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HomeMy WebLinkAboutMinutes - March 24, 2009 SSLODI CITY COUNCIL SHIRTSLEEVE SESSION CARNEGIE FORUM, 305 WEST PINE STREET TUESDAY, MARCH 24, 2009 A. Roll Call by City Clerk An Informal Informational Meeting ("Shirtsleeve" Session) of the Lodi City Council was held Tuesday, March 24, 2009, commencing at 7:01 a.m. Present: Council Member Hitchcock, Council Member Johnson, Mayor Pro Tempore Katzakian, Council Member Mounce, and Mayor Hansen Absent: None Also Present: City Manager King, City Attorney Schwabauer, and Assistant City Clerk Perrin B. Topic(s) B-1 Review of Community Development Block Grant Funding Requests in the 2009-10 Action Plan CD City Manager King briefly introduced the subject matter of the Community Development Block Grant (CDBG) funding requests in the 2009-10 Action Plan. Neighborhood Services Manager Joseph Wood reported that the allocation for 2009-10 CDBG funding, Lodi's first year as an Entitlement Community, is estimated at $743,000, which is a 7% increase from last year's allocation from the County. Additionally, reallocation from Urban County funding amounts to $149,000, which will go toward new projects and programs added to the Urban County 2008-09 program year. Factors to consider during the review process include Department of Housing and Urban Development (HUD) regulations; Council policies on preference for projects over services and the set aside amounts of 60% for City and 40% for community-based organizations (CBO); and the grading and scoring matrix for the CBO funding requests, which include activity need and justification, readiness to proceed, cost reasonableness and effectiveness, activity management and implementation, past performance, and matching contributions. Mr. Wood added that new applicants would not be downgraded on the scoring due to lack of past performance. In response to Council Member Hitchcock, Mr. Wood stated that requests for daily maintenance and operations activities would be restricted; however, major repairs and renovations to a facility, as well as wholesale change out of equipment, would be allowable. Mr. Wood stated that 14 applications from CBOs were received for a total request of $1,046,851, 7 of which are for projects and 7 are for services. Mr. Wood reviewed each of the 14 requests in detail. In response to Council Member Mounce, Mr. Wood stated that the total cost of the Loel Center renovation project is approximately $560,000, a majority of which is being funded with CDBG funds. In response to Mayor Hansen, Mr. Wood stated that the Loel Center does have additional funds committed toward this year's project request as it would need to be ready to move forward if funded. In further response, Mr. Wood confirmed that the Hope Harbor roof replacement is for the shelter on Sacramento Street. Mr. Wood reported that the procedure this year was compacted and staff is in the process of Continued March 24, 2009 reviewing and rating the applications, which will be presented to Council at the April 1 public hearing with final recommendations. In response to Mayor Hansen and Council Member Johnson, Mr. Wood stated that the request from Hope Harbor for an emergency generator is allowable as it is a facility that serves the target population and qualifies as an eligible improvement to the facility. The generator would serve the shelter in case of a major catastrophe. Mr. Wood added that he is researching whether other funding sources may be better suited for this request, such as grant funding through Homeland Security. In response to Council Member Hitchcock, Mr. Wood confirmed that the cap of $111,525 for public service requests is the most that could be allocated for that category and Council could follow its policy to allocate toward project requests instead as that is a Council preference. In response to Mayor Hansen, Tracy Williams with the Loel Center stated that the request for senior nutrition services is delivery of frozen meals one time a week to approximately 70 Lodi seniors. The service was taken over from Seniors First by the San Joaquin County Human Services Agency, but it will go to the Loel Center once it is able to provide hot meals five days a week. Mr. Wood added that further explanation regarding this service will be provided at the April 1 public hearing. In response to Mayor Hansen, Mr. Wood stated that a majority of the agencies that submitted requests to the City have also submitted applications to the seven cities within the County. Mr. Wood reviewed the three-year projection of City projects and services, stating that in year one (2008) there were 12 eligible projects/services listed with 6 being funded and in year two (2009) there are 11 eligible projects/services with 6 being recommended for funding. Council will determine at the April 1 public hearing which requests to fund. The remaining eligible projects/services would potentially be funded in the third year. In response to Council Member Johnson, Parks Superintendent Steve Dutra stated that playground guidelines allow sand and wood fiber to be used on playground surfaces; however, a number of years ago, the Parks Division opted to utilize a poured in place (PIP) surface under play structures, but due to the high level of vandalism at Blakely Park, it was converted back to wood fiber. The current request for recoating PIP is under the Blakely Park swing area, which requires a new seal every five years. Council Member Mounce expressed her support for the alley drainage improvements project. In response to Mayor Hansen, Mr. Wood clarified that the request last year was to remove the PIP at Blakely Park and replace it with wood fiber, which was not funded. The Parks Division accomplished it by other means and it is no longer listed on the three-year projection. Its request this year is to recoat the PIP swing area surface at the park. Mr. King added that the level of vandalism on the PIP surface at Blakely Park is unusually high. In response to Council Member Hitchcock, Mr. King stated that wood fiber requires a high level of maintenance, which is much more costly and time consuming for staff; whereas, PIP is a safer surface, requires less staff time and maintenance, and often times can be offset with grant funds. Mr. Wood reported that the American Recovery and Reinvestment Act of 2009 has made a stimulus package available. The final rules are still pending, but the program would be for "shovel -ready" projects that could be implemented within 120 days. Because there is insufficient time to implement another application period, staff will review the current funding requests to determine which may be best suited for this stimulus program. The funds will be available N Continued March 24, 2009 through the Urban County as it is allocated to 2008 CDBG funding, and it is estimated that the allocation will amount to $173,149. Mr. Wood reviewed the consolidated plan process, stating that the draft document will be before Council on April 1 for approval, followed by a 30 -day public review and comment period, back to Council for final approval on May 6, and forwarded to HUD by May 15. In response to Council Member Hitchcock, Mr. Wood stated that the process for HOME funds will begin July 1, the amount would be in the $500,000 to $700,000 range, and staff intends to make an application for the existing housing assistance programs, as well as specific projects that would qualify for HOME funding. He estimated the City would have received approximately $225,000 had it remained with the County. B-2 Update on Affordable Senior Housing Project (CD) Interim Community Development Director Rad Bartlam reported that the senior housing project proposed for Railroad Avenue is not moving forward due to negotiations with the property owner, Union Pacific, as well as with the development entity, PAM. Because of this, staff began reviewing potential City -controlled sites that could accommodate a senior housing facility, and staff is suggesting that Council consider the 3.3 acres on the west side of Roget Park. This parcel, which the City has owned for 12 years, was originally purchased to complete Tienda Drive and the expansion of Roget Park. The site has great potential for senior housing because of the location and nearby services. A request for qualifications process was implemented in order to get interest from entities that have a history of providing senior and affordable housing. Two responses were received: Eden Housing from Hayward and Domus Development from San Francisco. A panel of representatives from the Planning Commission, Lodi Budget/Finance Committee, and Senior Citizens Commission reviewed the qualifications and unanimously recommended Eden Housing. On April 1, staff will recommend that Council authorize the City Manager to enter into negotiations with Eden Housing to create a development agreement and land purchase agreement, which will be brought back to Council for final approval. Linda Mandolini with Eden Housing stated that the company has been around for 41 years, is one of the oldest non-profit developers in California, and has been building senior housing since 1973. Eden has its own property management and services company to support the seniors living in the housing and it works with local community services to ensure seniors can live independently longer. Approximately half of its work presently is senior housing, and Eden has worked with communities in the Bay Area and Central Valley. Ms. Mandolini stated that this proposed project scores highly for the various funding sources and pointed out that Target as a neighbor is a tremendous benefit. In response to Council Member Hitchcock, Ms. Mandolini stated that the project has not yet been designed because of the interface with the park, but it would be in the 60- to 80 -unit range. In response to Mayor Hansen, Mr. Bartlam stated that the action on April 1 would be to authorize the City Manager to enter into negotiations with Eden Housing, after which staff would return with a negotiated disposition and development agreement that would outline the roles and responsibilities for both parties, act as a set of escrow instructions for the purchase of the property, and outline a schedule. The development design would occur after the land purchase. Mr. Bartlam confirmed that this project follows a short timeline, stating that the development agreement would need to be in place by early summer. Mr. Wood stated that the funds need to be obligated and expended within this next program year (i.e. by June 2010). Ms. Mandolini stated that Eden Housing has worked with other jurisdictions in obtaining HOME funding for specific projects and it would look to do the same in this case assuming there was Continued March 24, 2009 sufficient time. Council Member Johnson questioned if Eden Housing would experience the same difficulty as PAM regarding tax credit funding, to which Mr. Bartlam responded that the market conditions certainly affect any development opportunity; however, the primary difference between the two entities is that Eden Housing is a non-profit organization with a focus on building affordable housing, which is key in moving this project through this kind of economy. Additionally, its 41 years of experience is another major benefit as it has a history with entities interested in partnering for tax credit opportunities. Ms. Mandolini stated that Eden would be looking at using HUD, HOME, and CDBG funding as alternatives to the tax credit program, adding that a number of their projects were accomplished without the use of tax credits. Additionally in 2009, the Federal government allowed for an exchange of credits for direct cash, which would benefit a project like this, and it is expected that this might once again be offered in 2010. In response to Council Member Johnson, Ms. Mandolini stated that this development could be structured into two phases in order to get appropriate funding to make the units as affordable as possible. Discussions have already taken place with potential investors, and every funding option will be explored very carefully. In reply to Mayor Hansen, Ms. Mandolini stated that Eden Housing routinely involves the community throughout the process by identifying the stakeholders and meeting with surrounding neighbors to introduce the company, discuss the design, and offer tours. Eden anticipates hiring an architect who can sort out the design issues and respond to community concerns. In further response, Ms. Mandolini stated that Eden Housing is committed to the long-term success of its facilities and on-going maintenance is key to ensuring that aging buildings remain safe and updated. In response to Council Member Hitchcock, Mr. Bartlam stated the project will go before the Site Plan and Architectural Review Committee, which includes the community input process. He added that, even though this is an affordable housing project, it is quality housing that is offset by other funding sources; it is not a lower construction cost project. In response to Mayor Hansen, Mr. King stated that Eden is willing to hire an architect with experience in park development in order to ensure the designs of the senior project and Roget Park complement one another and to coordinate construction of both projects to occur simultaneously. In response to Council Member Johnson, Mr. King stated that the original design of Roget Park took in part of this land that is under discussion. The previous plan showed either an access road splitting the park to the east and the senior housing site to the west or an access road running between the senior housing development and the Target site. Staff is now considering alternative forms of circulation that may not involve a road, and this would be part of the design considerations with the architect. Council Member Johnson expressed concern about isolating the east/west section to the north, to which Mr. King stated there continues to be on-going discussion about connection into the residential neighborhood as the circumstances of Roget Park have changed with the potential addition of this development. Council Member Hitchcock also expressed concern about possibly isolating the park, stating that visitors would not feel safe if the park were not open and visible. Myrna Wetzel questioned if there was still a concern about the Roget Family taking back the park land, to which Mayor Hansen responded that moving forward with this plan addresses that E Continued March 24, 2009 concern. C. Comments by Public on Non -Agenda Items None. D. Adjournment No action was taken by the City Council. The meeting was adjourned at 8:09 a.m. ATTEST: Jennifer M. Perrin Assistant City Clerk 5 AGENDA ITEM 13-0 I CITY OF LODI COUNCIL COMMUNICATION TM AGENDATITLE: Review of CDBG Funding Requests in the 2009110 Action Plan MEETING DATE: March 24,2009 PREPARED BY: Community Development Department RECOMMENDED ACTION: Review and comment on the annual Community Development Block Grant (CDBG) Programfunding requests in the 2009110 Action Plan. BACKGROUND INFORMATION: A Public Hearing has been set for April 1,2009, for the City Council to review and approve the City Manager's recommendations for funding for use of 2009110 CDBG Program. The City will receive approximately $743,500 in CDBG Program funds from the Federal government in the coming fiscal year. This represents 7% increase in CDBG funds from what was received for the 2008109 year. In addition to the 2009110 allocation from HUD, an additional $149,707 of our Urban County CDBG funds are available for reallocation from completed or unused projects or services from previous years. These funds will need to be allocated to new projectsthat will be added to our 2008 Projects through the Urban County and will need to be obligated and expended within six to nine months. At the completion of an application period that ran from February 11, 2009 to March 11, 2009, the City received a total of 14 applications from community-based organizations (CEO's) requesting a total of $1,046,851. In 2007, the City Council adopted a CDBG allocation policy that pre -determines a set-aside of 60% of the CDBG adjusted annual allocation for City projects and services, and 40% for CBO projects and services. The distribution of CDBG funding in accordance with that policy is as follows: 2009110 CDBG Allocation $743,500 20% Program Admin $ 148,700 Adjusted Balance $594,800 Reallocated UC Funding $149,707 Adjusted Balance Available for Distribution $ 744,507 60% Set-aside for City Projects & Services $356, 80 + $89,824 (Urban n = $446,707 40% Set-aside for CBO Projects 237 920 + $59,883 Urban County) = $297,803 APPROVED: Blair ty Manager Review of CDBG Funding Requestsfor 2009/10 March 24,2009 Page 2 of 2 HUD Regulations also place a 15% cap on the amount of funding that can be allocated to Public Service activities, whether that be by the City or by a CBO. We have a total of $178,415 requested in Public Services and a Service Cap for 2009110 of $111,525. Last year, we implemented a grading/scoring matrix for all CBO funding requests. This was intended to provide a standard of measurement to allow for an empirical rating of applicants. Each application is rated on a grading scale that allows a maximum of 100 points. As we are still in the process of reviewing the applications and receiving follow up information on many of the funding requests, not all applications have been reviewed through the grading matrix and therefore those comparative scores will not be available until the Public Hearing on April 15t A list of CBO applicants, their funding requests, and activity type is attached as ExhibitA. Depending on the comments made at this meeting, staff will be putting together a final recommendation to the City Manager. In 2008, CDBG funding for City Projects/Services has been projected and budgeted over a 3 -year period. A copy of that projected budget is attached as Exhibit B. New project/service requests for 2009 have been added to the bottom of the Table and adjustments have been made based upon priorities agreed upon by the various departments involved. Finally, through the American Recoveryand ReinvestmentAct of 2009 (ARRA), Congress has allocated an additional $1 B in CDBG funding, designated CDBG-R (Rapid), that should be allocated to a "shovel ready' project capable of being implemented within 120 days of funding award. These CDBG-R funds are a supplement to our 2008/09 CDBG allocation and therefore will be accessed through the Urban County. While we have been told that the CDBG-R allocation will be treated a little differentlythan normal CDBG funds and we are awaiting actual rulemaking on this, we are expecting that the eligible projectfor these CDBG-R funds will be taken from this list of applications for either City or CBO projects. The overall CDBG-R funding is approximately one-fourth the annual allocation, so we are estimating an amount equal to twenty-five percent of our 2008 allocation, or $173,149. FISCAL IMPACT: N/A FUNDING AVAILABLE: 2009110 CDBG Program Konradt Bartiffn Community Development Director Attachments City of Lodi 2009-10 CBO Applications Received M Senior Nutrition Services Provide nutritious home -delivered meals to Lodi seniors five days Public Service 4 $43,400 SJC Human Services Agency per week. Community Training Provide funding for ESL program staff and site director. Purchase Community Partnership for computers, Rosetta Stone software, and miscellaneous supplies. Public Service $31,515 Families Offer bus passes to program participants. Fair Housing Services Provide required fair housing services, including telephone San Joaquin Fair Housing hotline for tenants and landlords, investigation of complaints, and Public Service $24,448 fair housing testing. Food Distribution Programs Provide support for the administration of the Food Assistance Public Service $10,000 Second Harvest Food Bank and Senior Brown Bag Programs. Mobile Farmer's Market Offer a mobile farmer's market once a month in Lodi, which Emergency Food Bank of Greater includes distribution of free fruits and vegetables, nutrition Public Service $5,600 Stockton education, and cooking demonstrations. Domestic Violence Prevention Support the services offered by the Women's Center, including Services Women's domestic violence counseling, shelter, and education, as well as Public Service $5,000 Center of San Joaquin County parenting classes at the Hope Harbor site in Lodi. Drug and Alcohol Testing Program Purchase a certification that will allow Sunhouse to offer testing Public Service $3,452 Sunhouse required for their drug and alcohol treatment programs. Completely renovate the kitchen space at the LOEL Senior Kitchen Renovation Center to increase its size and install a full commercial kitchen. Public Facility $392,987 LOEL Senior Center LOEL plans to take over homebound and congregate meal service from SJC Human Services Agency. Lodi Community Center Facility Improve the Community Center site by paving a parking lot and Improvements making site and landscaping improvements to meet Lodi's code Public Facility $149,449 SJC Human Services Agency requirements. Matching funds coming from San Joaquin County. Purchase a property adjacent to the current Teen Center site in Facility Acquisition order to provide additional space for adolescent and family Public Facility $140,000 One -Eighty Teen Center services programs and free up space for after-school programs and job training programs. Roof Replacement Salvation Army Replace the roof at the Hope Harbor emergency shelter. Public Facility $120,000 Emergency Generator Purchase a generator for the Hope Harbor facility, which is Salvation Army designated a emergency shelter facility in the event of a disater in Public Facility $90,000 the community. Kitchen Equipment Purchase Purchase two new stoves and one ice machine for installation in public Facility $19,000 Lodi Boys and Girls Club the Boys and Girls Club facility, for use in after-school programs. Teen Center Renovation Renovate the Teen Center to be more welcoming to youth, Lodi Boys and Girls Club including rewiring the room, adding lighting, and purchasing TVs, Public Facility $12,000 couches, and music listening devices. TOTAL FUNDING $1,046,851 Exhibit A YEAR 3 Year Prosection of CDBG-funded Projects & Services Projects Department Required Funding 2009/10 Estimated $356,880 Reallocated Urban County $89,824 ADA Curb Ramps Public Works $250,000 Alley Drainage Improvements Public Works $225,000 $232,000 Demolition of 17 E. Elm Street Public Works $95,000 Graffiti Abatement Public Works $80,000 $81,880 Blakely Park - North Pool Deck Resurfacing Parks & Recreation $98,000 00 (=> Blakely Park - Pool Restroom ADA Parks & Recreation $200,000 C) (V Blakely Park Playground Surface Replacement Parks & Recreation $85,000 Van Buskirk Playground Replacement Parks & Recreation $165,000 Lodi Lake North Playground Replacement Parks & Recreation $280,000 Grape Bowl Accessibility Improvements Parks & Recreation $150,000 Library ADA Improvements Library $250,000 Economic Development - Revolving Loan Fund City Manager $100,000 $0 Hale Park Playground Surface Renovation Parks & Recreation $65,000 $60,000 Handicap Ramp Replacement -100 blk. W. Elm St. Public Works $30,000 $29,824 C) N Spay/Neuter Program LPD Animal Services $15,000 $15,000 Blakely Park - Swing Area Surface Recoating Parks & Recreation $26,000 $28,000 $356,880 $89,824 Exhibit B CD BG Funding Requests 2009/10 Presented by Community Development Department March 2009 CD BG Funding Requests 2009/ 10 ■ 2009/10 CDBG allocation Lodi's first as an Entitlement Community. $743,500 estimated allocation. 7% increase from 2008/09 allocation. ■ CDBG Funds from Urban County Projects/Programs. o $149,000 to be reallocated. ■ New projects/programs added to our Urban County 2008/09 Program Year. ■ Obligate and expend funds within 6-9 months. CD BG Funding Requests 2009/ 10 ■ Factors to Consider During Review HUD Regulations ■ Program Administration Cap of 20% ($148,700) ■ Public Service Cap of 15% ($111,525) ■ New Service/Expansion or Increase of Existing Service ■ Recent Stimulus Funding Council Policies ■ Preference for Projects over Services ■ 60% Set-aside for City — 40% for Community -Based Organizations (CBO) CD BG Funding Requests 2009/ 10 ■ Factors to Consider During Review Grading/Scoring Matrix for CBO Funding Requests ■ Activity Need and Justification ■ Readiness to Proceed ■ Cost Reasonableness and Effectiveness ■ Activity Management and Implementation ■ Past Performance ■ Matching Contributions CD BG Funding Requests 2009/ 10 ■ Total of 14 applications received from CBOs o Total Requested Funding: $1,046,851 ■ 7 Projects ($923,436) ❑ LOEL Senior Center Kitchen Renovation - $3927987 ❑ Lodi Community Service Center Phased -Improvements - $149,449 ❑ Property Acquisition for One -Eighty Teen Center - $140, 000 ❑ Hope Harbor Shelter Roof Replacement - $120,000 ❑ Hope Harbor Emergency Generator - $90,000 ❑ Kitchen Equipment for Lodi Boy's & Girl's Club - $19,000 ❑ Teen Center Renovation for Lodi B&G Club - $12,000 CD BG Funding Requests 2009/ 10 ■ Total of 14 applications received from CBOs Total Requested Funding: $1,046,851 ■ 7 Services ($123,415) ❑ HSA - Senior Nutrition Services - $43,400 ❑ Community Partnership — Community Training - $31,515 ❑ SJ Fair Housing Services - $24,448 ❑ Second Harvest Food Bank — Food Distribution - $10,000 ❑ Emergency Food Bank — Mobile Farmer's Market - $5,600 ❑ Women's Center — Domestic Violence Prevention - $5,000 ❑ Sunhouse — Drug & Alcohol Testing - $3,452 CD BG Funding Requests 2009/ 10 ■ Year One - 3 -year projection of City Projects & Services 0 12 Eligible Projects/Services Listed in 2008 — 6 Funded ■ ADA Curb Ramps - $250,000 ■ Alley Drainage Improvements - $225,000 ■ Demo of 17 E. Elm Street - $95,000 ■ Graffiti Abatement - $79,725 ■ Blakely Park Pool Deck Resurfacing - $98,000 ■ Blakely Park Pool Restroom ADA - $200,000 ■ Blakely Park Playground Surface Replacement - $859000 ■ Van Buskirk Playground Replacement - $165,000 ■ Grape Bowl Accessibility Improvements - $150,000 ■ Library ADA Improvements — $86,558 ■ Economic Development — RLF Program - $50,000 ■ Spay/Neuter Program - $15,000 CD BG Funding Requests 2009/ 10 ■ Year Two - 3 -year projection of City Projects & Services 0 11 Eligible Projects/Services Listed in 2009 ■ ADA Curb Ramps - $250,000 ■ Alley Drainage Improvements - $225,000 ■ Graffiti Abatement - $81,800 ■ Blakely Park Pool Restroom ADA - $200,000 ■ Van Buskirk Playground Replacement - $165,000 ■ Grape Bowl Accessibility Improvements - $150,000 ■ Economic Development — RLF Program - $50,000 ■ Spay/Neuter Program - $15,000 ■ Hale Park Playground Surface Renovation — $60,000 ■ Handicap Ramp Replacement —100 W. Elm St. - $29,824 ■ Blakely Park Swing Area Surface Recoating - $28,000 Additional CDBG Funding ■ American Recovery and Reinvestment Act of 2009 (ARRA) Li $1 B in Additional CDBG Funds for 2008 Li Final Rules Still Pending ■ CDBG-R (Rapid) ❑ Shovel -ready Projects capable of being implemented within 120 days. ■ Allocated to 2008 CDBG ❑ Available through Urban County ■ Estimated allocation of $173,149 CD BG Funding Requests 2009/ 10 ■ Consolidated Plan Planning Process Lj Consolidated Plan 2009-14 Citizen Participation Plan Lj Action Plan 2009/10 ■ All Considered Draft Documents 30 Day Public Review/Comment Period ■ Final Documents to Council on May 6th ■ Questions or Comments? AGENDA ITEM 3 ! Z Adlshk CITY OF LODI IV COUNCIL COMMUNICATION TM AGENDA TITLE: Update on Affordable Senior Housing Project MEETING DATE: March 24,2009 PREPARED B Y Community Development Department RECOMMENDED ACTION: Receive an update on the status of the affordable senior housing project. BACKGROUND INFORMATION: In 2006, the City Council allocated $330,000 of our Community Development Block Grant (CDBG)funding toward the acquisition of land for an affordable housing project. Shortly thereafter, we supplemented that 2006 CDBG allocationwith a combination of both CDBG and HOME fund program income that had been generated through our existing Housing Assistance Programs that serve low-income homebuyers and homeowners. This provided a total of $1.2M for acquisition of land for an affordable housing project. With the City's decision to separate from the Urban County for CDBG funding from HUD, the timely use of those CDBG funds has become all that more critical. With the Railroad Avenue Project unable to proceed at this point, staff has been looking for alternative sites where the CDBG funds could be used before the separation from the Urban County was complete in June of 2009. Hence, the City -owned property adjacent to the Roget Park site was identified, thereby eliminating the need to negotiate the land purchase. The use of CDBG-funds in this case is clear. The funds must be allocated to a non-profit developer who will acquire the land from the City at a price determined through a recentfair marketappraisal ($650,000). Through a Developmentand Disposition Agreement (DDA)the chosen developer with take possession of the land and commit to move forward with the development of the site to design and produce an affordable senior housing project within a determined timeframe. Ifthe developer fails to develop a project within the time noted in the DDA, ownership of the land will then revert back to the City. A Request For Qualifications (RFQ) was distributed to a select group of experienced affordable housing developers in Northern California. Only two proposals were received, from Eden Housing in Hayward and Domus Development in San Francisco. A committee consisting of three Planning Commissioners, and one representative each from both the Senior Citizen Commission and the Budget and Finance Committee, met and reviewed the two submittals. A summary comparison of the two developers experience and qualifications that was provided to the review committee is attached for your reference. APPROVED: BlaKSW, City Manager Update on Senior Housing Project March 24,2009 Page 2 of 2 At the completion of their review, the committee did make a recommendation that Eden Housing be selected for further consideration. Staff is prepared to bring that recommendation to the City Council on April 1,2009, and seek approval to enter into negotiations with Eden Housing. From that point, Eden Housing will pursue their due diligence in reviewing the site in advance of a Disposition and Development Agreement and the subsequent reallocation of CDBG funds for the acquisition of the property. In regards to the Railroad Avenue Project site, the City maintains the first right to acquire the land. Furthermore, we have maintained contact with PAM Developmentas they are still interested in doing a project at this site in the future. Before pursuing any further development of that site however, both the developer and city staff are likely to engage the surrounding community through public meetings to determine the best -suited project for that specific location. FISCAL IMPACT: NIA FUNDING AVAILABLE: N/A r i Konradt Bartlam Community Development Director Eden Housing DEVELOPMENT EXPERIENCE Overview & Development Experience 40 years of experience in property entitlement, development and construction. 5072 residential units in 70 developments. Nationally recognized, award winning projects. Senior Housing Development Experience One-fourth of Eden's development activity has been senior housing. 1254 units of senior housing since inception. 375 senior housing units to be constructed in next two years. FINANCE EXPERIENCE Public/Private Partnerships All development projects have been partnerships with municipalities. Experience with Financing Instruments All development projects have utilized public and private financing. Has participated in federal programs administered by HUD. oo Section 202 Program oo Section 811 Program Has participated in State Housing and Community Development -administered programs. oo Calif. Housing Rehabilitation Program (CHRP) oo Rental Housing Construction Program (RHCP) oo Multifamily Housing Program (MHP) oo State HOME Program Private financing — oo Tax-exempt bonds oo Both 4% and 9% low-income tax credit programs. Eden Housing SIMILAR PROJECTS List of projects and accompanying photos included. COMMUNITY OUTREACH EXPERIENCE Community Involvement Philosophy Experience providing information, outreach, and opportunities for participation helps secure support from community. From development phase through completion and operation, staff works to build and enhance community relationships. Tours for public officials and providing opportunities for neighbors and other stakeholders to shape a project's design and site layout through the design charette process. MANAGEMENT, MARKETING & SERVICE EXPERIENCE Marketing and Leasing Experience Extensive experience marketing and managing units governed by a variety of regulatory requirements. Experience integrating additional selection criteria required by local jurisdictions. Managing and Operating Experience Maintains permanent ownership of rental properties developed. Eden Housing Management, Inc. established in 1984. Manages more than 3000 units at 55 properties. Resident Services Eden Housing Resident Services, Inc. formed in 1995, Provides services to over 3000 low income individuals. Currently provides services at 11 of the 14 senior properties. Four of those in San Joaquin County make them well - situated to provide for this project site. Proactive in collaborating with local service organizations. Board & Development Team Experience List provided for Eden Housing, Eden Housing Management and Eden Housing Resident Services. FINANCIAL CAPACITY DEVELOPERSTATUS EMPLOYMENT POLICIES ARTICLE 34 ISSUES Eden Housing Audited financial statements provided. Established partnerships with an array of lenders and investors and all major tax credit investors in the Bay Area. No bankruptcy or re -organization proceedings. Not debarred, suspended, or prohibited from receiving or working with Federal, State or local funding. Equal Employment Opportunity Policy provided. Extensive experience in structuring affordable housing developments to comply with and/or avoid issues related to Article 34. Cites 49% exemption as means of avoiding Art. 34 Provides a copy of article from M. David Kroot/Goldfarb & Lipman LLP for more detail on Article 34 issues. City of Lodi Request for Qualifications Affordable Housing Developer Roget Park Affordable Senior Housing Development Project Submittal Deadline: January 23, 2009, 4:30 pm City of Lodi Community Development Department 221 W. Pine Street Lodi, CA 95240 Staff Contact: Joseph Wood, Community Improvement Manager (209) 333-6711 jwoodglodi.gov Roget Park Affordable Housing Developer RFQ City of Lodi Section 1. Introduction The City of Lodi is requesting a Statement of Qualification and Interest from well- qualified developers and/or development teams, who have the capacity and expertise to develop, construct and operate an affordable senior housing project in Lodi. As this project includes an allocation of Community Development Block Grant (CDBG) funding for land acquisition from the City, either the Developer or a member of the development team must be a non-profit entity in order to qualify for the funding. The City of Lodi intends to work with the Developer through the planning process and development of a quality affordable senior housing project that will provide long-term affordable housing for seniors. Section 2. Project/Site Description The City of Lodi currently owns a 3.39 acre vacant parcel located at 2245 Tienda Drive. The site is adjacent to another City -owned parcel that will be developed, in conjunction with the housing project, as a passive use park. The site is also adjacent to a major shopping center that includes a Target, Marshall's, a Safeway grocery store and several other service -related businesses and dining establishments. The project is to be age restricted for seniors in accordance with all applicable laws. The City favors projects that provide residents with services such as transportation, on-site community center, recreational activities and other ancillary services. Local transit services are operated through the City and can be modified to better serve this project site as necessary. The property is currently zoned R -1/R-2, however, the City will support a zone change to PD -Planned Development to accommodate the desired project for this site. Section 3. Project Funding/Financial Assistance The City has the ability to allocate Community Development Block Grant (CDBG) and HOME Program funding to a non-profit developer for the acquisition of the site. The City also has additional CDBG funding available to allocate for eligible pre -development costs, fees, etc. In addition to the funding necessary to construct the housing project on this site, it is expected that the Developer will also look for local, state and federal funding opportunities to assist with the development of the adjacent park site. Section 4. Eligible Applicants The City welcomes applications from affordable housing developers who are interested in working with City staff to develop this affordable senior housing project. The City expects applicants to make the planning and development process a very public process 2 Roget Park Affordable Housing Developer RFQ City of Lodi that will include meetings with the surrounding neighborhoods, businesses, interested groups, as well as the City Council and Planning Commission. The City hopes to collect qualification submittals from developers that have project experience with layout and unit design, completing and incorporating public outreach, undergoing project planning review, obtaining building permits, coordinating the multiple stages and subcontractors related to project development, and overseeing overall proforma/development costs and corresponding draws throughout construction. The Developer should also have an established track record and history in obtaining Low Income Housing Tax Credits. Developer responsibilities include: 1. Execute Disposition and Development Agreement, which will describe the terms and conditions for the project. 2. Conduct community outreach to gain support for the project. 3. Secure financing necessary to complete all entitlements. 4. Secure funding for required environmental investigations and remediation. 5. Obtain environmental clearance. 6. Design the project, which shall be financially feasible for this site. 7. Secure funding for site development, including construction financing and permanent financing. 8. Develop site to applicable building and design standards. 9. Obtain certificates of occupancy. 10. For an affordable rental project, market and lease up units to qualified seniors at affordable rents and provide on-going property management services. 11. For an affordable ownership project, establishing a Homeowner's Association for the project, including the creation of documents, DRE approval, etc., and the marketing, buyer selection and the subsequent sale of the units. Section 5. Submission Requirements and Closing Date The Statement of Qualification and Interest shall be prepared in a simple and economical manner that provides concise description of capabilities to satisfy the requirements of this RFQ, and shall include the following information: Cover Letter The response shall include the name, address, e-mail address, telephone and facsimile numbers, and contact person(s) who will be authorized to represent and sign on behalf of the Developer. The letter shall be signed by an officer authorized to bind the company. Summary of Experience and Qualifications The summary shall provide evidence of the Developer's relevant experience with affordable housing, including as a minimum; Roget Park Affordable Housing Developer RFQ City of Lodi Description of experience in developing and financing affordable housing projects, such as the number of developments with restricted units and types of financing used, i.e. Low Income Housing Tax Credits, HOME funds, Redevelopment funds and other State/Federal sources. Include experience in property entitlement, entitlement process, development and construction. 2. A list of similar projects, including locations, pictures and brief descriptions of the nature of the projects. 3. Description of experience in past community outreach efforts. 4. Description of experience in marketing, leasing, managing and operating affordable senior housing or other housing projects. 5. Description of experience in qualifying tenants and conducting income recertification. 6. Experience and qualifications of executive officers and Board of Directors, as well as key staff members that would likely be assigned to this project. Financial Capacity Include the most recent audited financial statement for the developer and other proposed affiliated organizations. Developer Status Provide a certified statement that the Developer is not involved in any bankruptcy or re -organization proceedings, and not subject to any pending action; and that the Developer is not presently debarred, suspended, or otherwise prohibited from professional practice or working with any Federal, State, local or other public funding. Identify any projects or loans on which the Developer has defaulted during the last 5 years. Employment Policies Provide a copy of the Developer's current non-discrimination and equal employment policy. If such a policy does not exist, then a signed statement of non-discrimination and equal employment shall be completed. Article 34 Issues Provide background on experience dealing with issues related to Article 34 of the California Constitution which pertains to affordable housing development. The City places emphasis on completeness and clarity of the responses, which should include sufficient detail to allow for accurate evaluation. Omission of any of the above requested information, or misleading and incomplete information may be grounds for rej ection. 2 Roget Park Affordable Housing Developer RFQ City of Lodi Developers responding to this RFQ shall submit five (5) copies of the Statement of Qualification and Interest, in a sealed envelop marked "Roget Park Affordable Housing Developer" prior to the closing date of Friday, January 23, 2009, at 4:30 pm. All late submittals will be rejected and returned unopened. Proposals shall be delivered to : City of Lodi Community Development Department 221 W. Pine Street Lodi, CA 95240 Attention: Joseph Wood It is the sole responsibility of the Developer to ensure that the proposal is received before the closing date, at the above address. No oral, telegraphic, electronic, facsimile or telephonic proposals or modifications will be considered. The City is not responsible for deliveries made to any place other than the specified address. Once opened, the responses become public records and available for public review, as permitted by the California Public Records Act. Based upon the review of qualifications, City staff may require developer(s) to make a presentation. City staff will recommend a developer to the City Manager, who in turn will make a recommendation to the City Council for consideration and approval. Upon City Council approval, the City will negotiate and enter into a Disposition and Development Agreement with the selected Developer. Section 6. Waiver and Rights of the City The City reserves the right, at its discretion, to pursue any and all of the following actions relating to the RFQ. 1. Request clarification or additional information from the Developers. 2. Invite one or more Developers for interviews or presentations. 3. Accept or reject, in whole or in part, submittals received in response to the RFQ. 4. Negotiate with any qualified source. 5. Cancel in whole or in part this RFQ. 6. Amend this RFQ by written addendum. Such addendum would be made available to each person or organization which City records show received this RFQ. 7. Waive any irregularities in any proposal. 8. Issue subsequent RFQ/P's based upon refinement of concepts proposed in response to this RFQ. 9. Negotiate an agreement based on original proposals or on the basis of additional information obtained. 