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HomeMy WebLinkAbout2011/01/04-Minutes-Fort Worth Housing Finance Corporation (FWHFC)CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 Present: President Kathleen Hicks Secretary Frank Moss Director Mike Moncrief Director Salvador Espino Director W. B. "Zim" Zimmerman Director Jungus Jordan Director Carter Burdette Director Joel Burns Absent: Vice President Danny Scarth City staff: Susan Alanis, Assistant City Manager Vicki Ganske, Senior Assistant City Attorney Ron Gonzales, Assistant City Secretary Jay Chapa, Assistant General Manager Jean Petr, Gas Lease Program Manager Other staff: Cynthia Garcia, Assistant Director, Housing & Economic Development Department Robert Sturns, Economic Development Manager, Housing & Economic Development Dept. Leann Guzman, Assistant City Attorney Mark Folden, Housing Program Manager, Housing & Economic Development Department Ryan Haden, Development Project Coordinator, Housing & Economic Development Dept. Avis Chaisson, Development Project Coordinator, Housing & Economic Development Dept. Robin Bentley, Real Property Coordinator, Housing & Economic Development Department Fabiola Suarez, Economic Development Specialist, Housing & Economic Development Dept. Ana Alvarez, Economic Development Specialist, Housing & Economic Development Dept. Call to Order (Agenda Item 1) With a quorum present, President Hicks called the meeting to order for the Board of Directors of the Fort Worth Housing Finance Corporation (Corporation) at 2.29 p.m. on Tuesday, January 4, 2011, in the Pre - Council Chamber of the Fort Worth Municipal Building, 1000 Throckmorton Street, Fort Worth, Texas, with Vice President Scarth absent. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 2 Approval of Minutes of the December 7, 2010 Meeting (Agenda Item 2) President Hicks opened the floor for a motion on the approval of the minutes of the Tuesday, December 7, 2010, meeting. MOTION: Upon a motion made by Director Moncrief and seconded by Director Espino, the Board of Directors voted eight (8) "ayes" and zero (0) "nays ", with Vice President Scarth absent, to approve the Tuesday, December 7, 2010, minutes of the Corporation as presented. The motion carried. Written Reports: Fort Worth Housing Finance Corporation Financial Report through November 30, 2010 (Agenda Item 3A) President Hicks referenced the Financial Report through November 30, 2010, and opened the floor for discussion on the report. There was no discussion on this agenda item. The written report was provided to the Board as a matter of information. There was no formal action taken on the report. Executive Session (Agenda Item 4) President Hicks stated that he had been advised that an Executive Session was not necessary to discuss the following items: A. Seek the advice of its attorneys concerning the following items that are exempt from public disclosure under Article X, Section 9, of the Texas State Bar Rules, as authorized by Section 551.071 of the Texas Government Code: (i) legal issues concerning any current agenda item; B. Discuss the purchase, sale, lease or value of real property, as authorized by Section 551.072 of the Texas Government Code. Deliberation in an open meeting would have a detrimental effect on the position of the Corporation in negotiations with a third party; and C. Discuss or deliberate negotiations relating to any economic development negotiations, as authorized by Section 551.087 of the Texas Government Code. This agenda item was passed over. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 3 Adopt Resolution Approving an Agreement with NRP Holdings, LLC, to Develop the Esperanza Cove Senior Apartments; Authorizing the Formation of Esperanza Cove GP, LLC, and Approving All Related Actions Required for it to Act as General Partner for Esperanza Cove Ltd., the Partnership Developing, Owning and Managing the Project Located as 2718 E. Belknap; and Authorizing the Execution of an Option to Purchase the Development Site (Agenda Item 5) Mr. Jay Chapa, Assistant General Manager, addressed the Corporation regarding the proposed resolution. Mr. Chapa advised the Corporation that there were a few items for the Corporation to consider involving two (2) tax credit projects that the City Council saw in December relative to providing HOME funds for the projects. He added that one project was located in District 2 and the other project in District 7. Mr. Chapa began his PowerPoint presentation by providing an aerial view of the location in District 2 for the proposed Esperanza Cove Senior Apartments and stated that the project was on Belknap Street close to Race Street. He then presented a slide that contained the following overview of NRP Holdings, LLC: • A privately owned company created in 1995. • Throughout the last 15 years, the NRP Group has devoted significant resources to develop high - quality, multi- family housing in Ohio, North Carolina, Virginia, Michigan, Indiana, New Mexico, Arizona, Texas, Louisiana and New York. • Offices in Texas, Arizona, North Carolina and Ohio with over 200 employees. • Extensive partnership experience with non - profits and public entities throughout the United States. • Local current NRP projects include the Race Street Lofts and Terrell Homes. Mr. Chapa displayed a rendering of the proposed site plan for the 61 apartments that would be for senior citizens and would contain 32 one (1) bedroom and 29 two (2) bedroom apartments. He then displayed a picture that reflected the current condition of the proposed project site. Mr. Chapa transitioned to the next slide entitled " Esperanza Cove Senior Apartments Overview" which reflected the following information: • Tax Credit Project — Requesting approximately $6 million in Low Income Housing Tax Credits. • Construction of (61) affordable, senior rental apartments consisting of three (3) lots located at 606 Blandin Street, 2819 E. Belknap Street and 2817 Plumwood Street. • The one (1) and two (2) bedroom units will be for individuals 55 and over at 30 %, 50% and 60% of Area Median Income. