UC Real Estate Professional Development: Financing Tools

Financing Tools
New and Bedrock Tools of Development Finance
UC Real Estate Professional Development Series
Presented by Susan E. Thomas
Matt Staarmann, CFAMarch 24, 2015

2
2
About
Port of Greater Cincinnati
Development Authority

3
Private Sector
Practices
• Risk Tolerance
• Market Focus
• Sense of Urgency
Public Sector
Tools
• Resources / Tools
• Credibility
• Long Term
Perspective
Value Creation
• Jobs
• Property Values
• Residents
PLANNING
STRATEGY
STEWARDSHIP
Our Strategy: to be the most sought after
development partner

4
Finding the Right Tools
Stage of Growth and Risk Profile
DesperateStart-Up
Established and
Looking to Grow
Port Authority Tools
Port Authority tools are primarily debt related
 Reduce Cost of Capital or Construction Costs
 Access to Capital on More Attractive Terms
Commercialize

5
Development Bond Financing
$539 million for 15 financing projects
Red Bank Village
Queen City Square
Oakley Station

6
6
About
Ross, Sinclaire & Associates

7
Ross, Sinclaire & Associates, LLC
• Regional broker-dealer founded in 1989
• 14 offices in 10 states – headquarters in Cincinnati
• Local Projects of Interest:
Hampton Inn (3000 Vine Street)
Vernon Manor Offices
USquare @ the Loop
Broadway Square
Wilmington College – Center for Sports Sciences
Sanctuary – Education Matters and Community Matters

8
8 Historic Tax Credits

9
Historic Tax Credits
• Federal Rehabilitation Tax Credit (IRC Section 47)
• Tax aspects administered by the IRS
• Preservation aspects jointly administered by the National Parks Service and
State Historic Preservation Offices (SHPOs)
• Many states offer additional tax credit incentives

10
HTC – Federal Credit Types
• Old Buildings – 10% of QREs
• Placed in service before 1936
• Non-historic and non-residential
• Historic Buildings – 20% of QREs
• Listed in National Register of Historic Places
• Located in a Registered Historic District and is listed as being of significance
to that district

11
Qualified Rehabilitation Expenditures (QREs)
• Amounts incurred by a taxpayer in connection with the rehabilitation that are
capitalized to the building
• Generally includes:
• Hard costs
• Architecture and engineering fees
• Interior demo
• Development fees (must be reasonable)
• Construction period interest and taxes
• Generally excludes:
• Acquisition costs
• Site work
• Personal property and FF&E
• New building construction (enlargements)

12
Earning the Credits
• Must be a “building” – i.e., enclosed space within walls and usually covered
with a roof
• Building must be “substantially rehabilitated”
• Rehabilitation must meet the standards of the NPS
• Building must be depreciable
• After rehab, the building must be used for income-producing purposes
for five years
• Building owner earns the credits

13
HTC Structures and Compliance Period
• Attracting investor capital more favorable than sponsor use of credits:
• Partnership structure
• Lease pass-through structure
• 5-year compliance period following placed-in-service
• Recapture reduced by 20% per year

14
HTC – Other Considerations
• Non-profit, tax exempt users – additional complexity
• IRS Rev. Proc. 2014-12– safe harbor guidance
• Transaction costs and economies of scale
• State Tax Credits:
– Ohio
• Competitive application process – semi-annual rounds
• Up to 25% of QREs or $5 million
– Kentucky – max of $400,000

15
Project Example – QRE Calculation
Budget % QRE QRE
Acquisition Cost 1,500,000 0.0% -
Sitework 400,000 0.0% -
Hard Costs 6,250,000 100.0% 6,250,000
Architecture & Engineering 350,000 90.0% 315,000
Other Soft Costs 500,000 50.0% 250,000
Developer Fee 1,000,000 85.0% 850,000
Total 10,000,000 7,665,000

16
Project Example – HTC Calculation
QRE 7,665,000
Federal HTC % 20%
Federal Credits 1,533,000
Investor Allocation 99%
Investor Price 1.00
Investor Contribution 1,517,670

17
Project Example – Sources of Capital Comparison
Conventional HTC Deal
Senior Debt 7,000,000 7,000,000
HTC Investor Equity - 1,517,670
Developer Equity 3,000,000 1,482,330
Total 10,000,000 10,000,000
• No Free Lunch: HTC structures provide up-front capital to help close
financing gaps, but tradeoff is that HTC investor receives some operating
cash flow until investor exits deal after compliance period