5 Roget Park Affordable Housing Developer RFQ City of Lodi 10. Negotiate modifications with any Developer as necessary to serve the best interest of the project. The City will not be liable for any costs incurred by Developers responding to this RFQ. The RFQ is not a contract or commitment of any kind. The City reserves the right to reject any or all proposals, and not proceed with the development of the property. It is City policy to assure equal opportunity to all persons, in the award ad performance of any contract, without regard to race, color, sex, religion, national origin, ancestry, age, marital status, physical or mental disability, or sexual orientation. Section 7. Additional Information Copies of all RFQ packages received by the deadline will be available on Monday, January 26, 2009, and may be examined and obtained at the Lodi City Hall located at 221 W. Pine Street. Copies of this RFQ may be obtained by contacting Joseph Wood at (209) 333-6711 or jwood(djodi. og_v. All questions or clarifications shall be requested in writing to jwood(clodi.gov not less than seven (7) calendar days prior to the RFQ closing date. Section 8. Exhibits A. Site Map and Location IN Wicklow Square Dublin, CA I Almond Terrace Manteca, CA January 23, 2009 Joseph Wood City of Lodi Community Development Department 221 W. Pine Street Lodi, CA 95240 RE: Request for Qualified Developers Submittal, Roget Park Development Dear Mr. Wood: Eden Housing, Inc. (Eden) is pleased to present its qualifications to the City of Lodi for the Roget Park Development. As one of California's leading non-profit housing developers, Eden is uniquely qualified to develop this project. Eden's goal is to build a vibrant and sustainable community in a physical environment that will provide the greater community with attractive, quality, infill housing that will be a complement to the surrounding area. Specific attributes of our experience are exceptionally well suited to this project: Affordable Housing Development Experience: Over its 40 year history, Eden has completed over 5,000 housing units, most of which have been developed on suburban infill sites. Our track record speaks to our ability to develop new housing within the context of existing neighborhoods, providing a valuable affordable housing resource that is an asset to its community because of its affordability, as well as an asset to its neighborhood because of its design and management. Eden was recently recognized by Affordable Housing Finance Magazine as one of the top 50 Affordable Housing Owners in the United States. Commitment to Operations: Eden's work goes beyond building attractive communities; we are committed to long-term quality operations and creating a supportive living environment for our residents. Our affiliate nonprofit organizations, Eden Housing Management Inc. and Eden Housing Resident Services, Inc. provide professional and compassionate property management and supportive services to our senior and family residents. • Community Redevelopment Experience: Eden has a long history of working in partnership with local communities to implement their visions for affordable housing and community redevelopment. A significant portion of Eden's work involves the implementation of a community or specific planning vision created by our City partners. Commitment to Community Process: A key aspect of Eden's success is our ability to obtain neighborhood support for our developments. We have worked in a wide variety of communities that have been both supportive of and resistant to the development of affordable housing in their neighborhoods. Eden works closely with City staff to identify important stakeholders and reach out to them to generate feedback and support for our developments. Our focus has always been to engage the community and respond to their needs and concerns to the best of our ability. We believe that this results in a better development and creates a positive dialogue with the community which benefits the project and the City in the long term. At the recent Grand Opening for Rivertown Place in Antioch, the Mayor thanked us for meeting or exceeding every one of the City's expectations for community process and the development of the project. • Financing Experience: Eden's track record includes developments financed by HUD, the Low -Income Housing Tax Credit Program, tax-exempt bonds, State of California financing, and local and private financing sources. Design: Eden has won numerous awards for its developments. We work closely with our city partners and the design team to craft a development that meets the needs of the residents and the design objectives of the city and the surrounding neighborhood. We are also committed to green building. We completed one of the first Green Point Rated developments in Alameda County, and our second Green Point Rated development, a senior community in San Leandro, will begin construction in February. In Richmond, we are piloting the LEED for Neighborhood Development standards program. The attached proposal describes in detail Eden's experience and capabilities. We are excited about the prospect of partnering with the City of Lodi to create a high quality development at the Roget Park site. Any questions concerning this proposal can be directed to: Andrea Papanastassiou, Director of Real Estate Development Eden Housing, Inc. 22645 Grand Street Hayward, CA 94541 Phone: 510-247-8118 Fax: 510-582-0122 a pgpanastassiou(& edenhousing. org Thank you for the opportunity to submit our qualifications for this exciting opportunity. Sincerely, Linda M. Mandolini Executive Director EDEN HOUSING Response to Request for Qualifications Roget Park Affordable Senior Housing Development TABLE OF CONTENTS A. Summary of Experience and Qualifications 1. Development and Financing Experience 2. Profiles of Similar Projects 3. Community Outreach Experience B. Management, Marketing and Services Experience 1. Marketing, Leasing, Management and Operations & Qualifying Tenants and Conducting Income Recertification 2. Resident Services C. Board of Directors and Development Team D. Financial Capacity E. Developer Status F. Employment Policies G. Article 34 Issues Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section Al Development and Financing Experience OVERVIEW & DEVELOPMENT EXPERIENCE Eden Housing, Inc. is a fully integrated non-profit development corporation with two subsidiary companies — Eden Housing Management, Inc. (EHMI), Eden's property management company, and Eden Housing Resident Services, Inc. (EHRSI), which provides services to our senior and family apartment projects. Eden Housing has over 40 years of experience in property entitlement, development and construction. Eden has developed 5,072 residential units in 70 developments and over 60,100 square feet of commercial space in cities throughout the Bay Area (included in this section is a full project list.) Today, Eden Housing stands out as one of the most productive and successful nonprofit affordable housing developers in California. Eden was recently recognized by Affordable Housing Finance Magazine as one of the Top 50 Affordable Housing Owners in the country. Eden is recognized in the industry for its creative development approach that includes collaborating with local governments and tailoring projects to suit the locale. In addition, Eden places a high value on design through the work of talented designers and builders and is committed to crafting developments that give careful attention to the needs of residents and the surrounding neighborhood. Indeed, Eden has won more than 40 awards for its work, including the recent recognition of Sara Conner Court Development in Hayward, which was nominated by Affordable Housing Finance Magazine as a finalist in the Family Housing Category for the National Readers' Choice Award. Other recent awards include Victoria Green in Hercules and Chesley Apartments in Richmond, both family housing complexes which won Merit Awards from the Pacific Coast Builders, Gold Nugget Competition. A complete list of awards is included in this section. Senior Housing Development Experience Approximately one-fourth of Eden's development activity has been senior housing with more than 1,254 units of senior housing developed since Eden's inception. In addition, about one- third of the new apartments in Eden's pipeline are senior housing developments comprising over 375 new units to be constructed over the next two years. Through frequent assessment of its successfully completed projects, Eden has arrived at stringent design standards to include amenities and floor plans that facilitate and promote independent living for seniors and enable them to age in place. Furthermore, a long history of collaborative work with community senior services attests to Eden's ability to unite with local providers to create quality senior housing environments. Eden Housing, Inc. Section AI January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi FINANCING EXPERIENCE Eden has the appropriate financial capacity to undertake significant development projects. Eden's current financial statement is included as part of this RFQ (section on Financial Capacity). Eden has completed both new construction and rehabilitation projects ranging in size from 4 units to 200 units. The cumulative value of Eden's portfolio is approximately $512 million, with another $345 million in pipeline developments. ➢ Experience with Public/Private Partnerships: All of Eden's developments have been carried out in partnership with municipalities. Because of our strong reputation and track record we have been invited to work with communities throughout Northern California and beyond. ➢ Experience with Financing Instruments: All of Eden's development projects have utilized public and private financing. Eden has participated in federal programs administered by HUD such as the Section 202 Program for senior housing and Section 811 Program for housing serving persons with disabilities. Eden has utilized State Housing and Community Development Department -administered funding programs for decades including the older California Housing Rehabilitation Program (CHRP) and Rental Housing Construction Program (RHCP), as well as the more recent Multifamily Housing Program (MHP) and State HOME Program. At the local levels, Eden uses redevelopment tax -increment funds for affordable housing, housing in -lieu funds, CDBG and HOME funds. Eden's experience with private financing instruments includes tax-exempt bonds and low-income housing tax credits — both the 4% and competitive 9% programs. Due to our long-standing relationships and large portfolio, we can gain the most competitive financing terms for a project and the highest available limited partner contributions. We were the first developer in the state of California to receive tax credits and have been continuously successful in acquiring tax credits for a multitude of projects. We have been successful in obtaining Federal Home Loan Bank Affordable Housing Program (AHP) Grant financing for over a dozen projects. Eden has also secured various grants administered by the Metropolitan Transportation Commission under two programs — Transportation for Livable Communities and Housing Incentive Program. Both programs are designed to reward localities and projects that are high density, transit -based projects that include affordable units. Eden is also well -versed in the State's new funding sources for transit -oriented and infill projects, available through Proposition 1C. Eden has been active in the recent round of stakeholder comment periods and will be applying for funding in the upcoming NOFA for at least two other projects. Eden has established partnerships with an array of lenders and investors, including Bank of America, Wells Fargo, Union Bank, U.S. Bank, Citibank, California Community Reinvestment Corporation, Silicon Valley Bank, Merritt Community Capital, Enterprise Social Investment Corporation, Aegon, Apollo, and the California Equity Fund. Eden Housing, Inc. Section AI January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi HUD Programs Most of Eden's portfolio serving special needs households — seniors and persons with disabilities — has been financed through the HUD Section 202/811 Programs, the majority of which have been processed through the HUD San Francisco Regional Office. 551 independent -living senior units and 172 units for persons with disabilities have been completed with these funds, which leveraged other local predevelopment, construction and permanent sources. PROJECT NAME LOCATION NUMBER OF UNITS COMPLETION DATE Senior Eden Lodge San Leandro 143 1980 Eden Issei Hayward 100 1984 Sequoia Manor Fremont 81 1989 Rosewood Terrace I Union City 1 45 1999 Community Heritage North Richmond 52 2000 Almond Terrace Manteca 50 2004 Wisteria Place Union City 40 2004 Vandenburgh Villa Livermore 1 40 2005 Almond Court Manteca 40 2009 Disabled Olive Tree Plaza Hayward 26 1986 Redwood Lodge Fremont 24 1989 Fuller Lodge San Leandro 26 1991 E.C. Magnolia I Hayward F21 1992 Casa de los Amigos San Jose 24 1996 Pacific Grove Fremont 20 1997 Fuller Gardens San Leandro 16 2004 Edenvale Supportive Housing San Jose 15 F2007 Currently in the pipeline is a 51 -unit senior development in San Leandro financed by HUD 202, City of San Leandro, County of Alameda HOME and CHDO funds, Federal Home Loan Bank, tax-exempt bonds and 4% tax credits. Construction is anticipated to begin in February of 2009. Additionally, Eden was recently awarded Section 202 funding for a 96 unit independent -living senior development in Fremont. Eden has several HUD -financed developments in its portfolio that have project -based Section 8 contracts. In addition, Eden is in the process of acquiring a 142 -unit family development that has a Section 8 Contract for 100% of the units. Beyond that, Eden has received project -based Section 8 contracts from the Contra Costa Housing Authority for two recent developments — Samara Terrace in Hercules and Brentwood Senior Commons in Brentwood. Eden Housing, Inc. Section Al January 23, 2009 Page 3 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Low Income Housing Tax Credit Program Eden's most recent competitive 9% tax credit project was completed in June 2008: Hayward Senior Housing is a 60 -unit (independent -living) senior rental development in Hayward serving seniors below 50% of the area median income. Since 2003, Eden has been able to successfully secure an allocation of competitive 9% low income housing tax credits in every round in which we have applied. Other recent 9% tax credit projects include: • Rivertown Place, (Antioch), completed in 2008, this $12.5 million 40 -unit family rental housing development is second phase of the downtown residential revitalization efforts in Antioch. The development serves families with incomes at or below 50% of the area median income. • Samara Terrace Apartments, (Hercules), completed in 2006, Samara Terrace is a 52 -unit senior development conveniently located adjacent to the Hercules Senior Center and the new Hercules library. This $10 Million development includes a community lounge with a full kitchen and fireplace, a computer center, trellised patios and a large community garden. • Brentwood Senior Commons, (Brentwood), completed in 2006, features 80 units serving seniors households at or below 50% of area median income. This $10 million development consists of seven residential buildings attractively arranged around a central community building and includes a swimming pool and spa. • Sara Conner Court (Hayward), completed in 2006 includes 57 apartments for families located on the site of a former gas station and dry cleaning facility. The $20.6 million development serves families at or below 60% of the area median income. Apartments are laid out surrounding a landscaped courtyard with a tot lot and barbecue areas, and the development includes a community room, computer lab and management and services offices • Wicklow Square Apartments, (Dublin), completed in 2005, features 54 units serving senior households below 50% of area median income. This $11 million high-density development represents Eden's first partnership with the City of Dublin. • Nugent Square Apartments, (East Palo Alto) completed in 2005, provides 32 units of very low income housing serving families in East Palo Alto as well as commercial office space to our partner, EPA Can Do. This $11 million project is also Eden's first completed development in East Palo Alto and San Mateo County. • West Rivertown Apartments, (Antioch) completed in 2003, this $14 million family rental housing development features 57 units affordable to households with incomes of up to 60% of area median income. • Harris Court (Hayward): a $2,500,000 rehabilitation project of 24 family units in a targeted neighborhood. Eden has been very successful at maximizing tax credit investments in its affordable housing projects. Eden has relationships with all of the major tax credit investors in the Bay Area, including US Bank, Enterprise, Merritt Community Capital, Union Bank, Aegon, and Apollo. With assistance from its financial consultants, Eden seeks to maximize the investor's pay -in on all of its tax credit projects. Eden Housing, Inc. Section Al January 23, 2009 Page 4 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Eden has also used various tax-exempt financing models, including CalHFA, private placements with Union Bank, Wells Fargo Bank, Bank of America and Citibank, and public issuances. Most of the tax-exempt financing also utilized 4% tax credits. Recently completed tax-exempt bond projects include: • Walker landing (Hayward): A 78 -unit family rental housing development financed with tax-exempt bonds held by Union Bank of California - $13.7 million for construction and $1.9 million for permanent financing. An additional $6.3 million was provided by the State Multifamily Housing Program. • Victoria Green (Hercules): A 132 -unit family rental housing development financed with tax-exempt bonds provided by CalHFA - $20 million for construction and $9.7 million for permanent financing. An additional $5,164,309 was provided by the State Multifamily Housing Program. • Downtown River Apartments (Petaluma): an 81 -unit family rental housing development financed with $11.5 million in tax-exempt bonds held by Wells Fargo during construction and $5.8 million held by California Community Reinvestment Corporation during the permanent phase. • Chesley Mutual Housing (Richmond): a 30 -unit family rental housing development financed by over $5 million in tax-exempt bonds held by U.S. Bank during construction and $1.2 million for permanent financing. • Union Court (Manteca): a 68 -unit family rental housing rehabilitation financed with $4.6 million in tax-exempt bonds held by Wells Fargo Bank during construction and $1.3 million held by CalHFA during the permanent phase. $1,681,338 was provided by the State Multifamily Housing Program. Other projects include: Ohlone Chynoweth Commons (San Jose): The Ohlone Chynoweth Commons project provides 194 units of family rental housing and was financed with a $16.2 million and $14.2 million tax-exempt construction and permanent bond, respectively, issued by the City of San Jose in a public issuance; Stone Pine Meadow (Tracy) and Owl's Landing (Livermore): These two 72 -unit family rental housing developments used tax-exempt bonds provided by the California Housing Finance Agency (CaIHFA). Stone Pine Meadow was completed in 2000 with a CaIHFA loan of $2.4 million with a total development cost of $9.5 million. Owl's Landing was completed shortly thereafter with a CaIHFA loan of $4.8 million with a total development cost of just under $14.6 million Eden Housing, Inc. Section Al January 23, 2009 Page 5 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Section Al Development Summary List City of Lodi COMPLETED DEVELOPMENTS # of Units Developed by EHI Managed by EHMI Construction Type Housing Type Housing Population Commercial Square Feet Year Completed Rehabbed Homes, Oakland 6 x Acq/Rehab Home -Owner Family 1968 Josephine Lum Lodge, Hayward 150 x x New Rent Senior 1973 Eden Lodge, San Leandro 143 x x New Rent Senior 1980 La Solana, Hayward 58 x New Home -Owner Family 1982 La Solanita, Hayward 6 x New Home -Owner Family 1982 Summerwood, Hayward 163 x New Rent Family 1983 10th & D Street, Union City 3 x x Acq/Rehab Rent Family 1982 Grove Way, Hayward 8 x x Acq/Rehab Rent Family 1982 Eden Issei, Hayward 100 x x New Rent Senior 1984 Sparks Way, Hayward 45 x x New Home -Owner Family 1984 Sycamore Square, Hayward 26 x x New Rent Family 1983 Greenhaven, Union City 250 x New Rent Family 1984 Tyrrell Gardens, Hayward 28 x New Home -Owner Family 1985 Olive Tree Plaza, Hayward 26 x x New Rent Disabled 1986 Heritage Park, Livermore 167 x New Rent Senior 1986 Huntwood Terrace, Hayward 104 x New Rent Family 1988 Cypress Glen, Hayward 54 x x New Rent Family 1987 Huntwood Commons, Hayward 40 x x New Rent Family 1988 Mission Wells, Fremont 392 CO -GP New Rent Family 1988 Ridge View, Pleasanton 200 x New Rent Senior 1989 Sequoia Manor, Fremont 81 x x New Rent Senior 1989 Baywood Apts., Fremont 82 x x New Rent Family 1990 Redwood Lodge, Fremont 24 x x New Rent Disabled 1989 Westporte, Hayward 94 x New Home -Owner Family 1990 Fuller Lodge, San Leandro 26 x x New Rent Disabled 1991 E.C. Magnolia Court, Hayward 21 x x New Rent Disabled 1992 Stoney Creek Apts., Livermore 70 x x New Rent Family 1992 Washington Creek, Petaluma 32 x x New Rent Family 1993 Villa Springs, Hayward 66 x x Acq/Rehab Rent Family 1993 Glen Eden, Hayward 36 x x New Rent Family 4,000 1993 Glen Berry, Hayward 50 x x New Rent Family 1,200 1994 Eden Housing, Inc. Section AI January 23, 2009 Page 6 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi COMPLETED DEVELOPMENTS # of Units Developed by EHI Managed by EHMI Construction Type Housing Type Housing Population Commercial Square Feet Year Completed Corona Ranch, Petaluma 74 x x New Rent Family 1994 Corona Crescent, Petaluma 16 x New Home -Owner Family 1994 The San Pablo, Oakland 144 x Acq/Rehab Rent S&D 8,500 1995 Catalonia, San Jose 50 x x New Rent Family 1995 Laulima House, Oakland 9 x Acq/Rehab Rent Family 1996 Casa de los Amigos, San Jose 24 x Disabled 1996 Emerson Arms Apt, Martinez 32 x x Acq/Rchab Rent Family 1996 Kirker Court, Clayton 20 x Rent Disabled 1996 Riverhouse, Martinez 74 x Rent SRO 2,000 1996 B Street Bungalows, Hayward 4 x New Home -Owner Family 1996 Eden Palms, San Jose 145 x x New Rent Family 1997 Pacific Grove, Fremont 20 x x New Rent F & D 1997 409 Jackson St., Hayward x x Acq/Rchab 10,000 1998 Hillview Glen, San Jose 180 x New Rent F & D 1996 Stone Pine Meadow, Tracy 72 x x New Rent Family 2000 Owls' Landing, Livermore 72 x x New Rent Family 2000 Community Heritage, N. Richmond 52 Co-Dev x New Rent Senior 10,000 2000 Parkside Glen, San Jose 180 Co -GP New Rent Family 2000 Ohlonc-Chynoweth, San Jose 194 x x New Rent Family 6,900 2000 Rosewood Terrace, Union City 45 x x New Rent Senior 2000 Harris Court, Hayward 24 x x Acq/Rehab Rent Family 2000 Virginia Lane, Concord 91 x x New Rent Family 2001 Adams Ave Homes, Fremont 17 x New Lease Family 2002 Union Court, Manteca 68 x x Acq/Rehab Rent Family 2003 West Rivertown, Antioch 57 x x New Rent Family 2003 Almond Terrace Sr., Manteca 50 x x New Rent Senior 2004 Fuller Gardens, San Leandro 16 x x New Rent Disabled 2004 Victoria Green, Hercules 132 x x New Rent Family 2004 Wisteria Place, Union City 40 x x New Rent Senior 2004 Nugent Square, East Palo Alto 32 Co -GP x New Rent Family 2005 Downtown River, Petaluma 81 x x New Rent Family 5,500 2005 Chesley Mutual Housing, Richmond (JV w/CHDC) 30 x x New Rent Family 2005 Vandenburgh Villa, Livermore 40 x x New Rent Senior 2005 Eden Housing, Inc. Section AI January 23, 2009 Page 7 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi COMPLETED DEVELOPMENTS # of Units Developed by EHI Managed by EHMI Construction Types Housing Types Housing Populations Commercial Square Feet Year Completed Wicklow Square, Dublin 54 x x New Rent Senior Population 2005 Sara Conner Court, Hayward 57 x x New Rent Family 2006 Samara Terrace, Hercules 52 x x New Rent Senior New 2006 Brentwood Senior Commons, Brentwood 80 x x New Rent Senior 2007 Edenvale Special Needs, San Jose 15 x x New Rent Disabled x 2007 Rivertown Place, Antioch 40 x x New Rent Family 2008 Walker Landing, Hayward 78 x x New Rent Family County 2008 Hayward Senior / Eden Office, Hayward 60 x x New Rent Senior 12,000 s.f. 2008 Projects Completed = 70 incl. commercial spaces Unit Totals: 5,072 54 60,100 s.f. 2010 DEVELOPMENTS IN # of Developed Managed Construction Housing Housing Density Commercial Projected PROGRESS Units by EHI by Type Type Population (DU/A) Square Feet Comp tetion EH Almond Court, Manteca 40 x x New Rent Senior 19 2009 Cannery Square Inclusionary, 55 2009 San Jose 30 x x New Rent Senior Ashland Village, Alameda County 142 x x Acq/Rehab Rent Family 19 2009 San Leandro Senior Housing, 54 2010 San Leandro 52 x x New Rent Senior Healdsburg Family, Healdsburg 64 x x New Rent Family 20 2010 Lafayette Senior Housing, 58 2011 Lafayette 48 x x New Rent Senior Palo Alto Family Housing, Palo 50 x x New Rent Family 81 22,000 s.f. 2011 Alto retail/office 9,000 s.f. 2011 Peralta Senior Housing, Fremont 98 x x New Rent Senior 33 Health Services Arroyo Vista Family, Dublin 130 x x New Rent Family 15 2011 Orinda Senior Housing, Orinda 55 x x New Rent Senior 38 2012 Arroyo Vista Senior, Dublin 50 x x New Rent Senior 25 2012 South Hayward BART, Hayward 125 x x New Rent Family 46 2012 Eden Housing, Inc. Section AI January 23, 2009 Page 8 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi DEVELOPMENTS IN # of Developed Managed Construction Housing Housing Density Commercial Projected PROGRESS Units by EHI by Type Type Population (DU/A) Square Feet Completion E D to Richmond Miraflores, Richmond 85 x x New Rent Family 63 2012 (JV w/CHDC & market rate developer) Novato Senior Housing, Novato 65 x x New Rent Senior 29 2012 Ford & Monterey Family & 95 x x New Rent Family/ 31 2012 Disabled Housing, San Jose Disabled Palo Alto Senior Housing, Palo 51 x x New Rent Senior 141 2013 Alto Projects In Progress & Pipeline: 16 1,180 31,000 s.f. Unit Totals: Eden Housing, Inc. Section AI January 23, 2009 Page 9 Almond Terrace Manteca, CA ri will. Project Summary Project Name: Almond Terrace Project Type: Affordable Senior Rentals Location: 1976 N. Union Road, Manteca, CA Number of Units: 50 Year Completed: 2004 Total Development Cost: $6,087,000 Almond Terrace is a 50 -unit senior affordable rental apartment development located in Manteca, CA. All apartments are affordable to senior 62 years of age or older with incomes at or below 50% of the area median income. The six residential buildings are a mix of one and two stories and were designed to blend with the adjacent single family neighborhood. All units have one bedroom, each has a covered entry and a front porch, and most have a rear patio or deck. The 1,840 square foot Community Building has a lobby and mail area, community room and kitchen, management offices and a laundry room. This building is centrally located and is designed to host educational, social and recreational activities. The site is designed with outdoor gathering places, wide walkways and low maintenance landscaping. Developer: Eden Housing, Inc. Architect: Mogavero Notestine Associates General Contractor: Brown Construction, Inc. 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org Almond Court Manteca, CA L i Project Summary Project Name: Almond Court Project Type: Affordable Senior Rentals Location: 2030 N. Union Road, Manteca, CA Number of Units: 40 Year Completed: 2009 Total Development Cost: $8,700,000 Almond Court is a 40 -unit affordable apartment complex for independent -living senior residents age 62 or older. The design and site plan of this development is similar to the adjacent 50 -unit Almond Terrace Senior Apartments completed by Eden Housing in 2004 and now home to 77 seniors. Almond Court consists of five buildings arranged around a courtyard. A central community building houses a multi-purpose room, outdoor patio area, laundry facility, restrooms, and the management office. A central pedestrian walkway and trellis connects the two adjacent senior developments. Each apartment is 560 square feet with one bedroom, one bathroom, living room, kitchen and dining area, and a private porch. The outdoor space includes community gardens and comfortable landscaped seating areas. The community gardens, located on the northeast side of the property, will have raised vegetable planting areas as well as a potting table. Developer: Eden Housing, Inc. Architect: Mogavero Notestine Associates General Contractor: Brown Construction, Inc. 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org Wicklow Square Apartments Dublin, CA Project Summary Project Name: Wicklow Square Apartments Project Type: Affordable Senior Rentals Location: 7606 Amador Valley Blvd., Dublin, CA 94568 Number of Units: 54 Year Completed: 2005 Total Development Cost: $11, 094, 000 Wicklow Square Apartments is a 54 -unit senior affordable housing rental apartment development in Dublin, CA. All units are affordable to seniors 62 years of age or older with incomes at or below 50% of the area median income. The building is three stories of residential units over an at - grade concrete parking garage with 30 tenant and staff parking spaces. All units have one bedroom and full kitchens for independent living. Each unit has a private balcony. Common area amenities include a lobby and mail area, reception area, community room, lounge, and central laundry. Outdoor amenities include a view deck overlooking the Senior Center, a trellised terrace and raised planter beds for tenant use. Dublin's new Senior Center is next door and a pedestrian path connects these two facilities. The development is also located adjacent to two shopping centers that include major retailers, a grocery store, pharmacies, restaurants, personal services and a small medical center. Developer: Eden Housing, Inc. Architect: Chris Lamen & Associates, Inc. General Contractor: L&D Construction, Inc. 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org L 1 ♦ %W.AL 111 V 1 \/ t/ 1 1,rj . �..�y ... _ r A • r _J:fF •:ia 7... _ - a F • V i�. 1.. �.� a, 'S Tom' ,�, � _f„ � ..�,.... * _ � '3 Y, � - .. • ...Ci'. r +h,�. � .,: 2� is �'�� - . �, '.'TT•'.: r�Y.- 4� r �-''_ ..•�t�� i�.. l � •SR r• d S Y k -�: 4. Mir ^.d"^ Aly-• � _ .- _ .�y'F �. . �•r� � . � _. , _ � �'. Project Summary Project Name: Vandenburgh Villa Project Type: Affordable Senior Rentals Location: 3300 — 3340 Gardella Plaza, Livermore, CA Number of Units: 40 Year Completed: 2005 Total Development Cost: $8,000,000 Vandenburgh Villa is a 2 1/2 -acre 40 -unit senior apartment community, named to honor one of Eden Housing's founders, William Vandenburgh, who remains an active board member. The development is financed by HUD and the City of Livermore with units affordable to seniors with incomes at or below 50% of the area median income. The development consists of four clusters of single -story buildings along a common circulation path to encourage a more intimate sense of community. All units are one -bedroom, except for a two-bedroom manager's unit. All have fenced front porches and access walks. Amenities include a 2,161 s.f. community building with community room and kitchen, laundry room, management offices, and restrooms. There is a patio, resident community garden, seating areas scattered throughout and low maintenance aesthetically pleasing landscaping. Developer: Eden Housing, Inc. Architect: Chris Lamen & Associates, Inc. General Contractor: Brown Construction, Inc. IIIA II22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org .A %0 r Its Project Summary Project Name: Brentwood Senior Commons Project Type: Affordable Senior Rentals Location: 750 Larkspur Lane, Brentwood, CA Number of Units: 80 Year Completed: 2007 Total Development Cost: $19,812,854 Brentwood Senior Commons consists of seven residential buildings attractively arranged around a central community building. The residential buildings are all two stories and have between ten and sixteen apartments in each. A security gate along with lovely perimeter landscaping surrounds the residential buildings, which in turn encircle the community center and parking areas. This design layout helps shape Brentwood Senior Commons into a community where neighbors will interact daily. All the apartments are one -bedroom and come with air conditioning and a washer -dryer unit. The apartments downstairs have patios, and the apartments upstairs have balconies for residents to each have some private outdoor space. There are 96 parking spaces total and each resident has one reserved carport space. The carports continue the buildings' architectural design, utilizing the same roofing tiles. The community area is the heart of Brentwood Senior Commons. The 2,100 sq. ft. community building, with its large meeting room and adjacent small kitchen, will host both structured and casual resident social activities. The property manager's office and the resident services office are also in the building. The community room connects with the trellis covered central courtyard and is adjacent to the pool area, where seniors will gather many warm days. There are multicolored rose bushes around the community building. The property is located within walking distance of the historic Brentwood downtown center, Brentwood City Hall, the Parks and Recreation Center, the library, the post office, and Heron Park. Residents of Brentwood Senior Commons have convenient access to public transportation on nearby Brentwood Boulevard (Hwy 4) via buses, as well as the dimes -a -ride bus route adjacent to the Oak Street side of the property. Developer: Eden Housing, Inc. Architect: Cooper Design Group General Contractor: Brown Construction, Inc. 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org \FORMS L, � qW All_. --: , IW } fill rF 4<< < I.. _ �.i ,i � �� 1 � I r��a fir ■ 1� �, -FIT i .iii Samara Terrace Hercules, CA Project Summary Project Name: Samara Terrace Project Type: Affordable Senior Rentals Location: 102 Civic Drive, Hercules, CA Number of Units: 52 Year Completed: 2006 Total Development Cost: $13,000,000 Samara Terrace is a 52 -unit senior apartment community in Hercules, CA. Contained in a three-story elevator -served building, the 52 -unit development provides one -bedroom homes for very low income seniors aged 62 years of age or older with incomes at or below 60% of the area median income. The location of this development is directly across the street from the City's Senior Center and City Hall, and immediately adjacent to the City's state-of-the-art library, currently completing construction. Atop the Civic Center area, seniors are also able to walk to local bus lines and shopping areas in Hercules. Each of the senior apartment units have one bedroom, a kitchen, a living area and full bathroom, designed for independent living. The entrances to individual apartments are along interior corridors with each unit entry featuring a corridor alcove, providing individual resident identity at each entry door. An elevator provides access to the upper floors. Common area amenities include a community room with kitchen, library/reading area with fireplace, crafts room, computer lab and exercise room for use by the residents. Other common area spaces include offices for onsite management and supportive services staff, as well as lounge areas on the first and second floors. In addition, the building incorporates a multipurpose room exclusively for use by the City of Hercules. The building's main entry is fronted by a wooden trellised concourse providing a landscaped vehicle drop-off and protected waiting area. Additional landscaping in the building's "backyard" provides courtyards and ample outdoor space for group activities, walkways, gardening and other recreational activities. Developer: Eden Housing, Inc. Architect: Pyatok Architects General Contractor: Barry Swenson Builder 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org �1 low West Rivertown Apartments Antioch, CA • ,�Ye�r:ryfi i ` Project Summary Project Name: West Rivertown Apartments Project Type: Affordable Family Rentals Location: 811 West 4th Street, Antioch, CA Number of Units: 57 Year Completed: 2003 Total Development Cost: $14,000,000 West Rivertown Apartments is a 57 -unit affordable rental development for families, located in downtown Antioch. The development represents the first implementation phase of the City's West Rivertown Urban Design Concept Plan, facilitated by Eden Housing and adopted by the City in 2000. Located on three contiguous sites, the apartments consist of a mix of one to four bedroom flats and townhouses contained in two and three story buildings. Units are affordable to families with incomes at the 30% to 60% of area median income levels. The developments includes a 2,400 square foot daycare center and a 1,600 square foot community building, which houses a computer learning center, management offices, and an 800 square foot meeting room. Additionally, streetscape improvements consistent with the Concept Plan include traffic -slowing bulb outs, brick -banded crosswalks, and pedestrian scaled streetlights. Other site features include three laundry facilities, play areas for children, and a central picnic area. Due to its location in the downtown area, West Rivertown Apartments is easily accessible to numerous amenities and public transit. Developer: Eden Housing, Inc. Architect: Van Meter Williams Pollack General Contractor: James E. Roberts - Obayashi Corp. �� IIli ll� 22645 Grand Street Hayward, CA 94541 EDEN (510) 582-1460 HOUSING www.edenhousing.org Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section A3 Community Outreach Experience Overview of Eden Housing's Community Involvement Philosophy Eden Housing has a long track record of working in partnership with public agencies and private groups to build affordable housing developments that expand affordable multifamily housing opportunities for extremely low-income families, while enhancing the fabric of the neighborhood. Eden has extensive experience in developing affordable properties in the context of a larger community, both new and existing, and particularly in the context of specific guidelines or goals established for the broader neighborhood. This ability to develop affordable housing within a set of explicit goals speaks to our ability to be sensitive to existing conditions and successfully work with localities in achieving objectives. As a developer of housing dedicated to serving lower income families, seniors and persons with disabilities, Eden's experience providing information, outreach, and opportunities for participation helps us secure the necessary support of the community. Eden's developments begin with targeted outreach, always including a series of community meetings and sometimes with more comprehensive community planning efforts. Once developments have been completed and are in operation, Eden's property management team and resident services staff work together to build and enhance community relationships and work with community service providers to maintain high-quality, service -enhanced living environments. In addition to regularly -held community meetings, Eden has organized tours for public officials and community members to view Eden properties, providing a real world sense of what density means and allowing participants to see how attractive affordable housing can be. Such a tour helped to turn the sentiment of one neighbor in Antioch that had earlier expressed concern about West Rivertown Apartments. Indeed, this neighbor appeared at many of the project's subsequent public hearings and became one of our most ardent supporters. Another important tool to secure community support is the design charette process, which provides the opportunity for neighbors and other stakeholders to shape a project's siting and design. Community Outreach Plan for the Roget Park Senior Housing Project Eden would follow this general outreach philosophy for the Roget Park project. Eden will identify certain key community stakeholders that will be integral to our outreach plan, including any neighboring property owners and residents. We plan to work closely with City staff to identify important stakeholders and reach out to them to generate feedback and support for our developments. Our first outreach would most likely be to the immediate neighbors. We would then reach out further to stakeholders in the surrounding community, with several public meetings to present our development concept, gather feedback, and respond to stakeholders' comments. Eden's focus is always upon engaging the community and responding to their needs and concerns to the best of our ability. We believe that this results in a better development and creates a positive dialogue with the community which benefits the project and the City in the long term. Earlier this year, during entitlements for a 64 -unit family project in Healdsburg, we Eden Housing, Inc. Section A3 January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi held several meetings with the Homeowners Association of the luxury condos next door to answer their questions and receive feedback. At the final Planning Commission hearing, for a project that did not require City Council approval, the Association and the Commission thanked Eden for our responsiveness, open communication, and willingness to make changes to the site plan and design to address their needs. This commendation reached the City Council, which highlighted our responsiveness to our neighbors in the recent proclamation honoring our 40th Anniversary. Examples of Eden's Community Process on Previous Projects A. Lafayette Senior Housing — Lafayette, CA (in development) Methods of Community Outreach Eden Housing has worked extensively with the 6 -person City of Lafayette's Senior Task Force comprised of City Council, Planning Commission, and community members. The Task Force was responsible for identifying the need for affordable senior housing in the downtown corridor. In January 2007, Eden was chosen as the developer, along with the architectural design firm of Van Meter Williams Pollack, in response to the City of Lafayette's Request for Qualifications. Per the City's request, Eden was to identify a site appropriate for this use. In December of 2008, Eden acquired a .80 acre vacant parcel on Mt. Diablo Boulevard in downtown Lafayette that was previously used as a used car lot. Eden has been working in close collaboration with the Senior Task Force ever since being chosen as the non- profit developer. Throughout the project planning process, the Task Force has been informed of all the developments and issues that have arisen. The Task Force was in turn a liaison between the City of Lafayette, the community stakeholders, and Eden Housing. Notably, the Task Force recommended and coordinated a series of workshops that included City Council, Planning Commission, and Design Review members. These meeting were extremely valuable to Eden Housing as they allowed for early input on design and planning. The collaboration between Eden and the Senior Housing Task Force was so effective that at the time Eden formally applied for land use entitlements, the City of Lafayette was able to easily approve the project. The overall community was in support of the project from the very early stages of the project. Eden kept the community surrounding the property informed on the project by publishing mailings and notices prior to public meetings such as Design Review, Planning Commission, and City Council Hearings. B. Sara Conner Court- Hayward, CA (completed 2006) Methods of Community Outreach The site selection and design of Sara Conner Court responded to long-standing desires of the Fairway Park Neighborhood Association as expressed through the Fairway Park Neighborhood Task Force's work on the Fairway Park Neighborhood Plan. The Sara Conner property was occupied for many years by a run-down milk and juice processing plant and a long abandoned gas station that the neighbors were eager to see replaced with an attractive new development. Eden's new affordable housing development on this site has pleased both the City of Hayward and the neighborhood. This highly visible property, located on Mission Boulevard at the Eden Housing, Inc. Section A3 January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi southeastern entrance to the City, was redeveloped with housing so attractive that many passersby think it is a condominium property. The development included the installation a traffic signal at the intersection of Mission Boulevard and Lafayette Avenue that the Fairway Park Neighborhood Association had been requesting for over ten years. The City considered vacating all or a part of Lafayette Avenue in connection with the development and two site plan options, one with partial and one with total vacation, were presented to a community meeting held at Treeview Elementary in February 2004. Neighbors wanted the street narrowed to calm traffic that speeded through from the state highway Mission Boulevard to the neighborhood streets. While neighbors would have liked it if public open space could be created through the total street vacation, they were more concerned with the challenge of finding another way out of their neighborhood if Lafayette access was closed off. As a result, Eden and the City decided to partially vacate the street. A revised site plan was presented at a March 2004 community meeting, which respected the neighborhood's partial street vacation preference and addressed other neighborhood comments by providing additional parking on site, installing stop signs on