HomeMy WebLinkAboutSubmittal-2007 Carryover Allocation Agreement2006-047C/2007-002C/2007 Carryover Allocation AgreemenS U B M I TT E D INTO TH E
Page 1 of 8
FLORIDA HOUSING FINANCE CO
2007 CARRYOVER ALLOCATION A
PUBLIC RECORD FOR
ENTP71 O N 7/ 7/07
This 2007 Carryover Allocation Agreement (Agreement) by and between Florida
Housing Finance Corporation (Florida Housing) and Pinnacle Plaza, Ltd. (Owner) constitutes an
allocation of the 2007 Housing Credit dollar amount meeting the requirements of Section
42(h)(1)(E) and (F) of the Internal Revenue Code of 1986 as amended (Code). Unless otherwise
specifically provided, this Agreement and the terms used herein shall be interpreted in a manner
consistent with the requirements of Section 42 of the Code.
In consideration of the conditions and obligations stated in this Agreement, Florida
Housing and the Owner understand and agree as follows:
Florida Housing has reviewed the 2006 Application filed by the Owner of Pinnacle Plaza
(Development). Based on the evaluation of the Development identified in the 2006
Application, and the credit underwriting analysis, Florida Housing and the Owner
incorporate, by reference, the 2006 Application into this Agreement.
2. The Owner acknowledges that all the terms, conditions, obligations, and deadlines set
forth in this Agreement and the attached Exhibits, together with those that are
incorporated by reference, constitute material and necessary conditions of this
Agreement, and that the Owner's failure to comply with any of such terms and conditions
shall entitle Florida Housing, at its sole discretion, to deem the credit allocation to be
canceled by mutual consent of the parties. After any such cancellation, the Owner
acknowledges that neither it, nor its successors in interest to the Development, shalt have
any right to claim Housing Credits pursuant to this allocation. Florida Housing reserves
the right, at its sole discretion, to modify and/or waive any such failed condition
precedent.
3. This 2007 Housing Credit allocation is not to exceed an annual amount of $1,440,141.62
for the Development.
If the Development consists of more than one building, this Agreement constitutes an
allocation of credit on a project basis to the Development in accordance with Section
42(h)(1)(F) of the Code. The "per building" Housing Credit amounts specified in
Exhibit A are solely for purposes of determining the total housing credit allocation for
the Development and do not constitute specific allocations made on a building by
building basis.
This allocation is expressly conditioned upon satisfaction of the requirements of Section
42(h)(1)(E) of the Code and upon the terms and conditions of this Agreement.
�[0 t f",c'r Or rl
2006-047C/2007-002C/2007-002C/2007 Carryover Allocation Agreement
Page 2 of 8
4. The Owner certifies it is the legal owner of the Development and that the following
information is true, accurate, and complete:
a. Owner Name: Pinnacle Plaza, Ltd.
b. Taxpayer Federal ID#: 20-1422381
c. Owner Address: 9400 South Dadeland Blvd.
Suite 100
Miami, FL 33156
d. Development Name: Pinnacle Plaza
e. Development Address: 3650 NW 36th Street
Miami, FL 33142
f. Florida Housing Development Number:
2006-047C/2007-002C
g. Total Number of Units in Development: 132 Submitted into the public
(Includes market rate units. set -aside units. and full-time employee units.)
in connection with
h. Total Number of Buildings: 2 ften Z l on 9'-27-01
Priscilla A. Thompson
i. Total Number of Qualified Residential Buildings: 1 City Clerk
(as defined at Section 42(h)(1)(E)(ii) of the Code)
j. Type of Construction: Ncw Construction
k. Demographic/Designation: Family/Large County
1. Anticipated Placed in Service Date: 12/31/2008
of the last constructed/rehabilitated building (Month. Day and Year)
m. Minimum Set -Aside:
40% of units at
60% of area median income
n. Total Set -Aside: 15% of the residential units at 33°/0 of area median income
85% of the residential units at 60% of area median income
o. Extended Use Period: The Owner has irrevocably waived the "option to convert"
to market rents after year 14 and FURTHER COMMITS to an additional
compliance period of 35 years (fifteen years plus 35 additional years totaling 50
years).
P.
Development Features and Amenities: The Development will be constructed or
2006-047C/2007-002C/2007-002C/2007 Carryover Allocation Agreement
Page 3 of 8
Submitted Into the public
re . in connection wit
I on q-2 7- 0
A. Thompson
City Clerk
rehabilitated in accordance with the 2006 Application and shall provide at a
minimum the Features, Amenities and Programs described in Exhibit B.
5. a. Site Control:
(i)
The Owner shall demonstrate to Florida Housing that it has satisfied the
requirement of site control by including a copy of the recorded deed and closing
statements, or a copy of the executed long term lease agreement, together with
such other evidence or documentation that Florida Housing shall deem necessary.
These documents are to be incorporated into the Agreement as an attachment to
the Development's Legal Description, Exhibit C.
(ii) To meet the Site Control requirement, the Owner certifies to Florida Housing
that it owns the land on which the Development is to be built, or that the Owner
is the Lessee under a lease of the land on which the Development is to be built
and which has a term that does not expire prior to the expiration of the Extended
Use Period.
Site Control Election:
Owner shall initial only one of the following:
1 elect to meet the Site Control requirement,
x
upon the initial submission of this Agreement
or
within six months of the execution of this Agreement
In choosing the six month election, the Owner agrees to provide evidence of meeting the
requirement as a supplemental to the original Carryover Allocation Agreement without
amending the original document.
b. Cost Basis and Certification:
The Owner certifies that it shall incur at least 10 percent of the reasonably
expected basis (10% test) of the Development no later than six months from the
date of this Agreement. The Owner shall indicate below whether it chooses to
provide evidence that the 10 % test has been met upon the initial submission of
this Agreement or within six months of this Agreement's execution.
The Owner represents that its reasonably expected basis in the development (land
and depreciable basis) as of December 31, 2008 is $ 26,917,109.00
such that for purposes of the 10% test, it must have a basis in the Development
(land and depreciable basis) of at least $ 2,691,711.00 by no later
than six months from the date of this Agreement.
