

SO IF THERE'S ANY TERM EXTENSION, IT'S GONNA GO THROUGH LIKE AN EQUITY LENS.

SO WE'RE GONNA NEED TO LOOK AT IS THERE AN UNDERSERVED AREA OR UNDERSERVED PURPOSE THAT WE WOULD NEED AN EXTENDED TIP TO SORT OF CONTRIBUTE TO.

I MEAN, IT WOULD GET TO KEEP SOME OF ITS MONEY, BUT IT MAY NEED TO GIVE UP SOME OF ITS MONEY FOR SOME EQUITY PURPOSE, BUT WE'D HAVE TO KIND OF LOOK AT IT.

RIGHT.

OKAY.

UM, AND THEN, UH, LET'S SEE.

I, I KNOW THE WATER, YOU, YOU, YOU SHOWED US THAT, THAT THAT ONE PIPE IS, IS NOT PART OF THIS, BUT THERE'S STILL A LOT OF INFRASTRUCTURE THAT WE NEED TO DO IN, IN THE DISTRICT.

SO I JUST WANNA MAKE SURE EVERYBODY UNDERSTANDS THAT.

IS THAT JUST BECAUSE THAT ONE WATER MAY IS TAKEN CARE, BUY THEIR POCKET OF MONEY SOMEWHERE.

THERE'S A LOT OF WHOLE INFRASTRUCTURE HERE AND WE HAVE A LOT OF PROJECTS COMING DOWN 'EM LINE, BUT THAT'S FINE.

UM, SO OKAY.

THAT'S, THOSE WERE MY INITIAL QUESTIONS.

UM, PAM OR CAROLYN, EITHER ONE OF 'EM, WHOEVER WANTS NICHOLAS LOUIS, ANYBODY ELSE WANNA, UM, ASK ANY OTHER QUESTIONS? I DO HAVE SOME MORE QUESTIONS.

I DON'T KNOW IF I WANNA GO FIRST.

DOES ANYBODY ELSE WANNA JUMP IN? I'M HAPPY TO YEAH, PAM DO IT.

SO I JUST WANNA UNDERSTAND, SO THE TOTAL FUNDING OF THIS PROJECT IS HOW MUCH? 16 MILLION.

OKAY.

THE AMOUNT, UH, YOU'RE SEEKING FROM TIM IS 41.

OKAY.

ARE YOU AT ALL, UM, YOU KNOW, I DON'T KNOW HOW THE OUTPUT, I DON'T KNOW HOW, WHAT THE, YOU KNOW, FINAL VOTE IS GONNA BE OR WHATEVER, BUT MEAN, ARE YOU WILLING TO ACCEPT A MODIFIED VERSION OF THAT? OR IS THAT SOMETHING THAT WOULD, I DON'T KNOW HOW THE VOTE'S GONNA GO, BUT I MEAN, I'M JUST ASKING IS THERE ANY, UM, ARE YOU WILLING TO TAKE WHATEVER WE WOULD BE WILLING TO FUND AS A BOARD OR ARE YOU ADAMANT IT ON A 41 AFFORD HOUSING PROJECT? IS IT, THERE'S NO OTHER SOURCES THAT I CAN GO TO.

UM, AND I KIND OF TALKED ABOUT THIS THE LAST TIME WE'RE HERE, WE'RE MISSION DRIVEN.

UM, THIS PRODUCT IS GONNA END UP, YOU KNOW, CASH FLOWING IN THE $200,000 RANGE.

NOBODY IN THE, THE RIGHT MIND EXCEPT SOMEBODY WHO'S MISSION DRIVEN AND, YOU KNOW, PUSHING FOR AFFORDABLE HOUSING IS GONNA BUILD SOMETHING AND PUT IN A PROJECT OF 160 MILLION CASH.

[00:15:01]

SO, UM, YEAH, I MEAN WE, WE DIRECT OUR FORCES AND THAT'S I THINK WHAT THE UNDERWRITERS FOR.

SO, PAM, COULD YOU GO BACK TO ? THAT'S FINE.

CAN HONOR.

OKAY.

SO YOU'RE SAYING IT JUST WOULD NOT BE FEASIBLE.

THIS PROJECT WOULD NOT BE FEASIBLE WITHOUT THE 41 MILLION .

AND LET ME REMIND YOU THAT FOR INFRASTRUCTURE, WE'RE ONLY GONNA PAY FOR ACTUAL CLASS AND WE ARE GONNA HAVE A POST CONSTRUCTION AUDIT.

SO IT'S NOT A GUARANTEED 41 MILLION.

YEAH.

THE QUESTION WOULD BE LIKE, YOU KNOW, WHY THE 60 MILLION IN HOUSING TAX CREDITS, WHY DOES IT NOT QUALIFY FOR THAT? THE 60 MILLION IN HOUSING AND TAX CREDITS IS THIS PROJECT.

IT DOESN'T QUALIFY FOR THAT.

LIKE, AND WHY DOESN'T THAT YOU ARE GETTING THE 60 MILLION IN THE HOUSE IN, IN HOUSING AND HISTORIC TAX CREDIT.

THOSE ARE, THOSE ARE THE TAX CREDIT THAT WE'RE GETTING.

I MEAN, SO THEN, OKAY, SO YOU'RE GETTING 60 MILLION IN TAX CREDITS AND YOU GET 40 MILLION FOR TIFF.

SO THIS IS, IT'S ON PAGE 33.

IT SAYS RIGHT NOW FOR CITY 60 BASED ON COST, THE MAIN DRIVER OF THE CITY SUB IS HIGH COST OF THE DEVELOPMENT.

AND IT QUALIFIES FOR 20 MILLION OR 2 MILLION PER YEAR FOR 20 MILLION PER, BUT IT DOES, BUT NOR THE PROJECT WOULD HAVE POTENTIALLY QUALIFIED FOR 60 MILLION IN HOUSING TAX CREDIT, WHICH WOULD ELIMINATE THE FUNDING GAP.

THAT'S NOT HOW AFFORDABLE HOUSING UNDER WORKS IN ANY YEAH.

RIGHT.

WE CAN'T CHANGE TAXES LONG TERMS, ACCOMMODATE WHAT THE RESTRICTIONS ARE FOR.

RIGHT.

SO THAT, THAT'S THE PRO PER PROJECT BASIS, $20 MILLION USED.

OH.

SO WE'RE SPENDING ENOUGH MONEY THAT WE COULD JUSTIFY OH, DOWN.

BELIEVE ME, IF WE COULD GO GET MONEY IN AN EASIER WAY, WE WOULD.

RIGHT.

THIS ISN'T FUN FOR ME OR SOMETHING LIKE THAT.

I MEAN IT'S, YOU KNOW, IF I COULD, I WOULD GET AS MANY CREDIT AS I POSSIBLY COULD TO LESS THE, THE CAPITAL, THIS KIND OF THING.

SO THE TOTAL PROJECT'S 116 AND YOU'RE SEEKING, AND A HUNDRED MILLION IS COMING FROM TAX TAXES, UH, TAX INCOME .

YEAH.

TAX CREDIT.

FEDERAL STATE AND THEN THE DEBT.

CORRECT.

SO, SO THE OUT OFP POCKET'S ONLY $60 MILLION.

UH, YEAH.

UM, YES.

THIS WERE PASS THAT WOULD BE YOUR EARLY OUT POCKETS.

16.

SO, I MEAN, ONCE AGAIN, IT, IT'S UNDERWRITING THIS AND THEN TRYING TO COMPARE HOW YOU UNDERWRITE THE MARKET RATE DEVELOPMENT.

THEY'RE TOTALLY DIFFERENT THINGS.

I WE'RE, WE'RE PUTTING SOMETHING UNDER ALLURA FOR 45 YEARS, SO WE'RE RENTING A UNIT.

SOME OF THEM ARE GONNA BE AT LIKE $600 A MONTH.

THAT DOESN'T MAKE MONEY.

THAT LOSES MONEY EVERY YEAR.

SO WITHOUT THESE KINDS OF SUBSIDIES, THOSE UNITS DON'T GET RENTED TO PEOPLE, THE WORKFORCE.

SO A LOT OF THESE UNITS AND YOU KNOW, I KNOW HOW MANY PEOPLE ARE DEVELOPERS YOU RENTED WITH INSURANCE COSTS AND TAXES GOING UP.

THESE UNITS DON'T MAKE MONEY.

SO WITHOUT THAT UPFRONT COST TO KEEP THE DEBT LOW MM-HMM.

, THEY DON'T MAKE MONEY.

AND SO WE'RE REALLY CONSTRAINED BY A BUNCH OF DIFFERENT THINGS.

UM, DEBT COVERAGE RATIOS, THINGS LIKE THAT.

WE CAN'T GO OUT THERE AND MAKE AN INFINITE AMOUNT OF PROFIT 'CAUSE WE'VE BEEN UNDERWRITTEN NOT ONLY BY THE CITY, BUT WE'VE BEEN UNDERWRITTEN BY THE STATE.

A RENTS WILL CHANGE.