18
18 Structured Lease

19
Structured Lease
• Port Authority is not required to pay state and local sales tax on
construction materials – even if the project is for economic development
purposes
• In order to use this incentive, the Port Authority must have an ownership
interest in the project even if those properties are leased to private
entities
• Property transfer and lease arrangements are made
on a case-by-case basis

20
Structured Lease – Examples
$25 millionnew construction project (hard costs)
• Assume 50% of hard cost is for construction materials
• Hamilton County tax sales tax of 6.75%
• Goal: 80% of savings retained by client post transaction fees and expenses
• Total Savings to client: $675,000
$5 millionnewconstruction project (hard costs)
• Add on to projects where the Port Authority has another role
• Assume 50% of hard cost is for construction materials
• Hamilton County tax sales tax of 6.75%
• Goal: 80% of savings retained by client post transaction fees and expenses
• Total Savings to client: $135,000

21
Structured Lease – Bond Financing Option
• Port Authority specific financing option – capital or operating lease
• Port Authority purchases or constructs the facility. Port Authority leases
the facility to a master lessee who makes lease payments sufficient to
cover debt service on the bonds that financed the facility
• Master lessee can be a developer or an end user
• The bondholderhas recourse only to the lease payments made by the
lessee or any guarantor or to the asset leased or financed
• Lease bond financings are credit dependent

22
Lease Bond Financed Projects
303 Broadway
Queen City Tower
$259 million lease revenue bonds
$ 64 million TIF bonds
• Port Authority owns land
and buildings
• Capital lease to affiliate of
Western-Southern

23
23 Greater Cincinnati EB-5 Program

24
EB-5 Program Overview
• Created by the Immigration Act of 1990
• Foreign nationals can receive Permanent US Green Card if they
invest in new or troubled US businesses
• Investor must create at least 10 jobs within 2 years per $500,000
invested (if in a targeted employment area)
• Provides access to a diverse, stable, and patient capital source
• Well suited for real estate construction and stabilization
• Works with a variety of asset types
• Partners well with TIF, New Market Tax Credits, and other
financing sources

25
Investment Models
Direct Investment
• Primarily equity investment
• Only direct jobs count towards
job creation
• Requires active management
by the investor
Regional Center
• Allows for pooling of investments
and various types of financing
• Can count both direct
and indirect jobs
• Permits passive management
through Limited Partnership

26
Regional Center Model
Regional Center most common in EB-5 investments
• Over 90% of EB-5 applications go through Regional Centers
• Investors invest in the Regional Center, which then makes an investment in the project,
rather than direct investment into projects or companies
• Operates within a defined geographic region, although does not have exclusivity
to any given region
Benefits:
• Can do other types of financing (i.e. flexible, senior debt, and mezzanine financing).
• Can use Economic Modeling to estimate job creation, counting both direct and indirect jobs
• Can aggregate funds to do larger scale investments

27
Job Creation Calculation
• EB-5 Investment Capital requires Job Creation
• Amount of EB-5 investment a project can support is based on job
calculations
• Multiple allowable techniques to calculate jobs
• Direct jobs (head count) difficult to track, limits investment size
• Economic modeling using development expenditures to
determine direct, indirect, and induced jobs
• Typically can finance 25-30% of total project costs
Can count expenses and revenues for entire project,
not just EB-5 funded portion
• Project certainty very important

28
EB-5 for Development Finance
Works best as a portion of the capital stack
• Senior debt at higher LTV and/or lower interest rates than traditional debt
• Mezzanine Debt to fill a financing gap
• Works with a variety of asset types
• Projects with public sector participation more significant to
foreign investors
• Can be combined with TIF, New Markets Tax Credits,
and others

29
$65 million office development:
• Maximum EB-5 Investment of $16-20 million
• Mezzanine Debt, as opposed to
Equity position
$125 million mixed use development:
• $30 million Hotel
• $55 million Office
• $25 million Residential
• $15 million Parking Garage
• Maximum EB-5 Investment of $31-37 million
• Could direct all EB-5 investment to components that are more difficult to
otherwise finance
Examples – EB-5

30
Port Authority EB-Program: CiF Partnership
Port Authority
• Market program locally
• Pipeline generation
• Preliminary due diligence
• Offer bond financing to EB-5 projects when appropriate
Regional Center (CiF)
• Loan and EB-5 underwriting
• Solicit foreign investment
• Manage investors and immigration process
• Program compliance
u Start with the Port Authority