2006-047C/2007-002C/2007 Carryover Allocation Agreement
Page 4 of 8
Submitted Into the public'
record in connection with
item (%Z t on q 21- 0-1
Priscilla A. Thompson
City Clerk
Cost Basis and Certification Election:
Owner shall initial only one of the following:
I elect to meet the 10% test requirement,
X upon the initial submission of this Agreement
or
within six months of the execution of this Agreement
In choosing the six month election, the Owner agrees to provide an updated Exhibit D as
evidence of meeting the 10% requirement. This will be a supplement to the original
Carryover Allocation Agreement without amending the original document.
The Owner shall submit the properly completed and executed Exhibit D as
evidence that it has or has not met the 10% test requirement.
Florida Housing's acceptance of any certification with respect to meeting the
10% test requirement, does not constitute a representation as to the satisfaction of
the requirements under Section 42(h)(1)(E) of the Code as binding on thc part of
the Internal Revenue Service.
6. The Owner acknowledges that all qualified buildings within the Development shall be
placed in service on or before December 31, 2008. The final tax credit determination by
Florida Housing cannot be made until such time as all buildings are placed in-service
and the required Final Cost Certification has been submitted and approved by Florida
Housing. Florida Housing shall not issue any partial final allocations.
7. The Owner acknowledges and agrees to submit to Florida Housing, in accordance with
Rule Chapter 67-48, Florida Administrative Code: (i) written progress reports
evidencing the progress of the Development at least once each calendar quarter, and (ii)
the completed and required Final Cost Certification documents by the date that is 75
calendar days after all the buildings in the Development have been placed in service.
In the event the Owner fails to comply with the above requirements or fails to commence
construction within nine months from the effective date of the 2006 Carryover
Allocation Agreement, the Housing Credits allocated within this Agreement shall be
deemed returned to Florida Housing pursuant to Section 42 (h)(3)(C) of the Code.
Florida Housing, in its sole and absolute discretion, may extend the time for compliance
with these requirements upon receipt of a written request from the Owner and if Florida
Housing determines that thc Owner is making a diligent effort to comply.
8. Pursuant to Rule Chapter 67-53, the Owner shall coordinate with the Development's
assigned servicer, Seltzer Management Group, Inc, to have at least four on -site
construction inspections at the Owner's expense. The Owner shall insure that these
inspections are conducted at different intervals during the construction period with one
2006-047C/2007-002C/2007 Carryover Allocation Agreement.
Page 5 of 8
Submitted Inu :he pubid,
connection with
item ViZ n[ conon -Z -O
reco
Priscilla A. Thompson
• City Clerk
of the inspections conducted prior to the Development being 15% complete and one
inspection conducted at construction completion.
9. The Owner acknowledges and agrees that Florida Housing shall further evaluate the
Development, pursuant to Section 42(m)(2) of the Code for a final housing credit
allocation determination upon Final Cost Certification, when all buildings in the
Development are placed in service.
The Owner further acknowledges and agrees that, if the carryover housing credit
allocation dollar amount, sct forth in paragraph 3 of this Agreement, exceeds the amount
for which the Development is determined by Florida Housing to be finally eligible,
pursuant to Section 42(m)(2) of the Code, the amount of any such excess shall be
returned to and recovered by Florida Housing pursuant to Section 42(h)(3)(C) of the
Code for reallocation to other developments.
10. Upon the Owner's written notification to Florida Housing that the last building in the
Development is placed in service, Florida Housings receipt of evidence that all
contingency items identified in Exhibit E of the Agreement have been satisfied, and
acceptance by Florida Housing of the Final Cost Certification documents which include
but are not limited to:
• the Final Cost. Certification
• the monitoring fee
• copies of Certificates of Occupancy
• a copy of the Syndication Agreement
• an Independent Auditor's Report prepared by
Accountant
• photographs of the completed property
• the original, executed Extended Low -Income
with the deadlines imposed above
an independent Certified Public
Housing Agreement in accordance
Florida Housing shall issue an Internal Revenue Service Form 8609 for each building. in
accordance with the applicable federal law governing Ilousing Credit allocation under
Section 42 of the Code and Florida I lousing program rules. The Extended Low -Income
blousing Agreement, with respect to the Development, shall, incorporate the terms,
conditions, and obligations undertaken by the Owner pursuant to paragraph 4 of this
Agreement.
11. This Agreement does not in any way constitute a representation, warranty, guaranty,
advice, or suggestion by Florida Housing as to the qualification of the Development for
Housing Credits, or the financial feasibility, or viability of the Development. The
Agreement shall not be relied on as such by any owner, developer, investor, tenant,
lender or other person or entity for any reason.
2006-047C/2007-002C/2007 Carryover Allocation Agreement
Page 6 of 8
If and to the extent that the allocation made pursuant to this Agreement is determined to
be invalid, due to an error made by Florida Housing in determining its Housing Credit
dollar amount for calendar year 2007. this Agreement shall be deemed to constitute a
binding commitment on behalf of Florida Housing to allocate an equal amount of
Housing Credits from its future Housing Credit Allocation Authority to the extent
allowed by Section 42 of the Code. Such binding commitment shall, in all respects, be
subject to the terms and conditions of this Agreement.
12. The Owner acknowledges and agrees to notify Florida Housing, in writing, in the event
of a sale, transfer, or change in ownership of the Development in accordance with Rule
Chapter 67-48, Florida Administrative Code.
13. Amendments to this document may be made by Florida Housing only upon written
request from the Owner and as Florida Housing deems necessary.
14. The date of this Agreement is the date it is executed on behalf of Florida Housing as
shown on the execution page hereto.
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.)
SUBMIUED INTO THE
rU3LtC RECORD FOR
ITEMzi__0N9-27-07.
2007,by David 0. Deutch as Vice President
(Name) (Type of Authority)
Pinnacle Plaza, Ltd.
(Name of part on behalf of l:hom instrument was e'ecutcd)
Personally Known X or Produced Idntification
j -
No`try�ublic, State `o Florida
•••,1*:''" LISSETTE CANTILLO
MY COMMISSION A DD 340968
Pk EXPIRES: Septernber 8, 2008
B:nocd Publ.Jndenrners
Print, Type or Stamp Name
September 8, 2008
Date Commission Expires
2006-047C/2007-002C/2007 Carryover Allocation A reem T
Page 7 of 8
1NTO1I'l
Acknowledged, agreed and accepted:
Owner:
By:
Title:
--OWNER--
PUBLIC RLCORD FOR
ITEMz ONio7.