Lafayette, and not allowing parking on Lafayette since the street had a history of attracting nuisance vehicles. When Eden had to send a public notice notifying the neighborhood about a necessary environmental clean-up and inviting comments, the project manager called the president of the Fairway Park Neighborhood Association and the manager of the Fairway Park Shopping Center to explain the notice and the nature of the cleanup. Based on these proactive phone calls and the positive interaction the community had with Eden during the design phase, there were no comments on the clean-up plan. C. Downtown River Apartments - Petaluma, CA (completed 2005) Methods of Community Outreach Eden Housing staff served on the advisory committee that led the extended community process which resulted in the Central Petaluma Specific Plan. This revitalization program calls for an exciting and diverse mix of new commercial and residential uses. Downtown River Apartments incorporates many of the revitalization and urban design goals of the Specific Plan, including incorporating ground floor commercial space and a public pedestrian walkway along the Petaluma River. Eden met on numerous occasions with the City's Site Plan and Architectural Review Committee (SPARC). In response to several great suggestions from SPARC, Eden modified the design by setting the building back an additional six feet to create a wider sidewalk and adding a rear balcony overlooking the children's play area. Eden reached out to local residents and architects who participated in design charettes for Basin Street, a new commercial development also located in the Specific Plan area, to request feedback as we designed our building. Eden requested specific feedback on the property's relationship to the street, particularly as it related to the accessibility of the retail storefronts, and identified constraining factors like the flood zone, zero net fill and setback requirements. Eden also sought Eden Housing, Inc. Section A3 January 23, 2009 Page 3 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi feedback on the exterior building treatment, which was designed to reflect the community's history. D. West Rivertown, Antioch CA (completed 2003) Methods of Community Outreach Eden Housing and Van Meter Williams Pollack, Eden's architect, assisted the City of Antioch Community Development Department in developing a Conceptual Master Plan for the West Rivertown Area. Through a six-month process, including three community meetings, the community developed a framework for guiding development opportunities in the future. Property owners, residents, and businesses within the planning area were invited to participate in the process. Special invitations were extended to the Rivertown Business Association, Antioch Chamber of Commerce, and city representatives from the City Manager and City Attorney offices, and the Public Works and Engineering, Community Development, Neighborhood Improvement, Economic Development, Building, and Police Departments. The community meetings were hosted at the Police Department. The first meeting was held in November 1999. Community members were invited to identify opportunities and challenges and to share ideas for West Rivertown development. The second meeting was held in January 2000 and proposed development scenarios, proposed development prototypes, and the streetscape master plan were reviewed. The Conceptual Master Plan findings and summary were presented to a third meeting and subsequently adopted by the Antioch City Council in March 2000. At the conclusion of the master planning process, Eden Housing and Van Meter Williams Pollack, held a community meeting to share plans to move forward with the first phase of the Plan, which was the development of West Rivertown, new construction of multifamily rental housing on the City -owned parcels located at the corner of 4th and J Streets. Eden Housing, Inc. Section A3 January 23, 2009 Page 4 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section B1 Eden Housing Management Inc. Because Eden Housing maintains permanent ownership of the rental properties it develops, it is committed to assuring that they are well managed. Eden's property management and resident services subsidiaries are key to maintaining the projects as well-managed and healthy communities. Eden Housing, Inc's management subsidiary, — Eden Housing Management, Inc. (EHMI) was established in 1984 and has provided professional, quality management for Eden's properties since then. EHMI currently manages more than 3,000 units of rental housing at 55 properties for Eden Housing and third party owners with the goal of ensuring that properties remain an asset to and are an integral part of the communities in which they are built. EHRSI, Eden Housing Resident Services, Inc., was formed in 1995 as the Resident Services Department of EHMI and was incorporated as a separate affiliated agency of Eden Housing in 1998. EHRSI's two divisions, Family Services and the Senior and Disabled Services Division, provide services to over 3,000 low-income individuals. Together, the companies bring a combined package of experience and expertise which covers the spectrum of activities involved in developing, owning, managing and servicing a high quality housing development. This combined effort assures the quality design and construction of the project is preserved through the careful long-term maintenance of the property and ongoing care and service to residents. MARKETING AND LEASING EXPERIENCE One-fourth of Eden's development activity has been senior housing with more than 1,254 units of senior housing developed since Eden's inception. Consequently, Eden has extensive experience marketing, leasing, and operating senior apartments. At Eden, marketing senior communities begins in the design phase of the project where Eden implements its stringent design standards to include amenities and floor plans that facilitate and promote independent living for seniors that will enable them to age in place. Likewise, a long history of collaborative work with community senior services assists Eden in implementing services in its apartment homes that meet the needs of seniors who want to stay in their local communities. All units managed by EHMI are marketed in accordance with affirmative marketing requirements and Fair Housing laws. Prospective renters are recruited through a marketing strategy designed to ensure equal access to appropriate -sized units for all persons in any category protected by feral, state or local laws governing discrimination. In addition to Eden's decades of experience in these areas, EHMI also uses industry leading technology to help track its obligations at all spectrums of affordability Because of the variety of financing mechanisms used by Eden to develop properties, EHMI has extensive experience in the marketing and management of units governed by a variety of, and often layered, regulatory requirements. Due to pent up demand for affordable senior housing, Eden Housing, Inc. Section BI January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi EHMI has created a transparent process for resident selection and successfully communicates the procedures ahead of time so that those with the best chance of meeting the income qualifying criteria are well represented in the applicant pool. EHMI also has experience integrating additional selection criteria required by local jurisdictions such as preferences for households who live and/or work in the local jurisdiction, or who are non-smokers. To meet the challenge of gathering a large enough applicant pool that will qualify across all the complex criteria is challenging and so EHMI usually begins marketing six months prior to occupancy and works with local community groups to outreach to the targeted population. Outreach is done thorough local senior citizen centers, community recreation facilities, libraries, community newspapers, social service agencies, church and religious groups, and other appropriate contacts. EHMI's most recent senior development was 100% leased within one month of being ready for occupancy and 60 households moved in with three weeks of project completion. EHMI is currently leasing a senior project in Manteca and has received 120 applications for 40 units. MANAGING AND OPERATING EXPERIENCE The effectiveness of our property management function can be gauged by Eden's portfolio -wide very low vacancy rate of less than 1.5%. EHMI successfully markets units to tenants that are eligible, that can be recertified year after year as required by most of our funding sources, and that when they move out are quickly replaced by other applicants on well-managed waiting lists. The vacancy rate for our senior projects is even lower portfolio -wide. Eden takes a holistic approach to property management, focusing on four key aspects of property management: • Human: Emphasizing the importance of customer service and creating communities greatly enhances the living environments that Eden builds. Our management and services staff work as a team to provide management and resident services that go beyond bricks and mortar to promote aging in place for our seniors, provide economic opportunity for our families, and facilitate Eden's goal of building communities. • Physical: Investing in high quality design and materials at the outset and having a strong ongoing maintenance program as well as strategic capital plan for the properties. • Financial: Structuring the financing of the project to assure that it is adequately funded to provide a high quality ongoing management program and sufficient reserves to assure long-term capital needs can be met. • Policy/Compliance: Assuring that our properties comply with the myriad of public funding restrictions that are placed on them. Eden's pride of ownership and its high quality management are apparent in the curb appeal of its projects. This gives residents pride in where they live and is a major factor in Eden's low vacancy rates. Furthermore many of the communities where Eden has built multi -family communities have invited us back to develop new affordable homes for seniors and families. Eden believes strongly that our properties serve as long-term assets for these partner communities, and is very dedicated to effective property management as part of maintaining these assets for Eden and for our partner communities. Eden Housing, Inc. Section BI January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Section B2 Eden Housing Resident Services Inc. City of Lodi Eden Housing Resident Services, Inc. (EHRSI) provides a wide range of programming across Eden's portfolio of senior properties. Using Eden staff and local partners, we work to identify service amenities that facilitate a higher quality of life and economic advancement for our residents. The primary goal of Eden's senior resident services is to allow our seniors to `age in place.' We aim to provide our seniors with the daily support that they need as well as access to valuable resources within their communities. Eden currently provides services at 11 of its 14 senior properties. In our current pipeline we will be adding an additional six sites, totaling 348 senior units. As a result of our four properties, including two senior communities, in San Joaquin County Eden will be well -situated to provide services to the residents of Roget Park Senior Housing in Lodi. Services programming at our senior sites includes: • Community groups — exercise/movement/nutrition classes, budget management/fraud prevention/financial education, personal security and safety preparedness, local transportation options (Paratransit, taxi services/vouchers, bus schedules/stops/accessibility etc.) • Individual and/or group support services addressing health/nutrition/wellness issues — provided onsite or in the nearby community — flu shots (available to residents annually), wellness clinics (hearing, podiatry, blood pressure, glucose screening, etc.), food bag distribution, etc. In addition to scheduled groups/services, educational/informational pamphlets will be made available to residents. • Informal self-help, peer support groups (walking, arts, cooking, reading groups etc.). • Maintain updated resource notebook for access by residents and property staff. Notebook will include an updated list of community resources/classes available to seniors (adult school activities, park and rec. activities, church groups etc.) as well as other relevant community resources (health, legal, shopping, financial, transportation, volunteer opportunities, cultural events, social services etc.). • Monthly newsletter • Community groups (self-enrichment/personal growth) — arts and crafts, ESL, music, culturally based activities, movies, social events, CHAT groups, Tea N Talk etc. Services programming available to all Eden residents includes: • Howard T. Collins Memorial Scholarship Program — Deserving Eden Housing residents seeking an education and job training skills have a unique opportunity to apply for financial assistance through Eden's Howard T. Collins Memorial Scholarship Fund. The Scholarship Fund, which commemorates a longtime Eden board member who was especially interested in education, was started in 1993 by Eden's board of directors as a means to recognize the potential of Eden residents who are striving to improve their lives. Each year Eden gives between 15 and 35 residents some monetary assistance in Eden Housing, Inc. Section B2 January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi meeting their goals. The criteria used to select awardees include academic qualifications, need, community service, and scholastic and personal references. In addition to the work of our on-site Services' staff, we are proactive in collaborating with local organizations. By working together we are able to provide more programs that meet the unique needs of our resident populations. Not only has this proven to be a cost- effective way to support our residents, but it also allows us to better address the diversity of our residents. Rather than re- create a program, we are able to develop beneficial working relationships with local programs and focus our attention where there are gaps in services. Eden Housing, Inc. Section B2 January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Section C The Board of Directors Timothy Reilly, President Vice President, Fremont Business Banking Group, Union Bank of California Affiliations PAC Board Member, Chamber of Commerce, Fremont City of Lodi Past Chairman, Chamber of Commerce, Fremont Co-founding board member and CFO of private middle- school and high school - Alsion Former District Chair, Boy Scouts of America Co -Founder Board Member, Redwood Lodge Advisory Board Member, Tri -City Homeless Coalition, Former Board Member, Sisters of the Holy Family Former Advisory Board Member, World Institute on Disability Former Advisory Board Member, Women in Technology Foundation John Gaffney, Vice -President Senior Manager, Marketing Programs, CISCO Systems Affiliations Formerly a Senior Manager of Business Development, a Chief Financial Officer and Project Director in Bay Area technology industry Community Fellow, Director Business Development CISCO Systems --pioneered program to aid nonprofits with technology adoption Graduate of Stanford University (with honors) and Harvard School of Business Administration Calvin Whitaker, Secretary Administrative Aide, Development Services Department, City of San Leandro Affiliations American Planning Association - Planning & Black Community Division William Vandenburgh, Treasurer, Founding Director Retired Professor of Physical Education Former Executive Dean, CSUH Affiliations Vice -Chairman, Alameda County Leadership Board -United Way, Alameda County Chairman, Community Building Committee -United Way, Alameda County North American Society of Sport History Jesus Armas, Director Consultant Former City Manager of Hayward Eden Housing, Inc. Section C January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development Sheila Burks, Director Director, Fannie Mae Bay Area Community Business Center (BACBC) Former Senior Deputy Director, Fannie Mae Bay Area Partnership Office Recipient of a Fulbright Teaching Assistantship in Paris, France Henry (Hank) Deadrich, Director Real Estate Broker Affiliations Past President, San Leandro Chamber of Commerce, 1988 Past President, San Leandro Scholarship Foundation, 1971-1986 Member of the Assessment Appeals Board for Alameda County, 1971-1975 Member of the Southern Alameda County Association of Realtors since 1962 Licensed Real Estate Agent, 1962 City of Lodi Kathleen Hamm, Director Economic Consultant Affiliations National Development Council, 1994 Published 14 Reports and Studies on Economic Development between 1970 and 1991 Nick Randall, Director Exec. VP, DynEd International, Inc. President, DynEd Asia, Ltd Affiliations Vice Mayor, Hayward City Councilman 1976-1980, 1990-1994 Vice Chair, Alameda Co. Solid Waste Management Board Chairman, Hayward Unified School District Surplus Site Utilization Committee Member, National Committee Against Discrimination in Housing President, Harder -Tennyson Community Organization Member, Hayward Human Relations Commission Tim Silva, Director SVP Regional Community Development Director, Wells Fargo Bank Greater Bay Region Adjunct Professor, College of Business, Cal State East Bay Affiliations Trustee/Past Chair, Cal State University East Bay Educational Foundation Advisory Board Member, Los Medanos Community College Board Member, Peralta Community College District Chair, California State University East Bay College of Business Advisory Board Board Member, Economic Development Alliance for Business — Alameda & Contra Costa County Eden Housing, Inc. Section C January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Pauline Weaver, Director Assistant Public Defender, Alameda County Affiliations Standing Committee on Gavel Awards, American Bar Association State Bar California, Board of Governors Past President, National Conf. of Women's Bar Associations Past President, California Women Lawyers Ilene Weinreb, Director Affiliations Eden I & R, President City of Lodi Chair, Board of Satellite Senior Housing Board member, Merritt Community Capital Corp. Board member, N. California Community Loan Fund Community Volunteer, SRO Restoration Project Earthquake Housing Committee Bay Area Community Services (BACS) BACS on Autism BACS Mental Health Committee Board member, Alameda County Medical Center Keith Land, Director Emeritus Community Development Officer, Farmers & Merchants Bank Affiliations Former City Council Member, City of Lodi; Mayor in 1999 Director, Lodi Redevelopment Agency Board Commissioner, San Joaquin County Parks & Recreation Commissioner/Chair, San Joaquin Co. Housing Authority Commissioner/Vice-Chair, San Joaquin CO LACCO Board Member, Council, Fed. Reserve Bank of San Francisco - Board Member, Consumer Counseling of Mid -Counties Director, American Red Cross Board Board Treasurer, Community Partnership for Families/San Joaquin County Boards: Boys & Girls Club, Kiwanis Club Sal Tedesco, Director Emeritus Retired HUD Official Affiliations Former Chairperson, Municipal Advisory Council of Castro Valley Planning & Zoning Committee, Castro Valley Changer of Commerce Member, Alameda County Advisory Commission on Aging Eden Housing, Inc. Section C January 23, 2009 Page 3 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section C Eden Housing Development Team Executive Director Linda Mandolini Professional Career Linda Mandolini has served Eden Housing in several capacities, first as a project developer, next as the Director of Real Estate Development, and since 2001, as Executive Director. She is accountable to an active volunteer board of directors. Ms. Mandolini oversees all the affordable housing production, resident support services and property management components of the organization, and their combined annual operating budget of more than $4 million. She is ultimately responsible for Eden's housing development pipeline which consists of up to 15 projects at any given time, a growing property management portfolio presently consisting of more than 5,000 rental housing units and a staff of 140 people. Prior to rejoining Eden Housing as the Director of Development, Ms. Mandolini was the Transportation and Land use Director at the Silicon Valley Manufacturing Group based in San Jose, CA. Before joining Eden Housing, Ms. Mandolini worked as a lender and developer of affordable housing with several entities in Boston, Massachusetts, including Director of Real Estate Development for the Codman Square Neighborhood Development Corporation, and manager of the Real Estate Portfolio for the Massachusetts Community Development Finance Corporation. Ms. Mandolini received her Bachelor of Arts degree at Wheaton College in Massachusetts and was Magna Cum Laude and Phi Beta Kappa. She earned a Master of Business Administration at Boston University. She is Vice -Chair of the Board of Directors of the Housing Trust of Santa Clara County, on the steering committee for the Contra Costa County Housing Trust, and is Vice -President of the Nonprofit Housing Association of Northern California. Ms. Mandolini is a former member of the Menlo Park Housing Commission (appointed) and Town of Scituate, MA Planning Commission (elected.) Education Boston University, Boston, Massachusetts Master of Business Administration Wheaton College, Norton, MA Bachelor of Arts, Political Science and Urban Studies, Magna Cum Laude, Phi Beta Kappa Professional Affiliations President, Nonprofit Housing Association of Northern California Member, Silicon Valley Housing Leadership Council Vice Chair, Housing Trust of Santa Clara County Steering Committee, Contra Costa County Housing Trust Eden Housing, Inc. Section C January 23, 2009 Page 4 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Chief Financial Officer Terese McNamee Professional Career Terese McNamee joined Eden Housing in December as Chief Financial Officer, heading accounting, finance, asset management, information technology and human resource operations for Eden, its affiliates and ownership entities. Ms McNamee manages the financial affairs of Eden and its affiliates, to assure the financial compliance and integrity of Eden's operations and properties. Before joining Eden, Ms. McNamee was the Vice President - Asset Management & Strategic Planning at Mid -Peninsula Housing Coalition, overseeing the asset management, finance and accounting functions, managing the relationships with investors and lenders, setting long term strategy for properties including financing and rehabilitation, and overseeing corporate budgets and financial performance. Prior to her position with Mid -Peninsula Housing Coalition, Ms. McNamee worked for Westwood Company in San Jose as a Property Manager/ Asset Manager, and also worked as a Development Project Manager for Metca Properties, Las Vegas. Education San Jose State University Master of Business Administration Santa Clara University Bachelor of Science, Marketing Eden Housing, Inc. Section C January 23, 2009 Page 5 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Chief Operating Officer Jan Peters City of Lodi Professional Career Ms. Peters joined Eden in October of 2006 as Director of Property Operations, and was promoted to Chief Operating Officer in January of 2009, after serving for three years as President of WNC Management, Inc. in Irvine, and four years as Vice -President and Director of Property Management for Design Center Housing Services, Inc. in Los Angeles. She has brought more than twenty years of experience in property management, Human Services and Social Work to Eden Housing Management, Inc. Jan is a former Director of AHMA, an instructor in Advanced Property Management and holds several property management certifications. She oversees EHMI's affordable rental housing portfolio of more than 3,000 units and supervises a team of property supervisors and compliance staff, all of whom are dedicated to the highest quality of service in property management. She also oversees the resident services, human resources and administration departments. Education/Certifications/Associations Rutgers, The State University of New Jersey M.S. W. Antioch University, Philadelphia, PA M. Ed AHMA, former Director Housing Credit Certified Professional (HCCP) National Compliance Professional -Executive (NCP -e) Licensed Real Estate Broker -California Instructor, Advanced Property Management Certified Occupancy Specialist Eden Housing, Inc. Section C January 23, 2009 Page 6 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Director of Resident Services Jennifer Reed Professional Career Jennifer Reed oversees services and program development and provision for residents of Eden Housing's rental Housing portfolio. Eden's resident support services are provided through a nonprofit resident services affiliate, Eden Housing Resident Services, Inc. (EHRSI). In addition to her direct responsibility for the design and implementation of EHRSI's after-school and summer programs for youth and families, she also works closely with Property Managers who do not have the benefit of a Services Coordinator to bring valuable programs to their sites. She directly supervises EHRSI's staff of on-site Service Coordinators at family properties as well as at our senior and special needs facilities, and also supervises the Manager of Computer -Assisted Education. Ms Reed has sixteen years of experience working with youth and families in the nonprofit sector. In addition to her BS in Psychology and M.A. in Applied Psychology, she graduated in 2006 from the year- long in-depth MAP Northwest Leadership Training program sponsored by LISC for affordable housing professionals. Ms Reed taught English in Mexico for 5 years, and is fluent in Spanish. Education Golden Gate University, San Francisco, CA M.A. Applied Psychology w/ emphasis in Organizational Development and Behavior. Union College, Schenectady, NY B.S. Psychology LISC/MAP Northwest Leadership Training, 2005-06 Eden Housing, Inc. Section C January 23, 2009 Page 7 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Director of Real Estate Development Andrea Papanastassiou Professional Career Andrea Papanastassiou recently joined Eden Housing as Director of Real Estate Development. She directs Eden's development activities and supervises the 8 -member development team, overseeing a pipeline of over 1,700 units in up to twenty projects. Under her leadership, development carries out all phases of housing production from feasibility studies through acquisition to project completion. Before joining Eden, Ms. Papanastassiou held a host of real estate development positions at Mid - Peninsula Housing Coalition, most recently serving as the Development Manager with oversight responsibility for day-to-day operations for the development department. During her nine years with Mid -Peninsula, she developed over 600 affordable apartments for families and seniors in San Mateo, Santa Clara, Santa Cruz, and Napa counties, and supervised a development pipeline of 1,300 apartments and homes in seven greater Bay Area counties. Her projects have won design awards from Sustainable San Mateo County, Pacific Coast Builders Conference, and Builder Magazine. Education UCLA Graduate School of Public Policy and Social Research Master of Arts, Urban Planning Brown University Dual Bachelor of Arts with Honors, Environmental Studies and Urban Studies Professional Affiliations Vice President, Housing Leadership Council of San Mateo County Task Force Co -Chair, HOPE: 10 -Year Plan to End Homelessness in San Mateo County Member, East Bay Housing Organizations Eden Housing, Inc. Section C January 23, 2009 Page 8 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Associate Director of Development Kathryn (Kathy) Schmidt Professional Career In 2000, Kathy Schmidt brought to Eden extensive experience in the fields of housing and planning. She is a licensed architect and has a broad background in planning, design, business and community participation. Before joining Eden Housing, Ms. Schmidt had a private architectural practice focusing on residential design and consulting. She has written design guidelines for residential developments and consulted in communications, market research and workplace research. Ms. Schmidt was an Associate at Spencer Associates, Architects and Planners, both before and after attending business school. She managed a wide range of public and private projects including residential projects and environmental centers and museums. She served as business manager for the firm as well. Ms. Schmidt also wrote and published The Home Remodelinggement Book, a guidebook to help homeowners plan, organize and maintain control of the remodeling process. Since joining Eden, she has completed two projects in Manteca - Union Court Apartments, a 68 -unit rehab development for families, and Almond Terrace Senior Apartments, a new 50 -unit senior project. In 2005, she completed a new 54 - unit senior development in Dublin, Eden's first development in that city. Ms. Schmidt is currently responsible for a new infill development in Palo Alto that will involve the redevelopment of an entire block on Alma Street near the downtown Caltrain station into a mixed-use development that includes 22,000 square feet of commercial retail and office space and 101 units of affordable family and senior housing. She is also leading the redevelopment of the 150 -unit Arroyo Vista Public Housing development in Dublin into 180 units of affordable family and senior housing and a childcare center, and 200 units of market rate for -sale homes to be developed by Eden's partner, Citation Homes. Ms. Schmidt has been a California licensed architect for 25 years and served on the Palo Alto Planning Commission for 11 years. Education Stanford University, Stanford, CA Master of Business Administration Master of Architecture Bachelor of Arts, Architecture Professional Affiliations County of Santa Clara Planning Commission, Commissioner American Institute of Architects, Santa Clara Valley Chapter Redwood City Child Development Program, Board Member Baer Foundation, Board Member Gamble Garden, Membership Committee Eden Housing, Inc. Section C January 23, 2009 Page 9 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Associate Director of Development Katherine (Katie) Lamont. Professional Career Katie Lamont moved to the Bay Area from Los Angeles in 2003. Ms. Lamont gained experience at the Los Angeles Community Design Center, where she managed Las Brisas Community Housing, a residential rehabilitation and neighborhood revitalization project that won a 2006 CRA Award of Excellence, among other projects. She was also a Summer Associate for the Florida Community Loan Fund and an intern with the Los Angeles Housing Department, where she prepared housing policy briefings and worked with a citywide team to identify and map problem properties. She spent three years with Housing Opportunities Project for Excellence (HOPE) in Florida, first as a Program Coordinator, then as a satellite office manager with diverse responsibilities that included client intake, counseling and referrals, research, writing, working on HUD fair housing plans, investigating fair housing complaints and training volunteers. In 2005, Ms. Lamont completed Wisteria Place, a 40 -unit senior development in Union City. There, she also coordinated Eden's first public art project, a requirement of the City. In 2006, she completed a 57 - unit family housing development, Sara Conner Court, which was one of the first Green Point Rated developments. She just completed Walker Landing, 78 units of family rental housing on a former pickle plant, as part of an inclusionary partnership with two homebuilders in Hayward. Ms. Lamont is presently developing a large project of 180 units (80 rental, 100 homeownership) with challenging CEQA issues in collaboration with a market developer on former agricultural land (family nurseries) in Richmond. She is also managing the development of Fremont Senior Housing, which will include a 9,000 square foot senior health facility, and the 125 -unit inclusionary component of a mixed-use master development at the South Hayward BART station. Education UCLA Graduate School of Public Policy and Social Research, Master of Arts Brown University Bachelor of Arts LISC-Housing Development Training Institute UCLA -Mediation Training National Foundation for Consumer Credit -Housing Counseling Training Program Eden Housing, Inc. Section C January 23, 2009 Page 10 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Senior Project Developer Woody Karp Professional Career Woody Karp joined the Eden Housing Development team in 2001. Mr. Karp is a member of the California Bar and prior to coming to Eden, practiced law for 18 years with an emphasis in real estate and coverage litigation. Since joining Eden, Woody completed a 57 -unit family tax credit development and a 40 -unit family tax credit development in Antioch, a 132 -unit family tax credit development in Hercules; a 30 -unit new family tax credit development in Richmond, secured the financing and entitlements for an 80 -unit senior housing tax -credit development in Brentwood, and recently completed a mixed-use 60 -unit senior housing tax -credit and commercial office development in Hayward. He is presently working on a 46 -unit senior development in Lafayette and a 55 -unit senior development in Orinda. Education Golden Gate University, San Francisco, CA School of Law, Juris Doctorate University of Wisconsin, Madison, WI Bachelor of Arts: Sociology and Behavioral Sciences and Law LISC-Housing Development Training Institute Professional Associations & Affiliations American Bar Association State Bar of California- Real Estate Section Alameda County Bar Association Urban Ecology Project Developer Monica Garcia Professional Career Ms. Garcia joined the Eden Housing Development Team in 2005. Prior to coming to Eden, Ms. Garcia gained extensive affordable housing development experience in the Bay Area, completing projects in San Francisco, Oakland, Berkeley, and East Palo Alto. Ms. Garcia has also worked in the affordable housing development industry in Colorado on a project in Denver and a project in rural Colorado. Before her career in affordable housing, Ms. Garcia worked for a de -construction and salvage company, specializing in recycling building materials. Since joining Eden, Ms. Garcia completed a 30 -unit new development in Richmond, an 80 -unit senior housing tax -credit development in Brentwood, and a 15 -unit special needs development in San Jose. She is currently managing the development of a 64 -unit family development in Healdsburg and a 26 -unit senior development in Hayward. Education University of California, Berkeley Bachelor of Arts Professional Associations & Affiliations East Bay Housing Organizations, Member Eden Housing, Inc. Section C January 23, 2009 Page 11 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Project Developer Faye Blackman. Professional Career Mrs. Blackman joined Eden Housing Development in 2007. Mrs. Blackman has been developing housing for five years throughout the Bay Area. Previously before coming to Eden, she was at AF Evans Development, where she managed a diverse portfolio of 588 market rate and affordable multifamily units in various stages of development. Prior to her development career, Mrs. Blackman worked for Habitat for Humanity in New York City as an AmeriCorps Leader. Mrs. Blackman is presently working on a proposed 64 -unit senior housing opportunity in Novato. She is also managing a 40 -unit senior HUD project in Manteca currently under construction. Education Cornell University, Ithaca, New York Bachelor of Science Professional Affiliations Mrs. Blackman is a member of US Green Building Council and Housing Action Coalition. She is also a LEED Accredited Professional. Project Developer Andrea Osgood Professional Career Ms. Osgood joined the Eden Housing Development Team in 2008. Prior to coming to Eden, Ms. Osgood gained affordable housing development experience in Los Angeles, working on mixed-use, multi -family projects for the Los Angeles Community Design Center. Before her career in affordable housing, Ms. Osgood worked as a construction management consultant for Capital Projects of UC Berkeley and was involved in nearly every phase of large rehab and new construction projects — from planning and development through funding and construction. She also gathered experience in construction litigation and public contracting as a lead paralegal in the construction group of the San Francisco law firm, Hanson Bridgett Marcus Vlahos & Rudy. Education UCLA Graduate School of Public Policy and Social Research Master of Arts, Urban Planning Pomona College Bachelor of Arts with Honors, Psychology Professional Associations & Affiliations Women in Transportation, SF Bay Area Chapter Board Member Greenbelt Alliance, Compact Development Team Member Eden Housing, Inc. Section C January 23, 2009 Page 12 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Section C Awards & Recognitions City of Lodi Eden Housing, Inc. 2007 Eden Housing named one of the Top 50 Affordable Housing Developers in the U.S. by Affordable Housing Finance Magazine 2006 California Housing Consortium Hall of Fame - in recognition of Eden Housing's contribution to fostering the creation of affordable housing throughout California 2006 City of Hayward Business Environmental Achievement Award 2005 Citibank Recognition for `Making Our Communities Better' 2004 Energy Star for Homes -Outstanding Achievement Award - U.S. Environmental Protection Agency 1993 Great Western Bank Great Western Housing Award Sara Conner Court, 57 rental units for families in Hayward 2007 Finalist, Readers' Choice Awards for Family Housing, Affordable Housing Finance Magazine Victoria Green, 132 rental units for families in Hercules 2005 Merit Award, Gold Nugget, Builders Magazine 2005 National Assoc. of Local Housing Finance Agencies Award (NALHFA) West Rivertown Apartments, 57 rental units for families in Antioch 2004 Property of the Year - Merritt Community Capital Corporation 2004 Project of the Year, Merritt Community Capital Corporation: For Revitalizing a Distressed Neighborhood and Providing High Quality Affordable Housing Adams Avenue Homes, 17 affordable homes for first-time homebuyers in Fremont 2004 California Redevelopment Association Award of Excellence in Single -Family Residence Category Ohlone-Chynoweth Commons, 194 rental units for families in San Jose 2002 Platinum Award -Best Smart Growth: Builder's Magazine 2000 Sierra Club Smart Growth Development recognition 2000 Federal Home Loan Bank, Community Partnership Award 2001-2002 Finalist, Fannie Mae Maxwell Awards of Excellence 2002 First Annual Prometheus Prize — The Prometheus Foundation & The Housing Trust of Santa Clara County, Honorable Mention Fuller Gardens, 16 rental units for people with developmental disabilities in San Leandro 2004 City of San Leandro 2004 Planning and Design Awards New Residential, Multi - Family: Michael Pyatok, Architect Eden Housing, Inc. Section C January 23, 2009 Page 13 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Community Heritage Senior Apartments, 52 rental units for seniors in North Richmond 2005 California Redevelopment Agency (CRA) Award of Excellence for Best Mixed -Use Project 2003 National Association of Home Builder's Senior Housing Council Gold Award for Affordable Senior Housing 2000 Gold Nugget Award of Merit, Mixed Use Design, HOME Award — National Association of Local Housing Finance Agencies Rosewood Terrace, 45 rental units for seniors in Union City 2000 Pacific Coast Builder's conference recognition Eden Palms Apartments, 145 rental units for families in San Jose 1998 Merit Award for Excellence in Design, American Institute of Architects, California Council 1998 Gold Nugget Award of Merit, In Recognition of Excellence and Value 1997 SAMCO Award, Outstanding Project Award 1997 Gold Nugget Award of Merit, Best Affordable Housing- Attached The San Pablo, 144 rental units for seniors in Oakland 1997 Fannie Mae Maxwell Awards of Excellence - Honorable Mention Program for the Production of Low -Income Housing 1996 Tax Credit Excellence Award Pacific Grove, 20 rental units for disabled in Fremont 1997 Gold Nugget Grand Award Judges Special Award of Excellence B Street Bungalows, 4 single family homes for first time homebuyers in Hayward 1997 Gold Nugget Grand Award - Best Affordable Detached Community Stoney Creek, 70 rental units for families in Livermore 1995 Gold Nugget Grand Award - Best Apartment Project - 1-3 stories 1993 NAHRO Award of Merit, Project Design Glen Eden, 36 rental units for families in Hayward 1994 NAHRO National Award of Excellence E.C. Magnolia Court, 21 rental units for physically disabled in Hayward 1993 NAHRO Awards of Merit, Project Design and Administrative Innovation Fuller Lodge, 26 rental units for developmentally disabled in San Leandro 1992 NAHRO Award of Merit Eden Housing, Inc. Section C January 23, 2009 Page 14 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Sequoia Manor, 81 rental units for seniors in Fremont 1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects) Redwood Lodge, 24 rental units for physically disabled in Fremont 1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects) Baywood Apartments, 82 rental units for families in Fremont 1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects) Olive Tree Plaza, 26 rental units for physically disabled in Hayward 1987 NAHRO Northern California Chapter, Housing Project Design Award Tyrrell Gardens, 28 owner -built townhomes in Hayward 1985 NAHRO Housing Program Innovation Award La Solana, 58 family-owned townhomes in Hayward 1982 PG&E Award for energy efficient design and solar water heating 1981 State of California Award for innovation in affordable housing in California Eden Lodge, 143 rental units for seniors in San Leandro 1981 City of San Leandro Residential Development Design Award for exemplary efforts in the quality and appearance of San Leandro Sparks Way Commons, 45 limited equity co ops for families in Alameda Co. 1980 Planning and Women Division of American Planning Association for innovations in developing an affordable housing cooperative designed specifically for single parent families Josephine Lum Lodge, 150 rental units for seniors in Hayward 1973 Design Award from the Bay Area American Institute of Architects Eden Housing, Inc. Section C January 23, 2009 Page 15 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR'S REPORT YEAR ENDED JUNE 30, 2008 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 TABLE OF CONTENTS Page IndependentAuditor's Report ................................................................................................................................................1 Statementof Financial Position..............................................................................................................................................3 Statementof Activities...........................................................................................................................................................4 Statement of Functional Expenses..........................................................................................................................................5 Statementof Cash Flows........................................................................................................................................................6 Notesto Financial Statements................................................................................................................................................8 SupplementaryInformation..................................................................................................................................................21 Schedules of Financial Position — Owned Affordable Housing Projects...............................................................22 Schedules of Operations — Owned Affordable Housing Projects...........................................................................23 JAMES M. KRAFT & SCOTT SEAMANDS MARK O. BRITTAIN ALEXIS H. WGNG CHARLOTTE S1EW-KUN TAY CATHY L. HWANG Board of Directors RITA B. DELA CRUZ Eden Housing, Inc. Hayward, California STANLEY Woo INDEPENDENT AUDITOR'S REPORT We have audited the accompanying statement of financial position of Eden Housing, Inc., a California nonprofit public benefit corporation, as of June 30, 2008 and the related statements of activities, functional expenses, and cash flows for the year then ended. These financial statements are the responsibility of Eden Housing, Inc.'s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of Eden Housing, Inc.'s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Eden Housing, Inc. as of June 30, 2008, and the changes in its net assets and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America. The financial statements of Eden Housing, Inc. have been prepared without combining the financial statements of related entities under common control. Combined financial statements will also be issued and those statements are the general-purpose financial statements of the primary reporting entity. In accordance with Government Auditing Standards, we have also issued our report dated January 16, 2009 on our consideration of Eden Housing, Inc.