I CAN'T GO AND SAY, WELL, I DIDN'T LIKE THIS RENT, SO I'M GONNA JACK IT UP.

THE RENTS WERE ONLY QUARTERLY EVEN STAYED THE SAME.

AND SO THAT'S HOW ALL OF THIS IS CALCULATED, AND THAT'S KIND OF HOW OUR, THAT COMES TO BE.

SO YOU MAKE YOUR MONEY KEEP INCREASING THE MARKET RATE ONCE, I MEAN, I THINK THERE'S LIMITATIONS TO THAT, OBVIOUSLY.

UM, SO WHEN WE GO THROUGH THE INITIAL AND READY, WE'RE BASICALLY LIMITED TO BE BETWEEN 1.15 AND 1.35 OF THE DEBT COVERAGE RATIO.

SO FOR EVERY, LET'S JUST SAY A HUNDRED THOUSAND DOLLARS, WHY WE CAN MAKE DOLLARS.

SO IT'S NOT MUCH THAT, THAT'S A VERY LOW DEBT COVERAGE ISSUE.

AND THAT'S LIMITED BY STATE.

WHAT HAPPENS IF YOU GET THIS BILL AND YOU GET ALL THE PORTABLE ONES IN YOU, YOU CAN THE OTHER ONES THAT WELL, WHAT HAPPENS WITH THE PROJECT AS FAR AS, YOU KNOW, WHAT HAPPENS DOWNSTREAM THEN IF, LET, LET'S SAY IF ALL THE MARKET FAILED, BELIEVE SO.

I ARGUE WE JUST WEREN'T, THERE WEREN'T ENOUGH TO COVER THE, THE MATTERS.

I, I MEAN THAT'S WHY CAPITAL PARKERS JUST PART OF THIS TRANSACTION WHERE, YOU KNOW, PART A MULTI-BILLION DOLLAR COMPANY.

SO WE HAVE OPERATING DEFICIT GUARANTEES, THINGS LIKE THAT, THAT KEEP THIS THING RUNNING.

SO THERE'S AN INVESTMENT THAT'S GONNA BE INVESTING $50 MILLION OF TAX CREDITS.

THEY'RE NOT GONNA SAY YOU DIDN'T GET YOUR MARKET RENTS, WE'RE JUST GIVING THE PROJECT, THE PROJECT WILL GO ON.

[00:20:01]

NOW WHETHER I'M INVOLVED IN IT AFTER THAT, SOMETHING LIKE THAT HAPPENS, THEY WOULD PROBABLY KICK ME OUT AS THE GENERAL PARTNER.

BUT IT DOESN'T JUST GO INTO FORECLOSURE AND GO AWAY BECAUSE SOMEBODY'S PUT IN $50 MILLION FOR TAX CREDITS.

THEY'RE MAKING SURE THAT THOSE TAX CREDITS BE TAKEN CARE OF.

UH, MA'AM IS IT, IS IT TRUE? I MEAN, BASED ON OUR CALCULATION THAT EACH UNIT IS GONNA COST $747,000 PER UNIT FOR JOB PROJECT COSTS.

YES.

AND YOU'RE GONNA, AND THAT'S 600, $600 PER MONTH IN RENT.

THAT'S THE LOWEST AFFORDABILITY.

BUT YES.

MEAN THAT JUST SEEMS REALLY CRAZY TO ME.

LIKE THAT'S HOW , SO, AND THAT'S WHY WE GET THAT, THAT MONEY FOR CUSTOMER, THAT'S WHAT MAKES THAT AWESOME.

BECAUSE OTHERWISE THOSE PEOPLE WOULD BE PROBABLY HOMELESS OR IN TRANSITIONAL HOUSING AND THINGS LIKE THAT.

SO $727,000 UNIT AND 600 BUCKS A MONTH IN RENT.

RIGHT.

SO THAT'S WHY THERE'S A SORT OF TAX RATES AND THAT'S A BIG REASON WHY THAT'S 700 WHATEVER DOLLARS A ORDER, $700,000 TO ORDER BECAUSE IT'S HISTORIC AND IT COSTS A LOT TO DO THAT, TO SAVE THE BUILDING.

BUT I MEAN, WHY, I MEAN, THERE'S OFFICE BUILDINGS ALL OVER THE PLACE.

THEY'RE ON THIS STREET, RIGHT? I MEAN, THEY'RE EVERYWHERE.

WHY DON'T YOU RECAP ONE OF THOSE AND 600 BUCKS A MONTH IN RENT.

WHY THIS, WHY THIS BUILDING? WELL, THOSE OFFICE BUILDINGS PROBABLY COST ABOUT THE SAME TO, TO THE REHAB.

NO, THEY DON'T.

THEY THEY'RE, THEY'RE VACANT OFFICE BUILDINGS ALL OVER THE PLACE.

COULD BE A LOT CHEAPER TO REHAB FOR 600 A MONTH RENT.

I, I JUST, I I JUST DON'T GET THIS AT ALL.

WE DIDN'T DO SOME RESEARCH ON THE DOWNTOWN CONVERSIONS ON AVERAGE.

THOSE, I MEAN, THIS IS LIKE A FEW YEARS AGO.

WE'RE LIKE, YOU KNOW, 6 46 UNIT.

I MEAN I GET I GUESS THE, I GUESS THE PROXIMITY TO DOWNTOWN, I MEAN, CAN UNDERSTAND THAT WELL JUST COST OF REHABBING AND CONVERTING THINGS.

THIS BUILDING LIKE THIS HAS LIKE, LIKE YOU SAID, THE HISTORIC BUILDING COULD HAVE A LOT OF USES AND THERE ARE A LOT OF OTHER BUILDINGS THAT COULD BE RECAP.

THIS BUILDING DOES NOT HAVE NO REUSE WITH, WITHOUT THIS TO FORWARD THAT BUILDING PROBABLY GOES AWAY EVENTUALLY THE THE MARKET RATE DEVELOPER WE'RE BUYING IT FROM WOULD HIRE ME FOR A YEAR TO WORK ON THE PROJECT, BUT PROBABLY FIVE OR $6 MILLION IN DESIGN CAME TO Y'ALL FOR A FIFTH AWARD.

YEAH.

UM, GOT HIS WORK TAX CREDITS LINED UP AND THEN SAID I CAN'T MAKE IT WORK.

YOU KNOW? YEAH.

HE DIDN'T COME BACK TO A SO AND SAY I MAKE IT WORK FOREVER.

DID OUTTA CURIOSITY.

I MEAN, YOU WERE THERE.

SO WAS HUGE GAP OR A SMALL GAP OR WE NOT, IT, IT'S, IT IS GETTING TO BE A GAP THAT WOULD BE APPROACHING WHEN OUR GAPS.

BUT HE WENT THROUGH THE BID PROCESS AND ALL THOSE THINGS.

HIS PROFORMA CAME OUT PRETTY CLOSE TO BREAKEVEN, WHICH WAS OF COURSE NOT VERY ATTRACTIVE TO HIM.

RIGHT.

AND THAT WAS ALSO COUPLE YEARS AGO OF BIDS AND NOW THERE'S BIDS HAVE GONE ON CONSTRUCTION, YOU KNOW, UH, FINANCING HAS GONE UP.

YEAH.

IT'S VERY EXPENSIVE TO CONVERT BUILDINGS LIKE THIS.

WOW.

THOSE OTHER BUILDINGS DOWN NOW ALSO SWAP MILLI TO EVERYTHING.

THIS IS NOT WALKABILITY TO MUCH YET THE , I THINK THERE'S NO QUESTION.

NOT REALLY AS MUCH, BUT MY CONCERN, WELL NOT ONLY THAT, BUT A DIFFERENT USE THAT THIS BUILDING CAN GENERATE HUGE TAXES FOR THE CITY, WHICH CAN THEN FUND AFFORDABLE HOUSING IN BIGGER WAYS AND GET MORE BANG FOR OUR BUCK.

IN MY OPINION.

I MEAN, BY FAR, UM, WE CAN DO BETTER.

WHAT WOULD BE OTHER USES BE PAM? WELL, ENTERTAINMENT, UM, YOU KNOW, LUXURY HOTEL, TREE HOTEL IS WHAT CENTURION COULDN'T MAKE WORK.

WELL, I DON'T KNOW WHAT THEIR CIRCUMSTANCES ARE, BUT THE MARKET COULD BRING BIGGER TAX USE, WHICH CAN HELP PEOPLE AT LOWER INCOME IN BIGGER WAYS.

YOU SAID YOU CAN MAKE IT WORK FOR ABOUT THE SAME.

I'VE LOOKED AT HIS NUMBERS.

I'VE TALKED TO THE STATE GENERAL CONTRACTORS.

IT'S NOT EVEN CLOSE.

AND I MEAN, IT, IT'S A COMPROMISE SITE AND THAT'S WHY I HAVE AN OPPORTUNITY TO GET AFFORDABLE HOUSING.