Pinnacle Plaza, Ltd.
By: PHG-Plaza, LLC, it mineral Partner
David 0. Deutch
Typed or Printed Name
Vice President
Address: 9400 South Dadeland Blvd., Ste. 100
Miami, Florida 33156
Date:
STATE OF Florida
COUNTY OF Miami -Dade
The foregoing instrument was acknowledged before me this j day of
q141-1u Gco
for()
2006-047C/2007-002C/2007 Carryover Allocation Agreement
Page 8 of 8
SUBMITTED INTO THE
--FLORIDA HOUSING -PUBLIC RECORD FOR
FLORIDA HOUSING FINANCE CORPORATION ITEM z 1 ON (-z 7- 0 1 ■
227 North Bronough Street, Suite 5000
Tallahassee, Florida 32301-1329
By its execution of this Agreement, and based on the foregoing representations and
obligations, Florida Housing issues to the Owner a Carryover Allocation of 2007 housing credits
pursuant to Section 42(h)(1)(E) and (F) of the Internal Revenue Code, as amended, subject to
the conditions elsewhere in this Agreement. FLORIDA HOUSING HAS RELIED UPON
INFORMATION SUBMITTED TO IT BY -HIE DEVELOPMENT OWNER IN ISSUING
THIS CARRYOVER ALLOCATION. FLORIDA HOUSING MAKES NO
REPRESENTATIONS OR GUARANTEES THAT THE OWNER IS ELIGIBLE TO RECEIVE
THE CREDIT STATED HEREIN. THE INTERNAL REVENUE SERVICE DETERMINES
TAXPAYER ELIGIBILITY.
{U__kt P010,4_6k--)
Date: 2 28 ID1
Florida Housing Tax Identification Number: 59-3451366
STATE OF FLORIDA
COUNTY OF LEON
The foregoing instrument was acknowledged before me this 011 day of
2007 by Vicki A. Robinson as Deputy Development Officer of the FLORIDA HOUSING
FINANCE CORPORATION, a public corporation, the successor in interest to the Florida
Housing Finance Agency, on behalf of said Corporation. She is personally known to me.
bwr /4._60snAl
Print or Stamp Name
9- - c O/o
Date Commission Expires
000v'''BLOKE M. CARSON
No it Pubic • Slab of Florida
Coimsion Egkn Sop 4. 2010
Commission DO
591823
Bon4d NaMonal Notary Also,
EXHIBIT A
U1LD114G BY BUILDING OREAKDOWN .
PROJECT NAME: Pinnacle Plaza
ZIP:
33142
FILE NUMBER:
2006- 047C/2007-002C
PROJECT ADDRESS: 3650 NW 36th Street
CITY, STATE: Miami, FL
BIN NUMBER
(FHFC PROVIDES)
; INDIVIDUAL BUILDING ADDRESS AND ZIP GODS
OR SITE DESCRIPTI.ON_(ASAPPLICABLE1
UNITS PER
BUILDING
UUILDING
TYPE;
ELIGIBLE
BASIS
(Q
Adj.DDACT
Bags" :
%SET,
_ ASpg',4,.
QUALIFIED
..•. BASIS
-••• • CRE.DIT'
% RATE","* W
MAXIMUM CREDIT
ALLOCATED
FLOG -04701
3650 NW 36th Street, Miami, FL 33142
132
NC
13,642,872.49
17,735,734.24
100%
17,735,734.24
8.12%
1,440,141.62
FLOG
FLOG
FLO6
FLO6
FLO6
_
FLOG
FLO6
FLOG
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLO6
FLOG
FLOG
FLO6
FL66
_
FLO6
FLO6
FLO6
FLO6
FLOG
FLO6
FLO6
FLOG
FLOG
FLOG
FLO6
FLOG
TOTALS
132
13,642,872.49
17,735,734.24
1,440,141.62
ALTHOUGH CARRYOVER ALLOCATIONS ARE PROJECT -BASED, THIS BREAKDOWN IS REQUIRED FOR THE ASSIGNMENT OF BIN NUMBERS. THE PER -BUILDING CREDIT ALLOCATION IS NOT
BINDING AT THE TIME OF FINAL ALLOCATION.
Must indicate if New Construction (NC), Rehabilitation (Rehab), or Acquisition (Acq )
'" If in a Qualified Census Tract (QCT) or a Difficult Development Area (DDA), multiply the building's eligible basis by 1.3 and enter the result.
'"' Enter the Applicable Fraction as a percentage, the smaller of the unit fraction or floor space fraction.
*". If the Owner has elected to fix the credit percentage pursuant to Section 42(b)(2)(A)(ii)(I), this credit percentage is fixed and binding upon all
upon the Owner and at successors as Owners of those buildings in the project If no such election has been made, this credit percentage is an
NOTE: The total of the "Maximum Credit Allocated" column cannot exceed and should equal the amount of housing credits allocated
buildings in the project with respect to which the election is made, ant
estimate for purposes of making the Carryover Allocation Agreement.14z
to the Development. AO ;
dome
�7
`�3 N
EXHIBIT "B"
(PINNACLE PLAZA/2006-047C/2007-002C)
DESCRIPTION OF FEATURES AND AMENITIES
A. The Development will consist of:
132 High -Rise Apartment units located in 1 residential building.
Unit Mix:
Submitted Into the public
recormi in connection with
Item Kz 1 on 9-2 7- 07
Priscilla A. Thompson
City Cleric
Twenty-four (24) one bedroom/one bath units containing a minimum of
665 sq. ft of heated and cooled living area
Eighty-nine (89) two bedroom/two bath units containing a minimum of
860 sq. ft of heated and cooled living area
Nineteen (19) three bedroom/two bath units containing a minimum of
1,045 sq. ft of heated and cooled living area
132 Total Units
The Development is to be constructed in accordance with the final plans and
specifications approved by the appropriate city or county building or planning
department or equivalent agency, and approved as reflected in the Pre -
Construction Analysis prepared for Florida Housing or its Servicer, unless a
change has been approved in writing by Florida Housing or its Servicer. The
Development will conform to requirements of local, state & federal laws, rules,
regulations, ordinances, orders and codes, Federal Fair Housing Act and
Americans with Disabilities Act ("ADA"), as applicable.