31
Port Authority Program Requirements
• Minimum $30 million project
• Located in a Targeted Employment Area (TEA)
– Anywhere in Hamilton County, urban areas of Hamilton and
Middletown
• Job coverage ratio
• Strength of the developer or end-user
• Public involvement
• Senior Mortgage or Mezzanine Debt
• 5 Year Term, Interest Only
• Complete capital stack
• Certainty of execution
• Ability to refinance EB-5 debt

32
EB-5 Investment Process
Project
Port
Authority
CiF
Foreign
Investor
• Initial point of contact
• Review project and
evaluate EB-5 potential
• Project underwriting
and due diligence
• Advance term sheet
• Solicit foreign investment
• Manage investors and
immigration process
• Provide equity
investment into
single asset LLC
• File for visa with
USCIS
• Provide debt capital
to the project
• Administer ongoing
compliance
Project CiF
Foreign
Investor
Workflow
Cashflow

33
EB-5 Borrower Process

34
Case Study: The Flats East Bank
Centered on the construction of the
Ernst & Young office tower,
attached Aloft Hotel,
and space for retail and restaurants.
Phase 1 completed in 2013.
TotalEB-5Investment: $45 million
TotalProject: $275 million
EB-5Investors: 90
Job Creation: Estimated1,800+
Status: Closed |FullyFunded

35
Case Study: Westin Hotel
Total EB-5 Investment:$36 million
Total project:$80 million
EB-5 Investors:72
Job Creation:Estimated 850+
Status: Closed
Renovation of anexistingbuildingintoa luxury
Westin Hotel with aprime location.Thenew Westin
offers 484 upscalerooms, a fitness facility,a spa,a
steakhouse, and meeting andevent space.

36
Case Study: University Hospitals
Part of University Hospitals $1.2 billion
expansion and renovation effort.
EB-5 investors financed construction of state-of-
the-art Ahuja Medical Center and the Seidman
Cancer Center (shown).
Total EB-5 Investment:$60 million
Total project: $1.2 billion
EB-5 Investors: 120
Status: Closed | Fully Funded
Job Creation: Estimated 3,400+

37
37 New Market Tax Credits

38
NMTC Overview
• The New Markets Tax Credit (NMTC) Program provides an incentive to
attract investment of private capital over 7 years into distressed
communities
• The incentive is a 39% tax credit, taken over a 7-year period, on
Qualified Equity Investments (QEIs) into Community Development
Entities (CDEs), which invest the equity proceeds into Low Income
Communities (LICs)
• Its purpose is to provide an incentive that stimulates investment which
facilitates economic and community development outcomes in
distressed LICs

39
Community Outcomes
The CDFI Fund expects that significant quantitative and qualitative outcomes will
result from CDE investments. Some common examples most applicable to real
estate:
• Job creation
• Quality of jobs
• Jobs accessible to low-income persons or residents of low-income communities
• Commercial goods or services to low-income communities
• Community goods or services to low-income communities
• Healthy food financing

40
What are Low Income Communities?
Census tract criteria:
• Greater than 20% poverty
• Less than <80% of the Metropolitan Statistical Area’s (MSA) or State’s
Higher distress:
• Unemployment 1.5X national average
• Non-metropolitan county
• Federal Economic Development Zone
• State/Local Economic Zone
• Brownfield
• Food Desert
• Medically Underserved

41
What are Community Development Entities?
• Certified by the CDFI Fund of the U.S. Treasury
• Primary mission of serving Low Income Communities
• Maintains accountability to residents of LICs through a
governing or advisory board
• Apply for NMTC allocation
• Local CDEs that have received allocation:
• Cincinnati Development Fund
• Cincinnati New Markets Fund, LLC (3CDC)
• Uptown Consortium, Inc.

42
Ineligible Businesses
• Residential rental property with >80% income from residential units
• Any rental property without substantial improvements
• Farms with >$500,000in assets
• Development of intangible assets for sale or license
• Others
• Golf Courses
• Gambling Facilities
• Country Clubs
• Race Tracks
• Liquor Stores
• Massage Parlors/Hot Tub Facilities/Suntan Facilities

43
NMTC Basic Rules
Investorsmake Cash Qualified Equity Investments(QEIs) into qualified Community
Development Entities (CDEs) that make Qualified Low Income Community Investments
(QLICIs) by investing Substantially All of the cash proceeds into Qualified Active Low
Income Community Businesses(QALICBs)

