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Other Year 15 Options - Novogradac & Company LLP · PDF filePNC Real Estate, Tax Credit Capital ... • GP and LP interests, ... Other Year 15 Options. MODERATOR. PANELISTS. Mark Shelburne

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  • Other Year 15 OptionsMODERATOR PANELISTS

    Mark ShelburneNovogradac & Company LLP

    John NunneryPNC Real Estate

    Bob SnowNational Equity Fund

    Rebecca ArthurNovogradac &Company LLP

    Stephen RogerAffordable HousingPreservation Advisors

  • PNC Real Estate, Tax Credit Capital National purchaser of federal and

    state low income, historic, and new market tax credits

    Distribution platform includes syndicated funds, separate accounts and direct purchases (PNC account)

    $9B in equity under management, 130,000+ units

    Balance sheet and Agency lending, predevelopment equity, and acquisition loans on a select basis

    Formed Preservation Investments in 2013 as a way to provide capital (debt and equity) into the Year 15 space through our existing platform

    Completed 3 fund investments, started marketing our next fund earlier this year

  • PNC Preservation Investments Opportunity: provide debt and equity

    financing that can compete with non-LIHTC/affordable buyers to slow the loss of affordable units

    Natural extension of the tax credit platform

    Underwriters, closers, fund managers, lending capability, LIHTC knowledge base, LIHTC developer and investor base

    First 3rd party fund investments in 2012

    New line of business started in 2013 2013 Internal approvals 2014 SEC approvals 2015 First PNC-sponsored

    fund closing

    2016 Additional investors, acquisitions

    2017 Launched PNC Fund 2

  • PNC Preservation Investments NHP-Urban Atlantic Fund ($50M)

    Closed in August 2012 Acquired 9 properties, sold 1 1,319 units CT, MD, OH

    PNC Preservation Fund 1 ($100M) First closing December 2015 Final closing September 2016 Fully invested by January 2017 Acquired 13 properties, sold 1,

    started LIHTC on 2

    1,960 units MA, IL, FL, AL, UT, VA, CT, MS

    PNC Preservation Fund 2 ($150-175M est.)

  • What Is Preservation? Acquisition of at-risk properties

    Expiring LIHTC, Section 8 Properties with contractual

    restrictions

    Intended disposition into LIHTC or affordable transaction

    Extension, i.e., Preservation of affordability

    What is NOT Preservation. Ownership of affordable

    housing without the intent to preserve affordability

    Renovation or historic preservation

    Renewal of a Section 8 contract

    Workforce housing Naturally occurring affordable

    housing

  • Multi-Investor LIHTC vs PNC Preservation Funds

    LIHTC PreservationCredits and Losses Form of Return Cash

    Yes Construction Risk No

    Yes Leasing Risk Yes, but Limited (Stabilized)

    Yes Developer Risk No

    Yes, but limited Operating Risk Yes

    Yes Compliance Risk Yes, sometimes

    Yes CRA Eligible Yes

    7-8% Net Pre-Tax1 (Tax Reform?) Returns 11%-12% Net Pre-Tax1

    Under 10% PNC Co-Investment Up to 25%

    15 Years or longer Fund Life Approximately 10 Years

    15 Years Asset Hold Period 3-5 Years

    National, CRA, Secondary, Tertiary Markets National, CRA, Secondary

  • Acquisitions LIHTC or Subsidized, less than 20%

    market rate Contractual affordability restrictions

    no naturally affordable Expiring affordability within 15 years,

    prefer after year 15 but have completed year 11 deals

    GP and LP interests, 100% ownership Stable/predictable performers, no

    retenanting, no significant deferred maintenance

    Acquisition of partnership interests or fee simple

    New PNC balance sheet debt structured to match the asset strategy (assumptions are possible)

    Generally 11%-13% net IRRs Not a Value-Add Fund Not looking to

    do significant immediate repairs and push rents charged to low income residents, interim hold to get to a LIHTC transaction in order to renovate

    Can work as either a 9% or 4% transaction at exit

  • Developer RoleDevelopers are a source of opportunities for fund investment Off market deals some are from the

    management portfolio

    Existing portfolio looking to cash out but retain some control (sell but retain the option to repurchase)

    For deals that are developer sourced: PNC executes the PSA, funds all costs Developer provides 3rd party

    management for the fund

    Developer gets an option to purchase the property at FMV

    No equity required from the developer and no guarantees

    Developer applies/reapplies for credits/bond cap, solicits offers for LIHTC equity and debt, sources soft financing (if required), and closes