B. Each unit will be fully equipped with the following:
1. Air conditioning in all units (window units are not allowed; however, through -
wall units are permissible for rehabilitation).
2. Window treatments for each window inside each unit.
3. Termite prevention and pest control throughout the entire affordability period.
4. Peephole on all exterior doors.
5. Exterior lighting in open and common areas.
6. Cable or satellite TV hook-up in all units.
7. Range, oven and refrigerator in all units.
8. At least two full bathrooms in all 3 bedroom or larger new construction units.
Page 1 of 4
EXHIBIT "B"
(PINNACLE PLALA/2006-047C/2007-002C)
DESCRIPTION OF FEATURES AND AMENITIES
snto the
'ecor in connection
item rZ 1 on Priscilla A. A. Thompsck
�iChatk
9, Bathtub with shower in at least one bathroom in at least 90% of the new
construction non -Elderly units.
C. The Applicant has committed to provide the following features in each new
construction unit:
1. Marble window sills in all units
2. Steel exterior entry door frames for all units
3, At least 1.5 bathrooms (one full bath and one with at least a toilet and sink) in all
2 bedroom new construction units
4. Pantry in kitchen area in all units — must be no less than 20 cubic feet of storage
space. Pantry cannot be just an under- or over-the-counter cabinet
5. Dishwasher in all new construction units
D. The Applicant has committed to the following amenities in the Development:
1. Gated community with "carded" entry or security guard, or if 2 or more stories,
"carded" secure entry to building
2. Exercise room with appropriate equipment
3. Community center or clubhouse
4. Playground/tot lot, accessible to children with disabilities (must be sized in
proportion to Development's size and expected resident population with age -
appropriate equipment)
5. Library consisting of a minimum of 100 books and 5 current magazine
subscriptions
6. Computer lab on -site with minimum one computer per 50 units, with basic word
processing, spreadsheets and assorted educational and entertainment software
programs and at least one printer
7. Laundry hook-ups and space for full-size washer and dryer inside each unit
8. Laundry facilities with full-size washcrs and dryers available in at least one
common area on site
Page 2 of 4
Submitted Into the public
record in connection with
item ! Z 1 on % 27- 07
Priscilla A. Thompson
EXHIBIT "B" City Clerk
(PINNACLE PLAZA/2006-047C/2007-002C)
DESCRIPTION OF FEATURES AND AMENITIES
E. The Applicant has committed to provide the following energy conservation
features for all buildings in the Development:
1. Air conditioning with SEER rating of 13 or better
2. Electric water heater with energy factor of .91 or better
3. Wall insulation of R-7 or better for masonry/concrete block construction
4. All windows single -pane with shading coefficient of .67 or better
5. Ceiling fans in all bedrooms and living area in each unit
F. The Applicant has committed to provide the following Resident Programs;
1. Welfare to Work or Self -Sufficiency Type Programs - The Applicant commits to
actively seek residents who are participating in or who have successfully
completed the training provided by these types of programs.
2. Homeownership Opportunity Program - Financial Assistance with Purchase of a
Home: Applicant commits to provide a financial incentive for the purchase of a
home which includes the following provisions:
• the incentive must be applicable to the home selected by the resident and may
not be restricted to or enhanced by the purchase of homes in which the
Applicant, Developer, or other related party has an interest;
• the incentive must not be less than five percent (5%) of the rent for the
resident's unit during the resident's entire occupancy (Note: Resident will
receive the incentive for all months for which the resident is in compliance
with the terms and conditions of the lease. Damages to the unit in excess of
the security deposit will be deducted from the incentive.);
• the benefit must be in the form of a gift or grant and may not be a loan of any
nature;
• the benefits of the incentive must accrue from the beginning of occupancy;
• the vesting period can be no longer than 2 years of continuous residency; and
• no fee, deposit or any other such charge can be levied against the resident as a
condition of participation in this program.
3. First Time Homebuyer Seminars — Applicant or its Management Agent must
arrange for and provide, at no cost to the resident, in conjunction with local
realtors or lending institutions, semiannual on -site seminars for residents
interested in becoming homeowners.
4. Job Training — Applicant or its Management Agent must provide, at no cost to the
resident, regularly scheduled classes in keyboarding, computer literacy, secretarial
Page 3 of 4
EXHIBIT
(PINNACLE PLAZA/2006-047C/2007-002C)
DESCRIPTION OF FEATURES AND AMENITIES
skills or other useful job skills, which will be provided at least once each quarter.
If the training is not provided on -site, transportation at no cost to the resident must
be provided.
5. Resident Activities — These specified activities are planned, arranged, provided
and paid for by the Applicant or its Management Agent. These activities must be
an integral part of the management plan. The Applicant must develop and
execute a comprehensive plan of varied activities that brings the residents
together and encourages community pride. The goal here is to foster a sense of
community by bringing residents together on a regularly scheduled basis by
providing activities such as holiday and special occasion parties, community
picnics, newsletters, children's special functions, etc.
6. Financial Counseling — This service must be provided by the Applicant or its
Management Agent, at no cost to the resident, and must include the following
components: must be regularly scheduled at least once each quarter; must include
tax preparation assistance by qualified professionals; must include educational
workshops on such topics as "Learning to Budget," "Handling Personal
Finances," "Predatory Lending," or "Comparison Shopping for the Consumer."
7. Resident Assistance Referral Program - The Applicant or its Management Agent
will make available to residents information about services such as crisis
intervention, individual and family needs assessment, problem solving and
planning, appropriate information and referral to community resources and
services based on need, monitoring of ongoing ability to retain self sufficiency,
and advocacy to assist clients in securing needed resources_ This service must be
provided at no cost to the resident.
8. Life Safety Training - The Applicant or its Management Agent must provide
courses such as fire safety, first aid (including CPR), etc., on -site, at least twice
each year, at no cost to the resident.
SUBMITTED INTO THE
PUBLIC RECORD FOR
ITEMz, ONyz�-o�.