44
NMTC Leveraged Structure - $10 million

45
Structure and Compliance Items
• Loans from CDEs are interest only for 7 years
• Possible to structure for amortization
• Forbearance required by NMTC lender
• 80/20 rule for mixed-use residential
• Unwind with a put-call option agreement
• Recapture risk is 100%for the full 7 years
• QALICB stays a QALICB; CDEs remain compliant

46
NMTC – Other Considerations
• Location is a prerequisite, but LIC outcomes are what drive credits to a
transaction
• Scarce resource and ultra-competitive market
• Long lead times
• Securitization requires credit
• Complexity is unavoidable
– Requires creativity and sophistication amongst the sponsor entity and all professionals
involved in the transaction

47
Project Example – Wilmington College

48
Project Example – Wilmington College
• Total Cost at Project Level = $10,300,000
• Extra Cost Attributed to NMTC = $550,000
• NMTC Capital to Project = $3,050,000
• Net NMTC Capital = $2,500,000
– Approximately 25% of capital stack

49
49
Southwest Ohio
Regional Bond Fund

50
Southwest Ohio Regional Bond Fund
• Cooperative Arrangement with Dayton Port Authority
• A credit-enhancement vehicle supported by a system of common program
reserves and designed to achieve an investment grade rating.
• The fund can be used to provide unrated but credit-worthy businesses,both large
and small, access to long-term, low cost, fixed-rate financing to fund expansions
and create jobs.
• Additionally, Tax Increment Financing (TIF) backed infrastructure bonds of less than
$6 million could become financially viable if issued to the fund.
• Partners well with other Port Authority Bond Funds and the Ohio Enterprise Bond
Fund.

51
SORBF: Eligible Borrows and Projects
Eligible Borrowers:
• Industrial or Commercial Companies including manufacturing, distribution, housing,
and education
• Infrastructure Projects (TIF & Special Assessment Projects, including PACE)
• Non-profit or 501 c(3) entities
• Governmental
Eligible Projects:
• Acquisition and/or Renovation of Existing Buildings
• Construction of New Buildings
• Acquisition of Land
• Purchase and Installation of Equipment
• Financing Costs and Soft Costs

52
52
Tax Increment Financing (TIF) &
Special Assessment (SA)

53
Tax Increment Financing
• TIF is a tool for local governments to finance capital projects in support of
economic development
• State programs vary
– Local variations within each state
• TIF enables a sponsoring municipality, or designated authority, to capture
the increase in taxable valuation generated by new development or
redevelopment to pay (the debt service on bonds issued) for project
expenses

54
Tax Increment Financing
$
TAXABLEASSESSEDVALUE(TAV)
BASE TAXABLE ASSESSED VALUE (BTAV)
attributable to all taxing districts
Incremental TAV captured by
TIF Authority to pay project
cost
New TAV
attributable to
all taxing
districts
5 10 15 20
Issuance Maturity30 Year TIF
TIME
Increased TAV from
Development activities

55
TIF in Ohio
• Counties, townships, or municipalities establish TIFs:
– Pass legislation to designate parcels in TIF
• Project TIF or TIF District (up to 300 acres)
• Property owners make payments in lieu of taxes (PILOT), also known as Service
Payments
• 30 year limit
• Incremental revenue directed to special fund
– School district approval and agreement
• TIF used to pay for public infrastructure
– Residential development in blighted areas

56
Structuring TIF Bonds
• Property tax cycle increases risk exposures
– Lag in collection timeline
– Assess Valuation unknown
• Project type and credit profile
– Projections – valuation and growth?
• Security features:
– Debt Service Coverage
– Debt Service Reserve Fund
– Minimum Service Payment
– Tax Lien

57
TIF Bond Timeline
$5MM
Yr 0
$1MM
$2MM
$4MM
$3MM
Yr 1 Yr 3 Yr 5 Yr 10 Yr 20
Yr 30
$0MM
Bond Debt Service Payments
TIF Revenues
Excess Revenues (DSCR)
“Absorbtion”
Risk must be
addressed
Yr 30

58
TIF – Other Considerations
• TIF and abatements don’t mix
• Triple Net Lease – what valuation will the market bear?
• Bond market has a fickle past:
• Credit / security enhancements:
– Private sector enhancements – Letters of Credit
– Municipal enhancements – Cincinnati Non-Tax Revenues
– State – SW Ohio Regional Bond Fund or State Infrastructure Bank
– Special assessments
• Developer purchased bonds
• Reimbursement

59
Special Assessments
 Charges againstproperty(not owner)to pay costs of improvements orservicesthat
benefittheproperty.
 Not propertytaxes,butare includedas a separatelineitem on therealestate tax bill.
 Assessmentscan befor improvementssuchas streets,sidewalks,waterandsewer,or
servicessuchas lightingandlitterremoval.
 Thecountyauditorkeeps an accountingoftheseassessments.
 Processcan beeither:
 Determination of necessity of improvement by a municipality
 Petition by the property owner
 Multi-stepapprovalprocess.

