financing structures for affordable housing...

Financing Structures for Affordable Housing Transactions in the Current Market

May 2019

Kent Neumann, Esq.Direct: (202) 973-0107Cell: (703) 568-0190

kent@tiberhudson.com

Long Term Yield Curves (as of 04/19/19)

Source: Bloomberg. Thomson Reuters Reflects market conditions as of February 18, 2019Thomson Reuters Municipal Market Data (MMD) AAA curve is a proprietary yield curve that provides the offer-side of AAA rated state general obligation bonds

10-year UST versus 30-year MMD

2KENT NEUMANN | 202-973-0107 | KENT@TIBERHUDSON.COM

10-YR UST 10-YR UST Average 30-YR MMD 30-YR MMD Average

Historical Average = 3.53%4/19/2019 = 2.56%

Historical Average = 4.09%4/19/2019 = 2.70%

Short Term Yield Curve (as of 04/19/19)

2‐Year UST 2‐Year MMD (plus credit spread)

2‐Year MMD + credit spread 1.95

Less: 2‐year UST (2.39)

Net 2‐year Bond Rate (0.44)

Pricing Indications

Historically Flat Yield Curve (as of 04/19/19)

2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049

MMD UST

1‐year MMD = 1.54%

1-year UST = 2.46%

30-year UST = 2.99%

30-year MMD = 2.70%

1‐year vs 30‐year SpreadUST: 0.53MMD: 1.16

• Taxable construction and/or perm loans still available in the current market at historically low rates including:

• FHA/GNMA (221(d)(4) / 223(f))• Rural Development (538 / 515)• GSE loans (mod/light in-place rehab)• Other (taxable) State and/or Local loan programs

Short Term Cash-Backed Bonds with Taxable Perm Loan

• Favorable Underwriting Terms include:

• 35/40 year amortization• Fully amortizing debt / no resizing at conversion• Non-recourse & integrated construction and perm• David Bacon wages triggered if federal funds used for sub

rehab / new construction deals• Most are structured as draw-down loans to avoid neg arb• FHA debt qualifies for 10-year hold exemption (for

acquisition credits)• All in rates from low 4% - 5% range

KENT NEUMANN | 202-973-0107 | KENT@TIBERHUDSON.COM

Short Term Cash-Backed Bonds with Taxable Perm Loan

• Project still need tax exempt bonds to qualify for 4% Low Income Housing Tax Credits

• At least 50% of aggregate basis (including building and land) must be financed with tax exempt bond proceeds

• Provides a significant (~30% or higher) additional source of funds for affordable housing transactions

• Can be used independently or with other “longer term” bond structures to meet 50% test

4% Low Income Housing Tax Credits: The 50% Test

Short Term Cash Backed Bonds

Borrower

LP Investor

PermLender

Debt service payments

Lenderfunds

Bond proceeds

Trustee

Bond Holders

Cashcollateral

KENT NEUMANN | 202-973-0107 | KENT@TIBERHUDSON.COM 8

Bond Amount to meet 50% test < Taxable Loan Amount (see prior slide): No additional collateral needed!

Bond Amount to meet 50% test > Taxable Loan Amount: Need other collateral sources of funds including:

• Subordinate Loan Proceeds• Seller Note• Tax Credit Equity

Short Term Cash Backed Bonds

Example Sources and Uses

Short-Term Cash-Collateralized Bonds with Taxable Perm Loan

Sources

Taxable Loan Funds $9.0 M

Bond Proceeds(1) 7.0 M

4% Tax Credit Equity 3.5 M

Deferred Developer Fee 0.0 M

Subordinate Financing 0.5 M

Total Sources 20.0 M

Redemption of Bonds $7.0 M

Acquisition 8.0 M

Rehabilitation 3.0 M

Developer Fee 1.0 M

Financing Costs + Soft Costs + Reserves 1.0 M

Total Uses 20.0 M

(1) $7 million sized on 50% test ($13 million total costs)

Methods to reduce transaction costs and generate more proceeds:

• Pooled financings – multiple projects w/ one aggregate bond issuance

• No long term bond related fees• Potential for additional tax credit equity due to increased basis• No net interest cost on bonds and in some cases, additional

investment earnings can be used for other project costs

Other Cost Saving Features/Options

Short Term Yield Curve (as of 04/19/19)

