Response to:

Request for Proposals

Redevelopment of 221 Lamm Street

Presented by

Cohen-Esrey Development Group

March 25, 2020

Cohen-Esrey Development Group, LLC 8500 Shawnee Mission Pkwy, Ste. 150 Merriam, KS 66202 Main: 913.671.3300 FAX: 913.671.3301

March 25, 2020 City of Mankato Community Development Department ATTN: Kristin Prososki 10 Civic Center Plaza Mankato, MN 56082 Dear Kristin: Thank you for the opportunity to resubmit Cohen-Esrey Development Group’s (CEDG) proposal to redevelop 221 Lamm Street. We believe the vision and the development plan presented in this document provides an opportunity to transform a light industrial area in Mankato’s downtown into an attractive and inviting new urban mixed-use development. CEDG’s proposal includes a mix of housing products for families and seniors including affordable and market-rate housing, retail that could serve as a community asset, and an array of green space, gardens, gathering spaces, and even an outdoor amphitheater. The design of the buildings and green space is done to enhance the urban edge, feature the attractive design of the buildings as one approaches the site, create community gathering spaces, and hides the parking from most views of the site. Most importantly, this $36 million proposal incorporates a practical, realistic, targeted, and diverse funding strategy that will increase the likelihood of realizing the development vision for the site. Thank you for the opportunity to submit this proposal and we look forward to working together in the very near future. Regards, Brian Sweeney Development Director Cohen-Esrey Development Group

PROJECT DESCRIPTION Cohen-Esrey Development Group (CEDG) proposes to redevelop the 5.04 acre site of the former city public works facility into a beautiful new Urban Community for downtown Mankato. The plan offers a variety of affordable, workforce, and market rate housing options, multiple green space for community gatherings, and a retail component that can serve as a community asset. Most importantly, CEDG’s funding strategy for all the different components of the plan are realistic and have a high percentage of success. Multiple public and private funding options/strategies are incorporated into this plan. This plan reflects recommendations of many of the existing city planning documents representing years of envisioning a reuse of the area including the Riverfront Drive Corridor Study, the City Center Renaissance Plan, the 2015 Consolidated Plan, and the Mankato Area Housing Study Update. HIGHLIGHTS The highlights of the proposal include:

• Sinclair Flats: A 48-unit Affordable Workforce Multifamily Building will serve individuals and families from 30%-60% median income and have as many as ten of the 48 units market rate.

o Four units of supportive housing for people with disabilities. o Four units of for homeless population, with housing support.

Unit Mix for Sinclair Flats (9% LIHTC)

30% 50% 60% Section 8 Voucher

Market Rate Total

1 Bedroom Unit 4 3 - 2 3 12 2 Bedroom Unit 5 7 5 2 5 24 3 Bedroom Unit - 9 1 - 2 12

Total 9 19 6 4 10 48

• Lewis Lofts: Two 30-unit senior buildings. 56 Units @ 60% median income and four units that utilize Housing Choice Vouchers.

Unit Mix for Lewis Lofts (4% LIHTC)

60% Section 8

Voucher Total 1 Bedroom Unit 23 2 25 2 Bedroom Unit 33 2 35

Total 56 4 60

• Main Street Townhomes: Nine Affordable, Workforce Housing Townhomes (privately funded) targeted to individuals and families with incomes from 80%-125% of median income.

221 Lamm Street RFP Response

• Design: The attractive designs of the buildings are complemented by an abundance of green space including a garden, a ‘Children’s Green” across the street from the Children’s Museum, and an outdoor amphitheater serving as community gathering spaces.

o The first goal of this design is to reinforce the urban edges of the streetscape with a texture of buildings and building uses and not simply have a very visible sea of parking. The buildings themselves will reinforce the existing streets as urban corridors.

o Parking will be contained and tucked away in a neighborhood court in order to be efficient and convenient for residents, while providing relief from patterns of dense parking in the near environment.

• Retail (with a Public Purpose): The development has 7500 sf of retail. CEDG would focus on securing a day care center or perhaps a Montessori pre-school as its tenant. By having this portion of the development separate from the housing (and its financial model) reduces the cost of the overall development, which will improve the chance that MHFA financing will be secured for the housing components. CEDG is committed to working with the City and community to identify a tenant and a use that will promote a multi-generational focus for the overall development.

• Minnesota Green Criteria: The buildings will be designed in accordance with the Minnesota Green Criteria. The design is based on tenets of green design with orientation of buildings based heavily on the solar orientation and ample opportunities for storm water reconditioning and cooling. All the housing units will be designed to Energy Star requirements and will use highly insulated envelopes, Energy Star windows and roof systems, low water usage fixtures, LED lighting throughout and Energy Star appliances. The units will achieve HERS ratings 10% better than required by the energy code.

• Stoltzman Road: Stoltzman Road will be extended between Lindner Street and Sibley Parkway.

• Sewer Easements: The Site Plan is mindful of the existing sewer easements.

