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Home My WebLink AboutPetitionSTATE OF FLORIDA FLORIDA HOUSING FINANCE CORPORATION CARLISLE GROUP VI, LTD., Petitioner, vs. CASE NO.: FLORIDA HOUSING FINANCE APPLICATION NO. 2006-066BS CORPORATION, Respondent. PETITION FOR WAIVER OF RULE 67-21.003(14), RULE 67-21.003(1)(A), RULE 67- 48.004(14) AND RULE 67-48.004(1)(A) AND PARTS II.A.2.A.(1) AND (2) OF THE UNIVERSAL APPLICATION INSTRUCTIONS FOR A CHANGE IN THE IDENTITY OF THE PETITIONER'S DEVELOPER AND THE PETITIONER'S OWNERSHIP STRUCTURE Carlisle Group VI, Ltd. (the "Petitioner") hereby petitions the Florida Housing Finance Corporation (the "Corporation") for a waiver of the Corporation's prohibition on changes in the identity of an applicant's developer and an applicant's ownership structure. See Rule 67- 21.003(14) and Rule 67-48.004(14), F.A.G. (the "Developer Rule"), and Rule 67-21.003(1)(a) and Rule 67-48.004(1)(a), F.A.C. (together with the Developer Rule, the "Rules"); and Part ILA.2.a.(1) and (2), Universal Application Instructions (the "Universal Application Instructions"). In support of its petition, the Petitioner states: 1. The address, telephone number, facsimile number and e-mail address of the Petitioner are: Carlisle Group VI, Ltd. 2950 S.W. 27th Avenue Suite 200 Miami, Florida 33133 (305) 476-8118 (305) 476-9674 (Fax) lboggio@thecarlislegroup.com MIADOCS 2328435 1 2. The contact person, along with contact information and relationship, for the Petitioner's Application — MMRB/SAIL/Housing Credit (HC) Program (the "Application") is: Mr. Lloyd Bo gio 2950 S.W. 27 Avenue Suite 200 Miami, Florida 33133 (305) 476-8118 (305) 476-9674 (Fax) lboggio@thecarlislegroup.com Manager — Carlisle Group VI, LLC (one of Petitioner's co -general partners) 3. For purposes of this Petition, the address, telephone number and facsimile number of the Petitioner's attorney are: Gary J. Cohen, Esq. Shutts & Bowen LLP 1500 Miami Center 201 S. Biscayne Blvd. Miami, FL 33131 (305) 347-7308 (305) 347-7808 4. The Petitioner timely submitted its Application in the 2006 cycle (Application #2006-066S) for the development named "Parkview Gardens" (the "Development"), and was awarded an MMRB allocation of $8,000,000 and a SAIL allocation of $4,000,000. 5. The above -referenced proceeds, together with equity raised from Housing Credits will be used for the development of Parkview Gardens, a new 40-unit apartment development (the "Development") intended to serve low-income individuals and families in Miami -Dade County, Florida. 6. The requested rule waiver will not adversely affect the Development. However, a denial of this Petition (a) will result in substantial economic hardship to Parkview Gardens, (b) could deprive Miami -Dade County of essential, affordable housing units in a timely manner, and (c) would violate principles of fairness. Section 120.542(2), Fla. Stat. (2007). 7. The waivers being sought are permanent in nature. CHANGE IN IDENTITY OF DEVELOPER AND OWNERSHIP STRUCTURE 8. At the time of the Petitioner's submittal of its Application, the Petitioner's co - Developers (as the term is used in the Developer Rule and the Universal Application Instructions) were Carlisle Group VI Development LLC ("Carlisle") and Tacolcy Economic Development Corporation, Inc. ("Tacolcy"). -2- MIADOCS 2328435 1 9. Further, at the time of the Petitioner's submittal of its MMRB/SAIL/Housing Credit Application, the Petitioner's co -General Partners were Carlisle Group VI, LLC ("Carlisle GP") and Tacolcy, as identified in its Application. 10. Subsequent to the Petitioner filing its Application and receiving an award of 2006 MMRB and SAIL, Carrfour approached Carlisle concerning the prospective development, as the development is located in an area (Liberty City) in which Carrfour is active and familiar (having recently won its 2007 Housing Credit application, Dr. Barbara Carey-Shuler Manor, 2007- 036CS, for a site located close by). The relatively small size of the development is also well suited to a nonprofit developer such as Carrfour, which historically has undertaken smaller (less than 100 unit) developments. Given the size and magnitude of the Parkview Gardens transaction and Carrfour's interest therein, Carlisle determined to (subject to Corporation consent) transfer its interest in the development to Carrfour. 11. As a result of the foregoing, Carlisle and Tacolcy have agreed that Carlisle shall withdraw from the Petitioner as co -General Partner and will also withdraw as co -Developer. The parties have agreed to execute all documents necessary in connection therewith. 12. Accordingly, the Petitioner seeks to (i) remove Carlisle as a co -Developer, and have Tacolcy and Carrfour Supportive Housing, Inc. ("Carrfour") be identified for purposes of the Application and all other purposes as the Petitioner's co -Developers; and (ii) remove Carlisle GP as a co -General Partner, and have the Tacolcy and Carrfour (or a wholly owned subsidiary thereof) be identified for purposes of the Application and all other purposes as the Petitioner's co -General Partners. Carrfour has the required experience to serve as co -Developer of the Development. To verify the required experience of Carrfour, Petitioner has attached hereto an executed Developer Certification Form and the Developer's Prior Experience Chart for Carrfour behind the tab labeled "Exhibit 11." As a result of the withdrawal of the Carlisle GP, Tacolcy GP will own a 0.0051% general partner interest and Carrfour (or its subsidiary) will own a 0.0049% general partner interest; in other words, Carrfour will succeed to the 0.0049% general partner interest formerly held by the Carlisle GP. 13. A waiver of the applicable Rules and Universal Application Instructions is necessary to change the identification of the Petitioner's Developer and to change the Petitioner's ownership structure. 