`s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. BK R CERTIFIED PUBLIC ACCOUNTANTS, 90 New Montgomery, IIth Floor, San Francisco, California 94105 INTERNATIONAL Telephone 415 957 9999 Facsimile 415 957 1629 Email mail@lvhj.com http://www.lvhj.com AN INDEPENDENT MEMBER FIRM OF BKR INTERNATIONAL WITH ASSOCIATES IN PRINCIPAL CITIES WORLDWIDE Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on pages 22 and 23, is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. C� 1 � January 16, 2009 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) STATEMENT OF FINANCIAL POSITION JUNE 30, 2008 ASSETS Current assets: Cash and cash equivalents $ 2,972,272 Grants receivables 50,000 Inclusionary housing fee receivable (Note 3) 1,300,000 Related -party receivables, net — current portion (Note 5) 6,663,989 Prepaid expenses and other receivables 127,408 Total current assets 11,113,669 Investments (Note 4) 921,268 Related -party receivables, net — net of current portion (Note 5) 10,192,260 Notes receivable (Note 7) 14,677,137 Tenant security deposits 12,662 Cash — restricted 317,141 Investments in partnerships and other companies (Note 6) 1,515,285 Development in progress (Note 8) 4,929,535 Property and equipment — net (Note 9) 6,114,560 Deferred costs — net 5,157 Total assets $ 49,798,674 LIABILITIES AND NET ASSETS Current liabilities: Accounts payable and accrued expenses $ 673,287 Line of credit (Note 10) 1,343,096 Related -party payable — current portion (Note 5) 917,655 Interest payable — current portion (Note 11) 12,119 Notes payable — current portion (Note 11) 3,769,550 Total current liabilities 6,715,707 Related -party payable — net of current portion (Note 5) 1,009,818 Deferred revenue 92,928 Tenant security deposits 7,482 Interest payable — net of current portion (Note 11) 1,793,818 Notes payable — net of current portion (Note 11) 7,512,036 Payable to City of Hayward (Note 12) 217,358 Total liabilities 17,349,147 Net assets: Unrestricted 32,449,527 Total net assets 32,449,527 Total liabilities and net assets $ 49,798,674 The accompanying notes are an integral part of these financial statements. 3 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) STATEMENT OF ACTIVITIES YEAR ENDED JUNE 30, 2008 Support and revenue: Development fees, including accrued interest (Note 5) Rental income — owned properties Partnership management service contracts (Note 5) Deferred ground leases, including accrued interest (Note 5) Contributions Interest and investment income Net realized and unrealized gain (loss) on investments Income (loss) from investment in partnerships and other companies Other income Total support and revenue Expenses: Program services: Housing development Rental operations Supporting services: Management and general Total expenses Change in net assets before other income (expenses) Other income (expenses): Capital grants Gain on sale of property — Villa Springs (Note 7) Contributions to related parties (Note 5) Total other income (expenses) Change in net assets Net assets, beginning of year Net assets, end of year The accompanying notes are an integral part of these financial statements. 4 T Tse ro otri,jl—1 $ 4,343,877 674,441 502,500 572,222 349,887 439,301 (47,658) (178,721) 96,890 6,752,739 1,539,291 877,664 795,116 3,212,071 3,540,668 764,921 4,212,878 (1,926,973) 3,050,826 6,591,494 25,858,033 $ 32,449,527 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) STATEMENT OF FUNCTIONAL EXPENSES YEAR ENDED JUNE 30, 2008 Salaries and wages Payroll taxes and benefits Office and maintenance costs Occupancy costs Professional services Mortgage interest and carrying costs Travel Non-recoverable development costs Scholarships Other expenses Expenses before other costs Other costs: Interest - deferred notes Depreciation and amortization Total expenses Supporting Program Services Services Housing Rental Management Development O erations and General Total $ 765,684 $ 49,036 $ 329,846 $ 1,144,566 164,717 26,523 70,593 261,833 15,678 303,791 193,079 512,548 - 33,072 - 33,072 159,110 51,952 152,945 364,007 33,393 183,903 20,000 237,296 27,583 - - 27,583 88,841 - - 88,841 - - 16,331 16,331 5,526 - 12,322 17,848 1,260,532 648,277 795,116 2,703,925 242,179 88,176 - 330,355 36,580 141,211 - 177,791 $ 1,539,291 $ 877,664 $ 795,116 $ 3,212,071 The accompanying notes are an integral part of these financial statements. 5 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) STATEMENT OF CASH FLOWS YEAR ENDED JUNE 30, 2008 Cash flows from operating activities: Change in net assets $ 6,591,494 Adjustments to reconcile change in net assets to net cash provided by operating activities: Depreciation and amortization 177,791 Net realized and unrealized gain on investments 47,658 Gain on sale of property - Villa Springs (4,212,878) Loss from investment in partnerships and other companies 178,721 (Increase) decrease in assets: Grant receivables (44,979) Inclusionary housing fee receivables 500,000 Related -party receivables (1,304,447) Prepaid expenses and other receivables 16,846 Tenant security deposits 39,113 Increase (decrease) in liabilities: Accounts payable and accrued expenses (239,364) Related -party payable 1,909,904 Deferred revenue (1,892) Tenant security deposits (44,951) Interest payable 285,802 Net cash provided by operating activities 3,898,818 Cash flows from investing activities: Net decrease in restricted cash 539,822 Net increase in investments (489,427) Net increase in investment in partnerships and other companies (527,527) Net increase in notes receivable (1,076,387) Net increase in development in progress (2,760,685) Purchase of property and equipment (2,364,735) Proceeds from sale of property and equipment 95,514 Net cash used in investing activities (6,583,425) Cash flows from financing activities: Proceeds from line of credit 662,907 Principal repayments — mortgages (94,960) Proceeds from long-term debt 2,623,137 Net cash provided by financing activities 3,191,084 Net increase in cash and cash equivalents 506,477 Cash and cash equivalents, beginning of year 2,465,795 Cash and cash equivalents, end of year $ 2,972,272. The accompanying notes are an integral part of these financial statements. 6 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) STATEMENT OF CASH FLOWS YEAR ENDED JUNE 30, 2008 Supplementary information: Cash paid for interest (net of capitalized interest) Noncash investing and financing activities: Note receivable from sale of Villa Springs Property and equipment acquired with current liabilities Transfers of fixed assets and development in progress to affiliates: Central Valley Senior Housing Corporation San Leandro Senior Villa Springs Apartments, L.P. Transfers of debt to affiliates: Central Valley Senior Housing Corporation San Leandro Senior Villa Springs Apartments, L.P. The accompanying notes are an integral part of these financial statements. $ 281,849 $ 1,466,128 $ 435,942 $ 473,366 $ 232,909 $ 4,469,649 $ 26,088 $ 223,972 $ 3,008,260 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 NOTE 1— ORGANIZATION AND NATURE OF ACTIVITIES Eden Housing, Inc. (EHI) was formed as a California nonprofit public benefit corporation in 1968. Its mission is to build and maintain high-quality, well-managed, service -enhanced affordable housing communities that meet the needs of lower income families, seniors and persons with disabilities. Affordable housing includes multi -family rental housing, co-ops, supportive housing and first-time homeownership housing. In addition, EHI owns real properties 742 Harris Court and Groveway and l0th/D Street which provide housing for low- and moderate -income individuals and families. These real properties are included in these financial statements as directly owned properties. NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Method EHI uses the accrual method of accounting, which recognizes income in the period earned and expenses when incurred, regardless of the timing of payments. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Basis of Presentation EHI reports information regarding its financial position and activities according to three classes of net assets, as applicable: unrestricted net assets, temporarily restricted net assets, and permanently restricted net assets. Affiliated Organizations The board of directors of EHI also serves as the board of directors of Eden Housing Management, Inc. (EHMI), which provides property management services in connection with the operations of affordable housing and elderly housing projects, and Eden Housing Resident Services, Inc. (EHRSI), which develops and supports viable social services to the projects' residents. The board of directors of these corporations also serves as the board of directors of a number of other corporations. These corporations own affordable housing or are general partners of partnerships that own affordable housing. All board members serve without compensation. EHI's financial statements do not include the assets, liabilities, revenue or expenses of the related organizations. EHI serves as the sole member in a number of limited liability companies (LLC's) and intends to transfer their interest in these LLC's to an affiliated nonprofit corporation. (See also Note 6). EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Revenue Recognition Contributions Contributions are recognized as revenue when they are unconditionally communicated. Grants represent contributions if resource providers receive no value in exchange for the assets transferred. Contributions are recorded at their fair value as unrestricted support, temporarily restricted support, or permanently restricted support, depending on the absence or existence of donor imposed restrictions as applicable. When a restriction expires (that is when a stipulated time restriction ends or purpose restriction is accomplished), temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. If donors' restrictions are satisfied in the same period that the contribution is received, the contribution is reported as unrestricted support. Government Grants Government grants or cost -reimbursement type contacts are generally deemed to be exchange transactions and, accordingly, are shown separately as government grants in the Statement of Activities. Rental Income Rental income for owned property is shown at its maximum gross potential. Vacancy loss is shown as a reduction in rental income. Rental units occupied by employees are included in rental income and as an expense of operations. Development Fees Developer fees for development of multi -family rental projects that are in development or under construction are recognized under the percentage -of -completion method. Developer fees for projects that are in the predevelopment or preconstruction stage, are recognized as revenue on the cash basis of accounting. For certain projects which total fee during development is reduced due to potential unforeseen events, developer fees are recognized up to a total amount reasonably estimated when the events occur. Cash and Cash Eauivalents Cash is defined as cash in demand deposit accounts as well as cash on hand. Cash equivalents are highly liquid investments that are readily convertible to known amounts of cash. Generally, only investments with original maturities of three months or less qualify as cash equivalents. Not included as cash and cash equivalents are funds restricted as to their use, regardless of liquidity, such as security deposits, replacement reserves, and operating reserves. EHI occasionally maintains cash on deposit at a bank in excess of the Federal Deposit Insurance Corporation and Securities Investor Protection Corporation insurable limit. The uninsured cash balance, including restricted cash, was approximately $2,500,000 as of June 30, 2008. EHI has not experienced any losses in such accounts. Restricted Cash Restricted cash includes cash earmarked for specific development activities, reserves for repairs and replacements, operating reserves, and tax and insurance impound accounts. EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Allowance for Doubtful Collections EHI records an allowance for doubtful collections based on a review of outstanding receivables, existing economic conditions or specific situations. The allowance for doubtful collections was $443,805 as of June 30, 2008 (see Note 5). There was no increase in the allowance during 2008. Investments Investments are stated at fair value. Investment in limited partnerships and other companies is accounted for using cost or equity method of accounting depending upon the level of control. Developments in Progress EHI incurs costs during the predevelopment phase of each affordable housing project undertaken. Such costs include governmental fees, legal and consulting fees, and supplies needed to investigate the feasibility and arrange for the financing of each project under construction, as well as construction costs. EHI records these costs as assets (development in progress) and the costs are usually recoverable from the project; either from loan proceeds, limited partner contributions or residual receipts generated by project operations. Any funds expended on a project that do not pass beyond the development stage are recorded as expenses when further activity on the project ceases. Property and Equipment Property and equipment are stated at cost of acquisition or construction, or at fair value if donated. The cost of maintenance and repairs is charged to expense as incurred. Depreciation is based on the straight-line method over the estimated useful lives of the assets. Construction in progress is not depreciated until the completion of the development. The useful lives of the assets are estimated as follows: Building and improvements 20 to 40 years Furniture and fixtures 5 to 10 years Deferred Costs Loan fees associated with the refinancing of the Grove Way property debt are stated at cost and amortized over the respective loan terms. Income Taxes EHI is exempt from federal income taxes under section 501(c)(3) of the Internal Revenue Code and the related California code sections. Functional Expense Allocation The costs of providing program services and supporting services are summarized on a functional basis in the statements of activities and statements of functional expenses. Accordingly, certain costs are allocated among program services and supporting services based on estimates of employees' time incurred and on usage of resources. 10 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 NOTE 3 — INCLUSIONARY HOUSING FEE RECEIVABLE Inclusionary housing programs are designed to increase the supply of affordable housing by requiring commercial developers to either make a percentage of housing units in new residential developments available to low and moderate -income households, or to provide a monetary subsidy (fee) to affordable housing developers to be used in project specific affordable housing developments. This subsidy is generally recognized as income when earned. In 2007, inclusionary housing fees of $2,800,000 and $2,000,000 were earned related to Saklan Avenue, Limited Partnership and Grand/C Limited Partnership, respectively. As of June 30, 2008, the receivable balance related to Saklan Avenue, Limited Partnership was $1,300,000. NOTE 4 — INVESTMENTS Investments at June 30, 2008 are summarized as follows: Common stocks Corporate bonds Mutual funds NOTE 5 — RELATED -PARTY TRANSACTIONS Cost Fair Value $ 128,575 $ 127,305 144,883 140,492 661,035 653,471 $ 934,493 $ 921,268 Related -party receivables and payables are summarized as follows: Receivable: Developer fees $ 7,745,660 Partnership management fees 1,683,712 Ground leases 3,222,764 Advances for development costs 819,741 Advances to general partners 1,544,609 Operating advances to EHMI 197,439 Reserve funding fees 37,000 Accrued interest on developer fees 409,214 Accrued interest on ground leases 668,474 Accrued interest on notes receivable 841,028 Accrued interest — other 130,413 Total 17,300,054 Less: allowance for doubtful collections (443,805) 16,856,249 Less: current portion (6,663,989) Long-term portion $ 10,192,260 11 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Payable: Operating advances: Eden Baywood L.P. $ 106,767 Eden Palms Associates 30,027 Monterey Road Supportive Housing 17,679 Other 1,549 Grants: Palo Alto Alma 63,875 Sara Conner Court L.P. 25,000 Richmond Nursery 764,921 Contribution: Eden Investments, Inc. 917,655 Total 1,927,473 Less: current portion (917,655) Long-term portion $ 1,009,818 Operating Advances to EHRSI EHI provides operating advances to EHRSI to cover its overhead expense which are treated as contributions to related parties. In 2008, EHI made operating advances of $201,895. Other Fees and Reimbursements EHI receives various fees and reimbursements from related parties. These include development fees for the development of affordable housing, project cost reimbursements for costs advanced during the predevelopment stage of affordable housing projects, fees pursuant to partnership agreements that affiliated organizations have entered into, and repayment of advances made to affiliates. EHMI and EHRSI receive reimbursement for payroll costs advanced and receive management and service fees from the rental properties owned or controlled by EHI. Developer fees earned, including accrued interest, from affiliated entities were $4,343,877 for the year ended June 30, 2008. Partnershin Management Service Contracts EHI entered into partnership management service contracts with various affiliates. These affiliates pay EHI for management and administrative fees and during the year ended June 30, 2008, EHI earned $502,500 from these entities. Leases EHI leases land to affiliates upon which affordable housing projects are operated. Lease payments are generally deferred until some future date, but revenue earned and recognized, including accrued interest, was $572,222 for the year ended June 30, 2008. EHI leases additional office space from Glen Eden Associates, an affiliate. Rental payments were $33,072 for the year ended June 30, 2008. 12 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Contributions to Related Parties Contributions to related parties are summarized as follows: Eden Housing Resident Services, Inc. $ 201,895 Richmond Nursery 764,921 Eden Investments, Inc. (see Note 6) 917,655 Others 42,502 Total $ 1,926,973 NOTE 6 — INVESTMENT IN PARTNERSHIPS AND OTHER COMPANIES EHI is a partner or member, and has financial interests in the following California limited partnerships and limited liability companies: Name of Entities Financial Interest Baywood Associates $ 376,150 C.G.A. Associates 203,455 Sara Conner Court LLC �'� 138,277 Downtown River LLC (') 114,778 Eden Baywood Apartments LLC �'� 68,707 Housing Partnership Securities, LLC 8,025 Chesley Avenue L.P. 10,000 Dublin Senior LLC (') (6,611) Saklan Avenue LLC (') (542) Brentwood Senior Housing LLC �'� 486,294 Grand/C LLC (') (820) Villa Springs LLC �'� 117,472 Antioch Eden Rivertown, LLC �'� 100 $ 1,515,285 EHI intends to transfer its membership interest in these single -member limited liability companies to an affiliate non-profit organization commonly -controlled by EHI's board of directors. Thus, the financial information of these companies, including the partnerships controlled by these companies, is not consolidated in the accompanying financial statements. The general purpose combined financial statements of EHI and affiliates will however, include the full consolidation of the partnerships and other companies controlled by EHI's affiliates. In relation to the transfer of the EHI's interest to its affiliate, a contribution expense and corresponding liability equal to the combined value of EHI's investment in these entities amounting to $917,655 was recorded as of June 30, 2008. 13 follows: EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 The financial position and activities of the limited partnerships and other companies are approximately as Total assets $ 151,129,000 Total liabilities 94,766,000 Partners' and member's equity 56,364,000 Total revenue 5,139,000 Total expenses 9,696,000 Results of operations (4,557,000) NOTE 7 — NOTES RECEIVABLE Notes receivable are summarized as follows: Related Parties Eden Housing Management, Inc. for management and resident support services. The note is non- interest bearing, unsecured, and matures June 2013. $ 1,545,000 SPM Housing Associates, secured by a deed of trust, with interest at 4% per annum, and is due on June 1, 2043. Accrued interest receivable was $140,544 at June 30, 2008. 350,000 Sycamore Square Housing Corporation, unsecured with interest at 3% per annum. Annual payments are required commencing November 2, 2002 to the extent of surplus cash, as defined, with principal and any unpaid interest due in full on November 30, 2031. Accrued interest receivable was $22,412 at June 30, 2008. 207,037 Josephine Lum Lodge, L.P., unsecured with interest at 4.79% per annum. Annual payments are required commencing December 1, 2017 to the extent of surplus cash, as defined, with any unpaid principal and interest due in full on December 1, 2060. Accrued interest receivable was $664,859 at June 30, 2008. 5,275,956 Josephine Lum Lodge, L.P., unsecured and bears no interest. Annual payments are required commencing July 1, 2025 to the extent of surplus cash, as defined, with any unpaid principal and interest due in full on November 1, 2060. 189,896 Saklan Avenue L.P., maximum amount of $2,800,000, secured by a deed of trust, bears no interest, and is due and payable 55 years from the date of the permanent loan closing or December 31, 2009, if the permanent loan closing does not occur. 1,500,000 Grand/C L.P., maximum amount of $507,000, secured by a deed of trust and bears simple interest at 3% per annum. Annual payments are required commencing July 1, 2010 to the extent of residual receipts, as defined. Any unpaid principal and interest shall be due and payable in full on February 1, 2062. Accrued interest receivable was $6,213 at June 30, 2008. 497,000 Grand/C L.P., secured by a deed of trust and bears simple interest at 3% per annum. Annual payments are required commencing July 1, 2010 to the extent of residual receipts but only after the $507,000 note above, as defined, has been repaid. Any unpaid principal and interest shall be due and payable in full on February 1, 2062. Accrued interest receivable was $7,000 at June 30, 2008. 560,000 Villa Springs Apartments, L.P. secured by a deed of trust and bears interest at 4.46% compounded annually. Annual payments are required beginning in the year the Project is completed to the extent of residual receipts. Any unpaid principal and interest shall be due and payable in full on June 1, 2063. (i) 1,466,128 14 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Notes receivable (for general partner capital contributions or other advances) from the following affiliates are non-interest bearing and unsecured. On December 31 st annually, any unrestricted funds of the affiliates, less a reasonable amount for corporate expenses held by the affiliates, shall be paid against the notes: Catalonia, Inc. 507,083 Eden Palms, Inc. 120,000 RVC Investment, Inc. 54,727 Stoney, Inc. 62,959 A Street, Inc. 54,956 Eden Investments, Inc. 137,780 Contra Costa County Housing Corporation 152,654 Notes receivable (for minimum capital investment advances on HUD properties) from the following affiliates are non-interest bearing and unsecured: San Leandro Supportive Housing, Inc. 10,000 Central Valley Senior Housing Corporation 10,000 Gardella Plaza, Inc. 10,000 Monterey Road Supportive Housing Corporation 9,410 Total — related parties 12,770,586 Other Notes Receivable Notes receivable from buyers of units in the La Solanita and La Solana projects, due only upon sale of the property to persons not qualifying as low-income families, with interest ranging from 8% to 10% per annum. 25,350 Notes receivable from buyers of units in the Tyrrell Gardens project, due only upon sale of the property to persons not qualifying as low-income families, with interest at 8% per annum (see Note 12). 60,200 Note receivable from Cal -Livermore, Inc., with interest at 5% per annum. Principal and interest repayable at some future date. 100,000 Note receivable from Richmond Community Redevelopment Agency, maximum amount $1,778,219, unsecured, with interest at 8% per annum, interest only monthly payments commencing August 1, 2006, and due on the earlier of June 28, 2008 or upon sale or transfer to another entity. 1,771,001 Total — other notes receivable Total notes receivable 1,956,551 $ 14,677,137 Included in other income for 2008 is $4,212,878 of gain on sale of the Villa Springs property to Villa Springs Apartments, L.P. The gain is comprised of $481,313 which arose from a real estate seller take -back note made by EHI to an affiliate, and $3,731,565 in notes payable and applicable accrued interest payable that were forgiven as a condition to the sale. Since EHI as the seller is not the direct general partner of the acquiring limited partnership, EHI recognized the full amount of the gain from the sale. 15 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 NOTE 8 — DEVELOPMENT IN PROGRESS Development in progress consists of the following: Richmond Nursery $ 2,017,967 Lafayette 164,874 Arroyo Vista Housing 658,441 Ashland Village 736,202 Healdsburg 413,887 Palo Alto Family Housing 434,492 Fremont Senior Housing 214,987 Novato 134,044 Pittsburg - East Santa Fe 26,267 Refinancing costs (rehabilitation) 120,111 Others 8,263 Total development in progress $ 4,929,535 NOTE 9 — PROPERTY AND EQUIPMENT Property and equipment is summarized as follows: Land: Leased to affiliates $ 1,941,947 Owned housing projects 193,875 Corporate office 272,687 Building and improvements: Owned housing projects 797,232 Corporate office 812,214 New corporate office 2,574,659 Furniture and equipment 248,032 6,840,646 Less accumulated depreciation: Buildings and improvements 680,244 Furniture and equipment 45,842 726,086 Total property and equipment $ 6,114,560 NOTE 10 — LINE OF CREDIT EHI has a $2,500,000 unsecured revolving line of credit with Wells Fargo Bank, of which $1,343,096 was outstanding at June 30, 2008. Bank advances on the credit line are payable in full by May 1, 2010 (maturity date) and bears interest determined in relation to LIBOR that may be continued by EHI at the end of the Fixed Rate Term applicable thereto so that all or a portion thereof bears interest determined in relation to the Prime Rate or to LIBOR for a new Fixed Rate term designated. As a sub feature of the line of credit, the bank agrees to issue standby letters of credit, where requested, not to exceed the aggregate of $1,500,000. Any amount of undrawn letters of credit shall proportionately reduce the amount available to borrow on the line of credit. 16 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 NOTE 11— NOTES PAYABLE Notes payable, except demand notes payable, are secured by the property unless otherwise noted and are summarized as follows: Interest Payable Principal 742 Harris Court Citicorp Mortgage, Inc., maximum amount of $248,500, due July 1, 2029, bears interest at 7.18% per annum, and requires annual payments of $1,683. $ 1,337 $ 219,131 City of Hayward (HOME) for predevelopment costs, due January 10, 2054, bears interest at 4.69% per annum from January 1, 2001. Annual payments are required commencing July 1, 2001, to the extent of surplus cash, as defined. 50,311 165,000 Grove Way/Tenth and D Streets Citicorp Mortgage, Inc., due June 1, 2029, bears interest at 7.00% per annum and is payable in monthly installments of $2,754. 2,119 363,312 Stoney Creek Apartments City of Livermore, bears compound interest at 3.00% per annum. The loan is to be repaid, to the extent EHI receives annual lease payments from the project. 436,346 813,114 Washington Creek Apartments City of Petaluma. The principal is due July 24, 2020, with any unpaid interest which accrues at 3.00% per annum. 172,800 320,000 Richmond Nursery City of Richmond, for acquisition and predevelopment costs, consisting of $449,000 in CDBG funds and $151,536 in HOME funds, bears simple interest at 3.00% per annum and due on September 22, 2008. 45,414 919,420 Opportunity Fund Northern California (formerly Lenders for Community Development), for the acquisition and development of affordable housing, maximum amount $1,778,219, secured by general collateral assignment of non -real property assets, bears interest at 8.00% per annum, interest only monthly payments commencing August 1, 2006, and due on the earlier of June 28, 2008 or assignment to an affiliate. Repayment of the loan is guaranteed by the Richmond Community Redevelopment Agency. - 1,771,001 Grand/C L.P. Redevelopment Agency of the City of Hayward, for the development of affordable rental housing, maximum amount $507,000, bears simple interest at 5.10% per annum, interest only monthly payments commencing March 1, 2007, and due on the earliest of a transfer of the development or any portion thereof other than a transfer as permitted or approved by the Agency, or occurrence of a default, or February 1, 2022. 6,337 497,000 E. Santa Fe Avenue Redevelopment Agency of the City of Pittsburg, for the predevelopment of affordable rental housing, maximum amount of $200,000, bears simple interest at 3% per annum, and due on August 6, 2009 or occurrence of a default. 156 24,971 17 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Interest Payable Principal Cypress Glen Redevelopment Agency of the City of Hayward, for predevelopment costs, bears simple interest at 3.00% per annum and due on December 11, 2062. - 200,000 Arroyo Vista City of Dublin, for predevelopment costs, maximum amount of $325,000, bears simple interest at 3.00% per annum and due on December 18, 2010. - 141,683 Wells Fargo Community Development Corporation, bears simple interest at 2%, interest paid quarterly with principal and any interest due in July 2012. 2,500 500,000 La a ette Redevelopment Agency of the City of Lafayette, for predevelopment costs, maximum amount of $2,200,000, bears simple interest at 3.00% per annum and due on January 11, 2011. 506 102,405 Peralta City of Fremont, for predevelopment costs, maximum amount of $250,000, bears simple interest at 3.00% per annum and due on September 9, 2009. 1,815 198,272 Palo Alto Opportunity Fund, for predevelopment costs, maximum amount of $325,000, bears simple interest at 3.00% per annum and due on December 18, 2010. - 116,102 General Wells Fargo Community Development Corporation, in an original amount of $1,000,000. Bears simple interest at 2.00%, interest paid quarterly with principal and any unpaid interest due in full January 2013. 5,000 1,000,000 New Corporate O,ffice/Olice Building Wells Fargo Community Development Corporation, bears simple interest at 2%, interest paid quarterly with principal and any interest due in September 2011. 2,500 500,000 Wells Fargo Bank, N.A., for the construction of commercial office space at 22645 Grand Street, Hayward, maximum amount of $704,519, secured by deed of trust, bears interest at 6.70% per annum (if conversion occurs on or before the mandatory conversion date) or 1.75% plus applicable LIBOR rate (if conversion does not occur by mandatory conversion date), and any unpaid principal and interest due and payable in full on June 20, 2008. The loan was extended and subsequently converted to a permanent loan on October 10, 2008. - 642,886 Corporate Office/O,�fice Building Bank of the West for acquisition of property for corporate office at 409 Jackson Street, Hayward, due in September 2007. Monthly installments are $3,159, with interest at 5.00%. The loan was paid -off in September 2007 and was replaced by a new loan with maximum amount of $410,000 with a maturity date of September 25, 2012. - 398,790 18 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 Interest Payable Principal Demand Notes Payable Payable to A Street, Inc., on demand or by December 31, 2051, with compound interest at 5.84% per annum. 167,000 Payable to Catalonia, Inc., on demand or by December 31, 2053, with compound interest at 6.36% per annum. 338,706 290,000 Payable to Chynoweth Housing, Inc., on demand or by December 31, 2055, and is non-interest bearing. - 250,000 Payable to Corona -Ely Ranch, Inc., on demand or by December 31, 2052, with compound interest at 7.69% per annum. - (') 286,000 Payable to Eden Investments, Inc., on demand or by December 31, 2055, and is $ 3,769,550 2010 non-interest bearing. - 50,000 Payable to Eden Palms, Inc., on demand or by December 31, 2050, with compound 515,420 2013 interest at 6.36% per annum. 740,090 633,000 Payable to Ellis Lake Townhomes, on demand or by December 31, 2051, and is non-interest bearing. - 79,000 Payable to Glen Berry, Inc., on demand or by December 31, 2052, with compound interest at 7.67% per annum. 215,000 Payable to Stoney, Inc., on demand or by December 31, 2051, with compound interest at 6.75% per annum. 305,000 Payable to Washington Creek, Inc., on demand or by December 31, 2051, with compound interest at 6.75% per annum. 113,500 Total 1,805,937 11,281,586 Less: current portion (12,119) (3,769,550) Long-term portion $ 1,793,818 $ 7,512,036 (') Accrued interest is being offset against partnership management fee income. Principal payments on notes payable for the next five years are subject to changes in net cash flow and are estimated as follows: 2009 $ 3,769,550 2010 211,665 2011 874,560 2012 515,420 2013 16,545 19 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS YEAR ENDED JUNE 30, 2008 NOTE 12 — PAYABLE TO CITY OF HAYWARD Funds due to the City of Hayward upon collection from homeowners are summarized as follows: Tyrrell Gardens (see Note 7) $ 60,200 Tyrrell Gardens 157,158 $ 217,358 NOTE 13 — EMPLOYEE BENEFIT PLANS EHI established a 401(a) defined contribution pension plan effective July 1, 1992. Employees become eligible to participate in the plan after one year of service, are fully vested in three years and are not required to contribute to the plan. The contribution to the plan is determined on an annual basis by the board of directors. A maximum of 5% of covered wages could be contributed and $43,451 were contributed for the year ended June 30, 2008. EHI established a 401(k) profit sharing plan that was effective January 1, 1999. Employees become eligible to participate in the plan immediately on the first day of employment. Participants may contribute annually from 1% to 100% of their compensation, provided that maximum amount contributed is permitted by law. This plan is for employees' salary deferral only and EHI is not required to make contributions. EHI also established a 403(b) defined contribution plan. This plan is for highly compensated employees' salary deferral and EHI is not required to make contributions. NOTE 14 — COMMITMENTS AND CONTINGENCIES EHI has committed to provide demand loans payable to three affiliates for the purpose of satisfying their net worth requirements. The non-interest bearing demand loans expire at the end of the respective partnerships and at June 30, 2008 are as follows: Principal Eden Investments, Inc. $ 103,500 California Preservation, Inc. 104,000 EHI has provided loan and operating deficit guarantees as well as indemnifications with regard to tax benefits projected for its various affiliates and projects. EHI will be responsible for repaying a loan if, when the loan becomes due, the respective affiliate or project does not make payment on the loan. EHI will cover operating deficits as needed up to a stated limit. EHI does not require any collateral or other security from its affiliates and projects related to these guarantees. A reasonable estimate of the outstanding operating deficit guarantees at June 30, 2008 amounted to approximately $10,000,000, and outstanding loan guarantees were approximately $57,000,000. In addition, EHI has guaranteed an aggregate amount in excess of approximately $80,000,000 to the limited investors for tax credits and other deductions for various affiliated limited partnerships as of June 30, 2008. Management believes that the likelihood of funding a material amount of any of the guarantees is remote. In connection with the development of affordable housing projects, which are owned by limited partnerships, EHI has acquired the options to purchase the projects at the close of the projects' 15 -year compliance period. 20 SUPPLEMENTARY INFORMATION 21 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) SCHEDULES OF FINANCIAL POSITION - OWNED AFFORDABLE HOUSING PROJECTS Cash Cash - restricted Prepaid expenses and other receivables Tenant security deposits Property and equipment - net Deferred costs - net Total assets JUNE 30, 2008 ASSETS Grove Way 742 Harris and 10th/ Court D Street Total $ 998 $ 36,365 $ 37,363 8,480 79,888 88,368 2,934 5,247 8,181 3,650 6,403 10,053 351,583 170,581 522,164 - 5,157 5,157 $ 367,645 $ 303,641 $ 671,286 LIABILITIES AND NET ASSETS (DEFICIT) Liabilities: Accounts payable and accrued expenses Related -party payable Tenant security deposits Interest payable Notes payable Total liabilities Net assets (deficit): Unrestricted Total net assets (deficit) Total liabilities and net assets 22 $ 7,062 $ 2,600 $ 9,662 1,549 - 1,549 2,521 4,961 7,482 51,648 2,119 53,767 384,130 363,312 747,442 446,910 372,992 819,902 (79,265) (69,351) (148,616) (79,265) (69,351) (148,616) $ 367,645 $ 303,641 $ 671,286 EDEN HOUSING, INC. (A California Nonprofit Public Benefit Corporation) SCHEDULES OF OPERATIONS - OWNED AFFORDABLE HOUSING PROJECTS YEAR ENDED JUNE 30, 2008 Income: Rental income, net of vacancy loss Laundry and other Interest income Total income Expenses: Salaries and wages Payroll taxes and benefits Office and maintenance costs Professional services Mortgage interest and carrying costs Total expenses Income from operations Other expenses: Depreciation and amortization Net income 23 Grove Way 742 Harris and 10th/ Court D Street Total $ 43,501 $ 126,586 $ 170,087 32,202 1,120 33,322 104 99 203 75,807 127,805 203,612 3,784 7,413 11,197 2,484 6,089 8,573 15,937 40,474 56,411 380 9,030 9,410 15,903 25,670 41,573 38,488 88,676 127,164 37,319 39,129 76,448 - 14,433 14,433 $ 37,319 $ 24,696 $ 62,015 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR'S REPORT YEARS ENDED JUNE 30, 2007 AND 2006 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 TABLE OF CONTENTS Page IndependentAuditor's Report................................................................................................................................................1 Consolidated Statements of Financial Position......................................................................................................................3 ConsolidatedStatements of Activities....................................................................................................................................4 Consolidated Statements of Functional Expenses..................................................................................................................6 Consolidated Statements of Cash Flows.................................................................................................................................8 Notes to Consolidated Financial Statements........................................................................................................................10 SupplementaryInformation..................................................................................................................................................26 Schedules of Financial Position — Owned Affordable Housing Projects..............................................................27 Schedules of Operations — Owned Affordable Housing Projects...........................................................................28 Board of Directors Eden Housing, Inc. and Subsidiaries Hayward, California INDEPENDENT AUDITOR'S REPORT JAMES AL KRAFT S. SOMI S E&MANDS MARK ❑. BRrrTAIN ALUMS H WANG CHARLOTTE 5IEW-KUN TAY CATHY L HWANG RSTA 13. DELA CRUZ We have audited the accompanying consolidated statements of financial position of Eden Housing, Inc., a California nonprofit public benefit corporation, and Subsidiaries as of June 30, 2007 and 2006, and the related consolidated statements of activities, functional expenses, and cash flows for the years then ended. These consolidated financial statements are the responsibility of Eden Housing, Inc. and Subsidiaries' management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of Eden Housing, Inc. and Subsidiaries' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Eden Housing, Inc. and Subsidiaries as of June 30, 2007 and 2006, and the changes in its net assets and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America. The financial statements of Eden Housing, Inc. and Subsidiaries have been prepared without combining the financial statements of related entities under common control. Combined financial statements will also be issued and those statements are the general-purpose financial statements of the primary reporting entity. In accordance with Government Auditing Standards, we have also issued our report dated November 19, 2007 on our consideration of Eden Housing, Inc. and Subsidiaries' internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. BK R CERTIFIED PUBLIC ACCOUNTANTS, 90 New Montgomery, IIth Floor, San Francisco, California 94105 INTEANATIONAL Telephone 415 957 9999 Facsimile 415 957 1629 Email mait@lvhj.com http://www.tvhj.com AN INDEPENDENT MEMBER FIRM OF BKR INTERNATIONAL WITH ASSOCIATES IN PRINCIPAL CITIES WORLDWIDE Our audit was conducted for the purpose of forming an opinion on the consolidated financial statements taken as a whole. The accompanying supplementary information on pages 27 and 28, is presented for purposes of additional analysis and is not a required part of the consolidated financial statements. Such information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and, in our opinion, is fairly stated in all material respects in relation to the consolidated financial statements taken as a whole. J � November 19, 2007 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL POSITION JUNE 30, 2007 AND 2006 ASSETS Current assets: 2007 2006 Cash and cash equivalents $ 2,465,795 $ 1,565,638 Grants receivables 29,421 54,400 Inclusionary housing fee receivables (Note 15) 1,800,000 - Related -party receivables, net — current portion (Note 4) 2,938,627 2,920,790 Prepaid expenses and other receivables 144,354 101,217 Total current assets 7,378,197 4,642,045 Investments (Note 3) 479,499 427,836 Related -party receivables, net — net of current portion (Note 4) 12,578,507 9,423,989 Notes receivable (Note 6) 12,134,622 9,433,623 Tenant security deposits 51,775 57,259 Cash — restricted 974,435 390,717 Investments in partnerships and other companies (Note 5) 150645737 1,319,033 Development in progress (Note 7) 2,698,807 4,077,517 Property and equipment — net (Note 8) 8,136,567 7,481,409 Deferred costs — net 30,962 32,113 25,858,033 Total assets $ 455528,108 $ 37,285,541 LIABILITIES AND NET ASSETS Current liabilities: Accounts payable and accrued expenses $ 476,709 $ 438,694 Line of credit (Note 9) 930,249 529,576 Interest payable —current portion (Note 10) 30,260 22,438 Notes payable —current portion (Note 10) 2,641,353 114,968 Total current liabilities 4,078,571 1,105,676 Related -party payable (Note 4) 885,137 540,057 Deferred revenue 94,820 227,330 Tenant security deposits 52,433 54,768 Interest payable — net of current portion (Note 10) 2,983,097 2,700,922 Notes payable — net of current portion (Note 10) 11,358,659 14,846,308 Payable to City of Hayward (Note 11) 217,358 217,358 Total liabilities 19,670,075 19,692,419 Net assets: Unrestricted 25,858,033 17,593,122 Total net assets 25,858,033 17,593,122 Total liabilities and net assets $ 45,528,108 $ 37,285,541 The accompanying notes are an integral part of these financial statements. 