60
TIF Deal Examples
• Linden Pointe – City of Norwood
– Special Assessment
• Vernon Manor – State of Ohio Enterprise Bond Fund
– Special collateral from Build Cincinnati Development Fund
• USquare – City of Cincinnati
– Non-Tax Revenues
• Keystone Parke II – State of Ohio Infrastructure Bank
– City of Cincinnati Non-Tax Revenue Pledge

61
Case Study: Oakley Station
Oakley Station
74 acre mixed use development
$6.835 million in TIF and SA
Bond proceeds used to fund public
infrastructure
Assessments: 24 years
$ 6.835 million principal
$15.95 million total estimated installments
TIF: 30 years
LEED abatement can supersede TIF

62
Case Study: Cincinnati Mall
Cincinnati Mall
80+ acre mall
$18 million in TIF and SA bonds
Bonds used to acquire and repair public
infrastructure including parking garage
Assessments: 30 years
$18 million principal
$40.8 million total estimated assessments
TIF Base Value: approx $60 million
Current Value: approx $8 million

63
63
Property Assessed Clean Energy
(PACE)

64
Public Finance: PACE - Clean Energy
What is PACE?
• Property Assessed Clean Energy (PACE)
• Innovative financing program to support energy efficiency and renewable
energy upgrades
• Property requests assessment on property tax bill to raise capital for
improvements
Benefits
• No net out-of-pocket expense
• 100% of project costs can be financed
• Debt terms extended to 15 years, making it possible to achieve positive cash
flow on retrofits
What type of Project qualifies?
• Projects that demonstrate cost savings through reduced energy consumption
or energy generation
• End-of-Life cycle equipment replacement

65
Source: Setting the Pace: Financing Commercial Retrofits; Institute for Building Efficiency; Feb 2013 citing Energy Efficiency
Indicator Survey, Institute for Building Efficiency, Johnson Controls, 2012.
Barriers to Upgrading

66
Audits
Coordinatewith
contractorsto
performenergy
audits
Evaluation ofaudit
findingswithproperty
owner
Determination of
potential energy
savings
Pre-Certificationof
contractors
Coordinatewith
energy auditfindings
Assistin
development of
scopeofwork
RevolvingLoanFund
PACEbonds
Grants
Directbankloans
Post-issuancedebt
compliance
Specialassessment
servicing
Evaluation of
energy savings
Contracting Financing Monitoring
Port Authority / Energy Alliance

67
1st PACE project in
Hamilton County
ADDRESS: 1682 Seymour Avenue, Cincinnati, OH
FOCUS AREA: Bond Hill / Roselawn
SPECIFICATIONS: 25,000 square feet
Former furniture warehouse gets energy
efficiency upgrades with PACE
• $250,000 in upgrades
• NOW AVAILABLE
PACE Project:

68
68 Combining Financing Tools

69
Combining Financing Tools
• Hampton Inn – TIF and NMTC
• Vernon Manor – TIF, HTC, and NMTC
• USquare – TIF and NMTC
• Broadway Square – City 108 Loan, HTC, and NMTC
• Sanctuary – HTC and NMTC
• Queen City Square – TIF, Lease
• Oakley Station – TIF and SA

70
Sanctuary Structure Diagram

71
MATT STAARMANN, CFA
Managing Director, Structured Finance
513-381-3939
Ross, Sinclaire & Associates, LLC
mstaarmann@rsanet.com
SUSAN THOMAS
Vice President, Public Finance
Port of Greater Cincinnati Development Authority
513-621-3000
sthomas@cincinnatiport.org
ThankYou

UC Real Estate Professional Development: Financing Tools

Recommandé

Recommandé

Contenu connexe

Tendances

Tendances (7)

En vedette

En vedette (20)

Similaire à UC Real Estate Professional Development: Financing Tools

Similaire à UC Real Estate Professional Development: Financing Tools (20)

Plus de The Port

Plus de The Port (17)

Dernier

Dernier (20)

UC Real Estate Professional Development: Financing Tools

Notes de l'éditeur