HomeMy WebLinkAboutExhibit ACITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
'To: Members of the Housing and Date: October 29, 2025
Commercial Loan Committee
From: Victor Turner, Director
Subject: Gallery at Wagner Creek, LLC
Gallery at Wagner Creek Project
Reference:
Department of Housing & Community Development Enclosures:
Item Summary
BORROWER REQUEST:
• Requesting $4,848,080 in City Miami Forever GOB funds for the development of
Gallery at Wagner Creek project.
DEPARTMENTAL RECOMMENDATION
The Department has reviewed the Borrower's request and project financials and
recommends approving the above request.
BORROWER:
Gallery at Wagner Creek, LLC, a Florida limited liability company created for the development
of the project. Mr. Albert Milo Jr. is the principal of the parent company and all affiliated entities.
PROJECT
Gallery at Wagner Creek project will be phase I of a new 27-story, mix-use/mix income
residential multifamily tower that is part of a multiphase redevelopment of the Jackson Health
Medical Towers property located at 1500 NW 12 Avenue in the Allapattah neighborhood. The
project will consist of a total of 460 residential units consisting of 20 studios/one-bathroom units;
336 one-bedroom/one-bathroom units and 104 two-bedroom/one-bathroom units. The project will
include approximately 354 parking spaces. The units will be targeting households ranging from
extremely low income to workforce housing (30% to 120% of the area median income). Seventy
(70) units will be City -assisted units.
BACKGROUND
On July 22, 2025, the Borrower submitted a letter to Commissioner Miguel Angel Gabela
requesting $4,848,080 in GOB funds for the development of a new project to be known as the
Gallery at Wagner Creek, which is Phase I of a multi -phased project located in the City's Health
District in the Allapattah neighborhood. Seventy (70) units will be for households up to 30% of
AMI, of which 35 units will be set -aside for special needs households that will be assigned by a
State -approved certified referral agency. On August 29, 2025, the Borrower submitted a formal
proposal through the City's 2019 pipeline RFP.
BORROWER'S REQUEST
On September 2, 2025, the Borrower submitted a proposal requesting $4,848,080 in Miami
Forever Bonds ("GOB") funding for the development of the Gallery at Wagner Creek. The project
will consist of a 27-story tower with a total of 460 units that will be phase 1 of a multiphase
redevelopment of the Jackson Health Medical Towers located at 1500 NW 12 Ave in the Miami's
Health District in the Allapattah neighborhood. Seventy (70) units will be City assisted.
The GOB funds will be used to help bridge the project gap financing in order to make the 460-unit
project financially feasible. The total project cost is approximately $193,863,837.
DEPARTMENTAL RECOMMENDATION
The Department recommends the allocation of up to $4,848,080 in Miami Forever Bonds ("GOB")
funds for the development of the Gallery at Wagner.
The following loan terms and conditions shall apply:
1. Use of Funds: the GOB funds will be used for construction costs.
2. City Assisted Units: Seventy (70) project units shall be assisted with GOB funds. All units
will be targeting extremely low-income households up to 30% of area median income, of
which thirty-five (35) units will be for special needs households that will be assigned by a
State -approved certified referral agency.
3. Maximum Rent Levels: Rents charged on City -assisted units will be subject to Florida
Housing Finance Corporation for Multifamily Rental Programs/CWHIP Homeownership
Program rent limits. The rent and income limits are published annually by Florida Housing
Finance Corporation ("FHFC").
4. Affordability Period: an affordability period of 30 years will apply commencing from the
date the City approves the close-out of the project.
5. Loan Repayment & Interest Rate Terms: the loan will bear (0%) interest during construction
and throughout the Affordability Period. The loan will be due at the end of the Affordability
Period. Beginning in the first year from the effective date of the close-out, the Borrower
will pay back the principal amount amortized over 30 years at (1.00%) interest subject to
Gallery of Wagner Creek, LLC — 10/29/25
available cash flow. The project must maintain compliance with the affordability
requirements for 30 years. Failure to comply will result in the full repayment of principal
and interest at a default interest rate.
6. Draw Disbursements: The City shall not fund any hard cost draw request in an amount that
exceeds the City's initial contribution percentage of the entire development cost of the
project.
7. No Cash -out Refinancings: The City shall not subordinate its loan to any future refinancing
of loans superior to the City's position that is solely intended to "cash out" from the project.
The City may subordinate its debt in the future, at its sole discretion, to new senior loans
prompted by refinancings undertaken for interest rate savings and/or that pay for building
or capital improvements at this subject property if necessary.
8. City Incurred Costs: Borrower understands and agrees that $10,000 of the GOB funds may
be used by the City to cover costs incurred by the City on behalf of the project.
9. Increase in Project Costs: If the project costs increase ten percent (10%) or more of the
original budget, and the Borrower is not able to secure additional funding within 60 days
before the project commencement, the project will be subject to recommendation to the
Housing and Commercial Loan Committee for de -obligation of the project funding.
10. Retainage(s): Five percent (5%) of each hard cost draw request will be retained until the
City has received as part of the close-out, at the Borrower's sole cost, a Final Cost
Certification prepared by an independent certified public accountant, both in form and
substance acceptable to the City.
11. Commitment Fee: There will be a $5,000 commitment fee.
12. Eligible Project Costs: Eligible project costs will be effective from the date of
environmental clearance.
13. Reporting Compliance: Borrower is subject to compliance reporting requirements in the
process of construction and during the affordability period.
14. Development Benchmarks/Scope of Work: The project shall: (a) commence construction
within six (6) months from the Effective Date[" of the contract; (b) obtain all certificates of
occupancy required for the project within 30 months from the Construction
Commencement; and (c) have all project units rented within 12 months after the issuance
of project's certificate(s) of occupancy, but in no event later than 42 months from the
Effective Date.
15. Insurance Requirements: Borrower shall obtain and furnish evidence of insurance coverage
as the City may require in connection with the Project.
16. Affirmative Marketing Plan: Borrower shall provide an Affirmative Marketing Plan using
HUD's approved form and report to the City annually on all actions taken to comply with
said plan. The borrower shall comply with the requirements of the affordable housing notice
to City Officials Ordinance #13491.
17. Lottery: Thirty-five (35) of the Seventy (70) city -assisted units will be subject to a lottery,
which shall be conducted with a representative of the City of Miami present. The remainder
thirty-five (35) units set -aside for special needs households that will be assigned by a State-
[l] The "Effective Date" is the date on which the contract has been signed by the City Manager and attested to by
the City Clerk.
Gallery of Wagner Creek, LLC — 10/29/25
approved certified referral agency In addition, the project shall comply with the
requirements of the City of Miami Ordinance #13645, Resident Preference.