3 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF ACTIVITIES YEARS ENDED JUNE 30, 2007 AND 2006 Support and revenue: Development fees, including accrued interest (Note 4) Rental income — owned properties Partnership management service contracts (Note 4) Deferred ground leases, including accrued interest (Note 4) Contributions (Note 12) Government grants Interest and investment income Net realized and unrealized gain on investments Income (loss) from investment in partnerships and other companies Other income Net assets released from restrictions (Note 12) Total support and revenue Expenses: Program services: Housing development Rental operations Supporting services: Management and general Total expenses Change in net assets before other income (expenses) Other income (expenses): Inclusionary housing fees (Note 15) Capital grants Contributions to related parties (Note 4) Provision for doubtful collections (Note 4) Total other income (expenses) Change in net assets 2007 Temporarily Unrestricted Restricted Total $ 4,786,584 $ - $ 4,786,584 715,756 - 715,756 496,338 - 496,338 228,355 - 228,355 312,649 - 312,649 69,323 - 69,323 562,294 - 562,294 30,163 - 30,163 (389,500) - (389,500) 55,883 - 55,883 6,867,845 - 6,867,845 1,517,869 - 1,517,869 954,560 - 954,560 735,860 - 735,860 3,208,289 - 3,208,289 3,659,556 - 3,659,556 4,800,000 - 4,800,000 306,832 - 306,832 (501,477) - (501,477) 4,605,355 - 4,605,355 8,264,911 - 8,264,911 Net assets, beginning of year 17,593,122 - 17,593,122 Net assets, end of year $ 25,858,033 $ - $ 25,858,033 The accompanying notes are an integral part of these financial statements. 4 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF ACTIVITIES YEARS ENDED JUNE 30, 2007 AND 2006 Support and revenue: Development fees, including accrued interest (Note 4) Rental income — owned properties Partnership management service contracts (Note 4) Deferred ground leases, including accrued interest (Note 4) Contributions (Note 12) Interest and investment income Net realized and unrealized gain on investments Income from investment in partnerships and other companies Other income Net assets released from restrictions (Note 12) Total support and revenue Expenses: Program services: Housing development Rental operations Supporting services: Management and general Total expenses Change in net assets before other income (expenses) Other income (expenses): Capital grants Note receivable donated by related party (Note 6) Contributions to related parties (Note 4) Provision for doubtful collections (Note 4) Forgiveness of advances receivable (Note 4) Total other income (expenses) Change in net assets Net assets, beginning of year Net assets, end of year 2006 Temporarily Unrestricted Restricted Total 5,275,956 - 5,275,956 $ 3,325,662 $ - $ 3,325,662 660,388 - 660,388 380,800 - 380,800 245,867 - 245,867 564,283 - 564,283 121,935 554 122,489 12,835 - 12,835 260,184 - 260,184 76,534 - 76,534 32,798 (32,798) - 5,681,286 (32,244) 5,649,042 1,403,167 - 1,403,167 998,432 - 998,432 580,807 - 580,807 2,982,406 - 2,982,406 2,698,880 (32,244) 2,666,636 159,867 - 159,867 5,275,956 - 5,275,956 (693,740) - (693,740) (600,000) - (600,000) (118,581) - (118,581) 4,023,502 - 4,023,502 6,722,382 (32,244) 6,690,138 10,870,740 32,244 10,902,984 $ 17,593,122 $ - $ 17,593,122 The accompanying notes are an integral part of these financial statements. 5 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FUNCTIONAL EXPENSES YEARS ENDED JUNE 30, 2007 AND 2006 Salaries and wages Payroll taxes and benefits Office and maintenance costs Occupancy costs Professional services Mortgage interest and carrying costs Travel Non-recoverable development costs Scholarships Other expenses Expenses before other costs Other costs: Interest - deferred notes Depreciation and amortization Total expenses WIMA Supporting Program Services Services Housing Rental Management Development O erations and General Total $ 851,452 $ 51,265 $ 310,181 $ 1,212,898 171,003 36,586 63,247 270,836 28,230 303,884 140,589 472,703 - 33,184 - 33,184 94,357 46,448 132,972 273,777 19,091 206,580 20,000 245,671 20,877 - - 20,877 58,654 - - 58,654 - - 37,850 37,850 4,909 - 31,021 35,930 1,248,573 677,947 735,860 2,662,380 233,961 103,679 - 337,640 35,335 172,934 - 208,269 $ 1,517,869 $ 954,560 $ 735,860 $ 3,208,289 The accompanying notes are an integral part of these financial statements. 6 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FUNCTIONAL EXPENSES YEARS ENDED JUNE 30, 2007 AND 2006 The accompanying notes are an integral part of these financial statements. 7 Total $ 1,159,750 214,263 443,709 33,072 282,988 234,472 13,648 1,623 53,571 2,437,096 341,205 204.105 2006 Supporting Program Services Services Housing Rental Management Development O erations and General Salaries and wages $ 797,134 $ 75,728 $ 286,888 Payroll taxes and benefits 135,115 31,675 47,473 Office and maintenance costs 9,877 294,524 139,308 Occupancy costs - 33,072 - Professional services 156,187 43,165 83,636 Mortgage interest and carrying costs 13,870 205,602 15,000 Travel 13,648 - - Scholarships - - 1,623 Other expenses 7,652 39,040 6,879 Expenses before other costs 1,133,483 722,806 580,807 Other costs: Interest - deferred notes 237,526 103,679 - Depreciation and amortization 32,158 171,947 - Total expenses $ 1,403,167 $ 998,432 $ 580,807 The accompanying notes are an integral part of these financial statements. 7 Total $ 1,159,750 214,263 443,709 33,072 282,988 234,472 13,648 1,623 53,571 2,437,096 341,205 204.105 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED JUNE 30, 2007 AND 2006 Cash flows from operating activities: 2007 2006 Change in net assets $ 8,264,911 $ 6,690,138 Adjustments to reconcile change in net assets to net cash provided by (21,500) (14,127) operating activities: (135,204) (706,954) Depreciation and amortization 208,269 204,105 Net realized and unrealized gain on investments (30,163) (12,835) Loss on retirement of fixed assets - 19,160 Income from investment in partnerships and other companies 389,500 (260,184) Note receivable donated by related party - (5,275,956) Provision for doubtful collections - 600,000 (Increase) decrease in assets: Grant receivables 24,979 (54,400) Inclusionary housing fee receivables (1,800,000) - Related -party receivables (2,225,509) (701,531) Prepaid expenses and other receivables (43,137) 8,163 Tenant security deposits 5,484 (4,677) Increase (decrease) in liabilities: Accounts payable and accrued expenses (128,956) 156,837 Related -party payable 345,080 471,297 Deferred revenue (132,510) 28,382 Tenant security deposits (2,335) 4,285 Interest payable 289,997 258,756 Net cash provided by operating activities 5,165,610 2,131,540 Cash flows from investing activities: Net (increase) decrease in restricted cash (583,718) 40,964 Net increase in investments (21,500) (14,127) Net increase in investment in partnerships and other companies (135,204) (706,954) Net increase in notes receivable (2,700,999) (1,842,550) Net increase in development in progress (1,947,769) (2,302,932) Purchase of property and equipment (695,305) (63,425) Net cash used in investing activities (6,084,495) (4,889,024) The accompanying notes are an integral part of these financial statements. 8 EDEN HOUSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED JUNE 30, 2007 AND 2006 Cash flows from financing activities: Proceeds from (payment of) line of credit Proceeds from the city of Hayward Principal repayments — mortgages Proceeds from long-term debt Principal repayments — other long-term debt Net cash provided by financing activities Net increase in cash and cash equivalents Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year Supplementary information: Cash paid for interest (net of capitalized interest) Noncash investing and financing activities: Note receivable donated by Josephine Lum Lodge, Inc. Property and equipment acquired with long-term debt Transfers of fixed assets and development in progress to affiliates: Monterey Road Supportive Housing Corporation Antioch Eden Rivertown L.P. Saklan Avenue L.P. Brentwood Senior Commons L.P. Transfers of long term debt to affiliates: Monterey Road Supportive Housing Corporation Antioch Eden Rivertown L.P. Brentwood Senior Commons L.P. Eden Baywood Apartments L.P. 2007 2006 400,673 (63,527) - 2,110 (58,811) (54,171) 1,535,942 3,136,695 (58,762) (56,300) 1,819,042 2,964,807 900,157 207,323 1,565,638 1,358,315 $ 2,465,795 $ 1,565,638 $ 244,187 $ 255,242 $ - $ 5,275,956 $ - $ 720,454 $ 1,575,844 $ - $ 1,045,687 $ - $ 704,948 $ - $ - $ 3,295,000 $ 1,391,894 $ - $ 987,739 $ - $ - $ 3,295,000 $ - $ 800,000 The accompanying notes are an integral part of these financial statements. 9 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 NOTE 1— ORGANIZATION AND NATURE OF ACTIVITIES Eden Housing, Inc. (EHI) was formed as a California nonprofit public benefit corporation in 1968. Its mission is to build and maintain high-quality, well-managed, service -enhanced affordable housing communities that meet the needs of lower income families, seniors and persons with disabilities. Affordable housing includes multi -family rental housing, co-ops, supportive housing and first-time homeownership housing. In addition, EHI owns real properties located in Hayward, California, which provides housing for low- and moderate -income individuals and families. These real properties are included in this financial statement as directly owned properties. There are also certain entities, as described in Note 2, that are consolidated in these financial statements. NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the accounts of nine subsidiaries, Eden Baywood Apartments LLC, Sara Conner Court LLC, Downtown River LLC, Brentwood Senior Housing LLC, Dublin Senior LLC, Grand/C LLC, Saklan Avenue LLC, Antioch Eden Rivertown LLC, and Villa Springs LLC, of which EHI is the sole member. All material intercompany balances and transactions have been eliminated from the consolidated financial statements. Accounting Method EHI uses the accrual method of accounting, which recognizes income in the period earned and expenses when incurred, regardless of the timing of payments. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Basis ofPresentation EHI reports information regarding its financial position and activities according to three classes of net assets, as applicable: unrestricted net assets, temporarily restricted net assets, and permanently restricted net assets. Affiliated Organizations The board of directors of EHI also serves as the board of directors of Eden Housing Management, Inc. (EHMI), which provides property management services in connection with the operations of affordable housing and elderly housing projects, and Eden Housing Resident Services, Inc. (EHRSI), which develops and supports viable social services to the projects' residents. The board of directors of these corporations also serves as the board of directors of a number of other corporations. These corporations own affordable housing or are general partners of partnerships that own affordable housing. All board members serve without compensation. EHI's financial statements do not include the assets, liabilities, revenue or expenses of the related organizations. 10 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Revenue Recognition Contributions Contributions are recognized as revenue when they are unconditionally communicated. Grants represent contributions if resource providers receive no value in exchange for the assets transferred. Contributions are recorded at their fair value as unrestricted support, temporarily restricted support, or permanently restricted support, depending on the absence or existence of donor imposed restrictions as applicable. When a restriction expires (that is when a stipulated time restriction ends or purpose restriction is accomplished), temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. If donors' restrictions are satisfied in the same period that the contribution is received, the contribution is reported as unrestricted support. Government Grants Government grants or cost -reimbursement type contacts are deemed to be exchange transactions and, accordingly, are shown separately as government grants in the Statement of Activities. Rental Income Rental income for owned property is shown at its maximum gross potential. Vacancy loss is shown as a reduction in rental income. Rental units occupied by employees are included in rental income and as an expense of operations. Development Fees Developer fees for development of multi -family rental projects that are in development or under construction are recognized under the percentage -of -completion method. Developer fees for projects that are in the predevelopment or preconstruction stage, are recognized as revenue on the cash basis of accounting. For certain projects which total fee during development is reduced due to potential unforeseen events, developer fees are recognized up to a total amount reasonably estimated when the events occur. Cash and Cash Eauivalents Cash is defined as cash in demand deposit accounts as well as cash on hand. Cash equivalents are highly liquid investments that are readily convertible to known amounts of cash. Generally, only investments with original maturities of three months or less qualify as cash equivalents. Not included as cash and cash equivalents are funds restricted as to their use, regardless of liquidity, such as security deposits, replacement reserves, and operating reserves. EHI occasionally maintains cash on deposit at a bank in excess of the Federal Deposit Insurance Corporation and Securities Investor Protection Corporation insurable limit. The uninsured cash balance, including restricted cash, was approximately $3,065,000 as of June 30, 2007. EHI has not experienced any losses in such accounts and believes that it is not exposed to any significant cash credit risk. Restricted Cash Restricted cash includes cash earmarked for specific development activities, reserves for repairs and replacements, operating reserves, and tax and insurance impound accounts. 11 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Related -Party Receivables EHI records an allowance for doubtful collections based on a review of outstanding receivables, existing economic conditions or specific situations. The allowance for doubtful collections was $443,805 and $600,000 as of June 30, 2007 and 2006, respectively (see Note 4). Investments Investments are stated at fair value. Investment in limited partnerships and other companies is accounted for using cost or equity method of accounting depending upon the level of control. Developments in Progress EHI incurs costs during the predevelopment phase of each affordable housing project undertaken. Such costs include governmental fees, legal and consulting fees, and supplies needed to investigate the feasibility and arrange for the financing of each project under construction, as well as construction costs. EHI records these costs as assets (development in progress) and the costs are usually recoverable from the project; either from loan proceeds, limited partner contributions or residual receipts generated by project operations. Any funds expended on a project that do not pass beyond the development stage are recorded as expenses when further activity on the project ceases. Property and Equipment Property and equipment are stated at cost of acquisition or construction, or at fair value if donated. The cost of maintenance and repairs is charged to expense as incurred. Depreciation is based on the straight-line method over the estimated useful lives of the assets. Construction in progress is not depreciated until the completion of the development. The useful lives of the assets are estimated as follows: Building and improvements 20 to 40 years Furniture and fixtures 5 to 10 years Deferred Costs Loan fees associated with the acquisition and rehabilitation of the Villa Springs property and refinancing of the Grove Way property debt are stated at cost and amortized over the respective loan terms. Income Taxes EHI is exempt from federal income taxes under section 501(c)(3) of the Internal Revenue Code and the related California code sections. Functional Expense Allocation The costs of providing program services and supporting services are summarized on a functional basis in the statements of activities and statements of functional expenses. Accordingly, certain costs are allocated among program services and supporting services based on estimates of employees' time incurred and on usage of resources. 12 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Reclassification Certain amounts previously reported in the 2006 financial statements were reclassified to conform to the 2007 presentation for comparative purposes. NOTE 3 - INVESTMENTS Investments at June 30, 2007 and 2006 are summarized as follows: 2007 2006 Cost Fair Value I Cost Fair Value Common stocks $ 122,705 $ 143,900 $ 113,179 $ 115,454 Corporate bonds 144,883 135,906 299,246 144,883 141,082 Mutual funds 176,095 199,693 21,033 163,464 171,300 12, 944,779 (443,805) (600,000) 15,517,134 $ 443,683 $ 479,499 $ 421,526 $ 427,836 $ 12,578,507 $ 9,423,989 NOTE 4 - RELATED -PARTY TRANSACTIONS Related -party receivables and payables are summarized as follows: Receivable: Developer fees Partnership management fees Ground leases Advances for development costs Advances to general partners Operating advances to EHMI Reserve funding fees Accrued interest on developer fees Accrued interest on ground leases Accrued interest on notes receivable Accrued interest - other Total Less: allowance for doubtful collections Less: current portion Long-term portion 13 2007 2006 $ 7,225,174 $ 5,108,670 1,513,422 1,221,631 3,121,811 2,931,459 788,818 1,144,267 820,076 779,845 1,325,471 1,118,249 37,000 37,000 348,064 299,246 203,977 171,354 556,093 122,542 21,033 10,516 15, 960,939 12, 944,779 (443,805) (600,000) 15,517,134 12,344,779 (2,938,627) (2,920,790) $ 12,578,507 $ 9,423,989 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Payable: Operating advances Eden Baywood L.P. Eden Palms Associates Eden Housing Management, Inc. Others Grants Central Valley Senior Housing Corporation Sara Conner Court L.P. Eden Housing Resident Services, Inc. Palo Alto Alma San Leandro Senior Capital contribution Downtown River LLC Total Operating Advances to EHRSI 2007 2006 $ 106,767 $ 76,826 30,027 30,026 37,052 101,035 33,117 349 466,699 159,867 25,000 25,000 - 30,000 39,323 - 30,000 - 116,954 116,954 $ 885,137 $ 540,057 EHI had made operating advances to EHRSI through June 30, 2002 that totaled $940,000. The board of directors decided to forgive these advances over a four-year period commencing July 1, 2002, and $235,000 is included in contributions to affiliate at June 30, 2006. The board also decided that operating advances to EHRSI after June 30, 2002 would be treated as contributions to affiliate, and during the years ended June 30, 2007 and 2006, EHI made operating advances of $67,322 and $230,619, respectively. Other Fees and Reimbursements EHI receives various fees and reimbursements from related parties. These include development fees for the development of affordable housing, project cost reimbursements for costs advanced during the predevelopment stage of affordable housing projects, fees pursuant to partnership agreements that affiliated organizations have entered into, and repayment of advances made to affiliates. EHMI and EHRSI receive reimbursement for payroll costs advanced and receive management and service fees from the rental properties owned or controlled by EHI. Developer fees earned, including accrued interest, from affiliated entities were $4,786,584 and $3,325,662 for the years ended June 30, 2007 and 2006, respectively. Partnershin Management Service Contracts EHI entered into partnership management service contracts with various affiliates. These affiliates pay EHI for management and administrative fees and during the years ended June 30, 2007 and 2006, EHI earned $476,338 and $380,800, respectively, from these entities. Leases EHI leases land to affiliates upon which affordable housing projects are operated. Lease payments are generally deferred until some future date, but revenue earned and recognized, including accrued interest, was $228,355 and $245,867 for the years ended June 30, 2007 and 2006, respectively. EHI leases additional office space from Glen Eden Associates, an affiliate. Rental payments were $33,184 and $33,072 for the years ended June 30, 2007 and 2006, respectively. 14 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Contributions to Related Parties Contributions to related parties are summarized as follows: Eden Housing Resident Services, Inc. Central Valley Senior Housing Corporation Sara Conner Court L.P. Palo Alto Alma San Leandro Senior Others Total Allowance for Doubtful Collections 2007 2006 110,322 $ 495,619 306,832 159,867 15,000 25,843 39,323 - 30,000 - 12,411 $ 501,477 $ 693,740 EHI had made advances to various related parties in prior years, and for the years ended June 30, 2007 and 2006, $-0- and $500,000, respectively, were accrued for an allowance for doubtful collections against these advances. EHI had made operating and development advances to SPM Housing Associates, a California limited partnership, through June 30, 2006 that totaled $518,581. EHI decided to forgive $118,581 of these advances and recognized an allowance for doubtful collections of $100,000. In June 2007, SPM Housing Associates paid the full balance due of $400,000. NOTE 5 — INVESTMENT IN PARTNERSHIPS AND OTHER COMPANIES EHI is a partner or member, and has financial interests in the following California limited partnerships and limited liability companies: 2007 2006 Percentage of Financial Financial Ownership Name of Entities Interest Interest 99% Baywood Associates $ 388,467 $ 376,150 98.99% C.G.A. Associates 329,134 400,000 .01% Sara Conner Court L.P. 92,054 349,265 .01% Downtown River Associates, L.P. 116,798 115,751 .01% Eden Baywood Apartments L.P. 70,768 70,768 99% Huntwood Commons Associates 45,000 - 0.84% Housing Partnership Securities, LLC 16,067 - .0045% Chesley Avenue L.P. 10,000 10,000 .01% Dublin Senior L.P. (1) (3,108) (2,821) .01% Saklan Avenue L.P. (1) (443) .01% Brentwood Senior Commons L.P. - (80) $ 1,064,737 $ 1,319,033 15 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 (1) EHI intends to transfer its general partnership interest on the partnerships to an affiliate non-profit organization commonly -controlled by EHI's board of directors. Thus, the financial information of these partnerships is not consolidated in the attached financial statements, as would have been required by EITF 04-05, Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have Certain Rights, had EHI's control not been temporary. The general purpose combined financial statements of EHI and affiliates will however, include the full consolidation of the partnerships controlled by EHI's affiliates. follows: The financial position and activities of the limited partnerships and other companies are approximately as 2007 2006 Total assets $ 125,489,000 $ 86,383,000 Total liabilities 104,497,000 72,010,000 Partners' and member's equity 20,992,000 14,373,000 Total revenue 3,617,000 5,611,000 Total expenses 6,597,000 3,389,000 Results of operations (2,980,000) (2,222,000) NOTE 6 — NOTES RECEIVABLE Notes receivable are summarized as follows: 2007 2006 Related Parties Eden Housing Management, Inc. for management and resident support services, maximum amount of $585,615. The note is non-interest bearing, unsecured, and matures December 31, 2008. $ 585,615 $ 585,615 SPM Housing Associates, secured by a deed of trust, with interest at 4% per annum, and is due on June 1, 2043. Accrued interest receivable was $126,544 and $112,548 at June 30, 2007 and 2006, respectively. 350,000 350,000 Sycamore Square Housing Corporation, unsecured with interest at 3% per annum. Annual payments are required commencing November 2, 2002 to the extent of surplus cash, as defined, with principal and any unpaid interest due in full on November 30, 2031. Accrued interest receivable was $16,200 and $9,994 at June 30, 2007 and 2006, respectively. 207,037 207,037 Josephine Lum Lodge, L.P., unsecured with interest at 4.79% per annum. Annual payments are required commencing December 1, 2017 to the extent of surplus cash, as defined, with any unpaid principal and 'interest due in full on December 1, 2060. Accrued interest receivable was $400,137 and $-0- at June 30, 2007 and 2006, respectively. (See Note 10). 5,275,956 5,275,956(') Josephine Lum Lodge, L.P., unsecured and bears no interest. Annual payments are required commencing July 1, 2025 to the extent of surplus cash, as defined, with any unpaid principal and interest due in full on November 1, 2060. 189,896 189,896 16 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 2007 2006 Saklan Avenue L.P., maximum amount of $2,800,000, secured by a deed of trust, bears no interest, and is due and payable 55 years from the date of the permanent loan closing or December 31, 2009, if the permanent loan closing does not occur. 1,500,000 Grand/C L.P., maximum amount of $507,000, secured by a deed of trust and bears simple interest at 3% per annum. Annual payments are required commencing July 1, 2010 to the extent of residual receipts, as defined. Any unpaid principal and interest shall be due and payable in full on February 1, 2062. Accrued interest receivable was $6,212 and $-0- at June 30, 2007 and 2006, respectively. 497,000 Grand/C L.P., secured by a deed of trust and bears simple interest at 3% per annum. Annual payments are required commencing July 1, 2010 to the extent of residual receipts but only after the $507,000 note above, as defined, has been repaid. Any unpaid principal and interest shall be due and payable in full on February 1, 2062. Accrued interest receivable was $7,000 and $-0- at June 30, 2007 and 2006, respectively. 560,000 Notes receivable (for general partner capital contributions or other advances) from the following affiliates are non-interest bearing and unsecured. On December 31 st annually, any unrestricted funds of the affiliates, less a reasonable amount for corporate expenses held by the affiliates, shall be paid against the notes: Catalonia, Inc. 507,083 507,083 Eden Palms, Inc. 120,000 120,000 RVC Investment, Inc. 54,727 54,727 Stoney, Inc. 62,959 62,959 A Street, Inc. 54,956 54,956 Eden Investments, Inc. 137,780 137,780 Contra Costa County Housing Corporation 152,654 152,654 Notes receivable (for minimum capital investment advances on HUD properties) from the following affiliates are non-interest bearing and unsecured: San Leandro Supportive Housing 10,000 10,000 Manteca Senior 10,000 10,000 Union City Independent Living 10,000 10,000 Gardella Gardens Apartments 10,000 10,000 Edenvale Supportive Housing Corporation 9,410 9,410 Total - related parties 10,305,073 7,748,073 Other Notes Receivable Notes receivable from buyers of units in the La Solanita and La Solana projects, due only upon sale of the property to persons not qualifying as low-income families, with interest ranging from 8% to 10% per annum. 25,350 25,350 Notes receivable from buyers of units in the Tyrrell Gardens project, due only upon sale of the property to persons not qualifying as low-income families, with interest at 8% per annum (see Note 11). 60,200 60,200 Note receivable from Cal -Livermore, Inc., with interest at 5% per annum. Principal and interest repayable at some future date. 100,000 100,000 17 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 2007 2006 Note receivable from Richmond Community Redevelopment Agency, maximum amount $1,778,219, unsecured, with interest at 8% per annum, interest only monthly payments commencing August 1, 2006, and due on the earlier of June 28, 2008 or upon sale or transfer to another entity. As of June 30, 2007, accrued interest receivable and loan fees of $128,999 and $15,000, respectively., was added to the principal balance. 1,643,999 1,500,000 Total — other notes receivable Total notes receivable 1,829,549 1,685,550 $ 12,134,622 $ 9,433,623 Included in income for 2006 is $5,275,956 which arose from a real estate sale take -back note donated by an affiliate to EHI (see Note 10). Since the seller (an affiliate of EHI) was not the general partner (another affiliate of EHI) of the acquiring limited partnership, the seller recognized gain from sale, which is included in the seller take -back note, which was donated to EHI. NOTE 7 — DEVELOPMENT IN PROGRESS Development in progress consists of the following: Richmond Nursery Manteca II Arroyo Vista Housing San Leandro Senior Housing Healdsburg Palo Alto Family Housing Fremont Senior Housing Lodi Single Family Casa Grande Eden Palms II Antioch II Saklan and North Lane Hayward Citation East Palo Alto Panhandle Site Cypress Glen Villa Springs Eden Lodge Others Total development in progress 18 2007 2006 $ 1,504,851 $ 1,070,784 469,605 163,753 178,315 14,715 178,766 - 103,941 7,703 100,153 12,726 24,295 - 9,996 - 5,426 5,004 - 1,242,539 - 946,220 - 460,369 - 149,257 - 4,447 49,058 - 10,738 - 6,525 - 57,138 - $ 2,698,807 $ 4,077,517 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 NOTE 8 — PROPERTY AND EQUIPMENT Property and equipment is summarized as follows: Land: Leased to affiliates Owned housing projects Corporate office Building and improvements: Owned housing projects Corporate office Furniture and equipment Less accumulated depreciation: Buildings and improvements Furniture and equipment Construction in progress — new office building Total property and equipment NOTE 9 — LINE OF CREDIT 2007 2006 $ 1,941,947 $ 1,941,947 923,875 923,875 272,687 272,687 5,811,777 5,811,777 812,214 812,214 473,702 460,103 10,236,202 10,222,603 2,527,058 2,343,537 421,254 397,657 2,948,312 2,741,194 848,677 - $ 8,136,567 $ 7,481,409 EHI has a $2,500,000 secured revolving line of credit with Wells Fargo Bank, of which $930,249 was outstanding at June 30, 2007. Bank advances on the credit line are payable in full by May 1, 2008 (maturity date) and bears interest determined in relation to LIBOR that may be continued by EHI at the end of the Fixed Rate Term applicable thereto so that all or a portion thereof bears interest determined in relation to the Prime Rate or to LIBOR for a new Fixed Rate term designated. As a sub feature of the line of credit, the bank agrees to issue standby letters of credit, where requested, not to exceed the aggregate of $1,500,000. Any amount of undrawn letters of credit shall proportionately reduce the amount available to borrow on the line of credit. NOTE 10 — NOTES PAYABLE Notes payable, except demand notes payable, are secured by the property unless otherwise noted and are summarized as follows: 2007 Interest I Interest 742 Harris Court Citicorp Mortgage, Inc., maximum amount of $248,500, due July 1, 2029, bears interest at 7.18% per annum, and requires annual payments of $1,683. $ 1,337 $ 223,429 $ 19 2006 - $ 227,450 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 City of Hayward (HOME) for predevelopment costs, due January 10, 2054, bears interest at 4.69% per annum from January 1, 2001. Annual payments are required commencing July 1, 2001, to the extent of surplus cash, as defined. Grove Way/Tenth and D Streets Citicorp Mortgage, Inc., due June 1, 2029, bears interest at 7.00% per annum and is payable in monthly installments of $2,754. Villa Springs California Housing Finance Agency (Ca1HFA), due November 2023, bears interest at 8.40% per annum and is payable in monthly installments of $17,103. Ca1HFA, bears interest at 3.00% per annum and is due November 2009. Annual payments are required commencing November 1, 1994, to the extent of excess cash, as defined. County of Alameda, due June 30, 2038, bears interest at 3.00% per annum. State of California, Department of Housing and Community Development (HCD), due July 30, 2042, bears interest at 3.00% per annum. Stoney Creek Apartments City of Livermore, bears compound interest at 3.00% per annum. The loan is to be repaid, to the extent EHI receives annual lease payments from the project. Washington Creek Apartments City of Petaluma. The principal is due July 24, 2020, with any unpaid interest which accrues at 3.00% per annum. 2007 2006 Interest Interest 50,311 165,000 1 42,570 165,000 2,162 370,651 1 2,200 377,497 12,924 1,846,248 1 13,259 1,894,192 94,222 289,298 85,543 289,298 414,833 927,000 387,023 927,000 880,463 1,981,676 1 821,013 1,981,676 399,954 813,114 1 364,622 813,114 163,200 320,000 1 153,600 320,000 20 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Eden Palms II City of San Jose (HOME Investment Partnership Program) for acquisition and predevelopment costs, maximum amount of $1,275,000, and bears no interest. The loan was assigned to Monterey Road Supportive Housing Corporation, an affiliate, in September 2006. Antioch II Antioch Development Agency, for the development of affordable rental housing, maximum amount $1,683,990 of which $225,590 is in the form of a forgivable CDBG loan, only $1,458,400 bears simple interest at 3.00% per annum and is due on November 18, 2060. The loan was assigned to Antioch Eden Rivertown L.P., an affiliate, in October 2006. Richmond Nursery City of Richmond, for acquisition and predevelopment costs, consisting of $449,000 in CDBG funds and $151,536 in HOME funds, bears simple interest at 3.00% per annum and due on September 22, 2008. Lenders for Community Development, for the acquisition and development of affordable housing, maximum amount $1,778,219, secured by general collateral assignment of non -real property assets, bears interest at 8.00% per annum, interest only monthly payments commencing August 1, 2006, and due on the earlier of June 28, 2008 or assignment to an affiliate. Repayment of the loan is guaranteed by the Richmond Community Redevelopment Agency. As of June 30, 2007, accrued interest payable and loan fees of $128,999 and $15,000, respectively, was added to the principal balance. 2007 2006 21 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Grand/C L.P. Redevelopment Agency of the City of Hayward, for the development of affordable rental housing, maximum amount $507,000, bears simple interest at 5.10% per annum, interest only monthly payments commencing March 1, 2007, and due on the earliest of a transfer of the development or any portion thereof other than a transfer as permitted or approved by the Agency, or occurrence of a default, or February 1, 2022. General Wells Fargo Community Development Corporation, in an original amount of $1,000,000. Bears simple interest at 2.00%, interest paid quarterly with principal and any unpaid interest due in full January 2013. New Corporate OfftcelQ lice Building Wells Fargo Community Development Corporation, bears simple interest at 2%, interest paid quarterly with principal and any interest due in September 2011. Wells Fargo Bank, N.A., for the construction of commercial office space, maximum amount $704,519, secured by deed of trust, bears interest at 6.70% per annum (if conversion occurs on or before the mandatory conversion date) or 1.75% plus applicable LIBO rate (if conversion does not occur by mandatory conversion date), and any unpaid principal and interest due and payable in full on June 20, 2008. Corporate O.(fice/Offtce Building Bank of the West for acquisition of property for corporate office at 409 Jackson Street, Hayward, due in September 2007. Monthly installments are $3,159, with interest at 5.00%. The loan was paid -off in September 2007 and was replaced by a new loan with maximum amount of $410,000 with a maturity date of September 25, 2012. 2007 2006 22 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 Bank of the West for construction at the corporate office at 409 Jackson Street, Hayward, due in January 2008, with interest at the prime rate, adjusted every fifth year (4.01% at June 30, 2007 and 2006). Monthly installments are $3,621. Demand Notes Payable Payable to A Street, Inc., on demand or by December 31, 2051, with compound interest at 5.84% per annum. Payable to Catalonia, Inc., on demand or by December 31, 2053, with compound interest at 6.36% per annum. Payable to Chynoweth Housing, Inc., on demand or by December 31, 2055, and is non-interest bearing. Payable to Corona -Ely Ranch, Inc., on demand or by December 31, 2052, with compound interest at 7.69% per annum. Payable to Eden Investments, Inc., on demand or by December 31, 2055, and is non- interest bearing. Payable to Eden Palms, Inc., on demand or by December 31, 2050, with compound interest at 6.36% per annum. Payable to Ellis Lake Townhomes, on demand or by December 31, 2051, and is non- interest bearing. Payable to Glen Berry, Inc., on demand or by December 31, 2052, with compound interest at 7.67% per annum. Payable to Stoney, Inc., on demand or by December 31, 2051, with compound interest at 6.75% per annum. Payable to Washington Creek, Inc., on demand or by December 31, 2051, with compound interest at 6.75% per annum. Total Less current portion Long-term portion 2007 2006 Interest Interest Payable Principal Payable Principal - 25,068 224 66,587 167,000 - (1) 167,000 301,111 290,000 265,764 290,000 - 250,000 - 250,000 - (1) 286,000 - (1) 286,000 - 50,000 - 50,000 657,984 633,000 580,787 633,000 - 79,000 - 79,000 215,000 - (1) 215,000 305,000 - �'� 305,000 113,500 - �'� 113,500 3,013,357 14,000,012 2,723,360 14,961,276 30,260 2,641,353 22,438 114,968 $ 2,983,097 $ 11,358,659 $ 2,700,922 $ 14,846,308 23 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 (1) Accrued interest is being offset against partnership management fee income. Principal payments on notes payable for the next five years are subject to changes in net cash flow and are estimated as follows: 2008 $ 2,641,353 2009 669,733 2010 75,058 2011 81,419 2012 88,323 NOTE 11— PAYABLE TO CITY OF HAYWARD Funds due to the City of Hayward upon collection from homeowners are summarized as follows: Tyrrell Gardens (see Note 6) Tyrrell Gardens NOTE 12 — TEMPORARILY RESTRICTED NET ASSETS 2007 2006 60,200 $ 60,200 157.158 157.158 $ 217,358 $ 217,358 Temporarily restricted net assets of $32,244 for Tyrell Gardens at June 30, 2005 were released from restriction during 2006. Included in contribution income for 2007 and 2006 were $45,000 and $255,000, respectively, of restricted contributions for the purchase of the limited partnership interests in Huntwood Commons Associates and C.G.A. Associates, respectively. The restrictions on these contributions were released in the year received. NOTE 13 — EMPLOYEE BENEFIT PLANS EHI established a 401(a) defined contribution pension plan effective July 1, 1992. Employees become eligible to participate in the plan after one year of service, are fully vested in three years and are not required to contribute to the plan. The contribution to the plan is determined on an annual basis by the board of directors. A maximum of 5% of covered wages could be contributed and $53,064 and $43,863 were contributed for the years ended June 30, 2007 and 2006, respectively. EHI established a 401(k) profit sharing plan that was effective January 1, 1999. Employees become eligible to participate in the plan immediately on the first day of employment. Participants may contribute annually from 1% to 100% of their compensation, provided that maximum amount contributed is permitted by law. This plan is for employees' salary deferral only and EHI is not required to make contributions. EHI also established a 403(b) defined contribution plan. This plan is for highly compensated employees' salary deferral and EHI is not required to make contributions. 24 EDEN HOUSING, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2007 AND 2006 NOTE 14 — COMMITMENTS AND CONTINGENCIES EHI has committed to provide demand loans payable to three affiliates for the purpose of satisfying their net worth requirements. The non-interest bearing demand loans expire at the end of the respective partnerships and at June 30, 2007 are as follows: Eden Investments, Inc. Huntwood Investment, Inc. Principal 103,500 104,000 EHI has provided loan and operating deficit guarantees as well as indemnifications with regard to tax benefits projected for its various affiliates and projects. EHI will be responsible for repaying a loan if, when the loan becomes due, the respective affiliate or project does not make payment on the loan. EHI will cover operating deficits as needed up to a stated limit. EHI does not require any collateral or other security from its affiliates and projects related to these guarantees. A reasonable estimate of the outstanding operating deficit guarantees at June 30, 2007 amounted to approximately $8,400,000, and outstanding loan guarantees were approximately $71,000,000. In addition, EHI has guaranteed an aggregate amount in excess of approximately $50,000,000 to the limited investors for tax credits and other deductions for various affiliated limited partnerships as of June 30, 2007. Management believes that the likelihood of funding a material amount of any of the guarantees is remote. In connection with the development of affordable housing projects, which are owned by limited partnerships, EHI has acquired the options to purchase the projects at the close of the projects' 15 -year compliance period. NOTE 15 — INCLUSIONARY HOUSING FEES Inclusionary housing programs are designed to increase the supply of affordable housing by requiring commercial developers to either make a percentage of housing units in new residential developments available to low and moderate -income households, or to provide a monetary subsidy (fee) to affordable housing developers to be used in project specific affordable housing developments. This subsidy is generally recognized as income when earned. In 2007, inclusionary housing fees of $2,800,000 and $2,000,000 were earned related to Saklan Avenue, LP and Grand/C Limited Partnership, respectively. 