Page 4 of 4
EXHIBIT C
LEGAL DESCRIPTION
(Please attach a legal description of the property)
Development Name: Pinnacle Plaza
Development Number: 2006-047C/2007-002C
Lots 11 through 23, Block 71, of Melrose Heights 5th Section, according to the
Plat thereof, as recorded in Plat Book 17, Page 22, of the Public Records of
Miami -Dade County, Florida.
SUBMIflT,;:713 THE
F'UR_���aFiaCORDFOR
}
ITEMpz1 ON 9 27 0;
EXHIBIT D, Page 1
Submitted Into the publitr
recur in connection with,
item PZ i on 9- Z7-a7,
Priscilla A. Thompson
City Clerk
COST BASIS DOCUMENT
DEVELOPMENT NAME:
FILE NUMBER:
Pinnacle Plaza
20136-047C DD r) 6
ii0e- c041P1.4M-15 fitiN? i*;01.0.6
91$4'Ofr.1777,FFf!!s151 -!: -
iii!ii7q1:. . _JKATtti]iK
. :si5EViLippmeNr COST -
I
EXPECTED iEtA$IS!..,:„
::! CURRENT BASIS
SOURCES
23,617,138.00
Investor's Capital Contribution
(Syndication Proceeds)
First Mortgage
2,800,000.00
Second Mortgage
Grants
Owner's Contribution
Other
Deferred Developer Fee
3,737,315.00
Total Sources:
30,154,453.00
USES
Building or Land Acquisition
Land
2,560,000.00
2,560,000.00
2,560,000.00
Building
I
Legal - Acquisition
Building Rehab. or New Constr.
Hard Costs
19,311,845.00
17,912,345.00
Construction Period Interest
1,256,800.00
315,900.00
Demolition
Site Work
Legal
250,000.00
125,000.00
Accounting
82,000.00
82,000.00
5,500.00
Architectural & Engineering
500,000.00
500,000.00
43,500.00
Surveying
50,000.00
25,000.00
22,297.00
Environmental
50,000.00
25,000.00
10,825.00
Appraisal
12,500.00
12,500.00
Tax Credit Fees
285,544.00
Development Fee
3,812,352.00
3,812,352.00
762,470.00
Syndication Expenses
Construction Loan Fees
186,500.00
58,500.00
Other
1,358,512.00
1,129,312.00
TAXES & INSURANCE
438,400.00
359,200.00
77,090,00
Total Uses:
30,154,453.00
26,917,109.00
3,481,682.00
Current Basis:
Reasonably Expected Basis:
Percentage Complete:
Date:
3,481,682.00
26,917,109.00
1 2.93%
CPA/ATTC RNEY SIGNATURE
DATE TELEPHONE
TELEPHONE
This form may be signed by the Applicant or designee if submitting as evidence of NOT meeting the 10% test.
• These figures ere estimates for computation purposes only For purposes of the Carryover Allocation Agreement, "reasonably expected basis" pursuant to Section 42(h),(1)(E)(ii) need not be
the same as eligible basis and ts computed for an entire project. rather man building -by -building
EXHIBIT D, Page 2
COST BASIS CERTIFICATION
1 certify that I have examined all eligible costs incurred, as listed on the Cost Basis Document, with
respect to Pinnacle Plaza. Based on this examination, it is my belief that Pinnacle Plaza, Ltd. has
incurred more than 10 percent of its reasonably expected basis in Pinnacle Plaza pursuant to Section
42(h)(1)(E)(ii) of the Internal Revenue Code.
Signature
Christopher N. Thomas, CPA
Print or Type Name of Certified Public Accountant or Attorney
2002 Summit Boulevard Suite 1000 Atlanta, GA 30319
Address
404-847-9447
Telephone Number
SUrMTTED INTO THE
PUBLIC RECORD FOR
ITEMz1 ON ?-27-c27.
EXHIBIT E
CONDITIONS
Development Name: Pinnacle Plaza
Development Number: 2006-047C/2007-002C
1. Approval by Florida Housing of a positive credit underwriting recommendation that housing
credits be allocated to this Development.
2. Verification from the Applicant and the Credit Underwriter that all contingency items as
stated in the credit underwriting report have been met no later than nine (9) months from
the date of execution of the Carryover Allocation Agreement.
SUBMITTEa.j i
PUBLIC; f `'l r-- i'l ,E ' '. ff , r'il FoR
ITEMr2, L y il 9- 2 7" 0 7 .
EXHIBIT F
EXPLANATION OF CHANGES
DEVELOPMENT NAME:Pinnacle Plaza
FILE NUMBER: 2006-047C/2007-002C
If there are any changes in the project information from that submitted with the application, provide
a detailed explanation/justification for the changes. These changes MUST be reviewed and
approved by Florida Housing prior to execution of this Agreement.
Check those items that have changed and explain changes in the spaces provided below.
Attach supporting documentation as needed.
Taxpayer Federal Identification Number
Project Address
Number of Units
Number of Buildings
Set -Aside Elections
Extended Use Period
Project Amenities
Tenant Programs
Other:
Explanation of Changes;
SUBMITTED INTO THE
PUBLIC RECORD FOR
ITEM ON 9-27-0,
-A01
t,t2�r Housw
Honda
^,F moke housing offordoblc
SUBMITTED INTO THE
PUBLIC RECORD FOR
1TEMzi__ON ?-27c-7.
TAXPAYER ELECTION OF APPLICABLE PERCENTAGE
Pursuant to Section 42(h)(2)(A)(ii) of the Internal Revenue Code (the "Code").
Pinnacle Plaza, Ltd. (the '0wner") and the Florida 1 lousing Finanee Corporati on
(`Florida Housing") hereby enter into an agreement as to the housing credit amount allocated to
Pinnacle P1 aza (the ''Project-). This agreement represents an irrevocable election by the
Owner to accept the credit rate chosen below and is dependent upon the issuance of a binding
commitment for the allocation of housing credits from Florida Housing. The requirements of this
action are set forth in Section 42(b)(A)(ii) of the Code and are not those of Florida Housing or the
Stale of Florida.
CHOOSE EITHER OF THE FOLLOWING:
XX If this box is checked, the Owner hereby irrevocably elects; pursuant to Section 42(b)(2)(A)(ii)
of the Code. to fix the applicable credit percentage(s) for each building in the development as the
percentage(s) prescribed by the Secretary of the Treasury' for the month of
December , 2006, which is the month of the Carryover Allocation Agreement.