18. Project Signage: Borrower shall furnish signage identifying the Project and shall
acknowledge the contribution of the City by incorporating the seal of the City and the names
of the City commissioners and officials in all documents, literature, pamphlets,
advertisements, and signage, permanent or otherwise. All such acknowledgments shall be
in a form acceptable to the City.
19. De -obligation of Funds: The City may at its sole discretion de -obligate the funding
approved herein, if by no later than (15) months from the date of approval of the City
funds, the Borrower has failed to close on all funding commitments represented herein.
20. City Commission Approval: The allocation of GOB funds will be subject to City of Miami
Commission approval.
21. Discretionary Action by Administration: Staff shall have the discretion to approve and, by
way of Memorandum, authorize the City Manager to execute any and all documents needed
to further the Project Completion, provided, however, that the lien position nor the project
terms are not materially affected.
22. Project Default: If the City determines that the project is in default, the following conditions
will apply:
• The highest interest rate available under the law will be applicable for the funds
disbursed from the date of disbursement.
• The Restrictive Covenant will remain as a restriction on the Project property throughout
the Affordability Period; and
• The borrower, project developer, managing partner(s) of the borrower and/or other
individuals, principals and/or other entities as determined by the City, will be debarred
from receiving any City funding for a period of five (5) years.
HOUSING AND COMMERCIAL LOAN COMMITTEE DECISION:
Approved as Recommended by Staff
To Include Additional Conditions or Restrictions
Disapproved
To Include Further Action
Specify any® further action, conditions, or restrictions:
ate UD'/K� Girl /fit ✓ �r .
Chairperson or Representative
Yes ❑ No ❑ /A ❑
Yes 0 No/A 0
Yes 0 No LA❑
Yes ❑ No N/A ❑
HOUSING & COMMERCIAL
LOAN COMMf1TEE
OCT 2 9 2025
SAPPROVED
Gallery of Wagner Creek, LLC — 10/29/25
APPENDIX
COMPLETE BORROWER ENTITIES:
Gallery at Wagner Creek, LLC, a Florida limited liability company created for the development
of the project. Mr. Albert Milo Jr. is the principal of the parent company and all affiliated entities.
Gallery at Wagner Creek Manager, LLC, a Florida limited liability company, will be the sole
and managing member of Gallery at Wagner Creek, LLC , LLC (0.01% interest).
JMPFT Affordable, LLC, (64.67% interest) a Florida limited liability company, Manager Jorge
M. Perez 2018 Family Trust (100%) and Matthew J. Allen (0% interest).
Milo Family Real Estate Investments, LLC (32.33% interest). A Florida limited liability
company. Manager/Member: Alberto Milo Jr. & Maria C. Tenancy by the Entireties (97%
interest); Alberto Milo Jr. (1.50% interest) and Maria C. Milo (1.50% interest).
ADP Ventures, LLC, (3.00% interest) a Florida limited liability company. Manager/Sole
Member, Tony del Pozzo (100% interest).
Investor Member (placeholder) RUDG, LLC, a Florida limited liability company. To be
transferred to Tax Credit Investor (99.99% interest). Manager/Members:
PRH Affordable Investments, LLC, (66.67% interest) a Florida limited liability company.
Manager/Member is PRH Investments, LLC. Principal is Jorge Perez.
The Urban Development Group, LLC, (33.33%) a Florida limited liability company.
Manager/Members are Alberto Milo, Jr. (95% interest) and Maria C. Milo (5% interest).
Gallery of Wagner Creek, LLC — 10/29/25
Gallery at Wagner Creek, LLC
Project Analysis: Gallery at Wagner Creek
Market Risk
According to the City of Miami's 2024-2028 Consolidated Plan, the City of Miami is
located in one of the top ten Metropolitan Statistical Areas with the widest wealth gaps and
income disparities in the country. City residents experience housing cost burden of greater
than 50% of income as the most common housing problem. Data shows that the number
of households with severe housing cost burden, and it exceeds all other housing problems.
As a result, overcrowding impacts renters to a greater degree than owners. Though the
City has designed its programs to increase access to affordable housing, availability of units
does not meet the needs of the population. This is demonstrated by extensive waiting lists
for public housing and for housing choice vouchers. Despite the need for more apartments
to accommodate the growing population and ease the supply shortage, the high cost of rent,
high interest rates and the cost of development makes it difficult to develop in Miami Dade
County.
A staggering portion of the cost -burdened (75 percent) and severely cost -burdened (80
percent) households in the City are renters. The proposed project targets workforce housing
for households earning between 30% to 120% of the area median income ("AMP'). 70 units
will be city assisted, of which 35 units will be designated for special needs households
assigned by a State -approved certified referral agency. The project is well suited for the
demands and needs for affordable housing in the market area.
Borrower Risk
Gallery at Wagner Creek, LLC is a Florida limited liability company that was created for
the development of the Project. Related Urban (RUDG, LLC) is the parent company of
borrower entity consisting of two (2) developer founders, Jorge M. Perez and Alberto Milo
Jr. Related Urban is a vertically integrated organization with extensive experience in the
development of affordable housing. They have developed, rehabilitated, and managed
multiple affordable housing developments through the use of tax-exempt bonds and low-
income housing tax credits. Through Mr. Milo's leadership and more than 35 years of
experience, Related Urban has rehabilitated and built over 1,200 permanent supportive
housing units throughout Florida.
Since the 1970's, Jorge M. Perez has been at the forefront of affordable housing
development and revitalization of urban communities throughout South Florida. Through
this ownership in Related Urban Development Group, the Related Companies of Florida
and The Related Group of Florida, Mr. Perez has developed, rehabilitated, and managed
over 15,000 affordable housing units. He has developed mixed -use and condominium
developments, including affordable housing. Mr. Perez has received numerous awards for
his professional and philanthropic achievements including Builder of the Year from
Multifamily Executive, etc. This serves as evidence of the developer's capacity and
experience in this line of work.
1
Project Risk
The Gallery at Wagner Creek project will the first phase of a multi -phased redevelopment
of the UM/Jackson Health Medical Towers property located at 1500 NW 12 Ave, Miami
in the Miami Health District of the Allapattah neighborhood. The project will consist of
new construction of a 27-story mixed -income, mixed -use residential tower with a total of
460 units that will serve households ranging from extremely low income to workforce
housing (30% to 120% of the area median income)in Miami's Health District directly
across from the UM/Jackson Metrorail Station. The project will include 345 parking
spaces. The unit breakdown consists of the following: 20 studios/one-bathroom units; 336
one-bedroom/one-bathroom units; and 104 two-bedroom/two-bedroom units. The Project
will have a total of (70) City Assisted units that will be serving households that are
extremely low income, of which thirty-five (35) units will be set aside for special needs
households.