IF IT WAS A PERFECT KNOCK DEAD SITE, KNOCK DOWN SITE FOR A HOTEL OR FOR MULTI-FAMILY FRAUD SITE PROPERTY, I WOULDN'T EVEN BE HERE.

THERE'D BE A MARKET RATES DEVELOPER DOING IT RIGHT NOW, BUT IT'S NEXT TO AN ELECTRIC SUBSTATION.

AND THE FIRST THREE FLOORS LOOK AT THE OVERHEAD OVERPASS OF A HIGHWAY.

IT'S NOT A GREAT SITE, BUT IT'S A GREAT SITE FOR AFFORDABLE HOUSING.

AND IT'S AN OPPORTUNITY THAT A LOT OF PEOPLE IN AFFORDABLE HOUSING ARE NOT GONNA GET IT.

AGAIN, IT'S ON A ONE WAY SERVICE ROOM.

IT'S NOT GREAT ACCESS.

THAT'S WHY I HAD THE OPPORTUNITY TO DO THIS.

IT WAS ALL THE MARKETER, ALL THOSE OTHER USES COULD HAVE COME AND BOUGHT AND NOBODY DID.

NOBODY MADE IT A OFFER.

YEAH.

WE'VE NOT GIVEN, UM, ANY INDONESIA THAT CENTURION WOULD STILL CONSIDER A HOTEL AT AN ADDITIONAL SUBSIDY.

THEY HAVE NOT COME TO US AND SAID THAT,

[00:25:02]

WELL, NO, BILL WAS WORKING WITH THEM AND GIVE IT AN OUT.

THEY'RE, THEY'RE OUT.

THERE'S A REASON THEY'RE SELLING IT TO US.

WELL, I CAN APPARENTLY GO WITH IS ONE OF THE REASONS HE'S SELLING.

YEAH, SURE.

HE BOUGHT IT FOR, I DON'T KNOW, SIX TO EIGHT, SOMEWHERE IN THERE.

AND HE'S SELLING IT FOR 27.

SO HE'S THAT'S WHY IT YEAH, THAT'S WHY HE'S SELLING IT MOST LIKELY.

YEAH.

I I CAN ASSURE YOU WE'RE NOT TO CRY.

UM, AND HE'S, HE'S NOT CRYING.

JUST, I DON'T KNOW.

HE HE DOES WELL AND HE BUYS.

RIGHT.

YOU KNOW, I'M NOT, I'M NOT, I THINK, I THINK WE'RE ALSO UNDER, AND HE CARRIED IT FOR X NUMBER OF YEARS.

YEAH.

HE PUT A LOT INTO IT.

I SAW THE PICTURE WHEN HE BOUGHT IT AND WHAT IT IS NOW.

HE PUT TONS OF STUDY INTO IT.

HE WAS PERFECT.

READY.

SO THAT DOESN'T COST ENOUGH.

AND I'M NOT GONNA SAY HE'S NOT, UM, YOU KNOW.

OKAY.

WELL ANYWAY, THAT'S REALLY BESIDES WHAT WE'RE DOING HERE.

SO I, DO YOU HAVE ANY OTHER, I THINK, UM, I'M GOOD FOR RIGHT NOW.

UM, NICHOLAS, DID YOU HAVE ANY COMMENTS? I'M JUST PROCESSING ALL THIS INFORMATION.

UM, I HAVE TO BE HONEST, I'M A LITTLE NERVOUS THAT WE DON'T HAVE ANY OTHER POINTS OF REFERENCE FOR OUR COMPLETED PROJECTS FROM THIS DEVELOPER.

SO IT'S ALWAYS NICE TO BE ABLE TO SEE WHAT A FINISHED PROJECT LOOKS LIKE.

IN MY OPINION, I'M LEANING TOWARDS THIS IDEA THAT THIS IS A HECK OF A LOT OF MONEY.

UM, IS THIS THE BEST WAY FOR US TO DISPERSE IT? SO AT THIS POINT, I'M REALLY JUST KIND OF PROCESSING AND HEARING EVERYBODY'S INTAKE BEFORE I FEEL CONFIDENT ABOUT WHAT I THOUGHT OF.

OKAY.

OKAY.

UM, SO THAT LEAVES CAROLINE, UH, LUIS, DID YOU HAVE LUIS ON? LUIS SHOULD BE ON.

I'M, I'M ON.

DO YOU HAVE ANY COMMENTS, LOUISE? WELL, YOU KNOW, UH, THIS IS A COMPLICATED PROJECT AND I JUST HOPE THAT SUE, YOU COULD MAYBE COMMENT ON, UH, PROTECTION OF THE TIF FUNDS IN THE EVENTUALITY THAT THIS PROJECT, UH, DOES NOT COME TO FRUITION OR FAILS MIDWAY.

UM, THIS IS A COMPLICATED PROJECT AND YES, I, I AGREE THIS IS A LOT OF MONEY, UH, BUT I DO SEE IT AS FURTHERING SOME VERY IMPORTANT GOALS FOR THE CITY AND COUNTY.

UM, SPEAKING FROM THE COUNTY PERSPECTIVE OF FURTHERING FAIR HOUSING AND AFFORDABLE HOUSING, UM, IN AN AREA THAT A NEEDS IT AND B UH, IN AN, IN A SUBSIDY AREA THAT'S VERY DIFFICULT TO ACHIEVE.

UH, SO I AM HOPING FOR THE BEST FOR THIS PROJECT, UH, BUT WANNA KNOW WHAT THE CITY OR THE TIFFS PROTECTIONS ARE IN CASE THIS PROJECT DOESN'T WORK OUT, UH, DUE TO RISING COSTS.

ANY NUMBER OF FACTORS.

SO LET ME START WITH, UM, YOU KNOW, THE FIRST TWO INSTALLMENTS, UM, THAT IS, YOU KNOW, IN PART TO SORT OF MINIMIZE CONSTRUCTION INTEREST IN THE FURTHERING THE GAP OF THE PROJECT.

SO THE FIRST TWO, $5 MILLION PAYMENTS ARE SECURED BY DEEDED OF TRUST AND A GUARANTEE THAT COVERS THE CITY'S AMOUNT.

MM-HMM.

.

AND THEN BEYOND THAT, THEY HAVE TO FINISH THE PROJECT.

IT HAS TO BE, I BELIEVE IT WAS 70% LEASED AND OCCUPIED.

WOW.

UM, DEED RESTRICTED.

EVERYTHING HAS TO BE LIKE MET IN TERMS OF ALL THE CONDITIONS OF THE DEVELOPMENT AGREEMENT BEFORE WE START PAYING THE ADDITIONAL FUNDING SUBJECT TO THE AVAILABILITY FUNDS.

AND THEN THE TAX CREDIT INVESTORS SHOULD SOMETHING GO WRONG.

THEY HAVE A WHOLE LOT OF PROTECTIONS AS WELL.

SO THERE'S STATISTICALLY SPEAKING, YOU KNOW, TAX CREDIT PROJECTS HAVE A LOW DEFAULT RATE.

MM-HMM.

, THANK YOU.

THAT'S VERY HELPFUL.

UM, SO CAROLYN, I GUESS YOU WERE GONNA WIND THAT UP FOR US.

YEAH, THANKS SO MUCH.

I JUST WANNA SAY, FIRST OF ALL, I REALLY APPRECIATE EVERYBODY ELSE'S QUESTIONS AND COMMENTS, UM, AND SORT OF FEEL LIKE I'M ON THE SAME PAGE WITH THE CONCERNS AND GOALS EXPRESSED.

UM, SOME OF THIS MAYBE IS KIND OF NITPICKY, BUT IT MIGHT JUST HELP FILL IN THE PICTURE FOR ME A LITTLE BIT.

UH, I WANNA SAY, FIRST OF ALL, I DO NOT FEEL QUALIFIED TO REALLY ASSESS THE ECONOMICS OF THIS PROJECT OVERALL.

SO I'M GLAD TO SEE THERE ARE SOME OTHER PEOPLE WITH MORE BUSINESS EXPERIENCE IN THIS AREA.

UM, PUTTING THAT ASIDE, UM, OKAY, FIRST LITTLE QUESTION I COME TO IS, UH, CONTINGENCIES IN THE BUDGETS FOR INFLATION.

I KNOW THERE ARE CONTINGENCIES IN THE BUDGET, BUT OF COURSE THAT HAS TO COVER, YOU KNOW, A MULTITUDE OF POTENTIAL ISSUES.

AND I JUST WONDERED IF

[00:30:01]

THERE WAS WERE PARTICULAR RATE OF INFLATION THAT YOU TOOK INTO ACCOUNT IN CALCULATING THE CONTINGENCY OR WHAT YOUR THINKING IS ON THAT? SO OUR CONTINGENCIES, THERE'S A HARD COST CONTINGENCY, A SOFT COST CONTINGENCY.

AND THEN THE WAY THE CONSTRUCTION RUNS ARE UNDERWRITTEN, THERE'S ALSO, UM, CONTINGENCY BUILT INTO THE RATE THAT THEY UNDERWRITE IT TO THAT TAKES INTO ACCOUNT POSSIBLE INFLATION AS WELL.