Florida Housing and the Owner ackno« ledge that this agreement constitutes an agreement binding
upon Florida Housing, the Owner and all successors in interest to the Owner as owners of the
Development as the allocation of 2006 Housing Credit authority to the building(s) in the
Development, subject to compliance by the Owner with the requirements of Section 42 of the Code
and the additional requirements. if any. of Florida l lousing.
The undersigned hereby elects to accept the credit rate of 8.12 % (70% present value credit)
or % (30% present value credit) applicable only to the below identified development and
building(s), as set forth in the Carryover Allocation Agreement of December , 2006.
-OR-
. If this box is checked, the Owner makes no election pursuant to Section 421bti(2)(;1)(ii) of the
Code. and accordingly. the applicable percentage for a building shall he that for the month in whigh
the particular building is placed in service.
-FAXPAYER ELECTION OF APPLICABLE PERCENTAGE
Pagc2of2
BY:
SUBMiTTED INTO THE
PUBLIC RECORD FOR
ITEMzi ON -27-7.
Pinnacle Plaza, Ltd.
By: PUG -Plaza, L,LC, it. General Partner
e of 0 tier
David 0. Deutch
1 JyF y
Date I
Name (Type or Print)
Vice President
Title
Pinnacle Plaza / .2006-047C
Development Name/Number
New Construction
Type of Building(s) (New Construction, Rehabilitation or Acquisition)
STATE OF Florida
COitNTY OF Miami -Dade
�I.
The foregoing instrument was acknowledgedday of before me this 'i-� . 2006
by David 0. Deutch who is personally known to me or who
has produced as identification.
Sign, .r- otNotary Public
LISSETTE CAMILLO
MY COMMISSION a 00 340988
EXPIRES September8, 2008
'I '�. &Jed Trim Notary Naha Untle:wmcen
Printed or Stamped Name and Expiration Date
Received and Accepted: l.� �)� !�('l,;�; v rvl Date: 14 w CrI1�C�r
Deputy Development Officer
Florida Housing Finance Corporation
-b":>\\
Florida Housrig
w• : rnnkc, housing alFordcaht:
SUMI1TED INTO THE
PUbUC RECORD FOR
ITEM rz t -27- 07.
GROSS RENT FLOOR ELECTION
in accordance with Revenue Procedure 94-57. the Internal Revenue Service will treat the
Gross Rent Floor in Section 42(g)(2)(A) as taking effect on the date the Corporation initially
allocates* housing credits to the building. However, the IRS will treat the Gross Rent Floor as
taking effect on the building's placed -in-service date IF the owner designates that date instead
and so informs the Corporation prior to the placed -in-service date of the building.
THIS IS A ONE-TIME ONLY, IRREVOCABLE ELECTION.
The undersigned owner hereby makes the following election with respect to the Gross Rent
Floor Effective Date for each building in the project designated below:
On date of initial allocation (or determination)
X I On placed -in-service date
* If the proposed project is tax-exempt bond financed (as defined by the IRC). the IRS will
treat the gross rent floor as taking effect on the date the Corporation initially issues a
determination letter unless the owner designates that the placed -in-service date should be
used.
Pinnacle Plaza, Ltd).
By: al1G laza, C, it G n rat Partner
Q _._ f4 Et Pinnacle Plaza / #2006-047C
Owne ig attire f D to Project Name
David 0. Deutch
Pinnacle Plaza / #2006-047C
Owner Nrame (Print or Type) Project Namc
THIS ELECTION MUST BE RI:C1'IVED BY THE CORPORATION PR} R TQ: THE
PLACED -IN-SERVICE DATE, OF ANY BUILDING IN 1 HE PROJEC'.1'.
r _1
C)-
RECEIVED BY THE FLORIDAHOUSING FINANCE CORPORATION ` ,-
(Date Stamp):
This instrument prepared by:
Vivian de las Cuevas -Diaz, Esq.
Weiss Scrota Helf'man Pastoriza
Cole & Boniskc, P.A.
2665 South Bayshorc Drive
Suite 420
Miami, FL 33133
Record & Return to:
Shutts & Bowen, LLP
1500 Miami Center
201 S. Biscayne Blvd.
Miami, FL 33131
WARRANTY DEED
111111111111111111(11111111 M1 111I1I 11II (i 11(
CFN 2+DO5RO554137
DR E.k 23430 Pss 1447 - 144E; (lass)
RECORDED 06,01/2005 14:54:59
NEED DOC TAX 15,000.00
SURTAX 11,250.00
HARVEY RUVIN, CLERK. OF COURT
rtIAMI—DARE COUNTY, FLDRIOA
SUBMTTED INTO THE
PUBLIC RECORD FOR
ITEM Pz i ON 9 z7-o7.
THIS WARRANTY DEED is made and executed this 31" day of May, 2005, by JAI -
ALAI VILLAS, LLC, a Florida limited liability company (the "Grantor"), whose mailing
address is 3031 NW 136 Street, Miami, Florida 33155 and PINNACLE PLAZA, LTD., a
Florida limited partnership (the "Grantee"), whose mailing address is 9400 South Dadeland
Boulevard, Suite 100, Miami, Florida 33156.
WITNESSETH:
That Grantor, for and in consideration of the sum of Ten and No/100 Dollars ($10.00)
and other good and valuable consideration, the receipt whereof is hereby acknowledged, does
hereby grant, bargain, sell, alien, remise, release, convey and confirm unto Grantee the real
property (the "Property") located in Miami -Dade County, Florida, and more particularly
described as:
Lots II through 23, Block 71, of Melrose Heights 59' Section,
according to the Plat thereof, as recorded in Plat Book 17, Page
22, of the Public Records of Miami -Dade County, Florida (the
"Property").
Folio Nos, 01-3128-014-1830; 01-3128-074-1840;
01-3128-014-1870; 01-3128-014-1880; 01-3128-014-1890;
SUBJECT TO: 01 -31 28-014-1900
1. All easements, conditions, covenants, restrictions, reservations, limitations and
agreements of record, provided that this instrument shall not reimpose same.
2. Real estate taxes for the year 2005 and all subsequent years, which are not yet due
and payable.