Project construction financing consists of $122,750,000 from JP Morgan Chase Bank;
$22,000,000 from Florida Housing Finance Corp in SAIL funds; $4,848,080 in City of
Miami GOB funds; $19,653,455 in tax credit equity from Truist Bank; and $24,612,276 in
Deferred Developer Fees. Based on the information provided by the borrower, the project
is financially viable.
Acquisition/Relocation Risk
The owner of the property is Public Health Trust of Miami -Dade County ("Public Health
Trust"). On October 1, 1973, Public Health Trust was created by county ordinance to
provide an independent governing body (the board of trustees or Board) responsible for the
operation, governance, and maintenance of designated facilities with a total of 2,289
licensed hospital beds and 343 licensed nursing home beds. The Board is composed of
volunteer citizens who set policies that ensure that Jackson Health Systems is responsive
to community needs. This citizen body provides leadership for joint planning between
Jackson Health System, the University of Miami Miller School of Medicine, Miami -Dade
County and other private and community organizations. The property is located at 1165
NW 11 St and 1500 NW 12 Ave, (consisting of two folios). On March 28, 2025, the
Borrower entered a ground lease with the Public Health Trust for a period of 99 years. The
property will be re -developed in several phases. Since phase I is the parking area of
property, the Uniform Relocation Act ("URA"), 49 CFR Part 24, will not apply.
Portfolio Risk
The Related Group is best known for the redevelopment of twelve (12) Miami -Dade
County public housing projects. The partnership with the County resulted in the
rehabilitation and redevelopment of public housing projects totaling 1,000 units. To date,
Related Urban completed the construction of the following city -funded projects: Stirrup
Plaza Phase II; Smathers Phase II and Smathers Preservation Phase One; Martin Fine Villas
and Gallery at River Parc; Liberty Square Phase One; Liberty Square Phase Three and
Magnus Brickell. Currently, the Developer has active affordable housing developments
such as: Brisas del Sol (Jose Marti Villas), Flagler Villas, and Haley Sofge 750 Apartments.
Recently, the Developer has entered into a ground lease with the County for the
redevelopment of properties in the Jackson Memorial Hospital area via a county agency
known as the Public Health Trust of Miami -Dade County. The redevelopment will be a
multi -phased starting with phase I to be known as the Gallery at Wagner Creek project.
2
The Gallery at Wagner Creek project will be targeting households from extremely low-
income at 30% of the area median income ("AMP') to workforce housing at 120% of AMI.
70 units will be City -assisted. The project addresses the objectives within the City of
Miami's Consolidated Plan. The project is consistent with the borrower's affordable
housing portfolio. The Miami Forever Bond ("GOB") Program funding will be used for
development costs. The project will have a 30-year Affordability Period. The City's total
average investment per unit in GOB funds is $69,258.
Development Budget:
Acquisition
Soft Cost
Hard Cost
Total Development Cost:
$ 135,000
$ 67,995,957
$125,732,880
$193,863,837
See attached the Budget - Cost Allocation and 30-year Operating Pro -forma
Total Developer Fee: $29,120,981 (18%)
Maximum Developer Fee permitted under the RFP shall be up to 18% for Bond / 4%
Low-income Housing Tax Credit funded projects. The City will not pay any developer
fee.
Project Information:
Size: Net Residential Leasable Area: Approximately 310,688 square feet
Retail Leasable Area: Approximately 3,200 square feet
Number of Stories: 27
Site address: 1500 NW 12 Ave, Miami
Amenities:
Project amenities will include a club room, elevated pool deck, business and conference
rooms and a health club. The garage will provide 354 parking spaces.
3
Collateral Subordination (Permanent Financing):
1st Lien — JP Morgan Chase Bank Permanent Mortgage $77,550,000
2nd Lien — Florida Housing Finance Corp - SAIL funds $22,000,000
3rd Lien — City of Miami GOB funds $4,848,080
N/A -- Truist Bank — Tax Credit Equity $65,511,516
N/A -- Deferred Developer Fees $23,954,215
Gallery at Wagner Creek
City /
Non -City
#
Units
#
Bed
#
Bath
Square
Feet
Cost
Square
Feet
Income
Target
(AMI%)
Rent
City
4
0
1
490
$397.96
30%
$601
Non -City
16
0
1
490
$397.96
60%
$1,252
City
51
1
1
616
$316.75
30%
$622
Non -City
175
1
1
616
$316.75
60%
$1,320
Non -City
70
1
1
616
$316.75
80%
$1,785
Non -City
40
1
1
616
$316.75
120%
$2,750
City
15
2
2
903
$215.95
30%
$737
Non -City
23
2
2
903
$215.95
60%
$1,573
Non -City
35
2
2
903
$215.95
80%
$2,131
Non -City
31
2
2
903
$215.95
120%
$3,343
460
4
Gallery at Wagner Creek, LLC
Financing Sources
Lien Positions at Construction and Permanent:
Lien
1.
2.
3.
N/A
N/A.
Construction Loan / Perm. Mortgage
FHFC SAIL
City of Miami - GOB funds
Low Income Housing Tax Credit Equity
Deferred Dev. Fee
Terms of Permanent Financing:
Lender
Perm. Mortgage
FHFC SAIL
City of Miami - GOB funds
* Current indicative rate from 5/2/25. Subject to change.