221 Lamm Street RFP Response

PRACTICAL, REALISTIC, STRATEGIC, DIVERSE FUNDING STRATEGIES The key to jump-starting the $36 million development on 221 Lamm Street is utilizing a number of financing tools for the different proposed buildings as well as the financial strength of the developer. MHFA Financing. While like the previous proposal we are seeking housing funds from MHFA, we think it is critical to be more strategic in how this is done moving forward and by submitting applications in different categories.

• Dual Application Process: Instead of submitting an application in the traditional 9% LIHTC category, we would be submitting Sinclair Flats (48-unit Family) via the ‘Dual Application’ process, which allows MHFA the flexibility in how the project is funded. This increases the chances of an award. How does this work? It allows MHFA to bridge the funding gap with deferred soft funding from several other soft funding sources--Housing Infrastructure Bonds (HIB), Challenge, PARIF, Greater Minnesota Housing fund, loans, or other deferred sources.

• For Lewis Lofts (two 30-unit senior buildings), we would submit this application specifically in

the 4% LIHTC category and request Housing Infrastructure Bonds fill the gap. HIB is a relatively new program which has specific uses, one of which is targeted to affordable senior housing that is new construction. The Governor has proposed a significant increase in the amount of HIB funds in the current budget.

In short, we recommend submitting these two very separate and distinct applications in the upcoming MHFA round (due June 4th, 2020. Preliminary applications due May 14th). By giving MHFA two very different projects that will score very highly, we increase the chance of at least one award. We are confident that our applications will be competitive with the hope of at least securing funding for one of the buildings, although it is not out of the question that two awards could be awarded. If one project is selected, we would work in partnership with the City, to determine the best path forward for the other project. With one LIHTC award in hand, we would be able to move forward with the townhomes and the retail space. Townhome/Retail Financing. These two components of the development would be privately financed and developed by CEDG. This represents an investment of approximately $8 million. Market Rate Apartments. While CEDG is primarily an affordable housing developer, we do develop market rate housing. We are currently developing 108 units of market rate housing in an adaptive re-use project in Midtown Kansas City. Our property management partner, Cohen-Esrey Communities, manages over 10,000 apartments across in 14 states. More than half of this portfolio is market rate. If MHFA funding is not awarded for the second building, a development/financing option could be to do more market rate units/buildings on the site. What about Opportunity Zone Investors? 221 Lamm Street is in an Opportunity Zone. While the Opportunity Zone program that was part of the federal 2017 tax reform package showed much promise, the number of actual projects that have or are being developed have been minimal. CEDG’s financial team has discussed several possible Opportunity Zone projects with national lenders, institutional investors, and individual investors. At the end of the day, the deals that are being done are on both coasts or in major real estate markets. and no residential projects in small or medium size markets.

221 Lamm Street RFP Response

CITY OF MANKATO/CEDG PARTNERSHIP: Purchase Offer/Public Financial Incentives

• Purchase Price: CEDG will pay City of Mankato (CITY) $250,000.00 for the purchase of the property.

• Earnest Money: CEDG will deliver $10,000.00 to an escrow account five business days after being selected as Developer by City.

• In addition to financing the first mortgage, CEDG will defer $1.26 million in developer fees to provide additional financial resources to the project.

• CITY will be responsible for costs of the realignment and development of Stoltzman Road extension between Linder Avenue and Sibley Parkway. Approximate cost $250,000.00 (purchase price could offset this expenditure). With the City’s assistance, offsetting this cost will reduce the need for tax credits and increase the likely-hood for a tax credit award.

• CITY will work cooperatively with the Developer to change any zoning required in order to develop the proposal outlined in this package. (The current zoning for the property is M-1, Light Industrial District. A PUD will likely be required).

• CITY will support, as needed, any applications to the MHFA for tax credits/other state funding sources.

• CITY will include Dewey Street as part of the sale of 221 Lamm Street property. As part of the development, Dewey Street would be vacated.

• CITY will grant a 16-year Pay-As-You-Go TIF (90%). The proposed use of TIF will assist in closing the gap in project financing.

• CITY will grant a Community Development Block Grant of $100,000.00, which had previously been secured for this project.

• CITY will work cooperatively with CEDG to secure a Minnesota Department of Employment and Economic Development Soil Remediation grant. Estimated: $250,000.

• CITY will assist CEDG to secure eight Housing Choice Vouchers.

Attachment I: Form of Consent of Release of Response Data

Request for Proposals – 221 Lamm Street

10

Attachment 1

Form of Consent for Release of Response Data

___________, 2020

City of Mankato Community Development Department ATTN: Kristin Prososki 10 Civic Center Plaza P.O. Box 3368 Mankato, MN 56002-3368

Re: 221 Lamm Street - Request for Proposals Consent for Release of Response Data

_____________________________________________________________, on behalf of

_______________________________, hereby consents to the release of its development

proposal in response to the 221 Lamm Street Request for Proposals and waives any claims it

may have under Minnesota Statutes Section 13.08 against the City of Mankato for making such

information public. The foregoing consent and waiver does not extend to financial statements

submitted under separate confidential cover, which shall be treated by the City consistent with

Minnesota Statues, Section 13.591.

