San Bernardino header
File #: 797   
Type: Consent Status: Passed
File created: 7/30/2019 Department: Community Development and Housing Department
On agenda: 8/6/2019 Final action: 8/6/2019
Subject: Approve HOME Loan Agreement with Waterman Gardens Partners 2, L.P. for the Arrowhead Grove Phase II Affordable Housing Project
Attachments: 1. EXH-CDH-080619-AG HOME HUD HOME Rent Limits-Exhibit F(B), 2. EXH-CDH-080619-AG HOME Leasehold Deed of Trust-Exhibit E, 3. EXH-CDH-080619-AG HOME Legal Description for Housing Parcel-Exhibit A, 4. EXH-CDH-080619-AG HOME Legal Description for Housing Parcel-Exhibit F(A), 5. EXH-CDH-080619-AG HOME Promissory Note-Exhibit D, 6. EXH-CDH-080619-AG HOME Regulatory Agreement-Exhibit F, 7. EXH-CDH-080619-AG HOME Statement of Residual Receipts Report-Exhibit I, 8. EXH-CDH-080619-AG HOME Uniform Physical Conditions Standards-Exhibit F(E), 9. EXH-CDH-080619-AG Phase 2-Wage Determination-Exhibit H-1, 10. EXH-CDH-080619-AG Phase II and III Schedule of Performance-Exhibit C, 11. EXH-CDH-080619-AG Phase II Section 3 Compliance-Exhibit H, 12. EXH-CDH-080619-Arrowhead Grove Phase II Approved Development Budget-Exhibit B, 13. CON-CDH-080619-Arrowhead Grove HOME Loan Agreement (Arrowhead Grove Phase II), 14. COV-CDH-080619-Arrowhead Grove HOME Loan Agreement, 15. EXH-CDH-080619-AG HOME Certificate of Continuing Compliance-Exhibit G, 16. Item #15 Executed BAI, 17. Executed Contract #19-549, 18. DELEGATED AUTHORITY Estoppel Certificate Arrowhead Grove Phase II Affordable Housing, 19. DELEGATED AUTHORITY Subordination Agreement & Certificate of Completion - Arrowhead Grove Phase II

REPORT/RECOMMENDATION TO THE BOARD OF SUPERVISORS

OF THE COUNTY OF SAN BERNARDINO

AND RECORD OF ACTION

 

August 6, 2019

 

FROM

GARY HALLEN, Director, Community Development and Housing 

         

SUBJECT                      

Title                     

Approve HOME Loan Agreement with Waterman Gardens Partners 2, L.P. for the Arrowhead Grove Phase II Affordable Housing Project

End

 

RECOMMENDATION(S)

Recommendation

1.                     Approve HOME Loan Agreement and ancillary loan documents by and between the County of San Bernardino and Waterman Gardens Partners 2, L.P., with a term of 55 years and in a total amount not to exceed $2,900,000 for the construction of 147 affordable units in the Arrowhead Grove Phase II Affordable Housing Project.

2.                     Authorize the Chairman of the Board of Supervisors or the County Chief Executive Officer, upon consultation with County Counsel, to make modifications, execute, and deliver the HOME Loan Agreement and all ancillary documents required for the project financing, necessary to carry out the transaction, and mandatory to close the transaction.

3.                     Direct the Community Development and Housing Department Director to transmit all documents to the Clerk of the Board within 30 days of execution.

(Presenter: Gary Hallen, Director, 387-4411)

Body

 

COUNTY AND CHIEF EXECUTIVE OFFICER GOALS & OBJECTIVES

Promote the Countywide Vision.

Ensure Development of a Well-Planned, Balanced, and Sustainable County.

Pursue County Goals and Objectives by Working with Other Agencies.

 

FINANCIAL IMPACT

Approval of this item will not result in the use of any Discretionary General Funding (Net County Cost).  The total project costs to construct 184 units of which 147 are affordable units, and required improvements is $79,561,750 of which it is recommended the County invest $2,900,000 of HOME Investment Partnership Program (HOME) funds towards the affordable development.  Sufficient appropriation and revenue exists within the Community Housing Development (CDH) 2019-20 budget unit to fund the $2,900,000 investment.