Last updated 8/7/2025
Construction ($)
122,750,000
22,000,000
4,848,080
19,653,455
24,612,276
193,863,811
Loan $
77,550,000
22,000,000
4,848,080
Int. Rate
6.25%*
1.00%
0.00%
Permanent ($)
77,550,000
22,000,000
4,848,080
65,511,516
23,954,215
193,863,811
Term
18.5 Years
18.5 Years
30.0 Years
APPLICANT:
CITY OF MIAMI
DEPARTMENT OF COMMUNITY DEVELOPMENT
SOURCES AND USES: NEW CONSTRUCTION/REHABILITATION AFFORDABLE RENTAL HOUSING
Gallery at Wagner Creek, LLC
PROJECT NAME: Gallery at Wagner Creek
Total Project
City of Miami
GOB:
Tax -Exempt First
Mortgage
FHFC SAIL
Tax Credit Equity
Investment
Deferred
Developer Fees
Total
Construction
Sources
Land Acquisition
135,000
135,000
135,000
Hard Costs
105,040,000
4,798,080
92,947,520
7,294,400
-
105,040,000
Construction (incl. Site work)
Construction Contingency
5,987,280
5,987,280
5,987,280
Construction: Concrete / Soil Test
-
Appliances
-
Construction Supervision
-
GC Requirements / OH
14,705,600
14,705,600
14,705,600
Total Hard Costs
125,732,880
4,798,080
98,934,800
22,000,000
-
-
125,732,880
Soft Costs
3,142,000
3,142,000
3,142,000
Arch Design, Civil Engineering
Impact & School Fees
647,258
647,258
647,258
Permits / Fees
2,207,456
2,207,456
2,207,456
Legal Fees
627,500
627,500
627,500
Licenses / Environmental / Utility Fees
668,800
668,800
668,800
Appraisal / Surveys
80,000
80,000
80,000
Insurance: Construction Period
4,851,729
4,851,729
4,851,729
Marketing / Advertising Fees
250,000
250,000
250,000
Loan Closing / Financing Fees
7,395,324
7,395,324
7,395,324
Interest/ Carrying Costs
16,239,825
9,813,015
6,426,810
16,239,825
Title Insurance & Recording
365,120
365,120
365,120
Temporary/Permanent Relocation Fees
-
-
Taxes
-
-
FF&E
500,000
500,000
500,000
For Use by City: City incurred costs
50,000
50,000
50,000
Other Soft Costs
1,156,500
1,156,500
1,156,500
Developer Fees & Overhead
29,120,977
4,508,700
24,612,276
29,120,977
Soft Cost Contingency
693,443
693,443
693,443
Total Soft Costs
67,995,931
50,000
23,680,200
-
19,653,454
24,612,276
67,995,931
Total Project Cost
193,863,811
4,848,080
122,750,000
22,000,000
19,653,454
24,612,276
193,863,811
OPERATING PRO FORMA - Gallery at Wagner Creek
Revenue
Affordable Income
Workforce Income
Retail Income
Other Income
Parking Income
Potential Gross Income
Base Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W
Year PF Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Year 11 Year 12 Year 13 Year 14 Year 15
3.0% 6,431,244 6,431,244 6,624,181 6,822,907 7,027,594 7,238,422 7,455,574 7,679,242 7,909,619 8,146,907 8,391,315 8,643,054 8,902,346 9,169,416 9,444,499 9,727,834
3.0% 2,421,276 2,421,276 2,493,914 2,568,732 2,645,794 2,725,167 2,806,922 2,891,130 2,977,864 3,067,200 3,159,216 3,253,992 3,351,612 3,452,161 3,555,725 3,662,397
3.0% 160,000 160,000 164,800 169,744 174,836 180,081 185,484 191,048 196,780 202,683 208,764 215,027 221,477 228,122 234,965 242,014
3.0% 138,000 138,000 142,140 146,404 150,796 155,320 159,980 164,779 169,723 174,814 180,059 185,460 191,024 196,755 202,658 208,737
3.0% 637,200 637,200 656,316 676,005 696,286 717,174 738,689 760,850 783,676 807,186 831,401 856,344 882,034 908,495 935,750 963,822
9,787,720 9,787,720 10,081,352 10,383,792 10,695,306 11,016,165 11,346,650 11,687,050 12,037,661 12,398,791 12,770,755 13,153,877 13,548,494 13,954,948 14,373,597 14,804,805
Affordable Vacancy 5.0% 321,562 321,562 331,209 341,145 351,380 361,921 372,779 383,962 395,481 407,345 419,566 432,153 445,117 458,471 472,225 486,392
Workforce Vacancy 5.0% 121,064 121,064 124,696 128,437 132,290 136,258 140,346 144,557 148,893 153,360 157,961 162,700 167,581 172,608 177,786 183,120
Retail Vacancy 10.0% 16,000 16,000 16,480 16,974 17,484 18,008 18,548 19,105 19,678 20,268 20,876 21,503 22,148 22,812 23,497 24,201
Other Income Vacancy 5.0% 6,900 6,900 7,107 7,320 7,540 7,766 7,999 8,239 8,486 8,741 9,003 9,273 9,551 9,838 10,133 10,437
Parking Vacancy 7.0% 44,604 44,604 45,942 47,320 48,740 50,202 51,708 53,260 54,857 56,503 58,198 59,944 61,742 63,595 65,502 67,468
Total Rent Loss 510,130 510,130 525,434 541,197 557,433 574,156 591,380 609,122 627,396 646,217 665,604 685,572 706,139 727,323 749,143 771,617
Effective Gross Income 9,277,590 9,277,590 9,555,918 9,842,595 10,137,873 10,442,009 10,755,270 11,077,928 11,410,265 11,752,573 12,105,151 12,468,305 12,842,354 13,227,625 13,624,454 14,033,187
Exoses
General & Administrative 3.0% 92,000 92,000 94,760 97,603 100,531 103,547 106,653 109,853 113,148 116,543 120,039 123,640 127,350 131,170 135,105 139,158
Payroll 3.0% 736,000 736,000 758,080 780,822 804,247 828,374 853,226 878,822 905,187 932,343 960,313 989,122 1,018,796 1,049,360 1,080,841 1,113,266
Utilities 3.0% 414,000 414,000 426,420 439,213 452,389 465,961 479,939 494,338 509,168 524,443 540,176 556,381 573,073 590,265 607,973 626,212
Marketing 3.0% 161,000 161,000 165,830 170,805 175,929 181,207 186,643 192,242 198,010 203,950 210,068 216,371 222,862 229,548 236,434 243,527
Maintenance & Repairs 3.0% 161,000 161,000 165,830 170,805 175,929 181,207 186,643 192,242 198,010 203,950 210,068 216,371 222,862 229,548 236,434 243,527
Service Contracts 3.0% 161,000 161,000 165,830 170,805 175,929 181,207 186,643 192,242 198,010 203,950 210,068 216,371 222,862 229,548 236,434 243,527
Management Fee 3.0% 278,328 278,328 286,678 295,278 304,136 313,260 322,658 332,338 342,308 352,577 363,155 374,049 385,271 396,829 408,734 420,996
Professional Services 3.0% 46,000 46,000 47,380 48,801 50,265 51,773 53,327 54,926 56,574 58,271 60,020 61,820 63,675 65,585 67,553 69,579