By _________________________________

Its _____________________________

Tom Anderson

Cohen-Esrey Development Group

Managing Director

March 25

DocuSign Envelope ID: 3D999CAB-17EB-440E-B3AD-8ACFECFAF9B3

Attachment II: Architectural Renderings

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

MASTER PLAN

SINC

LAIR

FLATS

RETAIL

LEWISLOFTS

MAIN ST TOWNHOMES

GARDEN

CH

ILDR

EN'S G

REEN

PLAY

LAM

M STR

EET

LINDER AVENUE

LEWISLOFTS

N

SINCLAIR FLATS

RETAIL

LEWISLOFTS

MAIN ST TOWNHOMES

GARDEN

CHILD

REN'S G

REEN

PLAY

LAMM

STREET

LINDER AVENUE

LEWISLOFTS

N

EXISTINGCHILDREN'S

MUSEUM

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

AERIAL VIEW

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

PERSPECTIVE OF SINCLAIR FLATS

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

PERSPECTIVE VIEW OF MAIN ST TOWNHOMES

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

PERSPECTIVE OF LEWIS LOFTS

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

SINCLAIR FLATS - SOUTH ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

SINCLAIR FLATS - NORTH ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

SINCLAIR FLATS - EAST ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

SINCLAIR FLATS - WEST ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

LEWIS LOFTS - WEST ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

LEWIS LOFTS BUILDINGS - INTERIOR FACING ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

LEWIS LOFTS BUILDINGS - EAST ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

LEWIS LOFTS BUILDINGS- EAST ELEVATION

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

3 BDRM

3 BDRM 2 BDRM 2 BDRM

2 BDRM 2 BDRM3 BDRM

3 BDRM

3 BDRM

3 BDRM

2 BDRM 2 BDRM3 BDRM

3 BDRMENTRY /

COMMONS

LEWIS LOFTS SCHEMATIC PLANS

ARCHITECTS SCHIPPER KASTNERCOHEN ESREY

MANKATO - THE NEIGHBORHOOD

SINCLAIR FLATS SCHEMATIC PLANS

Attachment III: Cohen-Esrey Development Group Profile

COHEN-ESREY DEVELOPMENT GROUP DEVELOPMENT TEAM: A Profile

Cohen-Esrey (cohenesrey.com) is a multifamily housing developer based in Merriam, KS. Cohen-Esrey Development Group (CEDG) is the development arm of the company with a focus on developing Workforce and Affordable housing developments. We specialize in working with cities, communities, and neighborhoods to help develop urban infill projects as well as rehabbing existing historic and other buildings into attractive, quality affordable housing.

In the last 20 years, CEDG has developed over 50 properties representing 2600 units.

In recent years, CEDG has accelerated its development activity. Since 2011, we have developed 18 properties representing 809 units. All the developments have been Workforce and Affordable Housing projects, utilizing Low Income Housing Tax Credits, state and federal Historic Tax Credits, and other creative public and private funding sources. Types of developments include new construction, urban infill, adaptive reuse of historic buildings, and acquisition/rehab of existing buildings.

In addition, CEDG’s affiliate, Cohen-Esrey Communities (CEC-- see attached), currently manages over 10,000 units in 14 states. The portfolio is evenly divided among tax credit and market rate units. Together, the Cohen-Esrey family of companies brings a wealth of development, financing, and property management expertise to every project in which it is involved.

Moving forward, CEDG is expanding its development reach and products by incorporating mixed-use, mixed-income projects to assist cities, communities, and neighborhoods meet their toughest development and housing challenges.

Please consult Cohen-Esrey’s website (cohenesrey.com) for additional information on projects and personnel.

Contact Persons for Project:

Brian Sweeney, Development Director. bsweeney@cohenesrey.com. 612.817.3266. 640 Main Street North, Suite 32, Stillwater, MN 55082.

Jon Atlas, VP of Development. jatlas@cohenesrey.com. 913.671.3389. 8500 Shawnee Mission Parkway, Ste. 150, Merriam, KS. 66202.

Tom Anderson, Managing Director. tanderson@cohenesrey.com. 913.671.3363. 8500 Shawnee Mission Parkway, Ste. 150, Merriam, KS. 66202.

Property Manager: Cohen-Esrey Communities, LLC. (see attached).

Cohen-Esrey Principals: Robert Esrey serves as Cohen-Esrey’s Chairman and Lee Harris is President and CEO.

CEDG: KEY DEVELOPMENT PARTNERS

ARCHITECT: ASK Studio, Des Moines, will serve as the architect and designer of the 221 Lamm Street development. Brent Schipper is the Principal of ASK Studio. The firm is one of the most experience architects in the upper Midwest in providing design for Workforce and Affordable housing projects. Over the past decade ASK Studio has designed new, repurposed, or remodeled units in over 60 affordable housing projects, representing over 3000 affordable units. ASK Studio has had dozens of design, preservation, and environmental awards (see askstudio.com) for current project information. TAX-CREDIT CONSULTANT: Melodie Bridgeman is the co-founder of HM Collaborative, a Minnesota community planning and real estate development consulting firm specializing in affordable multifamily development. Melodie partners with development teams that share a common goal of delivering mission-based, quality community assets for workforce families, seniors and people with special needs. Melodie is an expert in coordinating the complex processes and financing required to make development visions a reality. With over 25 years of industry experience, she has deep relationships with many in the affordable housing community and consistently delivers results with the utmost integrity and transparency. Melodie hold a Bachelor of Arts in Sociology and International Relations from the University of Minnesota (1992). She lives in Southwest Minneapolis with her husband, son, daughter and chocolate lab.