 

BACKGROUND INFORMATION

The Housing Authority of the County of San Bernardino (HACSB) has been the operator of the 252 unit Public Housing site known as Waterman Gardens since 1943.  One of the goals is to convert the HUD-owned affordable development, place the property under local control and renovate this part of the City of San Bernardino through the reinvention of Waterman Gardens into Arrowhead Grove.  HACSB, in partnership with National Community Renaissance of California (NCRC), the City of San Bernardino and the County of San Bernardino, has lead a collaborative community and economic development effort in the development of Arrowhead Grove as a mixed income, mixed use community.  HACSB has been pursuing this revitalization vision by demolishing the 76 year old buildings and developing 411 new residential units and commercial space.   To date, 136 new affordable housing units have been built and occupied.  Approval of this item will assist in financing the construction of the development.  If approved, CDH’s capital commitment of $2,900,000 will be leveraged with over $70,000,000 in other funding to continue the build-out of Arrowhead Grove.  The action requested of the Board of Supervisors (Board) is to approve a loan agreement between the County of San Bernardino and Waterman Gardens Partners 2, L.P. in an amount not to exceed $2,900,000 of HOME funds to construct 184 residential units, which includes 147 affordable units, 2 manager’s units, and 35 market-rate units.

 

The estimated total development cost of the Project is $79,561,750 for 184 units.  Overall estimated permanent financing sources and uses are summarized below:

 

SOURCES: PERMANENT

AMOUNT

USES: PERMANENT

AMOUNT

JP Morgan Chase Perm Loan

$19,909,000

Acquisition Costs/Closing

$     970,000

4% Tax Credit Equity Bank of America

$25,018,036

Architectural Fees & Permits

$  7,059,901

City of San Bernardino -  NSP & HOME

$  2,330,000

Construction Costs

$53,295,617

County of San Bernardino - HOME

$  2,900,000

Indirect Construction/Legal

$  1,578,808

HACSB Development  Loan

$  3,412,000

Developer’s Fee

$  3,000,000

HACSB Land Lease Loan

$     970,000

Deferred Developer’s Fee Equity Contribution

$ 6,400,000

AHSC HCD Funding

$17,422,714

Lease-Up Costs/Reserves

$  1,867,309

Deferred Developer’s Fee Equity Contribution

$  6,400,000

Financing Costs

$  5,390,115

NCRC Sponsor Loan (Dignity Health)

$  1,200,000

 

 

Total

$79,561,750

Total

$79,561,750

 

On January 9, 2018, the Board of Supervisors approved Resolution No. 2018-02 (Item No. 16) for a funding commitment of $2,200,000 to the Project.  Further, on July 24, 2018, the Board of Supervisors approved an amendment to Resolution 2018-02 (Item No. 51) which increased the total HOME funds committed to the Project to $2,900,000.  Today, we are asking the Board to approve the loan documents.

 

The County’s loan of $2,900,000 has an interest rate of 3% and will be repaid through residual receipts.  The County-imposed regulatory agreement ensures that the 14 HOME-assisted affordable units remain affordable for 55 years.

 

The Project promotes the Countywide Vision by creating, supporting and enhancing vibrant communities with safe, clean, and affordable housing.  The Project is also consistent with the housing needs identified in the County of San Bernardino’s 2015-20 Consolidated Plan.

 

In companion items today, HACSB is also requesting approval of Closing Documents, LLC Formations, a Bond issuance in an amount not to exceed $55,000,000, and a capital and land loan totaling approximately $4,382,000.  The HACSB items were recommended by the Housing Commission on July 16, 2019.

 

Because of the short time requirements that may be required by the State or third-party financing entities, staff is recommending delegation of authority to the Chairman of the Board of Supervisors or the County Chief Executive Officer to execute certain ancillary documents, and certificates for the County HOME Loan Agreement in order to consummate the transactions relating to the project, subject to consultation with County Counsel.

 

PROCUREMENT

Not Applicable

 

REVIEW BY OTHERS

This item has been reviewed by County Counsel (Robert F. Messinger, Principal Assistant County Counsel, 387-8979) on July 24, 2019; Finance (Kathleen Gonzalez, Administrative Analyst, 387-5412) on July 23, 2019; and County Finance and Administration (Robert Saldana, Deputy Executive Officer, 387-5423) on July 26, 2019.