Real Estate Taxes 3.0% 46,000 46,000 47,380 48,801 50,265 51,773 53,327 54,926 56,574 58,271 60,020 61,820 63,675 65,585 67,553 69,579
Property & Liability Ins. 3.0% 736,000 736,000 758,080 780,822 804,247 828,374 853,226 878,822 905,187 932,343 960,313 989,122 1,018,796 1,049,360 1,080,841 1,113,266
Replacement Reserve 3.0% 138,000 138,000 142,140 146,404 150,796 155,320 159,980 164,779 169,723 174,814 180,059 185,460 191,024 196,755 202,658 208,737
Total Cost of Operations 2,969,328 2,969,328 3,058,408 3,150,160 3,244,665 3,342,004 3,442,265 3,545,533 3,651,899 3,761,455 3,874,299 3,990,528 4,110,244 4,233,551 4,360,558 4,491,375
Net Operating Income 6,308,262 6,308,262 6,497,510 6,692,435 6,893,209 7,100,005 7,313,005 7,532,395 7,758,367 7,991,118 8,230,851 8,477,777 8,732,110 8,994,074 9,263,896 9,541,813
Issuer Servicing Fee 0.24% 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120
Program & Compliance Fees 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084
Available Cash Flow 6,079,058 6,079,058 6,268,306 6,463,232 6,664,005 6,870,801 7,083,801 7,303,191 7,529,163 7,761,914 8,001,648 8,248,573 8,502,906 8,764,870 9,034,692 9,312,609
Debt Service
Interest 4,834,151 4,805,256 4,774,502 4,741,769 4,706,932 4,669,853 4,630,390 4,588,388 4,543,684 4,496,106 4,445,466 4,391,570 4,334,207 4,273,154 4,208,174
Amortization 449,233 478,129 508,883 541,615 576,453 613,531 652,995 694,997 739,700 787,279 837,918 891,815 949,178 1,010,230 1,075,210
Total Debt Service 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384
DSCR 1.15s 1.19s 1.22x 1.26s 1.30s 1.34s 1.38x 1.43s 1.47s 1.51s 1.56s 1.61s 1.66s 1.71s 1.76s
Net Cash Flow 795,674 984,922 1,179,847 1,380,620 1,587,416 1,800,417 2,019,807 2,245,779 2,478,530 2,718,263 2,965,189 3,219,522 3,481,485 3,751,307 4,029,224
LP Asset Management Fee 3.0% 7,000 7,210 7,426 7,649 7,879 8,115 8,358 8,609 8,867 9,133 9,407 9,690 9,980 10,280 10,588
Deferred Developer Fee Balance
Balance 23,952,081 23,163,407 22,185,695 21,013,274 19,640„303 18,060,766 16,268,464 14,257,016 12,019,846 9,550,184 6,841,054 3,885,273 675,441
Interest 0.0%
Repayment (788,674) (977,712) (1,172,421) (1,372,971) (1,579,538) (1,792,302) (2,011,448) (2,237,169) (2,469,662) (2,709,130) (2,955,781) (3,209,832) (675,441) - -
CashFlowAfterDeveloperFee - - - - - - - - - - - - 2,796,064 3,741,028 4,018,636
OPERATING PRO FORMA - Gallery at Wagner Creek
Revenue
Affordable Income
Workforce Income
Retail Income
Other Income
Parking Income
Potential Gross Income
Base Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W Stabilized Stabiii.W
Year PF Year 16 Year 17 Year 18 Year 19 Year 20 Year 21 Year 22 Year 23 Year 24 Year 25 Year 26 Year 27 Year 28 Year 29 Year 30
3.0% 6,431,244 10,019,669 10,320,259 10,629,866 10,948,762 11,277,225 11,615,542 11,964,008 12,322,929 12,692,616 13,073,395 13,465,597 13,869,565 14,285,652 14,714,221 15,155,648
3.0% 2,421,276 3,772,269 3,885,437 4,002,000 4,122,060 4,245,722 4,373,094 4,504,287 4,639,415 4,778,598 4,921,956 5,069,614 5,221,703 5,378,354 5,539,704 5,705,896
3.0% 160,000 249,275 256,753 264,456 272,389 280,561 288,978 297,647 306,577 315,774 325,247 335,004 345,055 355,406 366,068 377,050
3.0% 138,000 215,000 221,449 228,093 234,936 241,984 249,243 256,721 264,422 272,355 280,526 288,941 297,610 306,538 315,734 325,206
3.0% 637,200 992,737 1,022,519 1,053,195 1,084,790 1,117,334 1,150,854 1,185,380 1,220,941 1,257,569 1,295,296 1,334,155 1,374,180 1,415,405 1,457,868 1,501,604
9,787,720 15,248,949 15,706,417 16,177,610 16,662,938 17,162,826 17,677,711 18,208,042 18,754,284 19,316,912 19,896,420 20,493,312 21,108,111 21,741,355 22,393,595 23,065,403
Affordable Vacancy 5.0% 321,562 500,983 516,013 531,493 547,438 563,861 580,777 598,200 616,146 634,631 653,670 673,280 693,478 714,283 735,711 757,782
Workforce Vacancy 5.0% 121,064 188,613 194,272 200,100 206,103 212,286 218,655 225,214 231,971 238,930 246,098 253,481 261,085 268,918 276,985 285,295
Retail Vacancy 10.0% 16,000 24,927 25,675 26,446 27,239 28,056 28,898 29,765 30,658 31,577 32,525 33,500 34,505 35,541 36,607 37,705
Other Income Vacancy 5.0% 6,900 10,750 11,072 11,405 11,747 12,099 12,462 12,836 13,221 13,618 14,026 14,447 14,880 15,327 15,787 16,260
Parking Vacancy 7.0% 44,604 69,492 71,576 73,724 75,935 78,213 80,560 82,977 85,466 88,030 90,671 93,391 96,193 99,078 102,051 105,112
Total Rent Loss 510,130 794,766 818,609 843,167 868,462 894,516 921,352 948,992 977,462 1,006,786 1,036,989 1,068,099 1,100,142 1,133,146 1,167,141 1,202,155
Effective Gross Income 9,277,590 14,454,183 14,887,808 15,334,443 15,794,476 16,268,310 16,756,360 17,259,050 17,776,822 18,310,126 18,859,430 19,425,213 20,007,970 20,608,209 21,226,455 21,863,249
Exoses
General & Administrative 3.0% 92,000 143,333 147,633 152,062 156,624 161,323 166,162 171,147 176,282 181,570 187,017 192,628 198,406 204,359 210,489 216,804
Payroll 3.0% 736,000 1,146,664 1,181,064 1,216,496 1,252,991 1,290,580 1,329,298 1,369,177 1,410,252 1,452,560 1,496,136 1,541,021 1,587,251 1,634,869 1,683,915 1,734,432
Utilities 3.0% 414,000 644,999 664,348 684,279 704,807 725,952 747,730 770,162 793,267 817,065 841,577 866,824 892,829 919,614 947,202 975,618
Marketing 3.0% 161,000 250,833 258,358 266,108 274,092 282,314 290,784 299,507 308,493 317,747 327,280 337,098 347,211 357,628 368,356 379,407
Maintenance & Repairs 3.0% 161,000 250,833 258,358 266,108 274,092 282,314 290,784 299,507 308,493 317,747 327,280 337,098 347,211 357,628 368,356 379,407
Service Contracts 3.0% 161,000 250,833 258,358 266,108 274,092 282,314 290,784 299,507 308,493 317,747 327,280 337,098 347,211 357,628 368,356 379,407