Tom Anderson, Managing Director

Tom Anderson serves as Managing Director of CEDG. In his role, Tom is responsible for strategic planning and execution of all CEDG business lines as well as day-to-day management of a growing team of Development Partners. Previously he served as Director of State Tax Credits with Cohen-Esrey Capital Partners, LLC (CECP). Prior to his tenure at Cohen-Esrey, Tom was Senior Vice President for Q10|Triad Capital Advisors, a Midwest regional commercial mortgage banking company, where he ran all loan production activities for the Kansas City office. Tom’s background also includes multi-family and commercial property management, leasing, investment sales, asset management, development, and project management. In total, Tom brings over 25-years of experience in the commercial real estate industry to his position with CEAP with

emphasis on institutional-quality real estate and building high-performing teams. Tom is a graduate of Florida State University with degrees in Finance and Real Estate.

Jon Atlas, Vice President of Development In his role as Vice President of Development, Jon conducts site analyses, creates financial models, assembles development teams, attracts financing, and executes the application process for Low-Income Housing Tax Credit projects throughout Cohen-Esrey’s footprint states. Jon has many years of housing, tax credit, and policy experience. Prior to joining Cohen-Esrey, Jon was a vice president at JP Morgan in Chicago, where he underwrote and closed more than 40 LIHTC transactions across the country, totaling $500 million in equity. He previously worked for National Equity Fund as an associate fund manager, raising LIHTC equity from institutional tax credit investors. In addition, Jon served as a

legislative assistant for two members of Congress in Washington, D.C., advising them on a variety of topics including housing, economic development, taxes, and public safety. Jon graduated from Duke University,

where he received a degree in public policy. He also has a master in business administration from the University of Chicago with concentrations in finance, economics, and entrepreneurship. Brian Sweeney, Development Director

Brian Sweeney joins Cohen-Esrey Development Group in 2015 and serves as Development Director for Cohen-Esrey serving Minnesota, Iowa, and Wisconsin. Brian previously was Director of Planning and Economic Development for the City of St. Paul as well as Executive Director of the St. Paul Housing and Redevelopment Authority (HRA) where he was a key development player for downtown, riverfront, and community development projects. He oversaw the city’s allocation of the Section 42 Low Income Housing Tax Credits (LIHTC), federal and state historic tax credits allocations, and helped launch numerous mixed-use, mixed-income development projects in St. Paul. Later, Brian was also President of a Twin Cities urban multi-family housing developer that specialized in working closely with Twin Cities communities assisting in helping turn

around troubled city-owned properties, including serving as Master Developer for the 8-acre development now known as Terra Springs, a 5-bulding, 175 unit developments on Main Street in Stillwater, MN. Brian, who lives in Stillwater, MN, is an Urban Studies major from the George Washington University, Washington, DC.

Cohen-Esrey Development Group

Development Portfolio

As of March 2020

Property # Units

City, State Subsidy Type

Year Build Type

Dodge City-Sundance 97 Dodge City, KS S42 1997 New Pheasant Point 97 Independence, KS S42 1997 New

Hays-Sundance 40 Hays, KS S42 1998 New Prospector's Point 32 De Soto, KS S42 1998 New Atlantic-Sundance 32 Atlantic, IA S42 1999 New Boone-Sundance 40 Boone, IA S42 1999 New Cape Girardeau- Sundance 48 Cape Girardeau. MO S42 1999 New Lebanon-Sundance 40 Lebanon, MO S42 1999 New Marshalltown-Sundance 32 Marshalltown, IA S42 1999 New Newton-Sundance 40 Newton, IA S42 1999 New Overland Park- Sundance 80 Overland Park, KS S42 1999 Acq/Rehab Paola-Sundance I 40 Paola, KS S42 1999 New Applewood 48 Paola, KS S42 2000 Acq/Rehab Country Club 101 Topeka, KS S42 2000 Acq/Rehab Hays-Sundance - Phase II 16 Hays, KS S42 2000 New Walnut Grove 184 Kansas City, MO S42 2000 Acq/Rehab Maple Avenue 64 Independence, MO S42 2001 Historic Brentwood Manor 120 Kansas City, MO S42 2002 Acq/Rehab Dodge City-Sundance Ph. II 48 Dodge City, KS S42 2002 New Sedgwick-Sundance 24 Sedgwick, KS S42 2002 New Paola-Sundance II 40 Paola, KS S42 2003 New Northwoods 101 Kansas City, MO S42 2004 Acq/Rehab Alexandria 55 Kansas City, MO S42 2006 Historic Chaumiere Place 35 Kansas City, MO S42 2006 Acq/Rehab Cheney-Sundance 24 Cheney, KS S42 2006 New Grant School 27 St. Louis, MO S42 2006 Historic Residences of West Paseo 46 Kansas City, MO S42 2006 Historic Tonganoxie-Sundance 24 Tonganoxie, KS S42 2006 New Pine Manor 30 Ottawa, KS HUD 2007 New Mission Woods 36 Ottawa, KS HUD 2008 New Sherri Estates (Deer Creek) 72 Marshall, MO S8/S42 2009 New Springview Gardens 80 Joplin, MO S8/S42 2010 New 8th & Main Historic Residences 18 Independence, KS S42 2011 Historic