25 SUPPLEMENTARY INFORMATION 26 EDEN HOUSING, INC. AND SUBSIDIARIES SCHEDULES OF FINANCIAL POSITION - OWNED AFFORDABLE HOUSING PROJECTS ASSETS Cash Cash - restricted Prepaid expenses and other receivables Tenant security deposits Property and equipment - net Deferred costs - net Total assets LIABILITIES AND NET ASSETS Liabilities: Accounts payable and accrued expenses Related -party payable Tenant security deposits Interest payable Notes payable Total liabilities Net assets (deficit): Unrestricted Total net assets (deficit) Total liabilities and net assets JUNE 30, 2007 Grove Way 742 Harris and 10th/ Court D Street Villa Springs Total $ 884 $ 12,025 $ 6,254 $ 19,163 12,839 71,241 110,495 194,575 3,636 5,245 18,175 27,056 2,929 4,389 44,457 51,775 351,583 184,769 3,875,314 4,411,666 - 5,403 25,559 30,962 $ 371,871 $ 283,072 $ 4,080,254 $ 4,735,197 $ 13,821 $ 209 $ 8,492 $ 22,522 31,904 - 105,781 137,685 2,653 4,097 45,683 52,433 51,648 2,162 1,402,442 1,456,252 388,429 370,651 5,044,222 5,803,302 488,455 377,119 6,606,620 7,472,194 (116,584) (94,047) (2,526,366) (2,736,997) (116,584) (94,047) (2,526,366) (2,736,997) $ 371,871 $ 283,072 $ 4,080,254 $ 4,735,197 27 EDEN HOUSING, INC. AND SUBSIDIARIES SCHEDULES OF OPERATIONS - OWNED AFFORDABLE HOUSING PROJECTS YEAR ENDED JUNE 30, 2007 Grove Way 742 Harris and 10th/ Court D Street Villa Springs Total Income: 2,549 9,767 38,949 51,265 Rental income, net of vacancy loss $ 32,246 $ 124,466 $ 559,044 $ 715,756 Laundry and other 58 711 15,008 15,777 Interest income 131 82 6,147 6,360 Total income 32,435 125,259 580,199 737,893 Expenses: Salaries and wages 2,549 9,767 38,949 51,265 Payroll taxes and benefits 798 13,869 21,919 36,586 Office and maintenance costs 20,707 40,923 242,254 303,884 Professional services 3,400 9,260 33,788 46,448 Mortgage interest and carrying costs 17,527 26,168 162,885 206,580 Total expenses 44,981 99,987 499,795 644,763 Income (loss) from operations (12,546) 25,272 80,404 93,130 Other expenses: Interest - deferred notes 7,740 - 95,939 103,679 Depreciation and amortization 6,957 15,506 150,471 172,934 Net income (loss) $ (27,243) $ 9,766 $ (166,006) $ (183,483) 28 Response to Request for Qualifications Roget Park Affordable Senior Housing Development Section E Developer Status City of Lodi Eden Housing is not involved in any bankruptcy or re -organization proceedings, and not subject to any pending action; Eden Housing is not presently debarred, suspended or prohibited from professional practice or working with any Federal, State, local or other public funding. Certified by: Terese McNamee Chief Financial Officer 1/23/2009 Date Eden Housing, Inc. Section E January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section F Employment Policies Below is Eden Housings Equal Employment Opportunity section from the At Will Employee Handbook: Equal Employment Opportunity Eden Housing is an equal opportunity employer and makes employment decisions on the basis of merit. In accordance with applicable law, the company prohibits discrimination based on race, color, religion, creed, sex, marital status, age, national origin or ancestry, physical or mental disability, medical condition, veteran status, sexual orientation, citizenship status or any other consideration protected by federal, state or local laws. All such discrimination is unlawful. Eden Housing's commitment to equal opportunity employment applies to all persons involved in the operations of the company and prohibits unlawful discrimination by any employee of the company, including supervisors and coworkers. To comply with applicable laws ensuring equal employment opportunities to qualified individuals with disabilities, Eden Housing will make reasonable accommodations for the known physical or mental limitations of an otherwise qualified individual with a disability who is an applicant or an employee unless undue hardship would result. Any applicant or employee who requires an accommodation in order to perform the essential functions of the job should contact a director of the company and request such an accommodation. The individual with a disability should specify what accommodations he or she needs to perform the job. Eden Housing will conduct an investigation to identify the barriers that make it difficult for the applicant or employee to have an equal opportunity to perform his or her job. Eden Housing will then identify possible accommodations, if any, that will help to eliminate the limitation or barrier. If the accommodation is reasonable and will not impose an undue hardship, Eden Housing will make the accommodation. Eden Housing may also propose an alternative accommodation or accommodations. Eden Housing will also make reasonable accommodations for conditions related to pregnancy, childbirth or related medical conditions, if requested with the advice of the employee's health care provider, as required by law. If you believe you have been subjected to any form of unlawful discrimination, or if you are aware of an incident of discrimination involving another employee, please provide a written or verbal report to any director of Eden Housing. The report should be specific and it should include the names of the individuals involved and the names of any witnesses. Eden Housing will immediately undertake an effective, thorough and objective investigation and attempt to resolve the situation. The investigation will be completed and the determination made and communicated to you as soon as practical. Eden Housing will endeavor to protect the privacy and confidentiality of all parties involved to the extent possible consistent with a thorough investigation. Eden Housing, Inc. Section F January 23, 2009 Page I Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Applicable law also prohibits retaliation against any employee by another employee or by Eden Housing for reporting, filing, testifying, assisting or participating in any manner in any investigation, proceeding or hearing conducted by Eden Housing or a federal or state enforcement agency. Please report any retaliation to your supervisor or any other Eden Housing supervisor or any director of Eden Housing. Any report of retaliatory conduct will be immediately, objectively and thoroughly investigated in accordance with Eden Housing's investigation procedure outlined above. If a report of retaliation is substantiated, appropriate disciplinary action, up to and including discharge, will be taken. If Eden Housing determines that unlawful discrimination has occurred, remedial action will be taken, commensurate with the severity of the offense. Appropriate action will also be taken to deter any further discrimination. Eden Housing will not retaliate against any employee for filing a complaint and will not knowingly permit retaliation by management employees or coworkers. Eden Housing, Inc. Section F January 23, 2009 Page 2 Response to Request for Qualifications Roget Park Affordable Senior Housing Development City of Lodi Section G Article 34 Issues Eden Housing has extensive experience in structuring our affordable housing developments to comply with and avoid issues related to Article 34 of the California Constitution, which requires that voter approval be obtained before any "state public body" develops, constructs or acquires a "low rent housing project." While a City or a Redevelopment Agency is a "state public body" under Article 34, not every affordable housing development is a "low rent housing project" subject to an Article 34 election. There is a specific exemption under the law for privately owned housing in which no more than 49% of the units are occupied by low-income persons. This is widely interpreted to mean that if the local agency restricts no more than 49% of the units in the development to low or very -low income households, regardless of whether another state or federal agency restricts more than 49% of the units, the development is not a "low rent housing project" and therefore complies with Article 34 without the need for an Article 34 election. Most of the cities in which Eden works employ this mechanism to avoid Article 34 elections for affordable housing developments. Please see the following article written by M David Kroot, attorney with Goldfarb & Lipman LLP, a law firm which specializes in the practice of affordable housing law, for more information regarding Article 34. Eden Housing, Inc. Section G January 23, 2009 Page I Article 34 of the California Constitiution By M David Kroot December 1997 Article XXXIV of the California Constitution ("Article 34") requires that voter approval be obtained before any "state public body" develops, constructs or acquires a "low rent housing project." Article 34 raises a number of issues, addressed below, regarding a local agency's participation in the development of low- and moderate -income housing. Because public agencies are often reluctant to undertake the delay, uncertainty and potential additional expense of a local election, the scope of the election requirement is the first topic discussed below. It is often possible to confine the agency's role in a housing development, or plan the development, so that no Article 34 election is required. This section then continues with a description of the required form of election, and discusses the relationship among Article 34, use of a redevelopment agency's Housing Fund, and satisfaction of a redevelopment agency's Project Area Housing Production Requirement. A. Applicability of Article 34 to Redevelopment Agencies. A redevelopment agency is a "state public body" for purposes of Article 34. Cities, counties and hous- ing authorities also fall within the definition of "state public body. As a result, if a redevelopment agency (or other public body) participates in development of a "low rent housing project" and that par- ticipation rises to the level of development, construction, or acquisition of the project by the agency, approval by the electorate pursuant to Article 34 is required for the project. 1. Definition of "Low Rent Housing Project". Not all low -and moderate -income housing is a "low rent housing project." For example, if a development is being developed, owned and operated by a non-profit corporation and the only public agency assistance is provided by a federal agency (such as an elderly housing develop- ment receiving a HUD 202 capital grant and no funding from a state or local agency), Article 34 authority is not required. California statutory and case law permits development of many kinds of low -and moderate -income housing that will not be characterized as a "low rent housing project", and thus will not require Article 34 voter authorization. To clarify the requirements of Article 34, the Legislature has enacted the Public Housing Election Implementation Law (Section 37000 et seq.). The legislation specifically exempts each of the follow- ing types of developments from the requirement of voter approval: a. Privately owned housing which is not exempt from property taxation (unless fully reimbursed to all taxing entities) or is exempt from property taxation pursuant to the provisions of Revenue and Taxation Code 214(f) or (g) (applicable to specified housing developments operated by non- profit entities), and in which not more than 49% of the units are occupied by low-income persons; b. Privately owned housing which is not exempt from property taxation by reason of any public ownership and is not financed with direct long-term financing from a public body; c. Housing that is intended for owner -occupancy (which may include cooperative or condominium ownership) rather than rental occupancy; d. Housing consisting of newly constructed, privately owned, one -to -four family dwellings not located on adjoining sites; e. Housing that consists of existing units leased by a state public body from a private owner; f. Rehabilitation, reconstruction or replacement of an existing low rent housing project, or a project previously or currently occupied by lower-income households; and g. Acquisition, rehabilitation, reconstruction or improvement of a low rent housing development subject to a contract for federal or state public body assistance for the purpose of providing affordable housing if the development maintains or enters into a contract for federal or state public body assistance for the purpose of providing affordable housing. The California Supreme Court upheld the Legislature's general authority to adopt definitions applicable under Article 34 in California Housing Finance Agency v. Patitucci, 22 Cal. 3d 171 (1978). Because only a portion of the provisions listed above had then been enacted in the present form, only that por- tion of the listed provisions bears the Supreme Court's direct seal of approval. Other types of public agency assisted housing development, although not statutorily exempted from the voter approval requirement, may still be exempt depending on their particular circumstances, such as the nature of the housing, the type and income mix of tenants, the nature of agency assistance, the degree of agency control over the development, and other factors. 2. Definition of "Develop, Construct or Acquire". Not all public agency activities in connection with a "low rent housing project" can be characterized as development, construction, or acquisition of a low rent housing project. If a redevelopment agency or other public body were to construct housing directly, of course, its action would constitute develop- ment, construction, or acquisition. In addition, if an agency loans money for a project and the loan is conditioned on typical government agency requirements such as review and approval of plans, project financing, operation and maintenance standards and occupancy, the agency will generally be deemed to have developed or constructed the project. For instance, in California Housing Finance Agency v. Elliott, 17 Cal. 3d 575 (1976), the California Supreme Court concluded that California Housing Finance Agency ("CHFA") activities in the course of making a loan for a project constituted "development" by a public body. Those activities included, among other things: assessment of economic feasibility, review of management plans, review of loca- tion, design and construction plans; restrictions on rent and occupancy; certification of tenant incomes on an annual basis; implementing financial standards; monitoring relocation requirements; inspecting buildings and records; supervising construction, operation and maintenance; and designation of a tenant grievance procedure. Government activities in connection with a "low rent project" more limited than those undertaken by CHFA in Elliott conceivably could be interpreted as not constituting development. For instance, a loan for a project which does not involve the agency in review of plans for or operations of the project may not constitute development or construction of the project by the agency. However, that is by no means clear. "Development" may consist of merely imposing, as a condition of agency assistance, occupancy requirements which have the effect of making a project a "low rent project." The Legislature has undertaken to define specific exclusions from the meaning of "develop, construct or acquire," although the California Supreme Court has not ruled on the validity of those sections. Pursuant to such legislation, the words "develop, construct or acquire" do not apply if the agency's activity is limited to any of the following: a. The agency provides financing secured by a deed of trust, or obtains title temporarily through foreclosure or a deed in lieu with the intent to resell to a private owner; b. The agency acquires land or makes improvements to land which it anticipates will be ground leased to a private owner prior to its development so long as: 1. The land and improvements are not exempt from property taxation by reason of public ownership for more than five years after agency acquisition; or 2. After five years the agency fully reimburses the affected taxing entities; c. The agency leases units from a private owner provided that the lease does not result in a decrease of property tax; d. The agency provides assistance to a private owner or occupant of existing housing which enables the occupant to live in decent, safe and sanitary housing at a rent he or she can afford; e. The agency provides assistance to a development prior to its becoming a low rent housing project without intending or expecting that the development will become a low rent housing project; f. The agency provides assistance and monitors construction and compliance with the condi- tions of assistance to the extent of - (1) £ (1) Carrying out routine governmental functions; (2) Performing conventional activities of a lender; (3) Imposing constitutionally mandated or statutorily authorized conditions accepted by the recipient of the assistance. The last category listed is potentially the most widely applicable, but legally open to the greatest doubt. This list is not exhaustive and does not authoritatively define development, construction or acquisition. In each individual case an agency must examine its role and the extent of its involvement to determine if those actions fall inside or outside the definition. B. Nature of Article 34 Election. Where elections are held, local agencies usually seek general authority from the electorate to develop low income housing prior to identification of a specific project. For example, a typical Article 34 elec- tion might authorize construction of 500 units of "low rent housing" anywhere in the jurisdiction by the city (or county), its housing authority, its redevelopment agency, or other state public bodies. The California Supreme Court has upheld this practice of "unit banking" in Davis v. City of Berkeley, 51 Cal. 3d 227 (1990). In that case, the plaintiffs challenged as too vague and indefinite the general authorization approach, but the court upheld the adequacy of two contested Berkeley ballot measures which authorized 200 and 300 units of housing respectively, without identifying its location, occupants, physical characteristics or dates of construction. The practical effect of the Davis decision is to confirm that obtaining Article 34 ballot approval may be eased by holding elections before making commitments to individual sites, projects or funding. C. Limitation of Time For Article 34 Challenge. Section 36000 et seq. requires that an Article 34 -based challenge to a local or state agency's approval of (or funding commitment for) a housing development be brought within sixty days of the date of approval (or funding commitment). Given the questions about how specific fact situations may be affected by Article 34, this provides an important assurance, particularly where no election is held. Moreover, the Supreme Court in Davis appeared to recognize the Legislature's right to establish this statute of limitations period. This does not mean, however, that communities can completely ignore Article 34 and then rely on the sixty day statute of limitations with impunity. If the community did not have a reasonable basis to believe that a project fell under one of the statutory exceptions set forth above, a court may not allow the public agency to wilfully and knowingly violate Article 34 and then rely on the relatively short statute of limitations to prevent any substantively meritorious litigation challenge. D. Practical Issues of Structuring to Avoid Article 34 Election. This subsection discusses how structuring a transaction to comply with Article 34 can affect a redevel- opment agency's compliance with its Project Area Housing Production requirements as well as the requirement to expend the Housing Fund and produce very low and lower income units in proportion to community need. For instance, in a typical example, a nonprofit developer may be planning to build a 100 -unit develop- ment in which all the units will be occupied by very low income households, and which will receive an allocation of federal low income housing tax credits . In order to avoid the necessity for an Article 34 election, the nonprofit asks the agency to provide Housing Funds to the development, but to regulate only 49% of the units as very low income. The developer is willing to have the agency regulate the balance of the units so that they are affordable to median or moderate income households. By using this approach, it is the general consensus that the development would not be a "low rent housing pro- ject" because it would fall under the exemption described in subsection 2.a. above (i.e., it would be pri- vately owned, exempt from property taxes only under Revenue and Taxation Code Section 214[g], with not more than 49% of the units required by the redevelopment agency to be occupied by lower income [or, in this case, very low income] households.) Because only 49 of the units will subject to a redevelopment agency regulatory agreement requiring them to be very low income, only those 49 units can be counted toward meeting the agency's Project Area Housing Production Requirement for very low income units. The balance can qualify toward the low- and moderate -income portion of the production requirement. This result may seem strange because all the units will in fact be very low income and will be subject to a thirty-year regulatory agreement under federal tax law. However, to meet Article 34 limitations, the agency can take credit for only 49 very low income production units and an additional 51 low- and moderate -income units. In addition, a question arises regarding the redevelopment agency's obligation to use the Housing Fund to produce very low and lower income units in proportion to the very low and lower income housing need in the community. The redevelopment agency may be in the position of claiming that the other 51 units (if regulated) are meeting the community's moderate income need even though households above very low income will not be eligible to live in them. This is technically acceptable since the incomes and rents required for those units will not exceed the numbers for moderate income affordabil- ity, and the law provides only an income and affordability cap, with no floors for income or affordabili- ty. If the agency chooses not to regulate the additional 51 units, then it would only count the 49 very low income units as having been assisted with the Housing Fund. As is obvious from the above discussion, the relationship between Article 34 and the CRL is highly dependant on specific fact situations and can be somewhat complex. Therefore, agencies should keep these relationships in mind when discussing how they wish to structure assistance to specific low- and moderate -income housing developments. LTJ DOMUS DEVELOPMENT Response to the City of Lodi's Request for Qualifications for Roget Park !ffAordable Housing Development Project Presented to: Joseph Wood, Community Development Department Prepared by: Domus Development, LLC January 23,2009 January 23, 2009 Joseph Wood Community Improvement Manager City of Lodi Community Development Department 221 West Pine Street Lodi, CA 95240 Re: City of Lodi RFQ - Roget Park Affordable Housing Senior Project Dear Mr. Wood: Domus Development, LLC (Domus) is pleased to submit the qualifications of our team for considera- tion by the City of Lodi in connection to its Roget Park Affordable Senior Housing Development Pro- ject. The principals of Domus have developed hundreds of units of attractive and functional senior afford- able housing throughout Northern California. Domus provides an integrated and balanced approach to development, with the financial resources and in-house expertise to successfully manage its pro- jects from conception through property management. Our non profit development partner, Afford- able Housing CDC (AHCDC), was established in 1992 and has developed and owns hundreds of affordable units in California. With a history of working together Domus and AHCDC have formed a cohesive partnership leveraging the resources and strengths of both organizations. Finally, the prop- erty would be managed by Domus Management Company. The members of this team each have successfully carried forward a business practice centered on producing sustainable, community -building assets through inclusive and participatory means. We pledge to apply this same approach to all of our senior affordable housing projects. Based on our review of the requirements for the Roget Park Affordable Senior Housing Development Project, we are excited about the possibility of being selected as a short-listed team for the subse- quent Request for Proposal phase. Should you have questions, please call (415) 856-0010 ext. 201 for Meea Kang. Sincerely, Meea Kang President Contact Information Domus Development San Francisco Office: 594 Howard Street, Suite 204 San Francisco, CA 94105 Ph: (415) 856-0100 ext. 201 Fx: (415) 856-0264 http://www,domusd.com Contact: Irvine Office: 9 Cushing, Suite 200 Irvine, CA 92618 Ph: (949) 923-7800 Fx: (949) 585-0449 Contact: Meea Kang, President Monique Hastings, Principal Em: meea@domusd.com Em: mhastings@newportpartners.com Meea Kang and Monique Hastings are authorized to representand sign on behalf of the Developer: Affordable Housing CDC 9 Cushing, Suite 275 Irvine, CA 92618 Ph: (949) 923-7815 Fx: (949) 388-2158 http://www.ahcdc.com Contact: Joe Stalzer, Executive Director Em: jstalzer@ahcdc.com Domus Management Company 2405 S Stockton St, Suite 2 Lodi, CA 95240 Ph: (209) 365-9010 Fx: (209) 365-9015 http://www,domusmc.com Contact: Cathy Metcalf, Vice President Em: cathym@domusmc.com City ofLodi I StatementofQualification and Interest Domus Developmentand Affordable Housing CDC January 23, 2009 Qualifications Domus Development has an extensive track record of successfully developing and managing complex community-based affordable housing developments. Our team is uniquely qualified to bring complex pro- jects to fruition due to our background in affordable housing finance, high-density sustainable design, and community-based public/private partnerships. Domus has completed over 320 units of affordable housing and has another 250 units in pre -construction and another 300+ units in predevelopment. Of those 320 units, nearly half of those were senior housing. Domus consists of a group of hands-on development specialists and financial managers with educational and professional backgrounds in housing finance, accounting, construction estimating, asset management and architectural design and urban planning. Our backgrounds enable us to provide informed leadership to the entire project team. We can also readily anticipate the needs of project team members and serve those needs promptly. Domus was founded on the belief that everyone deserves decent housing. We pursue mixed -income and affordable housing development opportunities whenever possible. We also look for innovative development challenges such as mixed-use projects that place residents and services adjacent to one another. From its inception, Domus has focused on providing quality affordable senior housing and access to social services. Our experience, track record and commitment has earned the trust and confidence of funders, policy mak- ers, elected officials and donors who continue to invest in our work with seniors. Domus recently completed Lincoln Court Senior Apartments in Oakland. As Oakland's first affordable senior supportive housing complex, Domus developed the project in partnership with Self -Help for the Elderly. The project includes 82 affordable apartments, where 30% are reserved for extremely low income disabled/frail seniors, with a senior and computer -learning centerjust off its ground floor lobby. Free social service pro- grams are available to all residents and to neighboring seniors. The programs are designed to empower residents to stay healthy and independent despite their frailty with the hope that residents can "age in place" and continue to live in their homes without being institutionalized prematurely. Domus continues its commitment to sustainable growth by taking a comprehensive, multifaceted approach to development. We believe in developing and maintaining affordable housing nearjobs and transportation. We embrace "green" building methods and technologies to improve and protect the local environment, en- hance the quality of life in our communities, and build towards a more sustainable future. Our emphasis on attractive, functional design and solid construction results in quality homes that residents take pride in and want to take care of. All new Domus projects exceed Title 24 standards with many being designed to meet LEED certification. We understand that sustainable green buildings have numerous economic and environmental benefits. A well designed building can dramatically reduce operating expenses as well as enhance the building's overall comfort, beauty and performance. Domus strives to develop buildings that will cost less to operate and will provide an exceptional interior environment that will be comfortable and will sustain the health and well be- ing of its residents. Our sustainable building objectives are to: • Optimize energy efficient systems • Incorporate Solar Energy production • Optimize building's thermal performance • Incorporate natural day lighting • Utilize recycled, sustainable building materials and practices In order to achieve our development objectives, we will bring together experts from multiple disciplines from the start. By working together at key points in the design process, these participants can often identify highly attractive solutions to design needs that would otherwise not be found. In an integrated design ap- proach, the mechanical engineer will calculate energy use and cost very early in the design, informing de- signers of the energy -use implications of building orientation, configuration, fenestration, mechanical sys- tems, and lighting options. Beyond building the right team, Domus is fully capable of obtaining the necessary funding to acquire, con- struct or rehabilitate this desperately needed affordable housing. Northland Village Apartments in Sacra- mento is the largest project financed by Domus to date. Northland Village is a HUD Section 8 property with 145 family units located in 32 separate buildings. Domus acquired Northland in March of 2005 with the goal of renovating the property while maintaining its affordability. The new improvements include a new commu- nity center with a manager's unit, as well as a computer room, two playgrounds and a basketball court tar- geted to the many children who live onsite. Construction was completed in the fall of 2007. Domus negoti- ated a 20 -year HUD Section 8 contract renewal with significant rent increases and secured permanent fi- nancing from MHP, 4% tax credit equity, SHRA and US Bank. The total development costs are approxi- mately $25 million. Domus has built successful relationships with local governments in a number of municipalities. Domus has developed a partnership -like relationship with the City of Pittsburg Redevelopment Agency (RDA) and Build- ing Engineering Department. The Pittsburg RDA planned to develop the Entrata project itself, but hired Do - mus to build the project after the project was entitled. Our proven success record of managing this compli- cated project led the RDA to have Domus act as the RDA's "Agent for City" to manage all aspects of the redevelopment effort, including the environmental remediation, Housing Authority office tenant build outs and the off-site improvements surrounding the building. Domus was also instrumental in revitalizing a blighted section along MacArthur Boulevard in Oakland. Due to the high profile nature of the site, Domus worked closely with Councilwoman Jean Quan of Oakland's 4t" District as well as many neighborhood groups and community members to secure the necessary community support, local financing and entitlements to construct Lincoln Court. City of Lodi I Statement of Qualification and Interest Domus Development and Affordable Housing CDC January23,2009 Projects Domus Development has earned a reputation for developing innovative senior housing integrated with supportive social services. Domus' principals have developed thousands of units of attractive and functional affordable and mixed-use housing in the state. We retain experienced in-house staff that can manage the development process from project conception through property management. We possess a balanced ap- proach to development and have the resources and expertise to make this project a success. City of Lodi I Statementof Qualification and Interest Domus Developmentand Affordable Housing CDC January 23, 2009 OAK RIDGE SENIOR APARTMENTS Domus' acquisition of Oak Ridge Senior Apartments prevented this 1986 project from converting to market -rate rents and preserved 35 units of essential affordable senior d housing for the State. D O M U S Description: Domus acquired oak Ridge in order to substantiallyrehabilitate and preserve oak Ridge as a DEVELOPMENT low income senior development. Located within a residential neighborhood in Sonoma, the project is comprised often separate one-story buildings on approximately 3 acres. The project consists of 30 one bedroom and 5 two bedroom apartments. The rehabilitated facility consists of updated units for the seniors and an improved community space. Address: 18800 Beatrice Drive i Sonoma, CA Affordable Units: 35 Project Value: $7.0 million Non -Profit Partner: Burbank Housing Development Corporation Architect: Gelfand Partners Architects Financing: USDA; California Departmentof Housing and Community Development; Sonoma County RedevelopmentAgency; Sonoma County Housing Authority; Alliant Capital Oak Ridge Senior Apartments is the acquisition and rehabilitation of 35 units of senior affordable housing. To prevent this at -risk property cf converting to market rate rentals, Domus partnered with Burbank Housing to acquire and rehabilitate this beautiful property comprising of 10 buildings on over 3 rolling acres in Sonoma, California. ROLES OF TEAM MEMBERS Meea Kang was responsible for site acquisition, securing financing, architectural and pre -construction over- sight, community outreach, partnership and contract negotiation. John Lowry of Burbank Housing partici- pated in community outreach and oversaw the construction and property management coordination. FINANCING STRUCTURE Layered public and private financing including: tax exempt bonds and 4% tax credit equity USDA Rural Development I $1.432.0001 JAcquisition Costs L $4,500,0001 HCD - Multifamily Housing Program $2,000,000 I Hard Costs $1,400,0001 Sonoma County Redevelopment Funds $750,000 1Soft costs $1.113.0001 Sonoma County Fund for Housing $375,000 Tax Credit Equity $2,075,000 Deferred Developer Fee $125,000 Other Cash/ Reserves/ GP Equity $256,000 Total $7,013,000 PUBLIC INVOLVEMENT PROCESSES Domus and Burbank Housing worked extensively with the local redevelopment agency and the advisory committee which led to strong community consensus around the project. GREEN BUILDING METHODS • Exceeds Title 24 standards by 15% • Installed Low E window • New drought tolerant landscaping • Utilized green building materials City of Lodi I Statement of Qualification and Interest Domus Development and Affordable Housing CDC January 23, 2009 When the owner of this at -risk property could not close a sale with another affordable housing developer, Domus was able to step in to make the deal work and preserve the project's tl affordability. D O M U S Description: Located in the picturesque City of Cloverdale in northern Sonoma County, Citrus Commons DEVELOPMENT consists of 28 senior apartments and 4 family units. Domus acquired Citrus Commons in March of 2005 in orderto rehabilitatethe property and maintain its affordability. In addition to interior and exterior renovations, Domus added a manager's office to the property, as well as new laundry and community roomsfor the tenants. Constructionwas completed May 2006. SAN FRANCISCOOFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand Ave, 25th Floor Cos Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.dornusd.com BEFORE Address: 133-139 & 141 Healdsburg Avenue Cloverdale, CA Affordable Units: 32 Project Value: $5.6 million Non -Profit Partner: Housing Corporation of America Architect: Garcia DeCredico Sherman Financing: California Departmentof Housing and Community Development; City of Cloverdale; Sonoma County CDC; Wells Fargo Bank, NA; Alliant Capital Citrus Commons, also known as Divine Senior Apartments, was an existing tax credit property serving low- income seniors and families. The original structures, built in 1970 and 1989, consist of 2 buildings, contain- ing 28 one-bedroom/one-bathroom flats (designated for seniors), 4 two-bedroom/one and a half bathroom apartments (designated for families). The Project included interior renovation, new roofing, installation of solar panels, new landscaping, sidewalks, new laundry room as well as a new community center and man- ager's office. The community room offers a variety of programs targeted to seniors and families. ROLES OF TEAM MEMBERS The site program, financing plan, partnership and contract negotiation, and securing of financing were per- formed by Meea Kang. Nikki Alvarez provided project support and Gary Ahuna provided day-to-day project and construction management. FINANCING STRUCTURE The property was purchased in February 2005. The Developer secured a new 10 -year Project Based Sec- tion 8 Contract for 20 of the units from the Housing Authority of the County of Sonoma, a residual receipts loan from the City of Cloverdale, a residual receipts loan from the County of Sonoma CBDG funds, Tax - Exempt Bond financing through ABAG, 4% tax credits and a loan from the California Department of Housing and Community Development Multi -family Housing Program. SOURCES Tax -Exempt Bonds $1,300,000 Tax Credit Equity $1,800,000 MHP $1,800,000 City of Cloverdale $250,000 County of Sonoma (CDBG) $300,000 Developer Equity $150,000 Total $5,600,000 USES Acquisition $2,802,540 Hard Costs $1,200,000 Soft Costs $1,597,460 aaxcw 1 1P J,VVV,UUV PUBLIC INVOLVEMENT PROCESSES Domus worked with the City of Cloverdale and attended several public hearings which led to strong com- munity consensus around the project. GREEN BUILDING METHODS • Exceeds Title 24 standards by 15% • Use of natural ventilation and daylight in common areas • Solar panels power common area electricity • Use of Green Building Materials • New drought tolerant landscaping City of Lodi I Statementof Qualification and Interest Domus Development and Affordable Housing CDC January23, 2009 LINCOLN COURT SENIOR HOUSING DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 HowardSt, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine. CA 92618 T 949-923-7800 F 949-585-0449 LOSANGELES OFFICE 333 S Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com The project site was previously occupied by the Hillcrest Motel, a blighted property known for drug activity and prostitution. In partnership with neighborhood groups and the City of Oakland, Domus was able to transform this long -troubled site into a valuable addition to the com munity. Description: Located in Oakland's vibrant Dimond District, Lincoln Court'Senior Apartments provides 82 units of housingto extremely -low and very -low incomes seniors, many with disabilities. An on-site senior centerwith supportive services and a computer learning center, managed by Self-Helpfor the Elderly, allows residentsto "age in place" gracefully. The three-story apartment building includesa central courtyard with lush landscaping and garden furniture, and incorporates green building components. Address: 2400 MacArthur Blvd Oakland, CA Affordable Units: 82 Project Value; $19.5 million Non -Profit Partner: Self -Help for the Elderly Architect: YHLA Architects Contractor: J.H. Fitzmaurice,lnc, Financing: California Department of Housingand Community Development; City of Oakland; U.S. Bank; Federal Home Loan Bank; Alllant Capital Located in the Oakland Hills, Lincoln Court has a unique topography as it is built into a hillside. The building was designed to complement both an urban and residential context. Along MacArthur Boulevard the build- ing has wide sidewalks and is three stories, stepping back to two stories as it engages the single family neighborhood behind. The former Hillcrest Motel plagued the neighborhood with crime for over 25 years. The City of Oakland util- ized an anti -blight law to force its demolition. Domus purchased the property shortly thereafter in 2004, with public outreach well underway. The Team received overwhelming support for the proposed design from City Council and neighbors and moved quickly through the permit process. Within 12 months, the site was pur- chased, received entitlements, secured financing and began construction. Within 36 months, the project was completed and fully leased up and now is the anchor to the Dimond Neighborhood's revitalization ef- forts. ROLES OF TEAM MEMBERS Meea Kang provided site acquisition, entitlements, community outreach, site program, financing plan, part- nership and contract negotiation. Project Manager, Gary Ahuna provided day-to-day project management and construction management. FINANCING STRUCTURE SOURCES US Bank $980,000 MHP $6, 700, 0 City of Oakland $3,500,0( AHP $600,00 Tax Credits $6,500, 0 Developer Equity $1,220,000 Total $19,500,000 PUBLIC INVOLVEMENT PROCESSES G a ro USES Acquisition $2,400,000 turd Colts $12,300,000 Soft Costs $4,800,000 Total $19,500,000 Domus worked extensively with the local community and the Dimond Improvement Association during the design development and construction phases of the Lincoln Court project. Domus held several open com- munity meetings, which led to strong community consensus around the project. Domus also organized a large ground breaking ceremony as well as a "sneak preview" open house of Lincoln Court with refresh- ments when the project was substantially complete as a show of gratitude to the neighborhood and sur- rounding community. (Please refer to the "Community Outreach" section for support letters.) GREEN BUILDING METHODS • Construction practices met the Oakland Green Building ordinance by reusing or recycling 50% or more of waste and debris. • Exceeds Title 24 standards by 15% • Use of natural ventilation and daylight in common areas • Use of native plants and innovative landscape design lower water usage and prevent runoff • Use of green building materials City of Lodi I Statementof Qualification and Interest Domus Developmentand Affordable Housing CDC January 23, 2009 7D] DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco. CA 94105 1 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing.. Suite 200 Irvine. CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand Ave. 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.don usd.com ENTRATA rig The Entrata Mixed Use Development is located at the edge of Downtown Pittsburg, California. The project is a key element in the Downtown Pittsburg Area Redevelopment Plan. In ajoint venture with the City of Pittsburg, Domus developed the 28 -unit mixed -income project which is also home to the City's Housing Authority and a restaurant. Description: Entrata was conceived by the City of Pittsburg as a "gateway" to the newly envisioned entrance to the Downtown. The project provides subsidized as well as market rate units targeting singles and small families. Domus entered into a Dispositionand Development Agreement with the City in Novemberof 2005. Domus secured financing and began construction in April 2006. Constructionwas completed in November of 2007. Address: 125EastTenth Street Pittsburg, CA Affordable Units: 13 Affordable; 15 Market ProjectValue: $11.4 million Non -Profit Partner: Affordable Housing CDC Architect: MichaelWoldemar &Associates, Inc. Contractor: Brown Construction, Inc. PublicArt: Topher Delaney Financing: City of Pittsburg Redevelopment Agency; U.S. Bank; Alliant Capital Entrata is a new mixed-use and mixed -income development located in Downtown Pittsburg, CA. Entrata consists of 24 one -bedroom units and 4 two-bedroom units over ground floor parking, retail and office space. 