2‐Year UST 2‐Year MMD (plus credit spread)

2‐Year MMD + credit spread 1.95

Less: 2‐year UST (2.39)

Net 2‐year Bond Rate (0.44)

Pricing Indications

Bond RateAvg Investment Yield

40 BPS Positive Arbitrage

Bondholders are receiving (tax exempt) interest while bonds are outstanding

Cash collateral can be invested in treasury while held with the Trustee

Trustee

Bond HoldersTreasury Investment

(Needs to go back to IRS)

Negative/Positive Arbitrage

Issuer Fees*: 0.10% - 3.00%

Bond Counsel*: $35,000 - $100,000

Underwriter’s Fee: 0.50% - 1.00%

Underwriter’s Counsel:

Miscellaneous: $10,000 - $20,000

Negative Arbitrage*: ZERO

$30,000 - $50,000

KENT NEUMANN | 202-973-0107 | KENT@TIBERHUDSON.COM 14

Costs of the Short Term Bond Deal

Bond Application/Volume Cap/Initial Approval• As soon as possibleDocument Preparations and Review• Around Submission of Taxable Loan ApplicationBond Pricing• ~2 weeks before ClosingPre-close/Close• Simultaneous with Taxable Loan closing

Timing of the Short Term Bond Deal

• Long term tax exempt rates are starting to trend lower thantaxable rates

• Newer “pass through” bond structure sold to certain buyersbased on historic average life has recently priced well in themarket while reducing certain traditional bond costs

• Negative arbitrage can still result in significant up front depositfor 221 loans depending on initial draw (we can help with this)

• Other factors for structure should be discussed well inadvance of starting documents

Long Term Bonds Backed by GNMAs

• Many 4% preservation deals include seller financing inthe form of a subordinate “take-back” note (common inRAD transactions)

• Due to the LIHTC 50% test, tax-exempt bonds inexcess of the permanent financing are often required inthese deals

• Several ways to address this issue with various bondstructures (often with a positive result)

Tax Exempt Seller “Take Back” Note & Bonds

GOAL: Lock in today’s rates forfuture tax credit deals …

FHA Refinancing to Re-syndication (R2R)

• NEW LOAN: FHA 223(f) loan to refinance existingdebt or purchase project. Keep rehab to a minimum.

Highlights of 223(f) loan

• Exempt from LIHTC 10-year rule (Section 42(d)(6))• 35+ year full amortization and term• 80-90% LTV / 1.11 DSCR• ~4.25% all-in rate including 25bps MIP for affordable

deals• Exemption from Davis-Bacon wages; Non-recourse

WHEN READY TO INTEGRATE TAX CREDITS(Upon Year 15 or otherwise): Owner wouldsimultaneously take 3 steps …

Step 1: TPA (transfer of physical asset) process.

Highlights of TPA

• Take 90-120 days• Remaining term of FHA loan would be 30+ years• No prepayment fees or substantial transfer fees• Cost is 5bps to HUD and any charge the lender

wants to impose for any help they give

Step 2: Supplemental FHA 241(a) loan.

Highlights of 241(a)• Second position FHA loan sized to the lower of (a) 90% of

rehabilitation and related construction costs or (b) 1.11 DSCRfor total FHA debt

• Is a construction loan program (clc/plc) and not limited to 223(f)pilot rehab limits

• Loan term/amortization can be up to 40 years although defaultis for it to match the remaining term on the senior FHA loan

• Possible exemption of Davis-Bacon wage requirements

Step 3: Use tax exempt bonds to qualify for 4%tax credits.

Highlights of Bonds/4% Credits• Need to pass 50% test to qualify for 4% low income

housing tax credits• 95% Bonds need to be spent on “good” costs of project• Flexibility structured into original 223(f) loan to account

for potential sizing issues

Contact Information

Kent Neumann, Esq.Direct: (202) 973-0107Cell: (703) 568-0190

kent@tiberhudson.com

Allison King, Esq.Direct: (202) 973-0118

allison@tiberhudson.com

Lauren Marcus, Esq.Direct: (202) 973-0122

lauren@tiberhudson.com

Alex Zeltser, Esq.Direct: (202) 973-0105alex@tiberhudson.com

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