14. Section 420.501 through 420.55 of the Florida Statutes sets forth the Florida Housing Corporation Act (the "Act") governing the allocation of multi -family mortgage revenue bonds ("MMRB") and State Apartment Incentive Loans ("SAIL"). Procedures for such allocations ("Procedures") are established in Rule Chapter 67, Florida Administrative Code. Accordingly, as set forth below, the Rules and the Universal Application Instructions subject to Petitioner's waiver request are implementing, among other sections of the Act, the statutory authorization for the Corporation's establishment of Procedures. 15. The prohibition on changing the identity of an Applicant's (as the term is used in the Developer Rule and the Universal Application Instructions) Developer is found in the Developer Rule, which provides that: -3- MIADOCS 2328435 I "(14) Notwithstanding any other provision of these rules, there are certain items that must be included in the Application and cannot be revised, corrected or supplemented after the Application Deadline. Failure to submit these items in the Application at the time of the Application Deadline shall result in rejection of the Application without opportunity to submit additional information. Any attempted changes to these items will not be accepted. Those items are as follows: (b) Identity of each Developer, including all co -Developers;..." 16. Rules 67-48.004(1)(a) and 67-21.003(1)(a) defines the "Universal Application Package" and adopts its contents (including the Universal Application Instructions discussed more fully below) and incorporates them by reference into the foregoing Rule. Page 4 of the 2006 Universal Application Instructions (Part II.A.2.a.(2)) provides as follows: "If applying for MMRB, SAIL or HOME, the Applicant entity shall be the borrowing entity and cannot be changed until after loan closing. Replacement of the Applicant or a material change (33.3% or more of the Applicant, a General Partner of the Applicant, or a member of the Applicant) in the ownership structure of the named Applicant prior to this time shall result in disqualification from receiving an allocation and shall be deemed a material misrepresentation. Changes after loan closing require Board approval." Part II.A.2.a.(1) provides the same rule with respect to applicants for Housing Credits. As such, such Instruction/Rule is also applicable to Petitioner, and Petitioner also seeks a waiver from such Instruction/Rule. 17. The facts stated in Paragraphs 4 through 13 above demonstrate the circumstances that justify the waivers to change the identification of the Petitioner's Developer and the Petitioner's change of ownership. 18. The requested waiver to change the identification of the Petitioner's Developer and to change the Petitioner's ownership structure will not adversely impact the Development or the Corporation or be prejudicial to the Development or to the market to be served by the Development, because Carrfour has the required experience to serve as a Developer of the Development. However, the denial of the requested waiver will create a substantial hardship for the Petitioner which the Petitioner believes will result in unnecessary delay and expense and make it impossible to complete the Development on time and within budget. 19. Further, the requested Rules and Universal Application Instruction waivers to change the identification of the Petitioner's Developer and the Petitioner's ownership structure will further the Corporation's and the Act's purpose of ensuring the maximum use of available credits in order to encourage development of low-income housing and associated mixed -use projects in urban areas. -4- MIADOCS 2328435 1 20. Should the Corporation require additional information, the Petitioner is available to answer any questions and to provide any additional information necessary for consideration of this petition. WHEREFORE, the Petitioner respectfully requests that the Corporation: A. Consider this Petition in conjunction with the Petitioner's Application; B. Grant this Petition and all the relief requested herein; and C. Waive the prohibition on changing the identity of the Petitioner's Developer and the Petitioner's ownership structure by: (i) allowing the removal of Carlisle as a co -Developer, and allowing Tacolcy and Carrfour to be identified for purposes of the Application and all other purposes as the Petitioner's co -Developers; and (ii) allowing the removal of the Carlisle GP, as a co -General Partner, as identified in the Application, and allowing the admission of Carrfour or its subsidiary as a co -General Partner and allowing Tacolcy and Carrfour (or its subsidiary) to be identified for purposes of the Application and all other purposes as the Petitioner's co -General Partners; and D. Grant such further relief as may be deemed appropriate. Respectfully submitted, SHUTTS & BOWEN LLP Counsel for Carlisle Group VI, Ltd. 201 S. Biscayne Blvd. Suite 1500 Miami Center Miami, Florida 33131 Tel.: (305) 347-7308 Fax.: (305) 347-7808 e-mail: gcohen@shutts.com By: -5- MIADOCS 2328435 1 CERTIFICATE OF SERVICE The Petition is being served by overnight delivery for filing with the Corporation Clerk for the Florida Housing Finance Corporation, 227 North Bronough Street, Suite 5000, Tallahassee, Florida 32301, with copies served by overnight delivery on the Joint Administrative Procedures Committee, Room 120, . 600 Calhoun Street, The Holland Building, Tallahassee, Florida 32399-1300, this 2Vli`day of September, 2007. &AI Gary J. o en 6 MIADOCS 2328435 1