13 of the units are reserved for persons earning at or below 50% and 60% of area median income. The remaining residential units are rented at market -rate. The ground floor retail includes commercial space for a restaurant and new office space for the City of Pittsburg Housing Authority. ROLES OF TEAM MEMBERS Meea Kang negotiated the DDLA and ground lease, oversaw contractor selection, secured financing and contract negotiation. Project Manager, Christine Kiesling, coordinated with the Redevelopment Agency, managed consultants and provided the day-to-day construction management of the building, public art, offsite improvements, tenant space build out. FINANCING STRUCTURE Layered public and private financing including: tax exempt bonds and 4% tax credit equity SOURCES US Bank $1,300,01 City of Pittsburg $8,900,000 Tax Credit Equity $1,200,01 Total $11,400, 000 PUBLIC INVOLVEMENT PROCESSES L C USES Hard Costs $9,000,000 Soft costs $2,400,000 Total $11,400,000 Domus Development entered into a Development Agreement with the City of Pittsburg in November of 2005. The Redevelopment Agency owns the land and is leasing it to the Partnership for 75 years. The mixed-use development will serve as the permanent space for the Housing Authority. The City of Pittsburg/ RDA initiated this development, conceived of its design and handled all architecture and entitlements. How- ever, because the RDA did not want to act as the developer or property manager, they contracted with Do - mus to take over these responsibilities in a joint venture with the RDA. The construction financing for Entrata was closed in March 2006. Construction began in May 2006 and ended in November 2007. GREEN BUILDING METHODS • Exceeds Title 24 standards by 15% • Use of natural ventilation and daylight in common areas • Use of low VOC paints and green building materials • On-site storm water retention City of Lodi I Statementof Qualification and Interest Domus Developmentand Affordable Housing CDC January23, 2009 DOMUS DEVELOPMENT SAN FRANCISCOOFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 1 rvi ne, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 4 Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com NORTHLAND VILLAGE Prior to its acquisition by Domus, this neglected property was at risk of losing its rent subsidy, leading to the displacement of hundreds of residents. Without any financial assistance from the City of Sacramento, Domus was able to preserve this essential housing resource. Description: Northland Village Apartments is a HUD Section 8 property with 144 family units located in 32 separate buildings. Domus acquired Northland in March of 2005 with the goal of renovatingthe propertywhile maintaining its affordability. Improvements includetwo new community rooms- one with a manager's unit and the other with a computer learning center, two playgrounds and a basketball court targeted to the many children who live onsite. The rehabilitation was completed in December 2007. BEFORE Address: 3730Modell Way Sacramento, CA Affordable Units: 144 Project Value: $22million Non -Profit Partner: Housing Corporation of Amedca Architect: Santos PrescottPssociates Contractor: Precision Commercial GCC Financing: California Departmentof Housing and Community Development; LS Department of HUD, US Bank Alliant Capital Northland Village Apartments is an existing Project Based Section 8 property serving low-income families. The original structure was built in 1968 and consists of 32 two-story buildings, containing 44 two-bedroom/ one -bathroom flats, 49 three-bedroom/one and one-half bathroom town homes, and 51 fou r -bed room lone and one-half bathroom town homes. The Project included full interior renovation, new roofing, and a fagade replacement as well as a new community center and office building. The community room offers a variety of programs, including a nutrition program, after school activities and tutoring available to the more than 400 children living at the site. Additional amenities are geared toward families and include a laundry facility, mul- tiple playgrounds and a resurfaced basketball court. ROLES OF TEAM MEMBERS The site program, financing plan, partnership and contract negotiation, and securing cf financing was per- formed by Meea Kang. Nikki Alvarez provided project support, Gary Ahuna provided construction manage- ment and Jessica Watson assisted in arranging social services at the site. FINANCING STRUCTURE The property was purchased March 18, 2005. The Developer secured a new 20 -year Project Based Section 8 Contract from the Department of Housing and Urban Development, Tax -Exempt Bond financing through the City of Sacramento RDA, 4% tax credits and a loan from the California Department of Housing and Community Development Multi -family Housing Program to finance the acquisition and rehabilitation of this property. < SOURCES Tax -Exempt Bonds $13,770,000 Tax Credit Equity (4%) $5,050,000 MHP $5,075,000 Developer Equity $1,540,000 Deferred Developer Fee $240,000 Total $25,675,0001 PUBLIC INVOLVEMENT PROCESSES USES Acquisition $12,700,000 Hard Costs $8,000,000 Soft costs $4,975,000 Total $25,675,0001 Upon acquisition of this large complex, Domus worked with the City Councilperson Sandy Sheedy and local police to clean up the crime and strengthen police presence. Domus also held several community meetings using translators to help communicate with the large Russian population at the project. GREEN BUILDING METHODS . Exceeds Title 24 standards by 15% . Use of natural ventilation and daylight in common areas . New drought tolerant landscaping . Utilized Green Building Materials City of Lodi I Statementof Qualification and Interest Domus Developmentand Affordable Housing CDC January23,2009 LAVALENTINA In 2007, the Sacramento Housing and Redevelopment Agency awarded Domusthe opportunity to developthis underutilized site adjacentto the La Valentina Light Rail ri Station. Looking to reactivatethe neighborhood, Domus is proposing affordable rental, live/work and retail space. D O M U S Description: DEVELOPMENT Working with David Baker+ Partrlers, Domus plansto implement multiple green elements into the project,The projectwill optimize energyefficient systems and utilize rooftop photovoltaic solar panels and a solar hotwater heating system to offset resident's energy consumption. Additionally, landscape elements, such as a green roof and a bio-swaleatthe rear parking lot help to retain, filter and clean street water runoff before entering the city's storm water system. The project's location also encourages residents to use public transit. SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 s Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com Address: 12th Street & E Street Sacramento, CA Affordable Units: 54 Live/Work Units: 10 Parking Spaces: 72 Architect: David Baker+ Partners Architects Financing: Sacramento Housing and Redevelopment Agency; Tax Exempt Bonds; Low Income Housing Tax Credits KINGS BEACH HOUSING NOW DOMUS DEVELOPMENT SAN FRANCISCOOFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine. CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 3335 Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 The Kings Beach Housing Now project will address the urgent need for affordable workforce housing in Kings Beach while helping to protect the natural beauty of LakeTahoe and its surrounding environment. By supporting higher density infill development, the project will counter the environmental ills associated wil I sprawled development. Description: The ProjectwiII be constructed in phases to accomodate relocation of existing residents. The new housing types wiII varyfrom studios to three bedroom units to address the varied needs for singles as well as large family housing. Domusis investigating the possibility of using panelized or other modular housing construction to deal with the short construciton season and to reducethe impact of construction on site. Domus is also committed to utilizing green building technologies. Prototypefor sites within the KingsBeachGrid Location: 6 Scattered Sites throughout the Kings Beach Grid North LakeTahoe, CA Affordable Units: Approximately 100 Project Density: 25 units per acre Commercial Floor 15,295 SF Area: Architect: YHLA Architects Financing: PlacerCounty RedevelopmentAgency; Low Income HousingTax Credits; First Mortgage While at other firms, Meea Kang managed the development of other unique senior properties. Autumn GlowAlzheimer's Care Home 654 Grove Street, San Francisco, CA Description of Project: Completed in 2001, Autumn Glow is a fifteen -bed facility providing 24-hour care for seniors with Alzheimer's and related dementia. The facility is tar- geted to serve low- to very -low income seniors with Alzheimer disease who are ambulatory or non-ambulatory. No. of Beds: 15 Assisted Beds Unit Mix: 6 shared rooms and 3 single rooms Building Size: 2,382 Sq. Ft. Other Amenities: Activity room/Dining room 6 bathrooms on three levels (two per floor) 2 Community Rooms Commercial Kitchen Manager's Office Roof Top and Rear Gardens Affordability: This rental project is 100% affordable to disabled, low-income seniors 62 and older. All units are reserved for seniors earning 50% or less of area median income (AMI). The project has rental subsidies in place for 100% of the units. Role of Domus Principal: Meea Kang was the development consultant for Self -Help for the Elderly and was responsible for site acqui- sition, securing all financing, entitlements, contract negotiations, design and construction oversight. Financing: SF Mayor's Office of Housing $ 1,625,000 U.S. Departmentof HUD $ 574,700 Fundraising $ 200,000 Total: $ 2,399,700 Operating Subsidies: U.S. Departmentof HUD $ 82,200 SF Department of Public Health $ 117,128 Ping Yuen Center 420 1 Street, Sacramento, CA Size: No. of Units: Commercial Space: Stories: Description of Project: .97 Acres 82 Affordable Rental Units 10,000 Sq. Ft. 3 The Ping Yuen Center is located at the southwest corner of 51h and I Streets in downtown Sacramento. Ping Yuen is a part of the "Chinatown" block of Downtown Sacramento. It is strategically located near the Down- town Plaza mall, the Federal Courthouse and is across the street from the new 240 acre Railyard Transit Oriented Development (TOD). The new Railyard TOD will include approximately 10,000 new homes, a re- gional food market as well as a new regional Intermodal Transportation Facility. Ping Yuen was originally built in the 1970's and was vacated in 1997, due to escalating maintenance and operating costs, This once vacant and dilapidated building was later transformed into 82 units of affordable senior housing, ground floor retail, a senior center and a Classical Chinese Garden. In 2004, the project was recognized as on of the "Best Mixed Use Projects" by the Sacramento Business Journal. The development team received overwhelming support for the proposed design from the Mayor, the City Council and many diverse neighborhood groups and moved quickly through the public notification, financing and permit process. An advisory committee was set up to work closely with the community in planning for the housing and social services. In order to minimize operations and maintenance costs, certain green building techniques were incorporated into the building and landscape design. The three-story apartment building includes a courtyard and exterior landscaping specific building materials were chosen in order to exceed Title 24 efficiency by more than 20%. Role of Domus Principal: Meea Kang acted as the Senior Project Manager from concept through start of construction during her ten- ure at A.F. Evans Company. These duties including architectural planning and oversight, construction plan- ning, community outreach, City approvals, obtaining all construction and permanent financing, all legal ne- gotiations with the Redevelopment Agency. Financing: City of Sacramento $ 4,300,000 US Bank $ 3,180,000 Tax Credits $ 5,500,000 Total: $ 12,980,000 Community Outreach The efforts of Domus Development to generate community interest and participation in the development process typically involve a series of focus groups and open community meetings during design develop- ment. We always seek the engagement and participation of community members and stakeholders in our development endeavors as a cornerstoneto all of our developments. Kings Beach Housing Now, Kings Beach, CA One of the best examples of our attempt to engage the community is the outreach work we are currently doing in Kings Beach, a small Lake Tahoe town, as we attempt to bring affordable housing to an over- whelmingly underserved area. Over the past year, Domus has had countless meetings with local non -profits to better understand the needs of the Kings Beach community. We have participated in multiple public meetings to share our project goals and design concept with neighbors while listening to their feedback and concerns. We even sponsored the first housing survey conducted in the area in order to shape our project concept and its desired outcome. Domus has been able to educate the residents of Kings Beach about the need for housing and the best ways to fill this need while maintaining the beauty of Lake Tahoe. Due to our extensive involvement in Kings Beach, Domus has received overwhelming support for our project and is now in the process of receiving all the necessary project entitlements. Lincoln CourtApartments, Oakland, CA Domus Development worked extensively with the local community and the Dimond Improvement Associa- tion during the design development and construction phases of the Lincoln Court project. Domus held sev- eral open community meetings, which led to strong community consensus around the project. Domus or- ganized a large ground breaking ceremony as well as a "sneak preview" open house of Lincoln Court with refreshments when the project was substantially complete as a show of gratitude to the neighborhood and surrounding community. Through our outreach and marketing efforts, Lincoln developed a significant "Inter- ested in renting" list and received over 1,500 rental applications for 81 apartments. See Attached Community Support Letters Domus Management Company also instructs its site staff on building relationships with community serv- ice agencies such as the local police, fire and human services agencies. Developing a relationship with these agencies in the community assists in our goal to reach all portions of the surrounding communities. This outreach ensures that the local agencies are aware of the service the project provides in their community. Neighborhood Watch groups are developed wherever possible to further reach out to the community imme- diately surrounding the project to strengthen communication between neighbors as well as local police and fire departments. 05/24/2664 23:13 5103361623 DEBORAH RUBERTO PAGE 01 .Deborah Roberto, P&y 465 t7khUbmia &. Seite 4-9 2109 LOwehore .4 m, Suite R Oakland, CA 94646 5 April 2004 Community and Economic Development Agency City of Oakland 250 Frank Ogawa Plaza, Suite 2114 Oakland, CA 94412 Attn: Robert Merkamp Re: Lincoln Court Sear Mr. Merkamp: I Dive on Boston Avenue and the property fbmwly occupied by the Hillcrest Motel ib directly borders my ptoperty an two sides. Needless to say I have been directly impacted by the nuisance and blight at the motel, and have been very involved and interested in what was ,going to replace it after it was torn dawn. I have been very impressed with Domus Development and the project they proposed for the sight. Prior to rrk kingan offer for the property, Meea Kang of Domus and Y.H. Lee the architect for the proposed project metwith the community to discuss our needs as well as present their ideas far Uncoln Court. Initially l' must admit I was skeptical, but every step of the way Doinus has worked with the community to develop a project that would enhance the neighborhood, which is quite refreshing consideringthe previous owners took money out of the community and notonly gave nothing back, but made our neighborhooda dangerous as weld as unpleasant place to live, As a matter o f fact, when my skepticismmm at its heightlAr. Lee came into my back yard (where the property borders my yard on two sides) and discussed his ideas, as well as my needs and concerns and how they could be addressed. The final project was unveiled on March 31" and I must say I am impressed. Mr. %ce is a brilliant architectand has come up with a design that I think will be the jevwd in the crown of the Dimond neighborhood, Ms Kang has worked tirelessly to develop a project thatwould provide a needed service as well as be a welcome addition to the community; and I think she has succeeded, i truly believe that just as the Hillcrest Motel brought the neighborhood down, Lincoln Court will bring it up. Few people are impacted as directly as I am on a day to day basis by this project, and I support the proposed project and the architectural design wholeheartedly. Sincerely, tf� 1 � • 11 ,+ii ' �> t �. ■Fi (4-15) 288-4250 (510) 3364626 FAX NO. : May. 26 2004 10:33AM P2 Dimond Improvement Association P.D. Box 27355 Oakland, CA 94602 May 6,2004 Robert Nurkamp Community and Economic Development Agency City of Oakland 250 Frank Ogawa Plaza, Ste. 2114 Oakland, CA 94612 Dear Mr. Merkamp, On behalf of the Dimond Improvement Association, I am writing to express support for the proposed Lincoln Court senior housing that Domus Developmenthas submitted for design review. The Dimond Improvement Association (DIA) is a community-based volunteergroup building communication among other Dimond groups and working with the City of Oakland and other organizations to undertake projects to make the Dimond neighborhood a vital, safe, and beautiful place for everyone: children and adults, business owners and residents, renters and homeowners. This project will be an immense improvement over the now razed Willerest Motel, which for more than two decades was a crumbling site of crime and violence that negatively impacted the safety and quality of life in the Dimond, particularly for nearby residents, schools, and businesses. DIA, along with other neighbors and groups, worked with the City of Oakland to improve conditions at the motel and to eventually shut it down. Domus began communication math the neighborhood in October 2003 and has been very open to resident and merchant input through as many fornls of communication as bible, including smU and large community meetings, phone, and email. Moreover, Domus as well as the architect visited homes on Boston Avenue adjacent to the former motel to observe conditions and discuss designs to minimize adverso impacts of the project. in addition, Domus has always promptly submitted information and drawings for posting on the Dimond neighborhood website (www.dimondnews.org), To reiterate, we believe senior housing would be appropriate for this location as well as a promising asset to the Dimond neighborhood, Thus, we strongly recommend your acceptance of the design for the proposed Lincoln Court, Sincerely, Hoang a $anh Chairperson r CITY OF OAKLAND 250 FRANK H. OGAWA PLAZA, SUITE 5313 • OAKLAND, CALIFORNIA 94612-2034 Community and Economic Development Agency Housing Development February 28,2006 Center City Development Corporation 225 Broadway, Ste. 1100 San Diego, CA 92101 To Whom It May Concern: (510)238-3502 FAX (510)238-3691 TDD (510)238-3254 The City of Oakland is pleased to provide a letter of recommendation for Meea Kang and the Domus Development staffregarding this development opportunity in Downtown San Diego. In November 2003, Domus Development competed in the City of Oakland's NOFA for Affordable Housing. Domus was awarded $3.5 million in City funding for the development of Lincoln Court Senior Apartments, an 82 -unit senior complex with supportive services. The financingplan for Lincoln Court has several components and includes; a Redevelopment Agency Loan and HOME Loan, proceeds from the sale of tax -credits and tax-exempt bonds, a loan from the California Department of Housing and Community Development Multi -Family Housing Program, and a loan from the Federal Home Loan Bank's Affordable Housing Program. Domus Development completed the entitlement phase, secured permanent financing, and closed the construction financing within one year of being awarded the NOFA funds. Construction is nearly complete and leasing is underway. The project is scheduled to convert to permanent financing this summer. Domus Development has shown its expertise in understanding the complexity of affordable housing finance and construction and the ability to deliver an attractive project. Domus Development has proven to be a strong developer which embodies the spirit of"partnership" and works to better communities. The City of Oakland is pleased to recommend Domus to other localities. Sincerely, �," AA -4"t anet M. Howley anager, Housing Development cc: SirenaMcCart Property Management Domus Management Company's mission statement - dedicated to efficiently serving our clients through our commitment to strengthening communities - illustrates our commitment to partnering with owners, local agencies and governmental agencies to provide quality low income housing in an effort to ensure that the local community is proud to have the project located in their city. Domus Management (DMC) is committed to treating residents with dignity and respect by providing low in- come housing that is not just safe, decent and sanitary, but housing that is at the same level or better than market rate housing. We are dedicated to providing low income housing that enables families to get ahead and to hopefully achieve the American dream of owning their own home, obtaining a higher level of educa- tion orjust a secure, pleasant place to reside. This is why we do what we do, Domus Management has implemented procedures that focus on preserving low income housing for families in need by ensuring the project remains in compliance so all funding sources remain in place. DMC's main- tenance policies are designed to protect the quality of the projects we manage so they remain viable sources of low income housing for years to come. Domus Management staff has many years of experience in leasing up new and rehabilitated affordable housing. Key DMC staff has successfully leased up over 800 units in the past five years and is well versed in utilizing various media sources to effectively advertise low income housing to the targeted areas of the community. DMC has over 40 years of combined experience in managing affordable senior housing and cur- rently manages LOEL Center and Gardens 16 units of affordable housing in Lodi as well as an additional 178 units of affordable senior housing throughout the state of California. DMC is well versed in working in partnership with local senior service agencies and providing site staff that conduct monthly activities that add to the well being of our senior residents, DMC has successfully obtained government approval for annual budgets and has effectively managed the properties within those budgets each year. Domus Management Company is well educated in all government funding requirements and spe- cializes in affordable housing compliance. DMC has two staff members that are certified in the low income housing tax credit program, one with over seven years of consistent annual certification, as well certifications in fair housing, HUD, and USDA RD. Domus Management Company has well trained staff on site and in the corporate office that are able to as- sist applicants and residents in completing all necessary documents in order to obtain the required income and asset verifications. DMC is very familiar with the procedures necessary to calculate maximum rent level, utility allowances and various required income limits. m DOMUS MANAGEMENT COMPANY LODI OFFICE 2405 S Stockton St, Suite 2 Lodi, CA 95240 PO Box 379 Lodi, CA 95241 T 209-365-9010 F 209-365-9015 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 www.domusmc.com LIST OF CURRENT PROJECTS UNDER MANAGEMENT PROJECT CITY CABRILLO PHASE 1& II Ventura CITRUS COMMONS Cloverdale #OF UNITS REGULATORYAGENCY 160 32 THE ENTRATA Pittsburg 28 2 DEER 325 Kings Beach 36 LA BUENA ESPERANZA King City 40 LAGUNASENIOR Los Angeles 64 NORTHLANDVILLAGE Sacramento 145 SOUTHCREST Sacramento 30 LINCOLN COURT Oakland USDA FLH, Cooperative TC, Bonds, NHP, PBV TC, RDA Commercial Placer County RDA USDA FLH, Cooperative LIHTC, Bonds, MHP, SHIA, LACDC, LAHD TC, Bonds, MHP, Sec. 8 TC, HOME, Sec. 8 82 TC, Bonds, NHP, Oakland RDA NORWOOD AVENUE Sacramento 28 LOEL CENTER& GARDENS Lodi TOTAL UNITS TC, HOME, OFHP 16 CBDG 663 Finan cingExperien ce AFFORDABLE HOUSING FINANCING EXPERIENCE We have included in the previous section a list of comparable affordable projects currently or previously de- veloped by our team. Our portfolio demonstrates the team's capacity to successfully structure affordable housing projects. Domus has finished development on five projects - 322 units, totaling over $69 million. Each project had development costs from $6 million to $25 million. Domus has 500+ units in the pipeline with an estimated development cost of over $100 million. Overall Funding Sources: USDA $1,432,000 HCD - Multifamily Housing Program $15,562,000 County Funds $2,561,500 City Funds $4,460,000 Tax -Exempt Bonds $15,070,000 Tax Credit Equity $16,485,000 TOTAL $55,570,500 FINANCIAL CAPACITY Given the types of projects we have done and are currently doing, we have a broad range of financing rela- tionships. Further, through Domus' relationship to Newport Partners, our team has direct access to prede- velopment and tax credit equity capital. Since 1998, Newport Partners has syndicated and delivered low income and historic tax credit equity capital in the total amount of $655M+, supporting the production of over 9,900 units in 123 affordable projects within a 13 western state region. List of Current Public and Private Funders: Equity Partners: Alliant Capital/Newport Partners Lenders: California Housing Finance Agency US Bank Wells Fargo and CCRC East West Bank Public Subsidy: US Department of Housing and Urban Development US Department of Agriculture - Rural Development Federal Home Loan Bank California Department of Housing and Community Development California Debt Limit Allocation Committee California Tax Credit Allocation Committee County of Placer Redevelopment Agency County of Sonoma CDC and Redevelopment Agency Sacramento Housing and Redevelopment Agency City of Cloverdale City of Oakland, CEDA City of Pittsburg Redevelopment Agency City of Lodi I StatementofQualification and Interest Domus Developmentand Affordable Housing CDC January 23,2009 References As a premier developer of affordable and mixed-use properties, Domus and its principals have developed relationships with outstanding leaders among finance and development professionals. Our work in many communities often leads to the formation of unique relationships and successful public/private partnerships. Below is a list of selected references. EQUITY PARTNER: Tony Palaigos Alliant Capital 21600 Oxnard Street, Suite 1200 Woodland Hills, CA 92367 (818) 668-2803 BANKING: Robert Lo Senior Vice President East West Bank 415 Huntington Drive San Marino, CA 91108 (626) 799-5700 Rebecca Koch Vice President Community Lending Wells Fargo Bank 420 Montgomery Street, 11th Floor San Francisco, CA 94104 (415) 396-0976 CITY REFERENCES: Bruce Kibby Community Development and Planning Director City of Cloverdale 126 North Cloverdale Blvd. Cloverdale, CA 95425 (707) 894-1721 John Chan Vice President — Real Estate Banking US Bank 980 gth Street, Suite 1100 Sacramento, CA 95814 (916) 552-1857 Randy Starbuck Executive Director City of Pittsburg Redevelopment Agency 65 Civic Avenue Pittsburg, CA 94565 (925) 252-4180 Jean Quan City Council Member, District 4 City of Oakland One Frank H. Ogawa Plaza Oakland, CA 94612 (510) 238-7304 STATEAND FEDERAL AGENCIES: Clarke Howatt Finance Director ABAG Finance Authority for Non -Profit Corporations 101 Eighth Street Oakland, CA 94607 (510) 464-7932 LEGAL COUNSEL: Stephen G. Melikian, Esq. Jones and Hall 650 California Street, 18th Floor San Francisco, CA 94108 (415) 391-5780 NON PROFIT PARTNERS: Anni Chung, CEO and President Self -Help for the Elderly 407 Sansome Street, Suite 200 San Francisco, CA 94111 (415) 982-9171 Beth Southorn, MACP, Co -Executive Director LifeSTEPS USA 8331 Sierra College Blvd., Suite 220 Roseville, CA 95661 (916) 730-8721 Unetha Gage Norman Supervisory Project Manager US Dept. of Housing and Urban Development Sacramento HUD Office 925 L Street Sacramento, CA 95814 (916) 498-5520 ext. 229 Natalie Gubb, Esq. Gubb and Barshay 50 California Street, 18th Floor San Francisco, CA 94108 (415) 781-6600 Carol Cromar, Vice President Housing Corporation of America 4220 West 2100 South, Suite D Salt Lake City, UT 84120 (801) 328-3644 City of Lodi I Statement of Qualification and Interest Domus Developmentand Affordable Housing CDC January23,2009 FV The Team DEVELOPER At Domus Development, we believe that creativity and innovation are the keys to achieving better and more affordable housing in today's market. Domus specializes in complicated, infill affordable housing de- velopment and owns and manages all of their properties. Domus has expertise in all types of structured fi- nancing utilizing ground leases, air rights, mixed use and mixed income properties. Every project to date has consisted of ajoint development or public/private partnership. Domus' collaborative approach to managing projects ensures that many eyes review each deal, and that risks are mitigated. By effectively bringing together diverse members of the development community, from lenders, government agencies and service providers to architects, contractors and community groups, Do - mus is able handle the many challenges that projects present, and make these developments a reality. Domus has been assembled with the goal of managing all aspects of the development process from site acquisition, community outreach, design, entitlement, and financing through construction, lease up and op- erations. We also have a broad range of financing relationships with many outstanding entities as well as access to lines of credit and tax credit equity. To illustrate our experience, we have included a brief descrip- tion of projects currently being developed by Domus, as well as a small sample of past projects developed by Meea Kang prior to forming Domus. Domus is comprised of experienced real estate development professionals with a proven track record and superior expertise in all aspects of affordable housing financing. Domus and its principals have successfully financed and completed many complicated projects utilizing multiple layers of affordable housing and tax credit financing. All of our projects are unique and not only provide permanent affordable housing but are often the catalyst in revitalizing neighborhoods. Meea Kang will take the lead of day-to-day management of the development of the subject site, delegating and collaborating with others. Monique Hastings will oversee equity and financing. NON PROFIT PARTNER As the development partner and the managing general partner, once the tax credit limited partnership is formed, Affordable Housing CDC (AHCDC) is a California non-profit public benefit corporation formed in 1992. AHCDC's primary goal is to assist low and moderate income families and senior citizens obtain de- cent homes that are within their means. It pursues this goal through direct property development and own- ership, social service coordination, arranging and providing financing for affordable housing, and offering a variety of real estate consulting services to public agencies and charitable organizations. PROPERTY MANAGEMENT Domus' primary property management company is Domus Management Company (DMC). DMC was established in 2007 to provide efficient and effective affordable property management services. The com- pany is committed to long-term asset management and resident services that ensure all projects contribute to their communities and serve the needs of low income families and seniors. The principals offer a com- bined total of 42 years of affordable property management experience. City of Lodi I Statementof Qualification and Interest Domus Development and Affordable Housing CDC January 23, 2009 Developer DOMUS DEVELOPMENT, LLC Meea Kang I President San Francisco Office: 594 Howard Street, Suite 204 San Francisco, CA 94105 Ph: (415) 856-0100 ext. 201 Fx: (415) 856-0264 Irvine Office: 9 Cushing, Suite 200 Irvine, CA 92618 Ph: (949) 923-7800 Fx: (949) 585-0449 Los Angeles Office: 333 S Grand Ave, 25th Floor Los Angeles, CA 90071 Ph: (213) 943-1307 Fx: (213) 943-1301 http://www.domusd.com 01 DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOSANGELES OFFICE 3335 Grand Ave. 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com CREATING EXTRAORDINARY HOMES, BUILDING STRONGER COMMUNITIES At Domus, we strive to create and preserve high-quality, innovative affordable housing. In fulfilling our mission, we are committed to using our development expertise and creativity to finance and build attractive, well designed assets that will promote economic and community prosperity. Domusfirmly believes in the importance of collaboration between the public and private sectors in order to create the highest quality product. We seek the broad support of community organizations and concerned neighbors during the early phases of project development to ensure a successful project. We endeavor to create sustainable communities that enhance the living experience of our residents while equally benefiting the neighborhood. Domus Development, LLC (Domus)was formed in 2003 by experienced housing developers and investors with more than two decades of experience developing and financing multi -family residential developments. IJ DOMUS DEVELOPMENT SAN FRANCISCOOFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand A\e, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com MEEA KANG, PRESIDENT Meea Kang is a founding partnerof Domus, bringing over seventeen years of professional experienceto the field of residential development. Her background in art, design, architecture, construction and community development provides her with a rich source of insight and expertise. Meea hasworked in all aspectsof real estate development and was responsiblefor over 1,300 units and $200million in capitalization prior to forming Domus. Her skills include site acquisition; deal structuring; oversight of the design and entitlement process; assembling complex, layered financing, including Low Income HousingTax Credits, mortgage revenue bonds and HUD financing; closing construction and permanent financing with major institional lenders; as well as managing projectsduring the construction and lease-upphases for residential and mixed use projects. Priorto forming Domus, Meea was Senior Project ManageratAF Evans Companyfrom 1998to 2003. Meea led the production of over 1,100 units of multi -family housing in Northern California, including approximately 400 units of at-riskSection 8 housing. Education: Masters of Architecture, UC Berkeley Design Build Studies, Yestermorrow School Masterof Architecture Studies, UCSanDtego Bachelorof FineArts, Cornell University Affiliations: Urban Land Institute Non -Profit Housing Association Sacramento Housing Alliance SF Central Freeway Citizens Advisory Board Seam Design Foundation PriorWorkAffordable: PINGYUEV, Sacramento, CA 82 senior apartments and a senior center OCEAN BEACH San Francisco, CA 85 senior apartments and neighborhood commercial Com, Woodland, CA 95 family apartments (AAS(ADEVILLAGE, Sacramento, CA 74 senior apartments CHARTER OAKS, Napa, CA 75 family apartments PLAYA DEL ALAMEDA, Alameda, CA 40 family apartments FAST BLUFFAPARTMENTS, Pinole, CA 144 family apartments AUTUMN GLOIV RESIDENTIALCARE HOME, San Francisco, CA 15 assisted living beds MIRAIDOVILLAGE, San Jose, CA 109 market rate and affordable apartments and neighborhood commercial PIEDMONTAPARTMEOES Oakland, CA 250 family apartments BRITTON SiFEET FAMILY HOUSING, San Francisco, CA 92 family apartments and child care JOHN MNG SENIOR CENTER, San Francisco, CA 91 senior apartments, senior center and childcare 5199 MISSION, San Francisco, CA 37 senior apartments Prior Work Market Rate: WESTWOOD, Carmichael, CA 183 Garden Apartments Awards: PING YUEV Best New Mixed Use Project, 2004 Sacramento BusinessJoumal Com' Phoenix Rising Award, Best Renovation, 2001 U3 Department Housing and Urban Development DOMUS DEVELOPMENT SAN FRANCISCOOFFiCE 594 Howard5t, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 IAS ANGELES OFFICE 333 5 Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com JONG C. LIMB, PRINCIPAL Jong Limb is a founding partner bringing over twenty years of experience in the equity investmentand the asset management side of project development. In 1998, Jong founded Newport Partners, LLC, a company providing deal origination, due diligence servicesto investors in Section 42 transactions. Prior to forming his own company, Jong was Presidentof Edison Capital Housing Investments. While at Edison, Jong developed the Affordable Housing Program, one of the largest direct investmentprograms i n the countrywith equity investmentprograms totaling over $750 million in 250+ projects. Education: Mastersin Business Adminstrationwith an emphasis in Finance, Universityof San Diego Bachelors in Accounting and Economics, New York University MONIQUE R. HASTINGS, PRINCIPAL MoniqueHastings is afounding partner. Priortoforming Domus, Monique co-founded Newport Partners, LLC in 1998to providedeal origination, due diligence, documentation and asset management services to investors in Section 42 transactions. Moniqueis responsiblefor investor reporting and overseeing the legal review process, as well as maintaining and enhancing existing client relationships. Priorto forming her own company, Monique managed the Boston office of Edison Capital (formerlyEast Coast Capital)and as the Directorof Property Investment and Asset Management, she presided over $200million of equity closings and oversaw the asset managementof over 16,000 units. Beforejoining Edison Capital, Moniquewas a Property Development Manager for Mission Land Companywhere she was responsiblefor lease negotiations and asset managementof retail, commercial, residential and industrial projects. She previously had spent over four years in Public Accounting. Education: Bachelor of Arts in Business Administration with an emphasis in Accounting, CaliforniaState University, Fullerton D DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANCELES OFFICE 333 S Grand Ave. 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com JASON A. HOBSON, PRINCIPAL Jason A Hobson is a principal of Domus, bringing significant experience in real estate and finance legal matters to residential development. Priortojoining Domus, Jason was senior legal counsel and an officer of a national tax credit syndicator engaged i n Low -Income HousingTax Credit equity investments th roug hout the United States. Jason was also previously a senior attorney with a national lawfirm and a key member of its Affordable Housing and Community Development practice team, where he advised clients in the acquisition and financing cf 100%affordable, mixed -income and mixed-useprojectsthroughout the United States, including developments financed with Low-income HousingTax Credits, Tax -Exempt Bonds, New MarketTw Credits, HistoricTax Credits, SolarTax Credits and other public subsidy programs. Most of the developments which Jason provided assistance involved numerous layers of complex, subordinate debt and regulatory requirements. Jason is a nativeAngeleno. Inhissparetime, hecompetesinlronman Triathlon competitions. Education: Juris Doctor, Universityof California, Hastings College of the Law International Diploma, Waseda University (Tokyo, Japan) Bachelorsof Arts in International Relations with an emphasis in Economics, cum laude, California State University Affiliations: American BarAssociation Forum on Affordable Housing Synergy Community DevelopmentCorporation Southern California Association of Non -Profit Housing FD DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard5t, Suite 204 San Francisco, CA 94105 T 415-856-0010 F 415-856-0264 IRVINE OFFICE 9Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com AMELIA DOLAN, AIA PROJECT MANAGER Amelia has more than seven years of professional arch itectu reand construction experience. Priortojoining Domus, Amelia worked with Ford Mazzola General Contractorsas a construction project manager, responsiblefor all aspects of a project, from preliminary budgeting through job close out. Priorto that, Amelia worked as a project managerforWilliam Duff Architects. As an architectural project managershe assisted in the design, permitting and construction of awide variety of complex projects including residential, retail, restaurant and commercial. Through these positions she focused on creating cost effectiveyet innovativedesign solutions. Licensed California Architect Education: Bachelor of Architecture, Concentration in ConstructionTechnology, Cornell University. N I K K I ALVAREZ, ASSET MANAGER Nikki Alvarez has over five years of experiencei n the affordable housing industry assisting in the managementof syndications and investmentsfor Newport Partnersa syndication and asset managementfirm. Her experience includes due diligence, annual site visits and compliance reviews, and managing relationships with property management agents and developers. Priorto working in affordable housing, Nikkiworked for more than 10 years at a database development company, Raining Data Corporation (formerly Pick Systems). As the West Coast Regional Sales Manager,she was responsiblefor morethan 200+ resellers in 11 states and Westem Canada. She also managed an insidesales team of 13 peopleand was responsiblefor implementing new proceduresto streamlinethe sales process. GARYAHUNA, PROJECT MANAGER Beforejoining Domus Development, Gary spent 15 years in Constructionand Facilities Management. In his four years at Domus, he has managed the construction and/or rehabilitation of over 275 units including projectssuch as Lincoln Court Senior Apartments, Citrus Commons Apartments, Northland Village Apartments and SouthcrestApartments. LD] DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415.856-0010 F 415.856-0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com JESSICA WATSON, PROJECT ASSISTANT Jessica is responsiblefor the day-to-day activitiesof the San Francisco office. She also assists with various aspects of the development process including due diligenceoversight, community outreach, marketing, web design and graphic design. Priortojoining Domus, Jessica was the Accounting Assistantfor Cavignac & Associates, one of San Diego's premier commercial insurance brokeragefirms. She has also taken many continuing education courses focus on graphic design and multimedia studies. Education: Universityof Arizona Bachelors in Political Science DOMUS DEVELOPMENT SAN FRANCISCO OFFICE 594 Howard St, Suite 204 San Francisco, CA 94105 T 415.856-0010 F 415-856.0264 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 LOS ANGELES OFFICE 333 S Grand Ave, 25th Floor Los Angeles, CA 90071 T 213-943-1307 F 213-943-1301 www.domusd.com WARREN ALLEN, ACQUISTIONS DIRECTOR Priortojoining Domus, Mr. Allen served as Controller for a $15 million division of a multinational plastics manufacturingfirm in Southern California. Warren previously spent four years with a national tax credit investmentand syndication firm, serving as Managerof InvestmentAnalysis. Education: Masters in BusinessAdministration, with an emphasis in Finance, University of Southern California Bachelors in BusinessAdministration, California State University, Fullerton JANICE LUO, CONTROLLER Janice has more than 20 years of experience in accounting and financial analysis. She is responsiblefor daily and strategic management of general accou nti ng functions, A/R, A/P, financial reporting, insurance and banking. Additionally, she manages the quarterly reviews and annual audits of financial statementswith external auditors and coordinatesthe preparationof tax returns and other requiredstate, local, and property and tax filings. Priortojoining Domus and Newport Partners, Janice was the Assistant Controller for Payton Technology Corporation, sister company of Kingston Technology. She was responsiblefor all aspects of financial operations. Education: Mastersdegreein Business Administration from the Universityof California, Irvine and has been a licensed CPA for more than 10 years Non Prot Partner AFFORDABLE HOUSING CDC, INC. Joe Stalzer I Executive Director 9 Cushing, Suite 275 Irvine, CA 92618 Ph: (949) 923-7615 Fx: (949) 388-2158 http://www.ahcdc.com Affordable Housing CDC Statement afActivities Affordable Housing CDCs Inc. (AHCDC) is a California non-profit public benefit corporation formed in 1992. The organization has been granted tax exempt 501(c)(3) status bythe IRS and State of California. AHCDC's primarygoal is to assist low and moderate income families and senior citizens obtain decent homesthat are within their means. It pursues this goal through direct property development and ownership, social service coordination, arranging and providing financing for affordable housing, and offering a variety of real estate consulting services to public agencies and charitable organizations. The organization is currently emphasizingthree significant issues facing the affordable housing community: • Preserving affordabi I ity in existing properties at risk of increased rents due to expiring use restrictions • Expanding the supply of quality rental housing that enhances local communities through conscientious design principles and collaboration with local government • Partnership with established service organizations to expand the supply of service -enriched housing for special needs segments of the population AHCDC is addressing these issues through property acquisition, financial restructuring, and asset management advisory services. Currently, AHCDC owns and operates: 1) Laguna Senior Apartments; 2) Bixel House; 3) Monte Alban Apartments; 4) Tulare Apartments; and 5) Gateway Mixed -Use Apartments. Laguna Senior Apartments, Hollywood, CA. The Laguna Senior Apartments was created by a unique collaboration with Project New Hope to serve seniors with HIV/AIDS in a mixed -income, mixed population setting. It contains 53 one -bedroom units and 11 two-bedroom units. Construction was completed in June 2007. Demand for the property is strong and all units were leased within 90 days of completion. The development offers a range of on-site social services such as computer training classes and exercise classes, and coordinates specialized third -party services necessaryto its special needs residents. Bixel House, Los Angeles, CA. Bixel House is a four-story brick building in Los Angeles' Central City West neighborhood. The building provides 77 units serving very low income households who receive HUD rent susidies through a project - based Housing Assistance Payments Moderate Rehabilitation Program (HAP) Contract. Previously at risk of conversion to market rate housing, the property is now undergoing a substantial rehabilitation to ensure that it continues to provide quality affordable housing in its gentrifying downtown Los Angeles neighborhood. Monte Alban Apartments, San Jose, CA. Monte Alban Apartments was acquired in December 2006 to ensure that it continues to serve low income families in California's expensive Silicon Valley market area. Long-term affordability restrictions previouslyimposed by HUDfinancing had expired, and the project was at risk of sale and conversion to market rate housing, which could have displaced the 192 lower incomefamilies who reside at Monte Alban. Following the acquisition of the property by AHCDC and The John Stewart Co., the property was substantially renovated utilizing a combination of tax-exempt bond financing and equity from 4% low income housing tax credits. Tulare Apartments, Tulare, CA. This 250 unit development includes four properties on scattered sites throughout Tulare County: Alder Apartments (64 units — Porterville, CAI Evergreen Apartments (41 units — Porterville, CAI Tulare Apartments (97 units — Tulare, CAI and Woodlake Apartments (48 units — Woodlake, CA). The properties were originally developed under the US Dept. of Agriculture's rural housing development program and many of the residents continue to receive rental subsidies from the USDA In partnership with the PAM Companies, AHCDC acquired the four separate properties and combined them into a more efficient portfolio using a common financing plan with a tax-exempt bond loan, USDA financing, and equity from 4°/a low income housing tax credits. An extensive renovation of the properties is now underwaywith completion anticipated in December 2008. The development team will invest $5.25 milllion to substantially upgrade the existing buildings and provide new site drainage systems, accessibility modifications, railings, windows, and HVAC as needed. Entrata Mixed -Use Apartments. The Entrata Mixed -Use Apartments was developed in collaboration with Domus Development and the City of Pittsburg. Construction was completed in September 2007. This mixed-use complex includes 10,000 square feet of ground floor retail space designed to revitalize the aging urban center of Pittsburg, and includes office space for the city's Housing Authority. On upper floors, the development includes 28 one-, two-, and three-bedroom apartments serving mixed income families. 