3. Existing applicable governmental building and zoning ordinances and other
governmental regulations.
Book23430/Page1447 CFN#20050559137 Page 1 of 2
SUAITTED INTO THE
PUBLIC RECORD FOR
TEMf21 ONq-2o7.
OR BY. 2343i1
LAST PAGE
PG 1442
TOGETHER with all the tenements, hereditaments and appurtenances belonging or in any
way appertaining to the Property.
TO HAVE AND TO HOLD the same in fee simple forever,
AND GRANTOR hereby covenants with Grantee that Grantor is lawfully seized of the
Property in fee simple; that Grantor has good right and lawful authority to sell and convey the
Property; and that Grantor does hereby fully warrant the title to the Property and will defend the
same against the lawful claims of all persons whomsoever.
IN WITNESS WHEREOF, Grantor has caused this Warranty Deed to be executed as of
the day and year first written above.
STATE OF FLORIDA
SS:
COUNTY OF MIAMI-DADE
JAI -ALAI VILLAS, LLC,
a Florida limi il'ability company
MARIO DE LAS CUEV
Managing Member
The foregoing instrument was acknowledged before me this 31" day of May, 2005, by
Mario de las Cuevas, Managing Member of JAI -ALAI VILLAS., LLC, a Florida limited
liability company, on behalf of the Company, who (check one) }s personally known to me or I.
] has produced a Florida drivers license as identification.
My Commission Expires:
o.me 000wrxs
bona iwm0 &
senior 0.4 p agoa-as4
fwd. Newly AMA._
F 110001i070001\DocumemalWarranty Dccd doc
Notary Public _ i
Print Name: V d r ti S Las - Ch'
800k234301Page1448 CFN#20050559137
Page 2 of 2
.
Buyer's and Seller's Combined Closing Statement
SIILTTTS & BOWEN LLP
•
NOTE. Tots form is furnished to give you a statement of actual settlement costs. Amounts paid to and by the settlement agent are shown
Items marked "(p.o.e.)" .ere paid outside the closing; they are shown here for informational purposes and are not included in the totals
NAME OF BUYER; PINNACLE PLAZA, -LTD:; a,Florida iiinited partnership
ADDRESS OF BUYER: 9400 S. Dadeland D1'vd:, Sui[e;10aN i,:,rrii, FL 33156
NAME OF SELLER: First American Exchange Company, LLC, as Qualified Intermediary for Jai Alai
Villas, LLC, a Florida limited liability company
ADDRESS OF SELLER: 3031 NW 13th Street, Miami, FL 33155
NAME OF LENDER: ALLIANT CREDIT FACILITY II, LLC, 2Florida limited liability company
ADDRESS OF LENDER:
PROPERTY 3650, 3660, 3670, 3674, 3680 & 3690 NW 36 Street
LOCATION: MIAMI, FL
SETTLEMENT AGENT: UTTS 4 B.QWEN.L;LP-=. ::.. •.;;,,r -, .;.. .
1500 M1AMI CENTERj201>SOIjTH:BtSCAYNE BOULEVARD; MiAMi, FI. 33131
PLACE OF SETTLEMENT: 1500MIr1MI CENTER,.20i SOUTH'BISCAYNE BOULEVARD', MJAMI, FL 33131
SETTLEMENT DATE: • S3-3 /"005
V
SUMMARY OF BUYER'S TRANSACTION
SUMMARY OF SELLER'S TRANSACTION
100 CR AMOUNT DUE PROM BUY ER
400 CROSS AMOUNT DUE TO SELLER
i
101 Contract sale5ynce
2.500,OQ0.00
401 Contract sales epee
2.500.000 00_
102 PerstmaLoroueliY
402.Personal property
103 Buyers Expenses from pe. 2, lint J400
27.766.00
403.
104.Rernaini0S.t2alance of Loan Proceeds
471514)1_404.
105--
405-
2\diustments for items paid by seller in advance
Adlgsntient£fol itet s Patti by seller rn advance
106Sity/town taxes to
406 CitY/town taxes. SD
107 Counts taxes to
407,Counix3axes to_ -
108 Assessments to
408.Assessmer __ to
_ -
109 ._. to
409 tR
110 to
410. to
111 to
- - _.
411 to
iI2 to
412. to
120 GROSS AMOUNT DUE FROM BUYER 7
3,003,650.38
420 GROSS AMOUNT DUETO SELLER 1
2,500,900.30
200 AMOUNTS PAID BY OR IN BEHALF OF BUYER
500 REDUCTIONS IN AMOUNT DUE TO SELLER
201.Deposit or arrest money
100.000_Q0.
50I.Excess deposit flee 0l$_t[yctions)
"s02.Pfincioal amount of tLeg,oan(;)
3.000.000 00
Settlement shames to sellerfline 14001
57 447 25
203.fxrsnng Ioanisl taken sublect to
r502
593.Exrsting loanfs1 taken snblect to
_04.
504.Payorf of first mortgage loan
04,872 17
Terra Bank Lgood lhru 051/05)
2Q5
Pay4ff of st.LQnd mor1RaRe loan
.Q5
206.Pnnupal amount o f seller financing
506.Pnnemal amount of sestet financing
.
507,
,20
20F.xt ncisur Ee.
50.000-00
S08.Extension Fee
50 000 00_
209
509 Proceeds, irectl,Y to Jai Alai YAijaz T r C
349.030 20
209a
509a
209b
5Q9b Deposit Directly to Silks
100.000 00
Adjustments for items unpaid by seller
Adjustments for items unpaid by seller
210.City/town taxes to
0 City/town taxes to
21 l County taxes 111/200510 4/14/2005
3.65Q,38
.5]
Sl l County taxes 11j/2005 so 4/14/2005
3.650 31_
212__Assessrrlen13 10
512.Assessment5 19
213. to
'513
to
214. so
514. 10
215. to
515. 1Q
216. to
516. to
217.