SO IT, IT'S ALL BEEN, UM, THOUGHT AHEAD AND KIND OF THE, THE AMOUNT OF CUSHION THAT'S THERE FOR THOSE KINDS OF THINGS IS PRETTY INDUSTRY STANDARD.

IS IS THE MAIN ENT THE MAIN ENTITIES BESIDES THE CITY AND THE TIFF TIFF FUND, THE MAIN ENTITIES THAT IT SEEMED TO ME HAVE AN INVESTMENT IN A TO PROTECT AND PROBABLY, I ASSUME ARE IMPOSING VARIOUS COVENANTS AND PROTECTIONS ARE YOUR EQUITY INVESTOR AND YOU DO HAVE A FIRST LIEN LENDER.

LENDER.

AND SO I ASSUME BOTH OF THOSE HAVE A HOST OF COVENANTS THAT THEY'RE ALSO GONNA BE POLICING, CORRECT? THAT IS CORRECT, YES.

OKAY.

DO YOU KNOW WHO IS THE FIRST LIEN LENDER? THE FIRST LIEN LENDER DURING THE CONSTRUCTION PERIOD WILL BE THE CONSTRUCTION LENDER AND THEN THE PERMANENT LENDER WILL TAKE OVER THAT FIRST IN POSITION.

CAN YOU TELL ME WHO THOSE ENTITIES ARE? UM, AT THIS TIME WE HAVE ABOUT THREE PEOPLE QUOTING ON CONSTRUCTION AND FIRM.

SO I CAN'T TELL YOU THAT IT REALLY DEPENDS ON THE EQUITY INVESTOR THAT'S GONNA END UP BEING THERE.

I CAN TELL YOU THAT, UM, PEOPLE LOOKING AT THIS PROJECT INCLUDE, UM, BERKSHIRE HATHAWAY AND GOLDMAN SACHS AND CHASE BANK.

SO IT'S SOMEBODY WITH A GREAT DEAL OF EXPERIENCE IN BOTH THE LENDING AND EQUITY INVESTMENT OF THESE KINDS OF PROJECTS.

OKAY.

ANOTHER THING I'M NOT CLEAR ON, UM, MAYBE I SHOULD BE, BUT I, I I CAN'T QUITE WRAP MY BRAIN AROUND IT.

SO OUR FIRST TWO INSTALLMENTS, IT SEEMS TO ME ARE RELATIVELY SMALL PORTION OF THE TOTAL FUNDING.

SO I ASSUME THAT THE EQUITY AND FIRST LIEN LENDERS ARE THE ONES THAT ARE GONNA BE MAINLY FINANCING THE INITIAL CONSTRUCTION.

CAN YOU FILL IN A LITTLE BIT MORE FOR ME THE PICTURE OF WHO'S FUNDING WHAT, WHEN, OR KIND OF WHAT YOU EXPECT THE PROGRESS TO BE LIKE? SO AT CLOSING, THERE'LL BE AN INITIAL EQUITY INSTALLMENT FROM THE TAX CREDIT INVESTORS, AND THEN, UM, A DRAW FROM THE CONSTRUCTION LOAN AS WELL AS THE TIP UH, PORTION.

SO AFTER THAT, THERE'LL BE CONTINUOUS CONSTRUCTION DRAWS UNTIL ANOTHER EQUITY INSTALLMENT, AND THEN THE SECOND TIFF INSTALLMENT AND FINALLY THE THIRD TIFF INSTALLMENT WHEN IT CONVERTS TO APARTMENT LOAN.

SO BY THE TIME, WE'LL, WE'LL, BOTH THE FIRST LIEN LENDER AND, AND ANY TAKEOUT PERMANENT LENDER AND THE EQUITY INVESTORS, THEY WILL BE ALL IN BY THE TIME OUR FUNDING GETS, OUR THIRD PAYMENT GETS PAID.

CORRECT? UH, YES, THAT'S CORRECT.

SO OUR THIRD PAYMENT WILL BASICALLY HELP PAY OFF SOME OF WHAT THEY'VE PUT IN.

AND THE THIRD PAYMENT MAY OR MAY NOT BE A SINGULAR PAYMENT.

IT COULD VERY WELL BE MULTIPLE PAYMENTS JUST DEPENDING ON THE REVENUE AVAILABLE AT THAT TIME.

SO IT MAY NOT BE NECESSARILY 31 MILLION AS A SINGLE THIRD PAYMENT AT, AT THE THIRD PAYMENT.

THE TIFF WILL NOT BE LIKE PAYING SOMEBODY TO CASH OUT, THEY'LL BE PAYING DOWN THE CONSTRUCTION LOAN TO THE PERMANENT LOAN AMOUNT.

SO THERE'S NO EQUITY CASH OUT AT THAT THIRD PAYMENT.

YOU'RE NOT BUYING DOWN THE EQUITY INVESTOR, YOU'RE BUYING DOWN THE CONSTRUCTION BALANCE TO GET TO WHERE THE PERMANENT BALANCE CAN TAKE ITS PLACE.

SO ONCE OUR TIF OBLIGATION HAS BEEN FULLY FUNDED, THE THIRD PAYMENT THERE WILL STILL BE A PERMANENT FIRST LIEN LOAN ON THE PROPERTY? CORRECT.

AND THE AMOUNT OF, AMOUNT OF $21 MILLION.

OKAY.

YOU DON'T HAVE ANY COMMITMENTS YET THOUGH, AT ALL FROM ANY OF THE OTHER OR FROM THE LENDERS? LIKE GOLD? WE HAVE TERM SHEETS AND WE COULDN'T EXECUTE AND COMMIT TO.

UM, BUT THERE'S STILL JUST A LOT OF MOVING PARTS TO US FIGURING OUT WHICH TERM SHEET TO TAKE.

OKAY.

UM, LET'S SEE.

UM, ARE THERE, I GUESS JUST TO FILL IN THE PICTURE FURTHER,

[00:35:01]

UM, OBVIOUSLY THE BUDGET INCLUDES AMOUNTS FOR DEVELOPER FEE AND SO ON.

I'M JUST WONDERING A, APART FROM THE ITEMS EXPLICITLY MENTIONED IN THE SLIDESHOW PROPOSAL THAT WE'VE SEEN ARE, IS IT EXPECTED THAT THERE ARE OTHER AFFILIATES OF SYCAMORE THAT OR ANY OF THE, YOU KNOW, INTERESTED PARTIES THAT WILL BE RECEIVING FEES FOR SERVICES OR, OR OTHER ITEMS IN CONNECTION WITH THE PROJECT? IN OTHER WORDS, IS THERE A BROKER INVOLVED? IS THERE, I KNOW THERE MAY BE A PROPERTY MANAGER INVOLVED AT SOME POINT.

DO YOU ANTICIPATE THAT WILL BE A SYCAMORE AFFILIATE? UM, I DO NOT.

UM, THERE, THERE IS A BROKER INVOLVED, NOT RELATED TO ME IN ANY WAY.

UM, AND THEN THERE'LL BE THIRD PARTY PROPERTY MANAGEMENT.

I WILL NOT BE PARTICIPATING IN THAT.

UM, THE GC THAT WE'RE, UM, GONNA GO WITH IS RELATED TO HUNT, UM, AT THE HIGHEST CORPORATE LEVEL, BUT THIS IS A PROJECT THAT GETS I R S SCRUTINY YET STATE SCRUTINY, AND WE'LL GET AN AUDIT FROM YOU AS WELL.

THERE'S NO HIDDEN FEES THAT ARE GETTING PUSHED AROUND TO RELATED PARTIES IN ANY WAY, SHAPE OR FORM.

UM, THESE ARE ALL EXTREMELY HIGHLY REGULATED AND, UM, I THINK THAT WE'RE KIND OF, WE'RE PROBABLY MORE SCRUTINIZED THAN ANY PROJECT YOU'RE GONNA SEE BECAUSE WE HAVE TO ACTUALLY TURN IN A COST CERTIFICATION TO THE I R S TO BE GIVEN THE TAX CREDITS FOR OUR INVESTORS TO CLAIM.

SO, UM, YOU KNOW, THE, THE KINDS OF THINGS YOU'RE TALKING ABOUT THAT WOULDN'T BE PRESENTED HERE ARE THE THINGS THAT PEOPLE GO TO JAIL FOR.

OKAY.

UM, SO IT, NOW, IF I UNDERSTAND CORRECTLY, AFTER THE FIRST TWO PAYMENTS, OUR DEED OF TRUST AND GUARANTEE GO AWAY.

IS THAT CORRECT? UH, NO.

NO, I'M SORRY.

THEY, SO THEY STAY IN PLACE UNTIL WHEN, UNTIL WE COMPLETE WITH THE ENTIRE DEVELOPMENT.

OKAY.

OKAY.

SORRY, UH, THAT MAKES MORE SENSE.

UM, SUE, THIS MAY BE A QUESTION MORE FOR YOU.

