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Home My WebLink About2023/02/28-Minutes-Fort Worth Housing Finance Corporation (FWHFC)CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION TUESDAY, FEBRUARY 28, 2023 Present: President Carlos Flores Vice President Elizabeth Beck Secretary Gyna M. Bivens Director Mattie Parker Director Michael D. Crain Director Alan Blaylock Director Jared Williams Absent: Director Leonard Firestone Director Chris Nettles Staff: Fernando Costa, Assistant City Manager Denis McElroy, Senior Assistant City Attorney Victor Turner, Assistant General Manager (Absent) Reginald Zeno, Treasurer (Absent) Jannette S. Goodall, City Secretary 1. Call to Order With a quorum present, President Flores called the meeting to order for the Board of Directors of the Fort Worth Housing Finance Corporation at 12:18 p.m. on Tuesday, February 28, 2023, in the City Council Conference Room, Room 2020 of the Fort Worth Municipal Building, 200 Texas Street, Fort Worth, Texas. 2. Approval of Minutes a. Regular Meeting Held on November 29, 2022 Motion was made by Vice President Beck and seconded by Director Bivens to approve the November 29, 2022, meeting minutes. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 3. Written Reports a. Unaudited Financial Statement as of December 31, 2022 b. Quarterly Investment Report as of December 31, 2022 c. Annual Independent Auditors Report for Fiscal Year 2022-CohnReznick CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION TUESDAY, FEBRUARY 28, 2023 PAGE 2 of There was no discussion on the reports; they were for informational purposes only. 4. Consider and Adopt a Resolution approving the Las Vegas Trail Neighborhood Transformation Plan — Amy Connolly, Assistant Neighborhood Services Director Motion was made by Director Crain and seconded by Director Blaylock to approve Resolution No. FWHFC-2023-01, approving the Las Vegas Trail Neighborhood Transformational Plan. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 5. Consider and Adopt to Resolution approving amendments to the Corporation's Investment Strategy — John R. Samford, Assistant Finance Director & City Treasurer, Financial Management Services Motion was made by Director Bivens and seconded by Director Crain to approve Resolution No. FWHFC-2023-02, approving amendments to the Corporation's Investment Strategy. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 6. Consider and Adopt a Resolution authorizing the Corporation to participate in the Texas Cooperative Liquid Assets Securities System Trust - John R. Samford, Assistant Finance Director & City Treasurer, Financial Management Services Motion was made by Director Bivens and seconded by Director Crain to approve Resolution No. FWHFC-2023-03, authorizing the Corporation to participate in the Texas Cooperative Liquid Assets Securities System Trust. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 7. Consider and Adopt a Resolution authorizing the sale of 5240 Wooten Drive and 5250 Wonder Drive to Fort Worth Habitat for Humanity, Inc., for a total sales price of $250,000.00 for the construction of affordable housing in the Wedgwood Square Neighborhood — Leah Brown, Neighborhood Development Coordinator, Neighborhood Services Motion was made by Director Williams and seconded by Vice President Beck to approve Resolution No. FWHFC-2023-04, authorizing the sale of 5240 Wooten Drive and 5250 Wonder Drive to Fort Worth Habitat for Humanity, Inc., for the construction of affordable housing in the Wedgwood Square Neighborhood for a total sales price of $250,000.00. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 8. Consider and Adopt Resolutions for the Proposed Partnership with Worthington Point Preservation LLC, an Affiliate of Lincoln Avenue Capital LLC, to Rehabilitate, Own, and Operate the Worthington Point Apartments, an Affordable 4% Multi -Family Housing Development, located at 12301 South Hemphill Street, Fort Worth — Chad LaRoque, Housing Development Manager a. Briefing on the proposed Worthington Point project CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION TUESDAY, FEBRUARY 28, 2023 PAGE 3 of 5 b. Consider and Adopt Resolution hiring Shackleford, Bowen, McKinley & Norton, LLP as legal counsel for the Corporation and a General Partner Entity, to be Owned by the Corporation, to advise regarding formation of the partnership and other deal -related matters for the rehabilitation of the Worthington Point Apartments located at 12301 South Hemphill Street, Fort Worth c. Consider and Adopt Resolution approving an agreement with Worthington Point Preservation LLC or an affiliate for the rehabilitation of Worthington Point Apartments and confirming the formation of Worthington Point FWHFC Partner LLC, the general partner of Worthington Point Apartments LP, the partnership rehabilitating, owning and managing the development, and approving all related required actions d. Consider and Adopt Resolution authorizing the Corporation or an affiliate to acquire land located at 12301 South Hemphill Street for the rehabilitation of Worthington Point Apartments and enter into a long-term ground lease with Worthington Point Apartments LP or an affiliate e. Consider and a Adopt Resolution approving actions of the Corporation as sole member of Worthington Point FWHFC Partner LLC, the general partner of the Worthington Point Apartments LP, approving and ratifying all actions necessary for the financing, rehabilitation, and operation of Worthington Point Apartments f. Consider and Adopt a Resolution authorizing the Corporation or an affiliate to act as general contractor or participate in a joint venture for the development of the Worthington Point Apartments Items 8b through 8f were considered and adopted under one motion. Motion was made by Director Williams and seconded by Vice President Beck to approve Resolution Nos. FWHFC-2023-05, FWHFC-2023-06, FWHFC-2023-07, FWHFC-2023-08, and FWHFC-2023-09, Adopting Resolutions for the Proposed Partnership with Worthington Point Preservation LLC, an Affiliate of Lincoln Avenue Capital LLC, to Rehabilitate, Own, and Operate the Worthington Point Apartments, an Affordable 4% Multi -Family Housing Development, located at 12301 South Hemphill Street, Fort Worth. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 9. Consider and Adopt a Resolution authorizing receipt, on behalf of Tobias Place, LP, of a $2,000,000 grant of an American Rescue Plan Act (ARPA) Funds from Tarrant County to support the Tobias Place development located at 505 West Biddison Street and 3500 South Jennings Avenue — Amy Connolly, Assistant Director Motion was made by Vice President Beck and seconded. by Director Bivens to approve Resolution No. FWHFC-2023-10, Authorizing receipt, on behalf of Tobias Place, LP, of a $2,000,000 grant of an American Rescue Plan Act (ARPA) Funds from Tarrant County to support the Tobias Place CITY OF FORT WORTH, TEXAS FORT WORTH HOUSING FINANCE CORPORATION TUESDAY, FEBRUARY 28, 2023 PAGE 4 of 4 development located at 505 West Biddison Street and 3500 South Jennings Avenue. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 10. Consider and Adopt a Resolution Ratifying Letter of Intent for the Seminary Families Housing Project at and around 4048 McCart — Tara Perez, Directions Home Motion was made by Vice President Beck and seconded by Director Williams to approve Resolution No. FWHFC-2023-11, Ratifying Letter of Intent for the Seminary Families Housing Project at and around 4048 McCart. The motion passed on a 7-0 vote. Directors Firestone and Nettles were absent. 11. Executive Session There was no Executive Session. 12. Requests for Future Agenda Items There were no requests for future agenda items. 13. Adjourn With no further discussion, President Flores adjourned the meeting of the Fort Worth Housing Finance Corporation at 1:00 p.m. on Tuesday, February 28, 2023. These minutes approved by the Fort Worth Housing Finance Corporation Board of Directors on the 251h day of April, 2023. APPROVED: Carlos Flores President CA Gyna ivens Secretary ATTEST: tte S. Goodall ecretary