517. to
.,__
218. to
513 to
219. to
519. to
220.TOTAL AMOUNTS PAID
8Y OR IN BEHALF OF BUYER
3,153,650.38
520.TOTAL REDUCTIONS IN
AMOUNT DUE SELLER 1
1,365.000.00
300.CASH AT SETTLEMENT FROM/TO BUYER
600 CASH AT SETTLEMENT TO/FROM SELLER
301-Gross amount due from buyer (line 120)
3 003,650.38
601.Gross amount due to seller (line 420)
2.500.000 00
302 Less amounts paid by/fur buyer (line 220)
3,153,650 38
602-Less reducnons in amount due seller (line 520)
1.365 000 00
303,CASiI 0 From 1 J To BUYER
150,000.00
603.CASH ®To D From SELLER ).
1,135,000.00
PACE I
1500 MIAMI CENTER
201 SOUTH BISCAYNE BOULEVARD
NIIAMI, FL 33131
CO CO
M
CD co
0
Buye an ' �elier's Combined Closi atement
PAGE
700 I'USAt SA £S/Lik,Q ER'S COM. based on Brice 2 500 000 00 ., 1 00 % = 25
BUYER'S
EXPENSES
SELLER'S
EXPENSES
(lint 700)asfollows _. __
__Divisorso[commtsston
"101. 25 000.00 to M 9IIB Realty Inc,
742.
793 CQmmiSitorinatd at S u gaunt
5,00040
r 704 to
800 Items Payable In Connection With Loan
Loan Ott nan_on Fee % to
_80!
Loan Discount °(j, to
7892,_
893 AmrraisatFew.. to
804 Credit porl_ to -
805 1 enders Inspection F_ea to
Mortgage Insurance 9n9 nr Fee t•
..806.
807. 10
808 to
g49 to
810 in
811. tr
. _
_
& 12. 10
813 to
814 to
815 to
900 Items Required By Leader To Be Paid in Advance
90] lntefSSLfrQD1 5L31 /2005 to 6/1L2005 Ca? /dav
902 Morteaae Insurance PremiumSor months to
903 Hazard lnsurance premium for years to
vears to
_204,
905 years to
1000. Reserves Deposited With Lender
,.QQ.LHazard insurance months@ per month
I002 Mongaac insurance month • II . r r
1003C-Zy_pr o ay tas xemo1T1]l1t per month
004. Count,/ oropem taxes montlis1 1 Der month
J0 Anirual aise.sstnents,_. montlrsarl permrtonth
.
I006 months@ r . II • r
1001 months08 month
_pgr
1008 months@ per month
1009
1100. Title Charges
1 i 01. Settlement or ctpsinz fee Io
t L2._Abit?act or isle garc� to Fidelity National Title Insurance Comoan
300.00
11Q3 Titleexannnanon to
4 irk C I er 10
1.105 DocumcnLpreuaranor to
i 1.0..N99.[Y feel to
1107, Attorney's fees to Weiss Selofa tt al_
0 it 00
(inclQdct oboe tj_evi um er :
"701 1:^' is i• t: '.r
cry
!, *I0)Vfo4
11Q Title msivaoce to Shutts & Boren LLP
10
100
{includes above Items n e.r :
..
�i__ Pill'____
_
itiVi4At
1L09 Lender's cctveraee Risk Premium 1 175 00 INS AMT: 3,Q(19s0
t..
�i't'r.'*'�.• >"'.
1110. Oviner's coverage: Risk Premium L82_5 00 INS ANI 2 500 000.00
t?�;rt?+ "ter
`I'
:' Pn
1Ttg0' - "f• � -
1 1 10a Endorsemen t-J 01 Q 00'
1.010 00
1111, to
1112. to
1113. Muntslpal Lien Letters to A' I TI!k,S ippo1 Scryiyes. Inc,
900,00
1200. Government Recording and Transfer Charges
1, RcoxAnng Fees' Deed 118.50: L-Mongagc(s) 3137.50- 3-Mortgagees) : Releases S 18.50
L2.4...-_.
1.$_112_
.12.4
1202. Co/county tax/stamps: Deed 3I 1.25D 00. Llvlortgaee(s) 56 000 00 S-Moitvge(s)
6.000.00
.
11.250.00
j 203 State tax/stamps- Deedsl5 000 00 L•Mottza, 1 S10500.00:S-Monregefi)
10
500,00
15.000,00
1204.
1205
1300 Additional Settlement Charges
13.4L Survey to
1302 Pest Inapcction to
1303 Roof1nsoeLtion to
1304. Certificate of Good Slandmg to Express. Corporate Filing Sry
4
28 75
1305 Eachan ve Fgg to Fr LADIerican Exchange Company, LLB
2.250 00
1306,
__IQ
1307, to
1308. to
1309. to
1400 Total Settlement Charges (enter on Buyer line 103. and on Seller line 502. Page 1) ,
27,766.00
57,447.25
CERTIFTCA710N DATE 5/13/2005
1 have CAT chilly reviewed thts Settlement Statement and to the best of my knowledge and blute-
disbursements at is a true and accurate statement of ati recnpis
made on my account or by me in this transaction I Nobel certify that !have received a copy o(ihis Setttemcni Siareineni
SIGNATURE ON FOLLOWING PAGE
Buyer Setter
SIGNATURE ON FOLLOWING PAGE
Buyer Seller
DATE. 5/31/2005
16195.1-
BUYER:
BUYER'S AND SELLER'S COMBINED CLOSING STATEMENT
(SIGNATURE PAGE)
SELLER:
PINNACLE PLAZA, LTD., a Florida JAI ALAI 'VILLAS, LLC, a Florida
limited partnership
limited liability company
By: PHG — Plaza, LLC, a Florida By:
limited liability company, its Name
General Partner Its:
By: Q
Name: David eutCh
lts: Vice President
MIADOCS 799323 I
SUBMITTED 1NTO THE
PUBLIC RECORD FOR
-rrne.PzON -z1-o .
BUYER'S AND SELLER'S CONffiINE0 CLOSING STATEMENT
(SIGNATURE PAGE)
BUYER:
PINNACLE PLAZA, LTD., a Florida
limited partnership
By: PHG — Plaza, LLC, a Florida
limited liability company, its
General Partner
By:
Name:
Its:
M[ADOCS 790323 1
SELLER;
JAI ALAI VILLAS, LLC, a Florida
lunitcd Iia rompany
lly:
Name //es
✓aji.dy
SUBMITTED INTO THE
PUBLIC RECORD FOR
ITEMz_ON v-n o7 .