THE SUPPOSE YOU KNOW, AT SOME POINT, I KNOW THE, THE OWNER UNDER CERTAIN CONDITIONS CAN SELL THE PROPERTY, UH, IN THE FUTURE BEFORE THE 45 YEAR AFFORDABLE HOUSING REQUIREMENT HAS EXPIRED.

IF THERE WERE A BREACH OF THAT REQUIREMENT IN THE FUTURE, UM, CAN YOU FILL ME IN A LITTLE BIT MORE ON HOW THAT REQUIREMENT IS POLICED AND ENFORCED? WHAT ARE THE REMEDIES IF IT'S BREACHED? SO WE HAVE REGULAR MONITORING THAT STAFF IN OUR OFFICE DOES, BUT IN ADDITION TO THAT, BECAUSE OF THE TAX CREDITS, THERE'S GONNA BE ADDITIONAL REPORTING AND MONITORING WITH THE STATE THAT IS GONNA BE EVEN MORE RIGOROUS.

SO THERE WILL CONTINUE TO BE IN THAT 45 YEAR PERIOD MONITORING, EVEN IF WE SOLD IT, IT'S STILL, ACTUALLY, IT'S ON A LAND USE RESTRICTION AGREEMENT THAT'S RECORDED ON THE DEEDED, SO THERE'S NO ESCAPING IT AND SELLING IT, AND THEN PEOPLE PRETENDING IT DOESN'T EXIST.

AND THEN WE HAVE REPORTING THAT WE HAVE TO DO TO THE STATE EVERY YEAR.

UM, THEY COME OUT FOR INSPECTIONS, THEY MAKE SURE THAT ALL OF OUR TENANTS, THEY'RE AFFORDABLE UNITS, ARE INCOME QUALIFIED, THINGS LIKE THAT.

I GUESS WHAT MY CONCERN IS, UH, I, I UNDERSTAND THE RESTRICTION WOULD NOT GO AWAY, UH, PREMATURELY JUST BECAUSE IT WAS SOLD OR SOMETHING LIKE THAT.

BUT AS A PRACTICAL MATTER, HOW, LIKE WE DON'T HAVE A DEED OF TRUST ANYMORE.

I MEAN, WHAT HAPPENS IN TERMS OF ENFORCEMENT? WE, SOME SUBSEQUENT OWNER IS NO LONGER HONORING THAT REQUIREMENT.

WE FIND OUT ABOUT IT, WHAT IS OUR REMEDY? WE HAVE TO SUE THE DEVELOPER.

CAN WE PUT A LIEN ON IT? WHAT DO WE DO YOU REPORTING TO THE STATE? OKAY.

AND THEN THEY ENFORCING THIS.

SO YEAH.

OKAY.

I JUST, I GUESS I HAVE THE IMPRESSION THAT THAT MAY HAVE BEEN A PROBLEM IN THE PAST WITH OTHER PROJECTS.

AND I GUESS I JUST WANNA FLAG THAT AS A CONCERN THAT MAYBE CANNOT BE ADDRESSED IN THIS DEAL, BUT IT'S SOMETHING FOR PEOPLE TO PERHAPS BE AWARE OF.

OKAY.

UH, LET'S SEE.

OKAY, UH, I GUESS ONE OTHER THING I'D LIKE TO CONFIRM,

[00:40:01]

AND I, I'M FUZZY ON THE RULES GOVERNING LIABILITY, BUT BASED ON, UH, THE ENTITY STRUCTURE CHARTS THAT WERE PROVIDED, UM, I TAKE IT, LET'S SEE THAT IT LOOKS LIKE THE JESSICA CROT ANGLE.

TELL ME HOW TO SAY THAT CORRECTLY.

CROTCH TANGLE, CROTCH CROTCH TANGLE, YEAH.

IS SHE'S LIKE THE MANAGING MEMBER OF THE L L C, THAT'S THE MANAGING MEMBER, THE GP OF THE L L C, ET CETERA.

IN OTHER WORDS, SHE, SHE HAS POTENTIAL PERSONAL LIABILITY IN BOTH THE OWNERSHIP AND THE GUARANTOR STRUCTURE.

IS THAT CORRECT? THAT IS CORRECT.

OKAY.

PAM, WOULD YOU GO TO, UM, SLIDES 26? IT'S , RIGHT? YEAH, THAT'S, THAT'S WHAT I WAS LOOKING AT.

UM, THAT MAY BE ABOUT IT.

LET ME JUST, I GUESS FLIP THROUGH AND CAROLYN, I I MAY HAVE MISUNDERSTOOD OR MISSED WHAT, WHAT THE QUESTION WAS REGARDING THIS SLIDE.

UM, I WAS JUST TRYING TO UNDERSTAND OR OR CONFIRM, MY DIMM RECOLLECTION IS THAT, UM, LIKE IN A LOT OF, IN A LOT OF DEVELOPMENT PROJECTS, WHEN YOU HAVE A L L C OR A PARTNERSHIP, THE MANAGING MEMBER OR GENERAL PARTNERS INVOLVED HAVE POTENTIAL PERSONAL LIABILITY AND THEY'RE OFTEN FOR THAT REASON, CORPORATIONS RATHER THAN INDIVIDUALS.

SO IT JUST KIND OF CAUGHT MY EYE THAT SHE WAS SHOWN INDIVIDUALLY IN THAT ROLE, AND I JUST WANTED TO CONFIRM THAT THAT WAS INDEED THE CASE AND THEY WEREN'T PLANNING TO REPLACE HER WITH A CORPORATION OR SOMETHING LIKE THAT.

SO, SO TO GIVE YOU SOME EXTRA COMFORT, SYCAMORE STRATEGIES IS, YOU KNOW, MYSELF AND MY WIFE, UM, WE HAVE OVER A THOUSAND UNITS IN VARIOUS STAGES OF DEVELOPMENT OF AFFORDABLE HOUSING.

SO WHEN WE SIGN A GUARANTEE LIKE THIS, OUR ENTIRE PORTFOLIO IS EXPOSED TO THESE KINDS OF GUARANTEES.

UM, OTHERWISE NO INVESTOR WOULD TAKE OUR GUARANTEES.

SO IT'S NOT SOME SINGLE PURPOSE ENTITY WHERE NOTHING IS BEHIND IT.

WE HAVE OVER A THOUSAND UNITS THAT ARE UNDER THIS L L C AS WELL.

SO THOSE PARTNERSHIP INTERESTS ARE ALL THERE AS WELL.

AND, AND SUE, I ASSUME THAT SOLVENCY PROVISIONS WILL KIND OF ADDRESS SOME OF THIS, UM, KIND OF TRICKLE THROUGH THE ORGANIZATIONAL, UM, STRUCTURE.

I MEAN, THIS IS AN UNUSUAL FOR A TAX CREDIT PROJECT.

I KNOW THEY LOOK A LOT DIFFERENT THAN A MARKET RATE PROJECT, SO THIS IS NOT UNUSUAL COMPARED TO, UM, OTHER TAX CREDIT PROJECTS WE'VE SEEN.

AND IN TERMS OF, YOU KNOW, ANY CITY LIABILITY, WE HAVE TONS OF INDEMNIFICATION CLAUSES IN OUR AGREEMENTS IN TERMS OF PROTECTING THE CITY.

OKAY.

I THINK THAT'S ALL MY QUESTIONS AND I APPRECIATE EVERYBODY'S PATIENCE AND, UH, YEAH.

INFORMATION.

THANKS CAROLYN.

APPRECIATE IT.

UM, A LOT, A LOT OF THINKING YOU DID ON THAT.

I KNOW.

UM, THE OTHER THING WE SHOULD PROBABLY DO IS SEE IF THEY'RE GONNA COME WITH COMMENTS IS ANYBODY THAT'S, UH, NOT ON BOARD THAT'S HERE, UH, WANNA MAKE ANY COMMENTS.

OKAY.

I DID HAVE ONE FINAL QUESTION.

AND THIS IS FOR CITY STAFF.

SUE, UH, HAS, WHAT, WHAT HAS OUR, UH, HOUSING, NEIGHBORHOOD AND HOUSING DEPARTMENT, THE CITY'S NEIGHBORHOOD AND HOUSING DEPARTMENT, UH, DID THEY HAVE ANY COMMENTS ON THIS, ON THIS PROJECT? WELL, INITIALLY, UM, EVEN BEFORE AN INCENTIVE AGREEMENT WAS FILED WITH US, IT WENT THROUGH THE CITY'S HOUSING DEPARTMENT IN TERMS OF GETTING SUPPORT FOR THE TAX CREDIT APPLICATION.

OKAY.

SO SUE, SUE, WE HAVEN'T REALLY EVER DONE A VOTE LIKE THIS, SO JUST, I WANNA MAKE SURE I RIGHT.

HOW, HOW IS THAT ACTUALLY DONE? DO I JUST CALL THE CALL THE QUESTION OR? YEAH, I GUESS IF THERE'S NOT ANY OTHER DISCUSSION THEN, UM, YOU KNOW, JUST ASK IF THERE'S A, IF THERE'S A MOTION TO TAKE A VOTE MM-HMM.