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 4 Adopt Resolution Approving an Agreement with NRP Holdings, LLC, to Develop the Esperanza Cove Senior Apartments; Authorizing the Formation of Esperanza Cove GP, LLC, and Approving All Related Actions Required for it to Act as General Partner for Esperanza Cove Ltd., the Partnership Developing, Owning and Managing the Project Located as 2718 E. Belknap; and Authorizing the Execution of an Option to Purchase the Development Site (cont'd) (Agenda Item 5) • On -site property management and maintenance. • Leasing Center. o Accommodates community meetings and includes a business center. Mr. Chapa presented the following information regarding the proposed unit mix and rent levels for the proposed project: Bedrooms 4 of Units Income Level Proposed Square Rent Footage 1 3 30% AMI 750 $299.00 1 10 50% AMI 750 $552.00 1 18 60% AMI 750 $679.00 2 3 30% AMI 900 $358.00 2 11 50% AMI 900 $661.00 2 16 60% AMI 900 $813.00 Mr. Chapa advised of the proposed terms for the proposed project reflected below: • HFC serves as General Partner and may be guarantor of a partnership and Equity Investor (tax- credit buyer) to own property development. • HFC enters into contract with NRP for it to serve as Development Consultant, Master Sub - Contractor and Property Manager of the completed development. • HFC will receive a portion of the Developer fee. • HFC would purchase the property once the Tax Credits are approved and all partnership documents are completed. HFC will then lease the property to the partnership. The lease will be for the cost of the property. The lease will be prepaid at closing. • Cash Flow will be split appropriately. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 5 Adopt Resolution Approving an Agreement with NRP Holdings, LLC, to Develop the Esperanza Cove Senior Apartments; Authorizing the Formation of Esperanza Cove GP, LLC, and Approving All Related Actions Required for it to Act as General Partner for Esperanza Cove Ltd., the Partnership Developing, Owning and Managing the Project Located as 2718 E. Belknap; and Authorizing the Execution of an Option to Purchase the Development Site (cont'd) (Agenda Item 5) Mr. Chapa described the project impact as follows: • Eliminates current substandard structure. • Provides a welcome addition along Belknap Street corridor which is within the Six Points Urban Village. • Supports development of new quality affordable accessible housing close to downtown. Mr. Chapa concluded his presentation by stating that staff recommended approval of the resolution to: • Allow staff to finalize negotiations of specific project details and contracts and enter into the partnership. • Authorize the creation of a single purpose affiliate of the Fort Worth Housing Finance Corporation to act as the General Partner. • Authorize the HFC to purchase the property needed for the project and lease it to the partnership. • Apply for an allocation of low income housing tax credits. • Expend up to $20,000.00 for legal and other professional services related to the project. President Hicks opened the floor for discussion on this issue. Director Moncrief asked staff if there was still a shortage of workforce housing in the downtown area. Mr. Chapa replied affirmatively and that that the shortage was attributed to the cost of living in the downtown area that citizens in the low to medium income level could not afford. He added that one of the things that made the Race Street and Belknap Street area attractive was that it was close to the downtown area and its amenities. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 6 Adopt Resolution Approving an Agreement with NRP Holdings, LLC, to Develop the Esperanza Cove Senior Apartments; Authorizing the Formation of Esperanza Cove GP, LLC, and Approving All Related Actions Required for it to Act as General Partner for Esperanza Cove Ltd., the Partnership Developing, Owning and Managing the Project Located as 2718 E. Belknap; and Authorizing the Execution of an Option to Purchase the Development Site (cont'd) (Agenda Item 5) Director Espino recalled the Race Street Lofts project where an LLC was created and the HFC was the managing member and asked if that type of set up would be the same for this project. Mr. Chapa stated that this project was the same setup as the Race Street project and added that the next proposed project regarding the Lakeside Village Homes would be the same setup as that for the Terrell Homes project. President Hicks stated that there was a lot of senior housing coming up in Tarrant County and all over the state. She asked if Mr. Chapa was concerned that there was too much senior housing. Mr. Chapa stated he was not concerned and that the first baby- boomers turned 65 in January and what was being seen was a response to the market to the need for housing for those 55 and older in life. He added