Management Fee 3.0% 278,328 433,625 446,634 460,033 473,834 488,049 502,691 517,772 533,305 549,304 565,783 582,756 600,239 618,246 636,794 655,897
Professional Services 3.0% 46,000 71,667 73,816 76,031 78,312 80,661 83,081 85,574 88,141 90,785 93,509 96,314 99,203 102,179 105,245 108,402
Real Estate Taxes 3.0% 46,000 71,667 73,816 76,031 78,312 80,661 83,081 85,574 88,141 90,785 93,509 96,314 99,203 102,179 105,245 108,402
Property & Liability Ins. 3.0% 736,000 1,146,664 1,181,064 1,216,496 1,252,991 1,290,580 1,329,298 1,369,177 1,410,252 1,452,560 1,496,136 1,541,021 1,587,251 1,634,869 1,683,915 1,734,432
Replacement Reserve 3.0% 138,000 215,000 221,449 228,093 234,936 241,984 249,243 256,721 264,422 272,355 280,526 288,941 297,610 306,538 315,734 325,206
Total Cost of Operations 2,969,328 4,626,116 4,764,899 4,907,846 5,055,082 5,206,734 5,362,936 5,523,824 5,689,539 5,860,225 6,036,032 6,217,113 6,403,626 6,595,735 6,793,607 6,997,415
Net Operating Income 6,308,262 9,828,067 10,122,909 10,426,596 10,739,394 11,061,576 11,393,423 11,735,226 12,087,283 12,449,901 12,823,398 13,208,100 13,604,343 14,012,474 14,432,848 14,865,833
Issuer Servicing Fee 0.24% 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120 186,120
Program & Compliance Fees 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084 43,084
Available Cash Flow 6,079,058 9,598,863 9,893,705 10,197,393 10,510,190 10,832,372 11,164,220 11,506,022 11,858,079 12,220,697 12,594,195 12,978,896 13,375,139 13,783,270 14,203,644 14,636,629
Debt Service
Interest 4,139,015 4,065,407 3,987,064 3,903,682 3,814,938 3,720,484 3,619,956 3,512,961 3,399,084 3,277,883 3,148,885 3,011,590 2,865,464 2,709,939 2,544,411
Amortization 1,144,370 1,217,978 1,296,320 1,379,702 1,468,447 1,562,900 1,663,429 1,770,423 1,884,300 2,005,502 2,134,499 2,271,794 2,417,920 2,573,445 2,738,974
Total Debt Service 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384 5,283,384
DSCR 1.82s 1.87s 1.93s 1.99s 2.05s 2.11s 2.18x 2.24s 2.31s 2.38s 2.46s 2.53s 2.61s 2.69s 2.77s
Net Cash Flow 4,315,479 4,610,321 4,914,008 5,226,806 5,548,988 5,880,835 6,222,638 6,574,695 6,937,313 7,310,810 7,695,512 8,091,755 8,499,885 8,920,260 9,353,245
LP Asset Management Fee 3.0% 10,906 11,233 11,570 11,917 12,275 12,643 13,022 13,413 13,815 14,230 14,656 15,096 15,549 16,015 16,496
Deferred Developer Fee Balance
Balance
Interest
Repayment
Cash Flow After Developer Fee
0.0%
4,304,573 4,599,088 4,902,438 5,214,889 5,536,713 5,868,192 6,209,616 6,561,282 6,923,498 7,296,580 7,680,856 8,076,659 8,484,336 8,904,244 9,336,749
WORK SCOPE / DEVELOPMENT SCHEDULE
Gallery at Wagner Creek
The Gallery at Wagner Creek is the first phase of a multiphase redevelopment of the
Jackson Health Medical Towers property at 1500 NW 12 Avenue. Phase one will be a 27
story mixed -use, mixed -income residential tower located in Miami's Health District
directly across from the UM/Jackson Metrorail Station. Developed by Related Urban on
land leased from the Public Health Trust of Miami -Dade County, the building will provide
460 residential units with 354 parking spaces designed to accommodate a diverse range of
income levels, including workforce housing for individuals and families earning between
30% and 120% of the Area Median Income (AMI).
Estimated Date
Building Permitting (Permit Ready) October 2026
Start of Construction December 2026
Construction Completion (TCO) July 2029
Commence Affirmative Marketing April 2029
Initial Lease -Up (Leasing Activities Commence) April 2029
Stabilized Occupancy December 2029
TRUIST
Lauren Kew, Vice President
March 27, 2025
Mr. Alberto Milo, Jr.
Gallery at Wagner Creek, LLC
2850 Tigertail Avenue, Suite 800
Miami, FL 33133
TRUIST COMMUNITY CAPITAL, LLC
303 Peachtree St., Suite 2200
Atlanta, Georgia 30303
Cell 678-793-6397
Email: lauren.kew(catruist.coin
Re: Gallery at Wagner Creek -Miami, Florida, a new construction apartment complex to -be -built with a total of
460 units of affordable and workforce housing in Miami -Dade County.
Dear Alberto:
Thank you for the opportunity for Truist Community Capital, LLC (the "Investor" or "TCC") to review this transaction and
to provide this initial letter of interest and preliminary indicative terms (this "Term Sheet") as a basis for further discussion
regarding the feasibility of TCC and/or its affiliates providing financing for the Project. Subject to the terms and conditions
of this letter and such other matters as TCC considers relevant, an affiliate of TCC will consider making an equity investment
in the above referenced Project. The undersigned acknowledges and agrees that all information provided herein shall be true,
correct, and complete in all material respects.
This Term Sheet is for discussion purposes only and sets forth preliminary indicative terms and conditions of a proposed
equity investment in a limited partnership that will construct, develop, own and operate the above referenced Project. We
do note that any financing opportunity such as this one in which we are expressing an early interest in evaluating pursuant
to this Term Sheet is subject to our institution's underwriting and legal due diligence processes (including satisfactory
appraisal(s) that meet our applicable regulatory guidelines), as well as internal credit approval (which may or may not be
forthcoming and may be based on underlying market conditions beyond the circumstances of the Project). This Term Sheet
shall not constitute an offer, commitment, or agreement to arrange, provide or deliver financing of this Project.