Gold Dust Historic Residences 9 Fredonia, KS S42 2011 Historic Maple Senior Residences 10 Hiawatha, KS S42 2011 Historic Woodson Historic Residences 9 Yates Center, KS S42 2011 Historic Clay Hall Historic Residences 30 Enid. OK S42 2013 Historic Marshalltown Senior Residences 28 Marshalltown, IA S42 2014 Historic St. Thomas Historic Residences 30 Colby, KS S42 2014 Historic

MacArthur Park/The Boulevard 184 Springfield, IL S42 2015 Acq/Rehab Oneida Mill Loft Apartments 133 Graham, NC S42 2015 Historic Grant Historic Residences 21 Goodland, KS S42 2016 Historic Owensboro Historic Residences 29 Owensboro, KY S42 2016 Historic Tonganoxie-Sundance Phase II 16 Tonganoxie, KS S42 2016 New Big Chair Lofts 139 Thomasville, NC S42 2017 Historic Brewery Lofts 35 Hastings, NE S42 2017 Historic Marquette Hall 28 Dubuque, IA S42 2018 Historic Washington Historic 23 Independence, KS S42 2018 Historic

Waverly Historic Lofts 34 Waverly, IA S42 2018 Historic

Walnut Street Flats 33 Reedsburg, WI S42 2018 New Midtown Plaza 107 Kansas City, MO Market 2019 Adapt Re-Use Hotel Grim 93 Texarkana, TX S8/S42 2019 Historic The Walzem 200 San Antonio, TX S42 2020 New Green=Under Construction

Total Properties Developed 50

Total Units Developed 2,602

Developed Since 2011:

Properties Developed: 19

Units Developed: 916

CEDG CITY REFERENCES

Stephen Compton City Manager 134 South Locust Street Reedsburg, WI 53959 (608) 415-7162 (direct) scompton.spc@gmail.com Joe McMenamin Alderman, Ward #7 City of Springfield, IL Room 305 Municipal Center West 300 S. Seventh Street Springfield, IL 62701-1625 (217) 201-2956 joeforward7@aol.com Abby Shelton Community Development Director City of Owensboro, Kentucky 101 East 4th Street P.O. Box 10003 Owensboro, Kentucky 42303 (270) 687-8658 SHELTONAM@owensboro.org Brian Linin Mayor City of Goodland, Kansas 204 W 11th St Goodland, KS 67735 (785) 890-4512 blinin@frontieraginc.com

CEDG FINANCIAL REFERENCES Corporate Banking:

Linda Cole Executive Vice President Country Club Bank 2001 Shawnee Mission Parkway Mission Woods, KS 66207 (816) 360-8632 lcole@countryclubbank.com Lending:

Lisa Albers Vice President-Community Development Banking Group BOK Financial PO Box 2300 Tulsa, OK 74192 (918) 588-6420 lalbers@bokf.com Mark Risch Director Citi Community Capital, Citigroup Global Markets Inc. 1225 17th Street, Suite 2102 Denver, CO 80202 (303) 308-7401 mark.g.risch@citi.com Tax Credit Investors:

Gary Howe Director-Community Investments AEGON Asset Management Aegon USA Realty Advisors, LLC 100 Light Street, B1 Baltimore, MD 21202-2559 (443) 475-3145 gary.howe@aegonusa.com Darren T. Swanson Senior Vice President | Acquisitions Red Stone Equity Partners 6000 Fairview Road, Suite 550 Charlotte, NC 28210 (704) 200-9508 Darren.Swanson@redstoneequity.com

Attachment IV: Cohen-Esrey Communities Profile

In its more than 45-year history, Cohen-Esrey Communities, LLC (CEC) has managed over 525 different apartment communities that offer more than 65,000 units in over 180 markets. Most gratifying has been the hundreds of thousands of individuals and families who have a Cohen-Esrey community home.

CEC is structured into two specialized property management divisions: Affordable and Market-Rate.

Cohen-Esrey Communities, LLCThe company has deep experience managing a wide variety of community types, including conventional market-rate apartment homes, Section 42 tax credit properties, and HUD-financed communities. Properties range in size from 30-units in the Affordable Division to 1,400 units in the Market-Rate Division.

CEC partners with Cohen-Esrey Development Group (CEDG) and Cohen-Esrey Apartment Investors (CEAI) as well as third party owners to provide high quality management services for residents.

CEC’s clients are individual investors, banks, savings and loans, insurance companies, pension funds, and a host of other multifamily housing owners. Its management portfolio includes garden apartments, mid-rises, high-rises, luxury apartments, condominiums, and cooperatives.