.

SO IT DOESN'T NECESSARILY

[00:45:01]

HAVE TO BE A, A YES OR A NO.

THAT, THAT, THAT BRINGS THAT QUESTION FORWARD.

IS THAT RIGHT? I THINK IT WOULD BE UP TO SOMEONE TO MAKE A MOTION, EITHER IN FAVOR OR AGAINST THE PROJECT.

SO LUIS, YOU HAD MENTIONED ABOUT THE HOUSING DEPARTMENT ACTION.

SO ON SLIDE 10, THERE WAS A SUMMARY OF THAT IF YOU WANTED TO JUST REFERENCE THAT.

SO IT WENT THROUGH THE HOUSING DEPARTMENT IN TERMS OF A SUPPORT RESOLUTION.

AND THEN, UM, T D H C A, UM, RANKED AT THE HIGHEST IN ITS CATEGORY IN TERMS OF TAX CREDIT APPLICATIONS.

I REMEMBER THE RANKING.

DO YOU REMEMBER THAT THE CITY COUNCIL ALREADY APPROVED THE TAX CREDIT APPLICATION? I HAVE A QUESTION.

SO WHERE DOES IT GO FROM HERE IF IT'S APPROVED OR DENIED? WHERE IS, WHAT'S THE NEXT ACTION? CITY COUNCIL HAS FINAL DECISION, AND THIS IS JUST A RECOMMENDING BODY, RIGHT? AND ADVISOR COUNCIL HAS A FINAL DECISION.

OKAY.

I'D LIKE TO MAKE A COMMENT, BUT WHEN WE CREATED THIS TIFF, THE GOAL WAS TO PAY FOR INFRASTRUCTURE.

I DIDN'T REALIZE UNTIL THE LAST MEETING THAT THAT STRUCTURE HAD BEEN COMPLETELY CHANGED FOR ALL TS I CERTAINLY, WHEN I WAS ON THE COUNCIL, WE APPROVED A NUMBER OF PROJECTS THAT WERE AFFORDABLE TAX ACCREDITED TYPE, THE NEW DEVELOPMENTS IN THE DISTRICT THAT I LIVED IN, IN OAK CLIFF AND SOUTH DALLAS AND WEST DALLAS, I WOULD'VE NEVER ENVISIONED WHEN WE CREATED THIS DEAL THAT 46 40 $1 MILLION WOULD BE GOING TO ONE PROJECT FOR, TO PRESERVE A BUILDING LIKE THIS IN THE DESIGN DISTRICT.

I, IT JUST WASN'T EVER DISCUSSED.

I I, I UNDERSTAND YOUR DILEMMA.

I JUST, I, I DON'T UNDERSTAND THE LOGIC AND LIKE PAM SAID, $700,000 PER UNIT, SO YOU CAN RENT IT FOR 600.

IT SEEMS LIKE IT'D BE BETTER TO TAKE THE $46 MILLION AND BUILD THE FULL TAX CREDIT NEW BUILDINGS SOMEWHERE ON A LOT THE DESIGN DISTRICT AND, AND, AND DO THAT.

I MEAN, IT DOESN'T, I DON'T, I REALIZE PEOPLE WANNA SAVE THIS BUILDING.

I REALIZE THIS HISTORIC STRUCTURE, WOULD BE GOING, WHAT ARE YOU TALKING ABOUT, ED? YOU KNOW, YOU WANNA SAVE THAT BUILDING.

BUT I, I, I, I JUST, I, I SIT HERE AND I LISTEN TO ALL THIS AND APPRECIATE WHAT YOU'RE HEADED.

AND I'M NOT GONNA SPEAK FOR AGAINST IT, BUT I JUST HAVE A, A REAL HEARTBURN THAT MY TAX DOLLARS THAT I'M PAYING EVERY YEAR INTO THIS, THE PERCENTAGE OF IT IS GOING TO A PROJECT THAT I DON'T THINK I WOULD PUT, I WOULD NOT BE PUTTING KIDS IN THIS LOCATION NEXT TO A FREEWAY, NEXT TO A POWER STATION.

AND I DON'T KNOW THAT YOU'RE GONNA GET MARKET RENTS THAT YOU WANT TO GET OUT OF IT TO SUBSIDIZE THE REST OF IT.

THAT'S THE PART I DON'T UNDERSTAND HOW SOMETHING OF THIS MAGNITUDE WORKS.

YOU KNOW, IT'S NOT LIKE IT'S THE, THE MARKET DEAL OF SOMETHING THAT'S DOWNTOWN.

THIS IS ISOLATED, AS YOU SAID, NEXT TO SUBSTATION POWER PLANTS OR SUBSTATION AND A FREEWAY.

I JUST DON'T GET IT.

THAT'S, THOSE ARE MY 2 CENTS WORTH.

I DON'T HAVE A VOTE.

I DON'T HAVE A SAY IF I HAD THE TIP OVER TO DO OVER AGAIN IS THE DIF I'M NOT SURE IF WE WOULD'VE APPROVED IT BECAUSE THE DIF HAVE ONLY BEEN USED SPORADICALLY FOR TRAIL CONNECTION.

I'D LOVE TO TAKE THE 20 MILLION OR 40 MILLION AND, AND MAKE THE TRAIL CONNECTIONS THAT WE'VE BEEN TRYING TO FIGURE OUT HOW TO PAY FOR ACROSS GOAT HILL DOWN INTO, UH, THE TRINITY STRAND TRAIL OR INTO THE, THE TRINITY LEVY PROJECT BY BUY PROPERTY AND MOVE PEOPLE OUT AND BUILD SOME RESIDENTIAL ALONG THE TRAIL.

NOBODY'S COMING FORWARD TO DO THAT.

I GET WHAT YOU'RE DOING AND I JUST DON'T UNDERSTAND THAT A LOT.

I MEAN, FINDING ANY OF IT.

THANK YOU.

THANKS FOR YOUR COMMENTS.

AND I KNOW THAT YOU'VE GIVEN A LOT OF SERVICE TO THE CITY.

YOU A LOT OF EXPERIENCE, COMMENTS.

OH, AND DID YOU HAVE SOMETHING ELSE? I HAD A COUPLE OF, UH, JUST A COUPLE COMMENTS REAL QUICK AND QUESTIONS.

SO YOU SAID YOU HAD A THOUSAND UNITS.

UM, ARE THOSE OPEN FOR BUSINESS OR THEY'RE STILL IN SOME ARE, SOME ARE NOT.

OKAY.

SOME ARE STILL.

AND WHERE ARE, WHERE ARE THEY OPEN FOR BUSINESS? WE'VE GOT ONE, TYLER, IT'S OPEN FOR BUSINESS RIGHT NOW.

THE CITY OF TYLER, IT'S SENIOR PROJECT.

UM, AND THEN WE'VE GOT IN CONSTRUCTION, AND THEN THE REST ARE IN DALLAS UNDER CONSTRUCTION.

SENIORS ARE, ARE THE AFFORDABLE HOUSING.

I KNOW, BUT SOME, THEY'RE ALL AFFORDABLE.

I KNOW THEY'RE ALL AFFORDABLE.

BUT THERE'S A BIG DIFFERENCE BETWEEN SENIORS AFFORDABLE AND, AND I'M SAYING SOME MOTOR SENIOR DIFFERENCE.

SOME OF OUR FAMILY, AND THEY'RE ALL A AFFORD.

OKAY.

AND THIS IS MULTIFAMILY, THIS PROJECT, RIGHT? YES.

THEY ALL OUR MULTIFAMILY, I MEAN, YEAH, THERE'S, THERE'S NOT BEEN ANY GREEN SPACE, YOU KNOW, AT THIS PROJECT.

I MEAN, ANYWAY, IT'S JUST LIKE A CON, YOU KNOW, IT'S ALL CONCRETE.

LIKE, LIKE ED WAS SAYING, IT'S RIGHT BY THE FREEWAY.

I MEAN, I, YOU KNOW, FOR THIS KIND OF PROJECT, FOR A AFFORDABLE HOUSING FOR A FAMILY, I WOULD LIKE TO SEE SOME GREEN SPACE FOR KIDS AND PLAYGROUNDS AND THINGS

[00:50:01]

LIKE THAT.

THERE IS NONE OF THAT ON THE SLOGAN.

YOU KNOW, NOTHING.

I, I I JUST WANT YOU TO KNOW, I, WHERE MY WINDOW FACES THE POWER PLANT.

I LOOK AT THIS PROJECT EVERY SINGLE DAY WHEN I'M AT WORK.

I LOOK AT THE POWER PLANT.

I DRIVE IN AND OUT OF THIS, UH, LOCATION EVERY SINGLE DAY, UH, MONDAY THROUGH FRIDAY FOR 10 YEARS.

OKAY? SO I'M VERY FAMILIAR WITH THIS LOCATION.

IT IS NOT A GOOD USE FOR CHILDREN.

IT IS NOT A GOOD USE FOR THE MULTIFAMILY WITH CHILDREN, NUMBER ONE.