1. Summary:
Beneficiary of Equity Proceeds: Gallery at Wagner Creek, LLC
Equity Paid Prior to
Construction Completion: $19,654,103
Eligible Housing Credit
Request Amount: $7,280,025 of annual tax credits
Dollar Amount of Housing
Credit Allocation to be
Purchased: $72,792,970 of total tax credits (10 years of tax credits times the Investor Limited
Partner's 99.99% ownership)
Total Equity to Be Provided $65,513,676
Tax Credit Price: $0.90
2. Project Information:
Company Name: Gallery at Wagner Creek, LLC a Florida limited liability company ("Company").
Project Name/Description: Gallery at Wagner Creek, a 460-unit new construction complex with related site
amenities.
2IPage
Gallery at Wagner Creek, LLC
Manager:
Developer:
General Contractor:
Guarantors:
Management Company:
Limited Partner Pay
In Schedule:
Gallery at Wagner Creek Manager, LLC (the "Manager") will be the managing member
of the Limited Liability Company.
Gallery at Wagner Creek Developer, LLC (the "Developer") will act as the Developer
of the property, pursuant to a Development Agreement acceptable to Investor Member.
Related Urban Construction, LLC will be the General Contractor.
The term "Guarantors" shall mean Gallery at Wagner Creek Manager, LLC and PRH
Investments. All obligations of the Manager under the Project Documents will be
jointly and severally guaranteed by the Guarantors. TCC will have the right to accept
or reject the Guarantor(s) in its sole discretion based on a detailed financial and
background review.
TRG Management Company, LLLP shall be the initial Management Company.
Capital Contribution #1: (15.0%) S9,827,052 to be provided prior to or simultaneously
with the closing of the Construction Loan.
Capital Contribution #2: (15.0%) S9,827,051 will be paid upon 75% completion as
evidenced by an architect's certification that the Project has reached the stated
completion in accordance with the plans and specifications and has incurred the stated
percentage of hard costs, as confirmed by TCC's construction inspector.
Capital Contribution #3: (20.0%) S13,102,735 will be paid upon will be paid upon the
latest to occur of: 1) 100% completion (as certified by the architect and confirmed by
TCC's construction inspector), 2) receipt of all requisite certificates of occupancy
(temporary occupancy certificates are acceptable so long as the dwelling units are
qualified for occupancy), and 3) satisfactory radon testing (unless the property is located
in a county in the lowest risk EPA radon map Zone 3 and/or satisfactory testing was
completed prior to closing). A portion of this capital contribution will be used to pay
down the outstanding Construction Loan.
Capital Contribution #4: (48.5%) S31,774,133 will be paid upon the latest to occur of:
1) evidence that the Partnership has submitted a complete application for IRS Forms
8609, 2) receipt of a copy of the draft cost certification prepared by the accountants
including an opinion that not less than 50% of the aggregate basis of the building and
land was financed with the proceeds of tax-exempt bonds and determination of the
amount of LIHTC, 3) occupancy of 100% of the units by qualified tenants (the
"Qualified Occupancy Date"), 4) final closing which is inclusive of, as applicable,
achievement of construction completion, repayment of construction financing in full,
permanent loan closing/conversion, permanent COs, final lien waivers, cost
certification, payment of all development costs, and funding of all required reserves
("Final Closing"), and 5) achievement of debt service coverage ratio of 115% for each
of three (3) consecutive calendar months immediately preceding Final Closing based on
the higher of actual or underwritten expenses (as adjusted for the actual costs of
insurance and taxes) and assuming a vacancy rate of equal to the greater of 5% or the
actual vacancy rate (the "Stabilization Date"). If temporary occupancy certificates are
provided at Contribution #4, receipt of final copy of certificates of occupancy will be
required at this installment. This Capital Contribution #4 is sometimes referred to herein
as the "Stabilization Installment". A portion of this capital contribution will be used to
pay down the outstanding Construction Loan.
Capital Contribution #5: (1.5%) Estimated to be S982,705, upon the later to occur of:
1) receipt of properly completed and signed IRS Forms 8609 for all buildings in the
Project, 2) receipt of a copy of the final cost certification, and 3) recording of an
"extended low-income housing commitment".
3IPage
Gallery at Wagner Creek, LLC
Representations and Warranties: Customary representations and warranties with respect to the Project, the Partnership,
and the low income tax benefits to Limited Partner will be made jointly and severally by
the General Partner and the Guarantor, as set forth in the Project Documents.
Reserve Requirements:
Cash Flow:
Capital Transactions:
1) Operating Deficit Reserve: $1,800,075 (unless otherwise capped by agency) — which
represents 3 months of Operating Expenses, Debt Service and Replacement Reserves on
the low-income units.
2) Capital Replacement Reserve: The Partnership will establish and maintain a reserve
for capital replacements at the higher of $300.00 per unit per year (without escalation)
or an amount required by the permanent lender.
After payment of all operating expenses and debt service, cash flow (after the
stabilization of the Project) will be distributed within ninety (90) days after the end of
each fiscal year, in the following priority:
(i) To payment of all amounts due and owing to the Investor,
(ii) To replenish amounts withdrawn from the Operating Deficit Reserve,
(iii) To repayment of any voluntary loans then outstanding,
(iv) To payment of the Investor's Asset Management Fee,
(v) To repayment of the Deferred Developer Fee,
(vi) To repayment of any outstanding Negative Cash Flow Loans,
(vii) 10% to the Investor,
(viii) The balance, 90% to the General Partner.
During the LIHTC compliance period, Limited Partner must approve terms and
conditions related to any financing, refinancing or substitute credit enhancement of the
Project. Use of proceeds from any sale, financing or refinancing would be prioritized as
follows:
To discharge the debts and obligations, including expenses associated with sale
or refinancing and to fund reserves for contingent third -party liabilities,
ii To payment of any shortfalls in LIHTC due and owing but not paid to the
Investor;
To payment of all other amounts due and owing to the Investor,
iv To repayment of any voluntary loans then outstanding,
f.Y) To repayment of the Investor limited partner's Asset Management Fees that are
outstanding,
(vi) To repayment of the Deferred Developer Fee,
(vii) To repayment of any outstanding Negative Cash Flow Loans,
(viii) $1,000 to the Special Limited Partner
(ix) The balance, 90% to the General Partner and 10% to TCC.
4IPage
Gallery at Wagner Creek, LLC
For purposes of the foregoing, "Partnership Agreement" shall mean that Limited Partnership Agreement, as may be
amended entered into by the General Partner and Investor, dated as of the closing date of the Construction Loan. "Project
Documents" as used herein, shall include the Partnership Agreement.