Cohen-Esrey’s values play a defining role in determining how we approach our work.

www.CohenEsrey.com

Much of our success over the last four decades is due to our focus on customer fulfillment. We do this by hiring and developing professional team members with a passion for discovering ways to exceed the expectations of our residents.

In addition, we offer multiple training opportunities to support every level of our staff from Regional Managers to Property Managers as well as our onsite service teams.

Through our dedication to excellence in our team members, we are committed to keeping our properties expertly maintained, our residents happy, and our resident retention rates at the highest possible levels.

IntegrityWe act with honesty, openness and unity.

CommitmentWe hold ourselves accountable and deliver on our promises.

Customer FulfillmentWe strive to exceed our customers’ expectations.

Team Member FulfillmentWe genuinely care about each other’s wellbeing and nurture professional growth.

Community ImpactWe strengthen and enrich the communities and neighborhoods where we live and work.

Attachment V: Sources & Uses

Description Total

SOURCES:1st Mortgage 2,427,178$ CDBG 50,000 LIHTC Credits - 9% 10,990,876 Developer Contribution 318,472

Total Sources 13,786,526$

USES:Acquisition Costs:

Land 125,000$ Total Acquisition Costs: 125,000$

Hard Costs:Site Work 150,000$ Construction - New 7,920,000 Construction Contingency 332,920 General Requiremnts/Overhead/Profit 1,165,220 Other 253,000

Total Hard Costs: 9,821,140$

Soft Costs:Architect & Engineering 550,000$ Property Reports 40,000 Lender Fees and Interest 807,478 Insurance 21,600 Property Taxes During Construction 25,000 Title and Closing 30,500 Attorney Fees 132,000 Accounting Fees 45,000 Tax Credit Fees to MHFA 85,083 Reserves 283,743 Developer and Consultant Fees 1,819,982

Total Soft Costs: 3,840,386$ TOTAL USES 13,786,526$

GAP/(SURPLUS) -$

Sinclair Flats (Family)New Construction Affordable HousingProposed Project Development Sources

Description Total

SOURCES:1st Mortgage 4,527,658$ LIHTC Credits - 4% 5,561,771DEED Soil Remediation 250,000 CDBG 50,000 Housing Infrastructure Bond 4,500,000 Developer Contribution 946,681

Total Sources 15,836,110$

USES:Acquisition Costs:

Land 125,000$ Total Acquisition Costs: 125,000$

Hard Costs:Site Work 600,000$ Construction - New 8,400,000 Construction Contingency 371,800 General Requiremnts/Overhead/Profit 1,301,300 Other 295,000

Total Hard Costs: 10,968,100$

Soft Costs:Architect & Engineering 500,000$ Property Reports 40,000 Lender Fees and Interest 1,158,582 Insurance 27,000 Property Taxes During Construction 25,000 Title and Closing 30,500 Attorney Fees 142,000 Bond Issuance Costs 429,895 Accounting Fees 45,000 Tax Credit Fees to MHFA 44,126 Reserves 354,499 Developer and Consultant Fees 1,946,409

Total Soft Costs: 4,743,010$ TOTAL USES 15,836,110$

GAP/(SURPLUS) (0)$

Lewis Lofts (Senior 4% LIHTC)New Construction Affordable HousingProposed Project Development Sources

Attachment VI: 15-year Proforma

Acquisition Ramp-Up Stabilized2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036Year Year Year Year Year Year Year Year Year Year Year Year Year Year Year Year

0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15Revenues:

Rent Revenue 470,400$ 43,556$ 426,844$ 479,808$ 489,404$ 499,192$ 509,176$ 519,360$ 529,747$ 540,342$ 551,149$ 562,172$ 573,415$ 584,883$ 596,581$ 608,513$ 43,556 426,844 479,808 489,404 499,192 509,176 519,360 529,747 540,342 551,149 562,172 573,415 584,883 596,581 608,513

Other Income and Retail (Vacancy in) 8,640$ 800 7,840 8,813 8,989 9,169 9,352 9,539 9,730 9,925 10,123 10,326 10,532 10,743 10,958 11,177 Total Potential Revenue 479,040$ 44,356 434,684 488,621 498,393 508,361 518,528 528,899 539,477 550,266 561,272 572,497 583,947 595,626 607,539 619,689

Vacancy 32,928$ - (22,355) (34,203) (34,888) (35,585) (36,297) (37,023) (37,763) (38,519) (39,289) (40,075) (40,876) (41,694) (42,528) (43,378) TIF Reimbursement 45,000$ 46,350 47,741 49,173 50,648 52,167 53,732 55,344 57,005 58,715 60,476 62,291 64,159 66,084 68,067 70,109 Cash Flow from Rent 491,112$ 55,606$ 457,329$ 503,590$ 514,154$ 524,943$ 535,964$ 547,220$ 558,718$ 570,463$ 582,459$ 594,713$ 607,230$ 620,016$ 633,077$ 646,420$