NUMBER TWO, UM, I WANT YOU TO KNOW THAT AS THIS PROJECT WOULD BECOME MY NEIGHBOR, UM, AND I HAVE SEEN QUESTIONABLE ACTIVITY AT THIS LOCATION, WHICH I'VE SHARED WITH YOU, I BELIEVE IN THE PAST, UM, FOR MANY YEARS.

AND I HAVE ALSO SHARED THAT WITH OUR OWNERSHIP, CITY OF DALLAS POLICE DEPARTMENT AND OTHER PEOPLE AT THIS TABLE.

UM, I DON'T KNOW WHAT'S GOING ON IN THAT BUILDING, BUT I KNOW WHAT I'VE SEEN MY STAFF, MY SECURITY GUARDS, UM, AND I DON'T LIKE IT.

I DON'T LIKE IT.

UM, I HAVE ASKED THE CITY TO DO A STAKEOUT, A 24 HOUR STAKEOUT WHERE YOU MIGHT HIDE ACROSS THE STREET.

YOU WATCH THEY, I DON'T KNOW IF THEY'VE EVER DONE THAT OR NOT, BUT I HAVE THE EMAILS TO THE CITY OVER THE MANY YEARS TELLING THEM THERE'S VERY CONCERNING ACTIVITY HAPPENING IN THAT BUILDING AND I DON'T LIKE IT AND I HAVE NEVER LIKED IT AND SOMEONE SHOULD DO SOMETHING ABOUT IT.

I DON'T KNOW IF YOU KNOW ABOUT THAT ACTIVITY.

I DON'T KNOW IF THE PEOPLE THAT OWN IT THAT ARE SELLING IT TO YOU KNOW, ABOUT THAT ACTIVITY, BUT I'M LETTING MY BOARD KNOW THAT IT IS VERY QUESTIONABLE ACTIVITY AND IT SHOULD BE INVESTIGATED.

UM, ANOTHER THING I WANNA ASK YOU IS HOW MUCH ARE THE BROKER COMMISSIONS AS FAR AS THE $116,000? LIKE WHAT'S THE AMOUNT, WHAT'S THE AMOUNT SALARY THEIR UNDER SEPARATE? I'D LIKE TO, I'D LIKE TO KNOW IT'S PROBABLY 3% OF THE ACQUISITION COSTS.

SO 3% OF 27.

OKAY.

UM, ANOTHER UM, THING I WANNA POINT OUT IS THAT, UM, YOU KNOW, I DON'T LIKE THE RATIO OF THE LACK OF PRIVATE FUNDING, PRIVATE INVESTMENT MONEY.

I MEAN, 90% OF IT IS BEING FUNDED BY TAXES FOR THIS DEVELOPMENT.

I'M NOT JUST, I, I, I JUST, I'M BY THAT I MEAN, WHERE'S THE PRIVATE FUNDING? THERE'S JUST NOT ENOUGH OF IT.

UM, NOT ENOUGH PEOPLE TO PUT ON THE HOOK FOR THIS PROJECT.

THE TAXPAYERS ARE TAKING THE FULL RISK, THIS PROJECT ALMOST.

AND THAT IS JUST NOT GOOD.

I DON'T WANT TO GET, UM, ALSO, UM, YOUR CONSTRUCTION COSTS ARE WAY TOO HIGH AND THEY JUST DON'T SUPPORT THE INCOME POTENTIAL FROM THIS PROJECT.

$727,000 FOR A UNIT THAT YOU'RE GONNA GET $600 A MONTH IN INCOME IS JUST SENSELESS.

AND I, I, WELL, I, I GET IT, I GET IT.

BUT, BUT, BUT IT'S AFFORDABLE HOUSING USING $41,000 IN TAXPAYER MONEY.

THAT'S WHAT'S SENSELESS.

IF YOU GUYS WANNA GO GET PRIVATE EQUITY MONEY AND BUILD OUT ALL DAY LONG AND THAT, THAT WORKS GOOD FOR Y'ALL, BUT YOU'RE TAKING TAXPAYER MONEY TRYING TO DO THAT, THAT IS NOT A GOOD USE OF TAXPAYER MONEY.

UM, AND IT'S DEFINITELY NOT A GOOD USE OF OUR 10 FUNDS.

WHAT WE, HOW WE CAN BETTER USE FOR 10 FUNDS AND, AND, UH, DO RIGHT BY TAXPAYER MONEY IS THAT WE CAN USE THAT MONEY ELSEWHERE IN THE DESIGN DISTRICT THAT WILL, THAT WILL SUPPORT DEVELOPMENT, THAT WILL THEN CREATE HIGH TAXES THAT WILL THEN SUPPORT AFFORDABLE HOUSING AT THE APPROPRIATE LOCATIONS.

AND THAT IS HOW WE CAN HELP MULTIFAMILY.

THAT IS HOW WE CAN HELP CHILDREN.

AND WE NEED THIS MONEY FOR IN INFRASTRUCTURE, BEAUTIFICATION BIKE TRAILS WHERE HOTELS CAN COME IN, ENTERTAINMENT SHOPPING, LOTS OF GREAT USES THAT WILL SUPPORT HIGHER TAXES THAT WILL THEN SUPPORT AFFORDABLE TA HOUSING AND LOCATIONS THAT ARE BETTER SUITED FOR THAT PURPOSE.

SO, UH, PRETTY MUCH THAT CONCLUDES COMMENTS I GIVE YOU.

I JUST WANNA REMIND THE MORE THAN ONLY 2% OF THE UNITS ARE AFFORDABLE IN THIS DISTRICT.

AND WE'VE BEEN OPEN FOR BUSINESS FOR YEARS, BUT NO ONE REALLY WANTS TO DO THE 20% AT 80.

IT'S A STANDARD TIP DEAL.

WE, YOU KNOW, THAT'S AVAILABLE.

AND NOT EVERYBODY HEARD IT LAST TIME 'CAUSE WE HAVE A DIFFERENT MIX OF BOARD MEMBERS HERE.

BUT THIS DISTRICT IS IN TERRIBLE DANGER, FRANKLY, OF COMING UNDER SCRUTINY FROM HU FOR NOT AFFIRMATIVELY FURTHERING FAIR HOUSING.

THIS, THIS PROJECT WILL INSULATE THIS TIP FROM ANY FUTURE CRITICISM ABOUT NOT INVESTING IN, IN AFFORDABLE HOUSING.

BUT THIS, I MEAN, THE, THE, THE DISTRICT IS ACTUALLY MUCH WORSE THAN DOWNTOWN WAS WHEN WAS IN 2014.

OKAY.

ALRIGHT.

WELL, ANYBODY ELSE? ANY OTHER LAST MINUTE COMMENTS BEFORE WE DO VOTE CAROLYN? YEAH, UM, I WOULD, UH, OKAY.

FIRST OF ALL, MY MAIN FEELING HONESTLY IS I'D RATHER NOT HAVE TO VOTE TODAY.

[00:55:01]

UM, I UNDERSTAND THERE'S PROBABLY A LOT OF TIME PRESSURE ON THIS THING, AND I EMPATHIZE AND I DON'T WANNA SEE IT UNDULY DELAYED.

BUT IF, IF, LIKE, PARTLY BECAUSE I WAS TRAVELING, I REALLY HADN'T HAD A CHANCE TO SIT DOWN AND GO THROUGH THIS STUFF UNTIL LAST NIGHT AND I'D LIKE A LITTLE MORE TIME TO DIGEST IT, EVEN IF IT'S JUST A WEEK.

UM, ANOTHER, UH, THOUGHT I JUST WANNA, WELL, OKAY, ON ON IN TERMS OF THINGS LIKE, YOU KNOW, APPROPRIATENESS FOR CHILDREN, UM, I GUESS I WOULD JUST THINK ABOUT OR MENTION, YOU KNOW, WHAT KINDS OF ENVIRONMENTS A LOT OF CHILDREN ARE ALREADY LIVING IN.

AND ALSO AS I UNDERSTAND THERE WILL BE A POOL IN THIS DEVELOPMENT.

I'M WONDERING, UH, AND FORGIVE ME IF IT WAS MENTIONED.

I DIDN'T, I DON'T RECALL SEEING ANYTHING ABOUT ANY OTHER KIND OF MIXED USE IN THIS PROJECT.

IS IT 100% RESIDENTIAL EXCEPT FOR COMMON AREA AMENITIES? PAM, COULD YOU GO TO SLIDE 12 THAT SHOWS THE OTHER AMENITIES THAT ARE PLANNED FOR THE PROJECT? OH, YEAH.

OKAY.

SO THERE ARE AMENITIES, NEW SERVICES PROVIDE, OKAY.

I MEAN, I STILL, I'M A LITTLE BIT VAGUE ON JUST HOW MUCH ACTUAL GREENERY THERE WOULD BE, BUT I'VE LIVED, I LIVED IN A CONDO HIGHRISE FOR A LITTLE WHILE ON TURTLE CREEK THAT HAD A POOL AND A GRILL AND YOU KNOW, SOME BITS OF GARDEN AROUND IT.