This Term Sheet is for your confidential use only and is sent to you on the condition that neither the existence of this Term
Sheet nor its contents will be disclosed publicly or privately to any person or entity, except to those of the Company's officers,
employees, agents, counsel or accountants directly involved with this proposed financing and then only on the basis that it
not be further disclosed. Notwithstanding the foregoing, TCC consents to the use and disclosure of this Term Sheet in
connection with your application for tax credits with any housing finance or similar agency. Without limiting the generality
of the foregoing, none of such persons shall use or refer to the Bank or any of its affiliates in any disclosure made in
connection with the proposed transaction without the Banks prior written consent.
This entire proposal is made based on representations by the General Partner, the Developer, and/or their agents, as to all
facts regarding the Project, including but not limited to , the credit worthiness and financial viability of the General Partner,
project Partnership, and the Guarantor(s). TCC's investment is subject to receipt, review and approval of all environmental
and geological reports, site inspections, appraisal, market study, personal and / or corporate financial statements of the
Guarantors and General Partners, revised construction budgets, revised development budget and total project costs, plans
and specifications, financing sources, cash flow projections, the construction contract, organizational documents and other
items deemed necessary by TCC to make an informed investment decision. Terms are subject to change upon the completion
of TCC's underwriting and legal due diligence, and changes to the financial projections and other pertinent information
provided by you or your agents.
We are pleased to have this opportunity to further discuss partnering with you on this property. Should you have any
questions or comments please give me a call. This proposal shall be subject in all respects to further modification,
supplementation and addition to the conditions as the Bank proceeds with legal and underwriting due diligence (including
an analysis of underlying market conditions), and in the event that such additional diligence discloses factors or
considerations that may change the ability for TCC or the Bank to obtain credit approval on such terms, TCC may withdraw
such preliminary proposal by notice to you. Thank you for the opportunity to present these preliminary indicative terms, and
we look forward to further discussions regarding the Project.
Sincerely, Rea,
Zacerat
Lauren Kew
Vice President
CHASEO
March 31, 2025
Alberto Milo, Jr.
Vice President
Gallery at Wagner Creek, LLC
2850 Tigertail Avenue, Suite 800
Miami, FL 33133
Re: Gallery at Wagner Creek
Miami, Miami -Dade County, Florida
Dear Mr. Milo:
Thank you for considering JPMorgan Chase Bank, N.A. ("JPMorgan Chase" or "Lender") as a potential
construction lender for the development of affordable and workforce rental housing to be known as Gallery at
Wagner Creek, and located in Miami -Dade County, Florida. We have completed a preliminary review of the
materials you have submitted, and the following is a brief outline of the terms that we propose to underwrite for
credit approval. Of course, this letter is for discussion purposes only and does not represent a commitment by
JPMorgan Chase to provide financing for the project nor an offer to commit, but is rather intended to serve as a
basis for further discussion and negotiation should you wish to pursue the proposed transaction. Our interest and
preliminary terms are subject to change as our due diligence and discussions with you continue. Such a
commitment can only be made after due diligence materials are received, reviewed and approved and credit
approval has been obtained.
Facilities: JPMorgan Chase will provide a credit facility in the amount of $122,750,000, the
proceeds of which will fund a construction loan to the Borrower.
Borrower: Gallery at Wagner Creek, LLC
Managing Member: Gallery at Wagner Creek Manager, LLC
Developer: Gallery at Wagner Creek Developer, LLC
Project: Gallery at Wagner Creek will consist of a 460-unit affordable and workforce
rental housing property that will be targeted towards family -oriented households
and located on NW 16th Street, at the SW intersection of NW 16th Street & NW
12th Avenue, Miami, FL 33136.
Initial Term: 42 months.
Interest Rate:
The Construction Loan (including the principal amount of any advance after the
initial advance) shall bear interest at a per annum interest rate equal to the One -
Month Term SOFR plus 225 basis points (the "Interest Rate"). Any one -month
Term SOFR less than 3.00% shall be deemed to be 3.00%. The construction
interest reserve will be calculated with a cushion determined by Lender. The
current indicative rate is 6.57%.
Commitment Fee: 1% of the loan amount.
JPMorgan Chase Bank, N.A. • 100 N Tampa Street, Suite 3300, Tampa, FL 33602
Telephone: 813.483.8297; tammy.haylock-moore@chase.com
Extension Option: One, conditional, six-month maturity extension.
Extension Fee: 0.25% of the sum of the loan balance and the amount remaining of the original
commitment.
Collateral: First mortgage; other typical pledges and assignments.
Guarantee:
Developer Fee:
Tax Credit Equity:
Subordinate Liens:
Repayment:
Loan to Value:
Contract Bonding:
Full payment and completion guarantees and environmental indemnity by
guarantors/indemnitor(s) satisfactory to JPMorgan Chase.
Assigned to Lender. Notwithstanding provisions of the LP or LLC Agreement,
any payments of developer fee prior to permanent debt conversion are subject to
Lender's prior approval.
At least 15% must be paid in at closing. The identity of the equity investor and
pay -in schedule for this transaction must be disclosed and acceptable to the
Lender in its sole discretion.
Subordinate financing will be permitted subject to approval of terms by JPMorgan
Chase and permanent lender, if any.
Construction Loan will be repaid from equity funded up to and from the
permanent loan.
Up to 80% including the value of the real estate and low income housing tax
credits.
100% Payment and Performance Bonds from "A" rated surety
We appreciate the opportunity to discuss with you the possibility of providing construction financing for the
proposed project. This letter of interest is for your, and the local governmental agency as well as the tax credit
allocating agency's information and use only, and is not to be shown to or relied upon by other parties. Please
note, credit markets are volatile. Loan fees and interest rates are subject to adjustment prior to
Construction Loan Closing.
JPMorgan Chase and its affiliates may be providing debt financing, equity capital or other services (including
financial advisory services) to other companies in respect of which you may have conflicting interests regarding
the transaction described herein or otherwise. JPMorgan Chase and its affiliates may share information about
you in connection with the potential transaction or other possible transactions with you.
This letter, which expires August 31, 2025, serves as an outline of the principal terms of the proposed facility,
and is subject to receipt and satisfactory review of all due diligence materials by Lender and to change as described
above. JPMorgan Chase cannot extend any legally binding lending commitment until formal credit approval has
been obtained and a commitment letter has been issued.
Sincerely,
JPMORGAN CHASE BANK, N.A
By:
Tammy Haylock-Moore, Authorized Officer
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