Total Revenue 491,112$ -$ 55,606$ 457,329$ 503,590$ 514,154$ 524,943$ 535,964$ 547,220$ 558,718$ 570,463$ 582,459$ 594,713$ 607,230$ 620,016$ 633,077$ 646,420$

Operating Costs:Advertising - steady state 720$ 240 720 742 764 787 810 835 860 886 912 939 968 997 1,027 1,057 Management Fee 19,644$ 6,548 19,644 20,234 20,841 21,466 22,110 22,773 23,457 24,160 24,885 25,632 26,401 27,193 28,008 28,849 Compliance 1,140$ 380 1,140 1,174 1,209 1,246 1,283 1,322 1,361 1,402 1,444 1,487 1,532 1,578 1,625 1,674 Payroll 86,016$ 28,672 86,016 88,596 91,254 93,992 96,812 99,716 102,708 105,789 108,962 112,231 115,598 119,066 122,638 126,317 Supplies 4,800$ 1,600 4,800 4,944 5,092 5,245 5,402 5,565 5,731 5,903 6,080 6,263 6,451 6,644 6,844 7,049 Administration 7,200$ 2,400 7,200 7,416 7,638 7,868 8,104 8,347 8,597 8,855 9,121 9,394 9,676 9,966 10,265 10,573 Accounting / Audit 7,200$ 2,400 7,200 7,416 7,638 7,868 8,104 8,347 8,597 8,855 9,121 9,394 9,676 9,966 10,265 10,573 Contract Services 19,200$ 6,400 19,200 19,776 20,369 20,980 21,610 22,258 22,926 23,614 24,322 25,052 25,803 26,577 27,375 28,196 Insurance 18,480$ 6,160 18,480 19,034 19,605 20,194 20,799 21,423 22,066 22,728 23,410 24,112 24,836 25,581 26,348 27,139 Utilities 33,600$ 11,200 33,600 34,608 35,646 36,716 37,817 38,952 40,120 41,324 42,563 43,840 45,156 46,510 47,906 49,343 Repairs 7,200$ 2,400 7,200 7,416 7,638 7,868 8,104 8,347 8,597 8,855 9,121 9,394 9,676 9,966 10,265 10,573 Redecorating 4,800$ 1,600 4,800 4,944 5,092 5,245 5,402 5,565 5,731 5,903 6,080 6,263 6,451 6,644 6,844 7,049 Ground Maintenance 5,000$ 1,667 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 6,720 6,921 7,129 7,343 Real Estate Taxes 50,000$ 51,500 53,045 54,636 56,275 57,964 59,703 61,494 63,339 65,239 67,196 69,212 71,288 73,427 75,629 77,898 Replacement Reserve 14,400$ - 3,600 14,832 15,277 15,735 16,207 16,694 17,194 17,710 18,241 18,789 19,352 19,933 20,531 21,147

Total Operating Costs 279,400$ -$ 88,333$ 268,600$ 290,919$ 299,646$ 308,636$ 317,895$ 327,432$ 337,255$ 347,372$ 357,793$ 368,527$ 379,583$ 390,971$ 402,700$ 414,781$

Costs Per Unit 5,821$ 1,840$ 5,596$ 6,061$ 6,243$ 6,430$ 6,623$ 6,821$ 7,026$ 7,237$ 7,454$ 7,678$ 7,908$ 8,145$ 8,390$ 8,641$

Net Operating Income/(Loss) 211,712$ (32,728)$ 188,729$ 212,671$ 214,507$ 216,307$ 218,069$ 219,789$ 221,463$ 223,090$ 224,665$ 226,186$ 227,647$ 229,046$ 230,378$ 231,639$ Debt Service:

1st Mortgage (184,097)$ - - (46,024) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) (184,097) Cash Flow After Debt Service 27,615$ -$ (32,728)$ 142,705$ 28,574$ 30,410$ 32,210$ 33,972$ 35,692$ 37,366$ 38,993$ 40,568$ 42,089$ 43,550$ 44,949$ 46,281$ 47,542$

Debt Coverage Ratio 1.15 4.10 1.16 1.17 1.17 1.18 1.19 1.20 1.21 1.22 1.23 1.24 1.24 1.25 1.26

Sinclair Flats (Family LIHTC 9%)SCHEDULE OF CASH FLOW

Acquisition Ramp-Up Stabilized2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036Year Year Year Year Year Year Year Year Year Year Year Year Year Year Year Year

0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15Revenues:

Rent Revenue 640,440$ 59,300$ 581,140$ 653,249$ 666,314$ 679,640$ 693,233$ 707,098$ 721,239$ 735,664$ 750,378$ 765,385$ 780,693$ 796,307$ 812,233$ 828,477$ 59,300 581,140 653,249 666,314 679,640 693,233 707,098 721,239 735,664 750,378 765,385 780,693 796,307 812,233 828,477

Other Income and Retail (Vacancy in) 10,800$ 1,000 9,800 11,016 11,236 11,461 11,690 11,924 12,163 12,406 12,654 12,907 13,165 13,428 13,697 13,971 Total Potential Revenue 651,240$ 60,300 590,940 664,265 677,550 691,101 704,923 719,022 733,402 748,070 763,031 778,292 793,858 809,735 825,930 842,448