that as soon as the housing was built, it was being occupied. President Hicks also noted that there was the "not in my back yard" syndrome where people were not supporting quality affordable accessible housing unless it was senior housing. Mr. Chapa responded that in some locales that was the case, but not in this instance. He recalled instances where forward funding was received for the Terrell Homes project and also a project in Far North Fort Worth. He added that going forward with the tax credit round for the upcoming year, some of those dollars had already been allocated to past projects and that more allocations were available for senior projects in this region than there was for regular projects. He pointed out that therefore there would be a higher chance of being awarded tax credits for a senior project than a regular project as the competition would not be as stringent. There being no further discussion, President Hicks opened the floor for a motion. MOTION: Upon a motion made by Director Espino and seconded by Director Moncrief, the Board voted eight (8) "ayes" and zero (0) "nays ", with Vice President Scarth absent, to approve Resolution No. FWHFC 2011 -01. The motion carried. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 7 Adopt Resolution for Approving an Agreement with NRP Holdings, LLC, to Develop the Lakeside Village Homes; Authorizing the Formation of Lakeside Village GP, LLC and Approving All Related Actions Required for it to Act as General Partner for Lakeside Village, Ltd., the Partnership Developing, Owning and Managing the Project Located on Scattered Sites in the Como Neighborhood; and Authorizing the Execution of an Option to Purchase the Development Sites (Agenda Item 6) Mr. Jay Chapa, Assistant General Manager, addressed the Corporation regarding the proposed resolution. Using a PowerPoint presentation, he presented an aerial view of the proposed development that reflected the boundaries of the overall neighborhood in the Como Neighborhood Association area. He stated that the information presented relative to the NRP overview for the previous project on the Esperanza Cove Senior Apartments was identical to this project. Mr. Chapa provided the following background information on the proposed development: • Tax Credit Project — Requesting approximately $6 million in Low Income Housing Tax Credits. • Construction of 36 single - family rental homes available for families at 30 %, 50% and 60% of Area Median Income. All lots are tax foreclosed; City of Fort Worth is the trustee. 0 17 — three (3) bedrooms, approximately 1,375 square feet. 0 19 — four (4) bedrooms, approximately 1,550 square feet. • On -site property management. • Leasing Center o Will accommodate Lakeside Village community meetings and will include a business center. Supportive services provided will include financial planning, credit counseling and homebuyer education. • After 15 years, the homes will be available for sale to the lessee for the amount left on the debt. Mr. Chapa displayed a proposed elevation of a single- family home which had been vetted with the Como Neighborhood Association and stated that NRP had conducted three (3) meetings with the neighborhood association and another was planned for this week. He advised the Corporation of the proposed unit mix and rent levels as follows: CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 8 Adopt Resolution for Approving an Agreement with NRP Holdings, LLC, to Develop the Lakeside Village Homes; Authorizing the Formation of Lakeside Village GP, LLC and Approving All Related Actions Required for it to Act as General Partner for Lakeside Village, Ltd., the Partnership Developing, Owning and Managing the Project Located on Scattered Sites in the Como Neighborhood; and Authorizing the Execution of an Option to Purchase the Development Sites (cont'd) Bedrooms # of Units 3 3 3 4 4 4 2 6 9 2 7 10 Income Level 30% AMI 50% AMI 60% AMI 30% AMI 50% AMI 60% AMI Proposed Square Footage 1,375 1,375 1,375 1,550 1,550 1,550 (Agenda Item 6) Rent $418.00 $769.00 $944.00 $470.00 $861.00 $1,057.00 Mr. Chapa informed the Corporation of the proposed partnership terms and added that the terms were similar to the Terrell Homes Project, as well as the previous project for Esperanza Cove. • HFC serves as General Partner and may be Guarantor of a partnership with special limited partner (Equity Investor) to own property development. • HFC enters into contracts with NRP for it to serve as Development Consultant, Master Sub - Contractor and Property Manager of the completed development. • HFC receives a portion of Developer fee which will be negotiated accordingly. • Cash Flow will be split accordingly. • HFC would purchase the property once the Tax Credits are approved and all partnership documents are completed. HFC will then lease the property to the partnership. The lease will be for the cost of the property. The lease will be prepaid at closing. Mr. Chapa completed his presentation with the following staff recommendation and advised that the recommendation was identical to that for the Esperanza Cove project: CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 9 Adopt Resolution for Approving an Agreement with NRP Holdings, LLC, to Develop the Lakeside Village Homes; Authorizing the Formation of Lakeside Village GP, LLC and Approving All Related Actions Required for it to Act as General Partner for Lakeside Village, Ltd., the Partnership Developing, Owning and Managing the