AND IT WAS REALLY A LOVELY AREA, UH, TO HANG OUT WITH THE KID, WHICH IS WHAT I DID AT THE TIME.

UM, SO I JUST AM, YOU KNOW, MENTIONING THAT FOR WHATEVER IT'S WORTH.

THAT'S REALLY ALL I'VE GOT RIGHT NOW.

OKAY.

THANKS CAROLYN.

UM, SO DOES, DOES SOMEBODY WANNA ASK TO HAVE A VOTE? IS THAT, IS THAT WHAT WE DO? WHATEVER YOU JUST ASK FOR A MOTION.

ASK FOR THE MOTION.

ASK FOR A MOTION.

I MEAN, CAN I ASK, IS IT POSSIBLE TO DELAY A FINAL VOTE ON OUR RECOMMENDATION ON THIS PROJECT? CAN WE DELAY IT A WEEK? COULD PEOPLE RECONVENE IN A WEEK? DOES ANYBODY ELSE FEEL THE SAME? I, I WOULD LIKE TO VOTE TODAY.

I, I THINK THE MAJORITY OF US HAVE, HAVE, WE WE'RE HERE LAST WEEK AND WE HASHED IT AROUND AND WE HASHED IT AROUND TODAY.

I, I THINK MOST OF US HAVE IN OUR MINDS PRETTY MUCH THE WAY WE WANNA GO WITH IT.

SO I THINK THAT HONESTLY, CAROLYN, WE WOULD REALLY LIKE TO GO AHEAD AND, AND IF IT'S GONNA PASS, THE GUYS WANT TO GO AHEAD AND MOVE FORWARD WITH IT.

IF IT DOESN'T, THEN THEY'LL STILL MOVE FORWARD TO THE COUNCIL.

SO, YOU KNOW, E EITHER WAY, I THINK THAT THEY, THEY FEEL LIKE THAT THEIR TIME CONSTRAINT AND, UH, AND I, AND I THINK WE HAVE A QUORUM.

UM, WITHOUT YOU, IF YOU'D RATHER JUST ABSTAIN.

I THINK, I THINK I FEEL THE NEED TO, I'D RATHER YOU VOTED WITH THE KNOWLEDGE THAT YOU HAVE THAN TO NOT VOTE.

BUT IF YOU, IF YOU DON'T WANT TO, I THINK WE CAN STILL PROCEED.

OKAY.

WELL, I, I APPRECIATE THAT VERY MUCH, MIKE.

I THINK I DO FEEL THE NEED TO ABSTAIN ON THIS ONE.

OKAY, THAT'S FINE.

I GUESS, ISN'T IT? YEAH.

WE STILL HAVE, UH, WE HAVE FOUR.

THAT'S WE, HER PREMIER PRESENCE FOR MR. PET REGARDLESS OF WHETHER SHE VOTES, JUST THE FACT THAT SHE'S HERE.

IS THAT, YEAH.

OKAY.

SO DO I HAVE A, A MOTION TO VOTE? IS THAT, THAT, WOULD WE SAYING I, I IT'S A MOTION TO APPROVE OR IT'S A MOTION TO DENY OR IF MS. SO WANTS TO MAKE A MOTION TO, UH, TO DELAY.

THAT'S POSSIBILITY.

IT'S, YOU HAVE ANY OF THE POSSIBILITIES? ANY, IF IT PLEASE, AS A CHAIR, I'D LIKE TO MAKE A MOTION THAT WE APPROVE THIS PROJECT FOR CONSIDERATION BY CITY COUNCIL.

MAY A SECOND.

SECOND.

SO THAT MEANS WHAT, WHAT DOES THAT MEAN IF YOU CAN'T, WELL, THE, THE, YOU FEEL LIKE CAN MAKE A MOTION TO DENY OR TO DELAY? I, I CAN MAKE A MOTION TO DENY.

OKAY.

UM, PAM MAKES A MOTION TO DENY.

DO I HAVE A SECOND FOR THAT? AND I I CAN DO THAT.

RIGHT.

I'LL, I'LL SECOND THAT.

OKAY.

SO AT THIS POINT THEN WE TAKE A VOTE.

ALL THOSE THAT ARE, IT WOULD BE HELPFUL TO MAYBE DO A RECORD 'CAUSE EVERYBODY ELSE IS VIRTUAL.

LIKE WHETHER THEY, AND THIS IS THE MOTION TO DENY.

SO YES.

WOULD BE YOU AGREE WITH THE DENIAL? NO.

WOULD BE YOU DON'T AGREE WITH

[01:00:01]

THE DENIAL.

OKAY.

SO, UM, DO I JUST ASK EACH PERSON THEN HOW THEY WANT TO VOTE? YEAH, THAT WOULD BE HELPFUL.

LOUISE? MY VOTE WOULD BE NO TO DENY.

OKAY.

UH, NICHOLAS.

NICHOLAS, HE'S MUTED.

YOU'RE MUTED THERE.

OKAY.

YEAH.

YOU, YOU HAVE TO VOTE.

UH, I VOTE YES.

WE CAN'T HEAR YOU IF YOU VOTE YES.

THAT MEANS YOU'RE DENYING IT, YOU'RE SAYING NO.

WELL, YES.

OKAY.

THAT'S A YES FROM, UH, NICHOLAS.

A YES FROM ME, MA'AM.

YES.

FROM ME.

AND THE ONLY REASON, JUST I WANNA THROW THIS IN THERE TOO, IS I WOULD, I JUST THINK IT'S TOO MUCH OF OUR TIP MONEY TO GO IN ONE PRIVATE.

SO, SO WE HAVE THREE NOSS, ONE NOT VOTING, AND THEN ONE THAT EXTEND.

SO WE BASICALLY HAVE THE DIVIDED RECOMMENDATION.

I GUESS IT'S NOT EVEN HAVING MIS RECOMMENDATION.

OKAY.

SORRY ABOUT THAT.

UM, WELL, DON'T BE SORRY, MIKE.

YOU HAVE TO DO WHAT YOU THINK IS BEST.

THAT'S WHAT I NEEDED, BUT I'M SORRY.

THAT'S YOUR, THE PROJECT IS, YOU KNOW, WORK FOR, OR AT THIS POINT, MAYBE IT WON'T BILL.

COUNCIL, THERE YOU GO.

I'VE GOT 13 DAYS OF COUNCIL.

OKAY.

.

DOESN'T MATTER WHAT YOU DO.

THE COMMISSION.

I JUST FOUND OUT ABOUT THE COMMISSION, IT'S, UH, LIKE 27 OR BETWEEN 8 27.

JUST THE COMMISSION JUST GOT A TAX.

NO, THAT'S THE SALE.

THE 22ND.

OH, SALE.

YEAH.

HUH? SAY THEY GOT 6% ON THE, OH, IT WOULD BE PROBABLY 3%.

UNLESS THERE'S TWO BROKEN.

NORMALLY YOU DON'T, ON A 28, YOU DON'T PAY THREE.

OKAY.

ANYWAY, THAT, THAT'S THE MEETING.

UM, ALL RIGHT.

THANK Y'ALL FOR, FOR, UH, FOR BEING HERE.

UM, AND, AND, AND REALLY HASHING THIS OVER.

I KNOW KNOW, IT'S A, UM, IT WAS A HARD VOTE.

IT REALLY WAS BECAUSE OBVIOUSLY YOU, YOU DON'T WANT TO TURN DOWN THIS KIND OF HOUSING.

YOU'D WANNA MAKE IT WORK.

BUT, UH, FOR A NUMBER OF REASONS, I THINK THAT THE MAJORITY OF US FELT IT JUST WASN'T THE RIGHT PROJECT FOR THIS, UM, YOU KNOW, FOR THIS DISTRICT AND FOR THIS AMOUNT OF MONEY.

UH, SO DO I HAVE A MOTION TO ADJOURN? UNLESS ANYBODY HAS ANY OTHER COMMENTS? ANYBODY HAVE ANY OTHER COMMENTS? I, I DON'T KNOW IF Y'ALL SAW THE WAY THE GENTLEMAN EXITED THE ROOM, BUT THAT JUST THE WAY THAT HE EXITED THE ROOM MAKES ME FEEL LIKE WE MADE THE RIGHT DECISION.

OKAY.

JUST BEING HONEST WITH Y'ALL.

HE DID NOT, HE DID THROW IT IN THE RECYCLE THOUGH.

AND I .

THAT'S .

YEAH, THAT'S TRUE.

THAT'S TRUE.

ALL RIGHT.

THANKS AGAIN.

YOU GUYS REALLY APPRECIATE YOUR TIME.

ALL THE OTHER PEOPLE THAT WERE LISTENING IN, UH, THANK YOU ALSO.

SO THANKS EVERYONE.

UH, MOTION TO ADJOURN.

MOTION TO ADJOURN.

SECOND.

SECOND.

AYE.

AYE.

AYE.

AYE.

THAT'S IT.

THANKS EVERYBODY.

EVERYBODY.

ALL.