Vacancy 44,831$ - (30,391) (46,499) (47,429) (48,377) (49,345) (50,332) (51,338) (52,365) (53,412) (54,480) (55,570) (56,681) (57,815) (58,971) TIF Reimbursement 45,000$ 46,350 47,741 49,173 50,648 52,167 53,732 55,344 57,005 58,715 60,476 62,291 64,159 66,084 68,067 70,109 Cash Flow from Rent 651,409$ 71,550$ 605,549$ 666,939$ 680,769$ 694,891$ 709,311$ 724,034$ 739,069$ 754,420$ 770,095$ 786,102$ 802,447$ 819,138$ 836,181$ 853,586$

Total Revenue 651,409$ -$ 71,550$ 605,549$ 666,939$ 680,769$ 694,891$ 709,311$ 724,034$ 739,069$ 754,420$ 770,095$ 786,102$ 802,447$ 819,138$ 836,181$ 853,586$

Operating Costs:Advertising - steady state 900$ 300 900 927 955 983 1,013 1,043 1,075 1,107 1,140 1,174 1,210 1,246 1,283 1,322 Management Fee 26,056$ 8,685 26,056 26,838 27,643 28,472 29,327 30,206 31,113 32,046 33,007 33,998 35,018 36,068 37,150 38,265 Compliance 1,800$ 600 1,800 1,854 1,910 1,967 2,026 2,087 2,149 2,214 2,280 2,349 2,419 2,492 2,566 2,643 Payroll 86,016$ 28,672 86,016 88,596 91,254 93,992 96,812 99,716 102,708 105,789 108,962 112,231 115,598 119,066 122,638 126,317 Supplies 6,000$ 2,000 6,000 6,180 6,365 6,556 6,753 6,956 7,164 7,379 7,601 7,829 8,063 8,305 8,555 8,811 Administration 9,000$ 3,000 9,000 9,270 9,548 9,835 10,130 10,433 10,746 11,069 11,401 11,743 12,095 12,458 12,832 13,217 Accounting / Audit 9,000$ 3,000 9,000 9,270 9,548 9,835 10,130 10,433 10,746 11,069 11,401 11,743 12,095 12,458 12,832 13,217 Contract Services 24,000$ 8,000 24,000 24,720 25,462 26,225 27,012 27,823 28,657 29,517 30,402 31,315 32,254 33,222 34,218 35,245 Insurance 23,100$ 7,700 23,100 23,793 24,507 25,242 25,999 26,779 27,583 28,410 29,262 30,140 31,044 31,976 32,935 33,923 Utilities 42,000$ 14,000 42,000 43,260 44,558 45,895 47,271 48,690 50,150 51,655 53,204 54,800 56,444 58,138 59,882 61,678 Repairs 9,000$ 3,000 9,000 9,270 9,548 9,835 10,130 10,433 10,746 11,069 11,401 11,743 12,095 12,458 12,832 13,217 Redecorating 6,000$ 2,000 6,000 6,180 6,365 6,556 6,753 6,956 7,164 7,379 7,601 7,829 8,063 8,305 8,555 8,811 Ground Maintenance 5,000$ 1,667 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 6,720 6,921 7,129 7,343 Real Estate Taxes 50,000$ 51,500 53,045 54,636 56,275 57,964 59,703 61,494 63,339 65,239 67,196 69,212 71,288 73,427 75,629 77,898 Replacement Reserve 18,000$ - 4,500 18,540 19,096 19,669 20,259 20,867 21,493 22,138 22,802 23,486 24,190 24,916 25,664 26,434

Total Operating Costs 315,872$ -$ 99,291$ 302,372$ 328,485$ 338,339$ 348,490$ 358,944$ 369,713$ 380,804$ 392,228$ 403,995$ 416,115$ 428,598$ 441,456$ 454,700$ 468,341$

Costs Per Unit 5,265$ 1,655$ 5,040$ 5,475$ 5,639$ 5,808$ 5,982$ 6,162$ 6,347$ 6,537$ 6,733$ 6,935$ 7,143$ 7,358$ 7,578$ 7,806$

Net Operating Income/(Loss) 335,537$ (27,741)$ 303,176$ 338,454$ 342,430$ 346,402$ 350,367$ 354,322$ 358,265$ 362,192$ 366,101$ 369,987$ 373,849$ 377,681$ 381,481$ 385,245$ Debt Service:

1st Mortgage (291,771)$ - (72,943) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) (291,771) Cash Flow After Debt Service 43,766$ (27,741)$ 230,234$ 46,683$ 50,659$ 54,631$ 58,595$ 62,551$ 66,493$ 70,421$ 74,329$ 78,216$ 82,078$ 85,910$ 89,710$ 93,473$

Debt Coverage Ratio 1.15 4.16 1.16 1.17 1.19 1.20 1.21 1.23 1.24 1.25 1.27 1.28 1.29 1.31 1.32

Lewis Lofts (Senior 4% LIHTC)SCHEDULE OF CASH FLOW