    Developer becomes the GP and the fund exits the transaction

  • Island Terrace Apartments Chicago 240 units including 1/3 HAP, 1/3 vouchers,

    Chicago Housing Trust subsidies Acquired in April 2015 for $19M Brought in new 3rd party mgmt Reduced expenses significantly (payroll and

    utilities) Improvements to security and hot water

    system Recently appraised for $24.9M LIHTC process started Syndication in 2018 1 block south of the Obama Presidential

    Library site Across the street from a proposed Tiger Woods

    PGA course

  • 227 units, 100% HAP 3 property portfolio ($104M) Acquired in Dec 2015 for $47M Retained existing management No major capital improvements LIHTC (4%) process started LIHTC syndication in mid 2018 Current HAP rents $400 below comparables

    (RCS)

    RCS adjustment in early 2018 GPR increase of approx. $1M is possible

    New Port Antonio Apartments Boston

  • Bolton North ApartmentsBaltimore

    209 units Long term Section 8 contract Acquired by NHP-UA Fund in August

    2013 for $22.5M

    Uniquely structured to avoid tax complications

    Negotiated a real estate tax reduction Received a bond allocation from the

    state of MD

    Received an allocation of 4% tax credits Closed August 2017

  • Contact Information

    John N. NunnerySenior Vice President

    PNC Real Estate23B 1 Market

    Beaufort, SC 29906Tel: (843) 644-5649

    [email protected]

  • Option 1 Do Nothing Willow Garden Reach Good Physical Condition Surplus cash able to keep

    up with repairs

    Ability exits to recapitalize through a refinance in year 25 when the exiting mortgages are paid off.

    Continued ownership supports GP through fees

    10/12/2017 Page 14

  • Option 2 Refinance

    Pinochle Place

    Good Physical Condition Good Market with high rents

    and high occupancy and healthy NOI.

    Fully amortizing debt lock out ends year 15 with a high rate (8.16%) refinanced in a low interest rate environment to 4.5%.

    Continued ownership supports GP through fees

    10/12/2017 Page 15

  • Option 34% LIHTC and New Soft debt

    Harrison Apartments & Adams Homes Local developer gained state and City support to combine the 2

    projects in one new 4% Resyndication project Original state loan and bank

    loan paid off New state 1st mortgage City partially forgave 2nd mortgages New soft money awarded to project

    Page 16

  • NOI Dictates Options

    If the income to expense ratio looks like West or Columbus stay the course or refinance

    If the income to expense ratio looks like Harvard or RNE III will need gap loans and/or another LIHTC allocation

    Page 17

    $-

    $100,000

    $200,000

    $300,000

    $400,000

    $500,000

    $600,000

    West Park Columbus Park I Harvard Park II RNE III

    Gross Income Operating Expense

  • Distribution of Buyout Options (NEF Funds)

  • Option Distribution for NEF Projects in Year 14...

  • Sponsor intentions for Y16 and beyond

    53% Hold and Operate

    34% Refinance or 4% LIHTCwith New Gap debt

    10% Sold

    3% 9% recapitalization

  • Recent Marketplace Dynamics Create Options and Challenges

    Rapidly rising rents, focus on multifamily as a real estate opportunity

    LIHTC portfolios trading at Year 15 and during extended use as a land-banking strategy, priced assuming flipped to market

    Entry of REIT and other real estate capital into market

    Page 22

  • Bob Snow

    National Equity Fund

    [email protected]

    614-397-3968

    Page 23

    mailto:[email protected]

  • Investor/Syndicator- Y-15 issues LPs want the $ they are entitled to under the documents LP/Syndicator has a fiduciary obligation to create value. Mitigate recapture risk and other liabilities Squeezed by Investor demands Where is my money and Pay

    me for consent. LP/Syndicator may have huge accrued loans and fees. LP feels they must drive the dispo process for max. value. LP has more experience creating value (closed hundreds) LP sees a nationwide demand and Greater Fool buyers.

  • GP/Sponsor Y-15 Issues GP delivered the Tax Creditswhich is why the LP invested. GPs believe they have preformed and lived up to commitments. GPs are emotionally invested its their property, their community. GPs see the operational problems, not the value. Think the LP should exit (for cheap) so they can figure out what to do with the

    property.

    Are horrified when the LP trys to force an exit and extract maximum value and proceeds.

    Are horrified to find that the syndicator is owned by new investors who want disposition $.. not new TC business.

  • Y-15 Current issues

    GPs getting rich on property sales (25M GP deal). LP/Investors getting rich on residuals (written down to 0 by yr.

    11). Syndicators have tens of millions of accrued fees and loans. Newco investors buy syndicators for disposition residuals. Syndicator margins on acquisitions decline, Dispo profits up. LPs realize Capital Accounts can deter