Project Located on Scattered Sites in the Como Neighborhood; and Authorizing the Execution of an Option to Purchase the Development Sites (cont'd) (Agenda Item 6) • Allow staff to finalize negotiations of specific project details and contracts and enter into the partnership. • Authorize the creation of a single purpose affiliate of the Fort Worth Housing Finance Corporation to act as the General Partner. • Authorize the HFC to purchase the property needed for the project and lease it to the partnership. • Apply for an allocation of low income housing tax credits. • Expend up to $20,000.00 for legal and other professional services related to the project. President Hicks opened the floor for discussion on this issue. Director Burdette stated that the Como area had suffered a great number of foreclosures in recent years just like other areas in the City and that there were a large number of properties that needed to be redeveloped. He added that this was a wonderful project to get that redevelopment jump started. He further stated that he had attended a couple of the meetings of the neighborhood association and that NRP had been well received. He pointed out that he had not received any comments from anyone in the neighborhood expressing concern and that Como was ready to embrace this project and asked for the Corporation's support to move forward. There being no further discussion, President Hicks opened the floor for a motion. MOTION: Upon a motion made by Director Burdette and seconded by Director Espino, to approve Resolution No. FWHFC 2011 -02. President Hicks inquired when the next meeting would be held with the Como community and if a letter was expected at that time. Mr. Chapa stated that NRP had to submit a letter for the application process which he believed would occur at the next meeting. He stated that he also believed that NRP was finalizing some of the other site plans for the buildings. President Hicks requested that staff inform the Corporation once the application was approved. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 10 Adopt Resolution for Approving an Agreement with NRP Holdings, LLC, to Develop the Lakeside Village Homes; Authorizing the Formation of Lakeside Village GP, LLC and Approving All Related Actions Required for it to Act as General Partner for Lakeside Village, Ltd., the Partnership Developing, Owning and Managing the Project Located on Scattered Sites in the Como Neighborhood; and Authorizing the Execution of an Option to Purchase the Development Sites (cont'd) (Agenda Item 6) The Board voted seven eight (8) "ayes" and zero (0) "nays ", with Vice President Scarth absent, to adopt the resolution. The motion carried. Adopt Resolution Approving a Gas Lease with Chesapeake Exploration, L.L.C., for 2710 Avenue C (Agenda Item 7) Director Jordan stated that he would file a Conflict of Interest Affidavit with the City Secretary's Office and abstain from voting on this item. Ms. Jean Petr, Gas Lease Program Manager, Planning and Development Department, addressed the Corporation regarding the proposed resolution. Using a PowerPoint presentation, Ms. Petr provided the following outline of the natural gas lease request: 0 Chesapeake requested a lease on HFC property located at 2710 Avenue C. o Council District 8 • Lease Terms. o $3,000.00 per acre bonus. 0 25 percent Royalty. o Two (2) year term. o No surface use. Ms. Petr provided an aerial view of the property that was located on just west of Nashville and behind Neighborhood Police District 6 offices. She displayed a slide entitled Barney Robinson Unit that contained the following information: • Block 6, East '/z of Lot 2; all of Lots 3 through 5. • 0.502 acre, more or less. • $1,506.00 total bonus. CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 11 Adopt Resolution Approving a Gas Lease with Chesapeake Exploration, L.L.C., for 2710 Avenue C (Agenda Item 7) (con't) Ms. Petr explained that royalties would be realized once the well was drilled. She added that site was located in the northwest corner of the Unit and that it was part of the Barney Robinson pad which had previously been approved by the City. She concluded her presentation by stating the terms of the lease were at current market value and that staff recommended the Corporation approve the lease at their discretion. President Hicks opened the floor for discussion on this issue. There being no discussion, President Hicks opened the floor for a motion. MOTION: Upon a motion made by Director Moncrief and seconded by Director Espino, the Board voted seven (7) "ayes" and zero (0) "nays ", with Vice President Scarth absent and with one abstention by Director Jordan, to approve Resolution No. FWHFC 2011 -03. The motion carried. Requests for Future Agenda Items (Agenda Item 9) President Hicks opened the floor on requests for future agenda items. No requests were made by Board members. Adiourn (Agenda Item 10) With no further discussion, President Hicks adjourned the called — special session of the Fort Worth Housing Finance Corporation Board at 2:46 p.m. on Tuesday, January 4, 2011. These minutes approved by the Fort Worth Housing Finance Corporation Board of Directors on the 8`" day of jebruary , 2011. APPROVED: Kathleen Hicks President CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION CALLED — SPECIAL SESSION TUESDAY, JANUARY 4, 2011 PAGE 12 ATTEST: Frank Moss Secretary Prepared and respectfully submitted by: Ronald P. Gonzales, T C /CMC Assistant City Secretary