13 of the 28 units will be affordable to families earning less than 60% of median income while the remaining units are available at market rates. AHCDC Board of Directors Joseph A. Stalzer FoundingBoard Member Executive Director Joe Stalzer serves as Executive Director of Affordable Housing CDC. He has extensive experience in a variety of Corporate Finance roles, ranging from Treasury Management and Financial Planning & Administration to Operations. Over the past 12 years he has been responsible for developing financial strategies and supervising financial operations staff for a range of firms engaged in mortgage lending, affordable housing finance, and banking. Joe was previously Treasury Manager for Westec Security Group, the US subsidiary of Secomerica, a large Japanese holding company. I n that capacity he was responsible for developing investment strategy and managing a $270 million investment securities portfolio. He also supervised a 25 person treasury department staff engaged in accounts receivable, payment processing and collections. Prior to joining Westec, Joe served in a variety of corporate finance positions, including Treasurer of Medallion Mortgage Co. He also held various financial analysis and operations positions with Community Bank, First Interstate Bancorp, and Coast Federal Bank. Joe was retained on a consulting basis by SAMCO, a large affordable housing lending consortium, to create a portfolio management system which tracked asset performance required for institutional investor reporting. This early involvement with affordable housing lending led directly to his interest in organizing AHCDC. Joe earned a Bachelor of Science degree in Finance from Long Beach State University. David C. Nahas Founding Board Member Chief Financial Officer David Nahas is President of Veloce Partners, Inc., an affordable housing development and real estate finance advisory firm. He was previously Vice President — Investment Banking in US Bancorp Piper Jaffray's Public Finance Group, with responsibility for structuring tax-exempt bond financing for affordable multifamily housing. He has extensive experience working with both for-profit and non-profit developers of low income housing tax credit projects, as well as non-profit sponsored assisted living and multifamlly housing facilities. Over the past 15 years, David has provided tax credit equity investment exceeding $150 million and financing exceeding $260 million for more than 250 affordable developments located throughout the United States. David was previously Acquisitions Director for Edison Capital, Edison International's financial services subsidiary. I n that capacity, he was responsible for negotiating low income housing tax credit investments throughout the nation for the firm's affordable housing unit. David previously served as Vice President and Chief Lending Officer for SAMCO, an affordable housing lending consortium comprised of more than 100 financial institutions. SAMCO was an FHA, FannieMae, and FreddieMac approved lender. His primary responsibilities included loan underwriting and funding, secondary marketing, and asset management. Prior to joining SAMCO, David was employed by Coast Federal Bank and participated in the oversight of CoastFed Properties, its real estate development subsidiary. He was also a Vice President of Deseret Pacific Mortgage. He earned an MBA from the University of Southern California, and is a Certified Public Accountant, Real Estate Broker, and General Building Contractor. He serves on the housing advisory committees for the Cities of San Juan Capistrano and San Jose, California. James Nardini Founding Board Member Secretary James Nardini serves as Manager of After Sales for Porsche Cars North America (PCNA). James has been involved with arbitration of disputes, incident investigations, and warranty compliance - and works closely with the European manufacturer's parent on system integration and compliance issues. Prior to his position with PCNA, James served as Warranty Managerfor Isuzu Motors. Jonathan D. Parrish Board Member Jonathan Parrish is the Director of Community Development, Western Region for FNMA. Jonathan is responsible for Fannie Mae's community development activities via their American Communities Fund (ACF) which invests debt or equity in housing developments that support neighborhoods and community revitalization efforts. Prior to his position with FNMA - Jonathan was the Director of Strategic Growth & Development for Parsons Corp., a leading international engineering and project management company. I n this capacity, he was responsible for coordinating new business development activities among various Parsons business units, including government, infrastructure, and commercial project divisions. Within the U,S,, Parsons is an active participant in numerous community development projects including construction oversight for major public facilities, school districts, and military housing revitalization. Prior to joining Parsons, Jonathan was Investor Relations Director for Edison Capital, with responsibility for establishing and maintaining relationships with various Fortune 500 companies invested in Edison's low income housing tax credit partnerships. He previously served as Acquisitions Director for National Equity Fund, a nationally -recognized non-profit syndicator of affordable housing developments and affiliate of Local Initiatives Support Corporation. While with NEF, Jonathan was responsible for developing a $70 million statewide investment program, NEF's national investor relationship program, and structuring more than $260 million of investment equity in over 40 limited partnerships. Jonathan earned an MBA from the University of Southern California, and continues his involvement with the university as a guest lecturer and undergraduate student mentor. Chad D. Jaeger Founding Board Member Vice President Chad Jaeger is the National Sales Manager for Sabare USA overseeing North, Central and South American Operations and Client relations. Chad calls upon vendors such as Target, JCPenney, Wall -Mart Brazil, Wall -Mart Mexico along with a host of others to sell home textiles. Sabare is a manufacturer & purveyor of home textiles and goods based in India. Previously, Chad had managed retail and merchandise operations for a national retailer for over ten years. Chad has had exposure to all aspects of the retail environment in operational, buying office, and store settings. Chad has received recognition for merchandise planning, marketing program design, sales achievement, and profitability. Places To Call Home Laguna Sr. Apartments, Hollywood, CA Completing construction, the Laguna Sr. Apartments is a collaboration with Project New Hope (PNH). Consisting of 64 units with 53 one bedrooms, and 11 two bedrooms, residents over 55 will share 23 units with residents with HIV/AIDS. Gateway Mixed -Use, Pittsburg, CA Under construction, and in development with Domus Development and the the City of Pittsburgh. New construction of a mixed- use complex, comprising 10,000 square feet of retail and twenty eight, one-, two- and three- bedroom apartments in which 13 will be affordable to families earning less than 60% of median income. Property Man agem en t DOMUS MANAGEMENT COMPANY Cathy Metcalf I Vice President 2405 S Stockton St, Suite 2 Lodi, CA 95240 Ph: (209) 365-9010 Fx: (209) 365-9015 http://www.domusmc.com DEDICATED TO EFFICIENTLY SERVING OUR CLIENTS THROUGH OUR COMMITMENT TO STRENGTHENING COMMUNITIES Domus Management Company("DMC") was established in 2007 to provide efficient and effective property management services, specializing in affordable housing properties. DMC also manages homeowner associations and market rate properties, including commercial components. These services include accurate and timely financial and management reporting, and superior maintenance procedures that identify the propertiesshort term and long term physical needs in an effort to ensure the complexes receive superior maintenance both inside and out. Detailed screening is performed on all applicants and residentsto ensure any applicable government, state and/or local requirements are met initially and on an on-going basis. The principalsand executive membersof DIVICoffera combinedtotal ofover40 years of affordable housing property management experience, including Section42, Rural Development, FICDand HUD projects. And, with offices locatedin Lodi and Irvine, California this provides a base for both Northern and Southern California coverage. DMC's employee training programandeffectivesupportive supervision ensure all propertiesare managed by informed, motivated and empowered staff memberswho care about the property they are entrusted to oversee and its most valuable asset, our residents. 1I1 DMC is committed to long-term asset management and resident services that ensure all housing complexes, especiallythose subsidized by government programs, contribute to their communitiesand partnerwith agencies and other area community services that DO M U S specialize in serving the needs of low income families and seniors. DMC focuses on MANAGEMENT C O M P A N Y providing all ownerswith everyaspectof affordable property managementwith experienced assistance in interacting with all majorfederal, state and local government agencies, easily provideall required documents as well as producingtimely and realistic budgets, coordinateand conduct all necessary maintenance and capital repairs, produce excellent inspection results, and positive annual return to all owners. DMC alsooffers innovativeand practical solutionsto challenging lease ups and marketing activities. Our experience gives us the abiIityto effectively lease -up LODI OFFICE propertieson time with screened qualified residents. 2405 SStockton St, Suite LOdl, CA 95240 PO Box 379 DMC is an affiliated companywith Domus Development, LLC an affordable housing Lodi, CA 95241 developerwith offices in San Franciscoand Irvine, California. The principals of Domus T 209-365-9010 F 209-365-9015 Development have over 40 years of affordable housing experience. IRVINE OFFICE 9Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 www.domusmc.00m OUR PEOPLE EDWARD B.GRUNDMAN Is the Managing Director of Domus Management Company ("DMC"). Mr. Grundman has over twenty years of experience in affordable housing starting from the ground up. Mr. Grundman began his affordable housing career as a Maintenance Managerand worked in various other positionsin management including Presidentof a companywith over 5,500 units of low income housing. His extensive property management experience of over 25 years enables him to lead DMC to achieve excellence. Mr. Grundman's vast knowledge of affordable housing regulations, physical asset maintenanceand resident retention allows DIVICto be a premier affordable housing management company. CATHY M. METCALF is Vice Presidentof Asset Management of DIVIC with over seven years of affordable property managementexperience including day-to-day operations and resident serviceswhile overseeing over 5,500 units of affordable housing throughout the state of California. Ms. Metcalf has extensive training in various government programs including certificationsin the LIHTC program, USDA, Rural Housing, HUD and Fair Housing. Ms. Metcalf has a Bachelor of Arts degree in Art Historyfrom the Universityof California, Los Angeles. SHELLY L. WILLIAMS is Controller of DMC with ten years of experience in the affordable housing arena. This experience includesthe responsibilityand oversight of an accounting staff of 25 processing accounts payable, accounts receivable, and payroll for over 5,500 housing units. Other responsibilities includedthe review and release of monthly, quarterlyand annual financial reports, coordinationof audit and tax return preparationand reporting responsibilitiesto owners and investors. Ms. Williams has attended Delta College. ME EA KANG is the Presidentand co-founderof Domus Development, LLC ("Domus") based in San Francisco, California. Domuswas formed by Ms. Kang and Newport Partners, LLC. Ms. Kang has over seventeenyears of experience in the field of housing development including design, architecture, construction and community development. SinceDomus'start in 2003, W. Kang has D O M U S overseen the developmentor rehabilitation of five propertiesconsisting of 321 units of affordable family and senior housingwith four projects in the pipelinefor 2008/2009 starts. Ms. Kang has a MANAGEMENT C O M P A N Y Bachelor of Fine Arts from Cornell Universityand a Master of Architecture from the Universityof LODI OFFICE California, Berkeley. JONG C. LIMB is the Presidentand founder of Newport Partners, LLC based in Irvine, California. Mr. Limb has been involvedwith the tax credit industry since 1988, serving as Presidentfor one of the largest direct corporate tax credit investmentprograms in the country. Mr.Limbformed Newport in 1998, sourcingtax credit investmentson behalf of institutional investors and providing consulting servicesfor developersof affordable housing projects. Priorto forming hisown company, Mr. Limb developed the Affordable Housing Program, one of the largestdirect investment programs in the country with equity investment programstotaling over $750 million LODI OFFICE in 250t projects. Mr. Limb has a bachelordegree in Accounting and Economicsfrom NewYork 2405 S Stockton St, Suite 2 Lodi, CA 95240 Universityand an MBAwith an emphasis in Financefrom the Universityof San Diego. PO Box 379 Lodi, C8,95241 MONIQUE HASTINGS is Vice President and co -fou nderof Newport Partners, LLC and is responsible T 209-365-9010 fortheinvestment execution process including duediligence, negotiation, andclosing of F 209-365-9015 investment transactions. Priortoforming herown company, Ms. Hastings managed the office IRVINE OFFICE of a large institutional investorand in that capacityshe presided over $200 million of equity 9 Cushing, Suite 200 Irvine, CA 92618 closings and oversawthe asset management of over 16,000 units. Along with overfifteen years T 949-923-7800 of affordable housing experience, Ms. Hastings has a Bachelor of Arts degree in Business F 949-585-0449 Administration with an emphasisin Accounting from CaliforniaState University, Fullertonand www.domusmc.com is a licensed California real estate broker. D DOMUS MANAGEMENT C O M P A N Y LODI OFFICE 2405 5 Stockton St, Suite 2 Lodi, CA 95240 PO Box 379 Lodi, CA 95241 T 209-365-9010 F 209-365-9015 IRVINE OFFICE 9 Cushing, Suite 200 Irvine, CA 92618 T 949-923-7800 F 949-585-0449 www.domusmc.com REFERENCES HUDSACRAMENTO Ms. RobinThompson 650 Capitol Mall Sacramento, CA 95814 (916) 498-7396 USDA- RURAL DEVELOPMENT Mr. Michael Carries 3530 Orchard Court Visalia, CA 93277 (559) 734-8732 ext. 106 SACRAMENTO HOUSING& REDEVELOPMENTAGENCY Mr. Butch Treadwell 6301 Street, 1st Floor Sacramento, CA 95812 (916) 440-1399 ext. 1229 CALIFORNIA TAX CREDIT ALLOCATION COMMITTEE Ms. Rose Guerrero 915 Capitol Mall Sacramento, CA 95814 (916)654-6340 AFFORDABLE HOUSING CDC Mr. Joe Stalzer 275 Cushing, Suite 275 Irvine, CA 92618 (949)923-7815 Financial Capacity The most recent financial statements for Domus Development and Affordable Housing CDC are attached. City ofLodi I StatementofQualification and lnteresl Domus Developmentand Affordable Housing CDC January 23, 2009 DOMUS DEVELOPMENT Domus Development, LLC "Domus" formed in 2003, is currently comprised Meea Kang in partnership with MNJ Development, LLC whose members are also the sole members of Newport Partners, LLC, a large na- tional tax credit equity provider and investor asset management company. Newport provides oversight and capital to Domus as well as provides all necessary guarantees as Newport Partners, LLC and holds the majority of the asset base. Newport Partners, LLC ("Newport"), formed in 1998, is a full service tax credit syndication conduit for insti- tutional investor clients. We provide a variety of services including the acquisition, underwriting, closing and asset management of both low-income housing and historic tax credit transactions. The principals of Newport Partners have over 40 years of experience in structured finance and have partici- pated in over $1.2 billion of equity investment in real estate tax credit transactions. Newport combines the speed and flexibility of a small shop with the financial strength provided by our stra- tegic partnership with other financial partners. We are committed to long-term strategic relationships and distinguish ourselves by having an ongoing stake or involvement in every transaction we are involved with, thus aligning our interests with our investors and developers. NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR'S REPORT YEARS ENDED DECEMBER 31,2007 AND 2006 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 TABLE OF CONTENTS Page IndependentAuditor's Report ......................................................................................................................................... .......1 ConsolidatedBalance Sheets.................................................................................................................................................. 2 ConsolidatedStatements of Operations.................................................................................................................................. 4 Consolidated Statements of Changes in Members' Equity.....................................................................................................5 ConsolidatedStatements of Cash Flows................................................................................................................................. 6 Notes to Consolidated Financial Statements........................................................................................................................ 8 To the Members Newport Partners, LLC and Subsidiaries Irvine, California INDEPENDENT AUDITOR'S REPORT We have audited the accompanying consolidated balance sheets of Newport Partners, LLC (a California limited liability company) and Subsidiaries as of December 31, 2007 and 2006, and the related consolidated statements of operations, changes in members' equity, and cash flows for the years then ended. These consolidated financial statements are the responsibility of Newport Partners, LLC and Subsidiaries' management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of Newport Partners, LLC and Subsidiaries' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Newport Partners, LLC and Subsidiaries as of December 31, 2007 and 2006, and the consolidated results of their operations and their cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. TENTATIVE & PRELIMINARY For Discussion Purposes Only June 2008 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31,2007 AND 2006 ASSETS Current assets: Cash Receivables: Accounts receivable Other Prepaid expenses Impound account for real estate taxes (Note 3) Receivable from related parties - current (Note 4): Advances to affiliated partnerships Development fee Total current assets Restricted deposits (Note 3): Replacement reserve Debt service reserve Receivable from related parties — net of current portion (Note 4) Deposits Development in progress (Note 6) Property and equipment — net (Note 7) Deferred costs - net (Note 9) Total assets 2007 2006 $ 717,359 $ 815,511 548,664 350,016 150,000 2,619 15,073 79,619 264,994 1,608,116 968,056 3,588,313 1,93 1,714 25,616 22,113 656,098 225,424 10,135 5,000 4,408,351 6,589,000 3,190,783 1,068,386 22,479 $ 11,923,888 $ 9,819,524 The accompanyingnotes are an integralpart d these consolidated financial statements. 2 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31,2007 AND 2006 2007 2006 LIABILITIES AND MEMBERS' EQUITY Current liabilities: Cash overdraft $ - $ 952 Accounts payable and accrued expenses 200,662 134,446 Related -party payable (Note 9) 2,791,915 821,370 Deferred revenue (Note 2) 360,323 Interest payable (Note 10) 9,209 Notes payable —current portion (Note 10) 22,847 10,830 Total current liabilities 3,384,956 967,598 Tenant security deposits 25,536 Share of deficiency in assets ofpartnerships (Note 5) 381,798 868,539 Interest payable — net of current portion (Note 10) 279,483 Notes payable —net of current portion (Note 10) 1,317,203 2,604,516 Total liabilities 5,109,493 4,720,136 Members' equity: Controlling interests 6,407,551 5,021,242 Noncontrolling interests 406.844 78.146 Total members` equity 6,814,395 5,099,388 Total liabilities and members' equity $ 11,923,888 $ 9,819,524 The accompanying notes are an integralpart of these consolidated financial statements. 3 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS YEARS ENDED DECEMBER 31,2007 AND 2006 Operating expenses Payroll and related costs (Note 9) 2007 2006 Income: 225,000 333,351 Syndication fee commissions $ 1,452,561 $ 1,134,362 Development fees 2,267,684 845,148 Rental income 384,523 76,321 Asset and property management fees 165,758 143,186 Interest 12,355 37,849 Gain on sale of property 453,406 Gain (loss) from investments in partnerships and LLCs (Note 5) (754,791) (231,257) Other 53.733 41,387 Total income 4,035,229 1,970,675 Operating expenses Payroll and related costs (Note 9) 237,360 149,532 Commissions and other fees 225,000 333,351 Outside consultants 278,174 274,665 Interest (Note 11) 323,702 124,175 Depreciation 199,297 76,321 Amortization 15,438 Taxes 49,033 34,143 Other rental property costs 222,249 Development costs - nonrecoverable 20,414 29,568 Professional fees 77,083 28,218 Travel and entertainment 17,049 20,624 Contributions 3,380 850 Other 146.215 65,144 Total operating expenses 1,814,394 1,136,591 Income before non -controlling interests 2,220,835 834,084 Non -controlling interests in subsidiaries' earnings (415,198) (78,146) Net income $ 1,805,637 $ 755,938 The accompanying notes are an integralpart of these consolidated financial statements. 4 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS' EQUITY YEARS ENDED DECEMBER 31,2007AND 2006 Non - Controlling Controlling Interests Interests Total Balance —December 31,2005 $ 6,005,149 $ - $ 6,005,149 Capital contributions 20,000 20,000 Capital distributions (1,759,845) (1,759,845) Net income for 2006 755,938 78,146 834,084 Balance —December 31,2006 5,021,242 78,146 5,099,388 Capital contributions 1,348 1,348 Capital distributions (420,676) (35,000) (455,676) Syndication costs (51,500) (51,500) Net income for 2007 1,805,637 415,198 2,220,835 Balance — December 31,2007 $ 6,407,551 $ 406,844 $ 6,814,395 The accompanyingnotes are an integralpart of these consolidated financial statements. 5 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31,2007 AND 2006 The accompanying notes are an integralpart of these consolidated financial statements. 6 2007 2006 Cash flows from operating activities: Net income $ 1,805,637 $ 755,938 Adjustments to reconcile net income to net cash provided by operating activities: Non -controlling interest in subsidiaries' earnings 415,198 78,146 Depreciation and amortization 214,735 76,321 Loss from investments in partnerships 754,791 231,257 Gain on sale of property (453,406) (Increase) decrease in assets: Accounts receivable (265,905) 775,274 Receivable from related parties (1,735,184) (370,868) Impound account for real estate taxes (10,469) Prepaid expenses (2,619) Increase (decrease) in liabilities: Accounts payable and accrued expenses 89,860 34,364 Deferred revenue 359,201 Related -party payable (144,718) (349,822) Interestpayable (2,430) (124,542) Tenant security deposits liability 4,036 Net cash provided by operating activities 1,028,727 1,106,068 Cash flows from investing activities: Net decrease in notes receivable 258,200 Increase in other receivable (200,016) (150,000) Net increase in development in progress (647,097) (660,133) Proceeds from sale of property and equipment 888,389 Purchase of property and equipment (61,647) (58,385) Net increase in share of deficiency in assets of partnerships 29,573 488,453 Net increase in restricted deposits for reserves (12,329) Payment of deferred costs (21,836) Net (increase) decrease in deposits (5,135) 76,117 Net cash used in investing activities (30,098) (45,748) The accompanying notes are an integralpart of these consolidated financial statements. 6 NEWPORT PARTNERS, LLC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31,2007 AND 2006 Cash flows from financing activities: Equity distributions — net of contributions Advances from limited partner Proceeds from notes payable Payment of notes payable Net cash used in financing activities Increase (decrease) in cash Cash (overdraft), beginning of year Cash (overdraft), end of year Supplementary information: Cash paid for interest — net of capitalized portion Noncash investing and financing activities: Assets acquired by assuming current liabilities Assets acquired by assuming long-term liabilities Assets transferred through capital distribution Liabilities transferred through capital distribution (454,328) (1,051,778) 30,000 144,010 (26,170) (280,318) (1,077,948) 718,311 (17,628) (952) 16.676 $ 717.359 $ (952) $ 593,976 $ 132,834 $ - $ 1,105,000 $ 35,400 $ 279,483 $ - $_1,811 949 $ - $ 1,123,882 The accompanyingnotes are an integralpart of these consolidated financial statements. 7 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 NOTE 1— ORGANIZATION AND NATURE OF ACTIVITIES Newport Partners, LLC (Newport) was formed as a California limited liability company on January 16, 1998 to provide services to institutional investors including the acquiring, underwriting, negotiating and asset management of tax credit transactions; real estate development and other investment activities. Newport is the sole member of Newport Development, LLC (NPD), a California limited liability company formed on January 1, 2001, and of MNJ Development, LLC (MNJ), a California limited liability company formed in 2003. MNJ has a controlling interest in Domus Development, LLC (Domus) a California limited liability company formed on May 15, 2003. Newport has controlling interests in Domus Management, LLC (DMC), a California limited liability company formed in 2007, Lander Community Development, LLC (LCD), a Washington limited liability company formed in 2005, Terra Partners, LLC (TPL), a California limited liability company formed in 2005 and Saguaro Gardens Limited Partnership (Saguaro), an Arizona limited partnership formed in 1997. In 2006, Newport also had controlling interests in New Pueblo, LLC (NPL), a California limited liability company formed in 2004 and Casa Partners, LLC (CPL), a California limited liability company formed in 2006. Newport transferred its interest in NPL in December 2007. Newport intends to transfer its interest in CPL in 2008. These financial statements consolidate the activities of Newport, NPD, MNJ, Domus, DMC, LCD, TPL and Saguaro (Newport and subsidiaries). In 2006, the activities of NPL and CPL were also included in the consolidation. Not included herein is the activity of Newport Partnership Management Corporation (NPM), a California corporation owned by the same interests who own Newport. NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Method Newport and subsidiaries use the accrual method of accounting which recognizes income in the period earned and expenses when incurred. Principles of Consolidation The consolidated financial statements include the accounts of Newport, NPD, MNJ, Domus, DMC, LCD, TPL and Saguaro. All material intercompany balances and transactions have been eliminated from the consolidated financial statements. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash Cash is defined as cash in demand deposit accounts as well as cash on hand. Not included in cash are funds restricted as to their use, regardless of liquidity or the maturity date of investments. Newport Partner's occasionally maintains cash on deposit at a bank in excess of the Federal Deposit Insurance Corporation limit. The uninsured cash balance, including unrestricted accounts, was approximately $721,000 as of December 31,2007. Newport Partner's has not experienced any losses in such accounts. Newport Partner's believes that it is not exposed to any significant cash credit risk. NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 Accounts Receivable Management elects to record bad debts using the direct write-off method. Accounting principles generally accepted in the United States of America require that the allowance method be used to reflect bad debts. However, the effect of the use of the direct write-off method is not materially different from the result that would have been obtained had the allowance method been followed. TenantSecuritvDeposits Saguaro Gardens is required to hold security deposits in a separate bank account in the name of the Project. At December 31,2007, security deposit cash balance is less than the security deposit liability balance. Investments in Partnerships /Share o 0eficiency in Assets of Partnerships Investments in partnerships are accounted for using the equity method of accounting. The investment is initially recorded at cost and then adjusted for Newport's proportionate share of undistributed earnings or losses (see Note 5). Property and Equipment. and Deferred Costs Property and equipment is stated at cost of acquisition or development. The costs of maintenance and repairs are charged to expense as incurred. Depreciation is computed based on straight-line and accelerated methods over the estimated useful lives of the assets. Development in progress is not depreciated until the completion of development. Deferred costs are incurred in order to obtain permanent financing and tax credits for Saguaro. The costs are stated at cost and amortized on a straight-line basis over the term of the mortgage. Organization costs are expensed as incurred. The useful lives of the assets are estimated as follows: Buildings 27.5 to 39 years Site improvements 15 years Furniture, fixture and equipment 5 to 7 years Automobile 30 years Tax credit costs 10years Loan costs 1.3 to 5 years Revenue Recognition Syndication fees are recorded when the earnings process is complete and collectibility is reasonably assured. Under the terms of an agreement with Alliant Capital entered into in March 2003, the employees of NPM became employees of Alliant Capital, Newport Division. The agreement was amended in June 2007, effective January 1, 2007. Newport now earns a fee equal to 2.5% of the amount by which gross equity committed by Alliant Capital during a calendar year exceeds $20,000,000. Previously, Newport earned a quarterly fee from Alliant Capital based on 50% of Alliant Capital's net income from the division. Fees earned from July 1 though December 31 were recorded in the following year when the amount earned was determinable. The result of the above accounting policies resulted in the 2006 financial statement including such fees earned during the period from July 1, 2005 through June 30, 2006. The remainder of the fees attributable to 2006, which were approximately $506,000 are included in 2007 syndication fee commission income. Developer fee income from consolidated subsidiaries is recognized to the extent that the subsidiaries have depreciated the developer fee cost as part of property and equipment. The portion to be recognized in future years amounted to $352,151 at December 31,2007 and is included in deferred revenue. NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2007 AND 2006 Income Taxes No income tax provision has been included in the financial statements since Newport and subsidiaries have elected to be considered as partnerships for federal income tax purposes. Income or loss of Newport and subsidiaries is reported by the members on their respective income tax returns. Only the annual California limited liability company minimum tax and fee appear as an expense in the financial statements. Compensated Absences Compensated absences are not accrued. Accounting principles generally accepted in the United States of America require that compensated absences be accrued. However, the effect of not accruing compensated absences is not materially different from the result that would have been obtained had compensated absences been accrued. NOTE 3 — RESTRICTED DEPOSIT AND RESERVES HELD BY SAGUARO SUBSIDIARY Replacement Reserve Saguaro Gardens is required to maintain a reserve for replacement and repair of property and equipment in accordance with the partnership agreement and the lender's regulatory agreement. The reserve was funded in the initial amount of $18,000 and is required to be funded in the additional amount of $1,500 per month commencing on August 1,2007. Debt Service Reserve Saguaro Gardens is required to maintain a reserve account with a minimum balance of $22,000 to cover approximately two months of debt service payments. Impound Account for Real Estate Taxes Saguaro Gardens is required to make monthly deposits in the amount of $2,000 to fund the impound account for real estate taxes. The balance in the impound account as of December 31,2007 was $15,073. Oyeratinz DeficitReserve Terms of Saguaro Gardens' partnership agreement require the creation of an operating deficit reserve upon the payment of the limited partner's fourth equity capital contribution. hi accordance with provisions of the agreements, restricted cash is held in separate bank accounts, Details follow: 2007 2006 Replacement Debt Service Replacement Debt Service Reserve Reserve Reserve Reserve Balance, beginning of year $ - $ - $ - $ - Deposits 25,500 22,000 - - Interest received 116 113 - - Withdrawals - Balance, end of year $ 25,616 $ 22,113 $ - $ - 10 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 NOTE 4 — RECEIVABLE FROM RELATED PARTIES Advances to partnerships are unsecured, bear no interest, and consist of the following: Percentage Interest Income (Loss) from Investments Investments (Deficiency) Balance at December 31 Income (Loss) rom Investments 2007 2006 Lincoln Court Associates $ 3,199 $ 184,852 Northland Village Associates Divine Senior Apartments 8,152 17,125 Divine Senior Apartments Associates Associates (2) 0.0049% 12 Saguaro Gardens Limited Partnership (3,826) (18,000 Lincoln Court Associates (3� 2,571 Gateway Mixed-use Development, L.P. (520) 14,426 (493) Gateway Mixed Use Oak Ridge Apartments Associates, L.P. 3,506 57,564 Southcrest Associates 0.0049% 28,505 (41) Casa Partners, LLC Oak Ridge Apartments 16,610 Other 5,221 0.0049% 2 870 Total $ 79,619 $ 264,994 Less: current portion 79,619 264,994 Long-term portion - Development fee receivable is summarized as follows: 2007 2006 Lincoln Court Associates $ 779,400 $ 869,400 Divine Senior Apartments Associates 175,506 324,080 Gateway Mixed Use Development, LP 917,807 Oak Ridge Apartments Associates, L.P. 391,501 Total 2,264,214 1,193,480 Less: current portion (1,608,116) (968,056) Long-term portion $ 656.098 $ 225.424 NOTE 5 — SHARE IN DEFICIENCY IN ASSETS OF PARTNERSHIPS Northland Villa e Percentage Interest Income (Loss) from Investments Investments (Deficiency) Balance at December 31 Income (Loss) rom Investments Investments (Deficiency) Balance at December 31 Associates 0.0049% $ (27) $ (363,329) $ 90,709 $ (363,302) Divine Senior Apartments Associates (2) 0.0049% (4) (18,004)' (3,826) (18,000 Lincoln Court Associates (3� 0.0049% (27) (520) (493) (493) Gateway Mixed Use Development (4) 0.0049% (41) (41) Oak Ridge Apartments Associates, L.P.(5) 0.0049% 96 96 11 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 2007 Investments (Dejciency) Percentage Income (Loss) Balance at Interest from Investments December 31 Saguaro Gardens Limited Partnership(6) 0.10% New Pueblo, LLC (622,881) Casa Partners, LLC (a) (131,907) Total $ (754,791) Investments (Dejciency) Income (Loss) Balance at rominvestments December 31 (317,647) (486,744) The limited partnership was formed under the laws of the State of California in 2004 to own and operate a 144 -unit affordable housing complex with 100 townhouse units (Northland Village Apartments) and 44 garden units (Morey Terrace Apartments) (collectively referred to as the Project) located in Sacramento, California. Rehabilitation of the Project was completed in 2007. (2) The limited partnership was formed under the laws of the State of California in 2004 to develop a 32 -unit apartment complex in Cloverdale, California. The project was placed in service in 2006. (3) The limited partnership was formed under the laws of the State of California in 2004 to develop, construct and operate an 82 -unit affordable rental housing complex in Oakland, California. The project was placed in service in 2006. (4) The limited partnership was formed under the laws of the State of California in 2005 to develop and operate a 28 - unit affordable housing complex in Pittsburg, California. The project was placed in service in 2007. (s> The limited partnership was formed under the laws of the State of California in 2006 to develop and operate a 35 - unit affordable housing complex in Sonoma, California. The project was placed in service in 2007. (6) The limited partnership was formed under the laws of the State of Arizona in 1997 to develop, construct and operate a 72 -unit affordable housing complex in Florence, Arizona, of which 52 units will be for the benefit of low- income families. Newport has controlling interest in the partnership. In 2006, Newport intended to transfer its partnership interest which was deemed to be temporary at that time. In 2007, Newport determined that its partnership interest is not likely to be transferred and has therefore included Saguaro in the consolidation. Newport transferred its interest in NPL in December 2007. In 2006, NPL was included in the consolidated financial statements. t$> Newport will transfer its interest in CPL in 2008. In 2006, CPL was included in the consolidated financial statements. 12 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2007 AND 2006 The summarized financial position of the equity method (unconsolidated) partnerships are as follows: Northland Village Associates Divine Senior Apartments Associates Gateway Mixed Use Development Oakridge Apartments Associates, L.P. Lincoln Court Associates Northland Village Associates Divine Senior Apartments Associates Saguaro Gardens Limited Partnership Lincoln Court Associates NOTE 6 —DEVELOPMENT IN PROGRESS Development in progress is summarized as follows: Mixed-use development in Sonoma, California: Land Predevelopment costs Single-family homes in Port Townsend, Washington: Land Predevelopment costs Multi -family apartments in Bremerton, Washington: Land Predevelopment costs Single-family homes in Kingston, Washington: Land Predevelopment costs Single-family homes in Benicia, California: Land Predevelopment costs Single-family homes in Windsor, California: Land Predevelopment costs Other predevelopment costs Total development in progress 13 2007 TotalAssets TotalLiabilities TotalEauity $ 22,996,830 $ 20,386,119 $ 2,610,711 5,057,875 3,758,684 1,299,191 11,064,821 10,858,288 206,533 6,712,552 6,415,892 296,660 18,808,810 13,705,284 5,103,526 $ 64.640.888 $ 55.124.267 $ 9.516.621 2006 TotalAssets TotalLiabilities Total Equity $ 17,759,863 $ 16,177,448 $ 1,582,415 5,184,733 3,916,523 1,268,210 3,312,896 3,851,140 (538,244) 18,881,392 18,730,493 150,899 $ 41,825,988 $ 38,824,464 $ 3,001,524 2007 2006 $ - $ 2,100,000 720,725 625,000 625,000 346,606 177,371 475,000 475,000 14,753 9,829 1,500,890 1,500,890 14,018 10,067 201,625 201,625 38,444 36,072 630,000 630,000 137,890 95,400 424.125 7.021 $ 4,408,351 $ 6,589,000 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 It is management's intent to continue efforts to develop these properties. NOTE 7 — PROPERTY AND EQUIPMENT Property and equipment is summarized as follows: Land Buildings Automobile Furniture and equipment Construction in progress Less accumulated depreciation Total property and equipment 2007 2006 $ 167,533 $ 120,000 4,246,465 740,242 73,175 73,175 171,624 65,839 204,546 4,658,797 1,203,802 (1,468,014) (135,416) $ 3,190,783 $ 1,068,386 NOTE 8 —DEFERRED COSTS INCURRED BY SAGUARO SUBSIDIARY Deferred costs are summarized as follows: 2007 2006 Tax credit costs $ 19,967 $ Loan costs 21.836 41,803 Less: accumulated amortization (19.324) Total deferred costs $ 22,479 $ NOTE 9 — RELATED -PARTY PAYABLE Related -party transactions include the following fees and charges: Payable at Payable at Payable/Paid to December 31, 2007Expense December 31, Description 2007 (Payment) 2006 ZSF 99-1 Middle Tier. LLC (Limited partner with noncontrollin-a interest in Saguaro subsidiary) Advances (I) $ 1,736,854 $ Accrued interest on advances cl> 530,678 Newport Partnership Management Corporation Advances (2) 56,001 14 152,269 41,762 2006 Expense NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007AND 2006 Funds have been advanced to Saguaro Gardens by ZSF 99-1 Middle Tier, LLC for the loan conversion and payment of interest to Bank of America. According to the partnership agreement, limited partner loans shall accrue interest at a rate equal to the Corporate Base Rate of Interest (as announced by Citibank, N.A., or its successor(s) from time to time) per annum (7.25% and 8.25% at December 31,2007 and 2006, respectively). NPM provided personnel and related costs to Domus in the amount of approximately $170,000 and $150,000 during 2007 and 2006, respectively, of which $56,001 and $41,762 was payable at December 31, 2007 and 2006, respectively. (3) A Newport owner advanced funds in 2006, of which $468,382 and $779,608 was payable at December 31,2007 and 2006, respectively. Other related -party transactions are described in Notes 2 and 4. NOTE 10—NOTES PAYABLE Notes payable consist of the following: Redevelopment Agency of the City of Pittsburg predevelopment loan in the maximum amount of $250,000, bears interest at the rate of 3% with the entire principal and interest due in September 2009. Placer County Redevelopment Agency predevelopment loan in the maximum amount of $1,136,500, bears interest at 2%, with the principal and interest due at the earlier of (a) the closing date of the permanent financing for the project or (b) July 2012. Far East National Bank mortgage originally amounting to $600,000, bore interest at prime rate plus .75% (.50% effective October 2006), payable monthly in the amount of $3,371. The loan was repaid in August 2007. Interest expense was $31,636 and $37,928 in 2007 and 2006, respectively. 2007 2006 15 Payable at Payable at Payable/Paid to December 31, 2007Expense December 31, 2006Expense Description 2007 (Payment) 2006 (Payment) Jonz Limb Advances (3) 468,382 779,608 $ 2,791,915 $ 821,370 Funds have been advanced to Saguaro Gardens by ZSF 99-1 Middle Tier, LLC for the loan conversion and payment of interest to Bank of America. According to the partnership agreement, limited partner loans shall accrue interest at a rate equal to the Corporate Base Rate of Interest (as announced by Citibank, N.A., or its successor(s) from time to time) per annum (7.25% and 8.25% at December 31,2007 and 2006, respectively). NPM provided personnel and related costs to Domus in the amount of approximately $170,000 and $150,000 during 2007 and 2006, respectively, of which $56,001 and $41,762 was payable at December 31, 2007 and 2006, respectively. (3) A Newport owner advanced funds in 2006, of which $468,382 and $779,608 was payable at December 31,2007 and 2006, respectively. Other related -party transactions are described in Notes 2 and 4. NOTE 10—NOTES PAYABLE Notes payable consist of the following: Redevelopment Agency of the City of Pittsburg predevelopment loan in the maximum amount of $250,000, bears interest at the rate of 3% with the entire principal and interest due in September 2009. Placer County Redevelopment Agency predevelopment loan in the maximum amount of $1,136,500, bears interest at 2%, with the principal and interest due at the earlier of (a) the closing date of the permanent financing for the project or (b) July 2012. Far East National Bank mortgage originally amounting to $600,000, bore interest at prime rate plus .75% (.50% effective October 2006), payable monthly in the amount of $3,371. The loan was repaid in August 2007. Interest expense was $31,636 and $37,928 in 2007 and 2006, respectively. 2007 2006 15 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 Arizona Multibank Community Development Corporation loan, in the original amount of $1,190,000, bears interest at 9.04%per annum, with monthly payments of principal and interest in the amount of $10,737 starting August 1,2007based on a 20 -year amortization, with the entire balance due on July 1,2012. Seller's mortgage on Sonoma land, bears interest at 8%. The mortgage was transferred in December 2007.Capitalized interest was $163,600 and $115,883 in 2007 and 2006, respectively. Total Less: current portion Long-term portion 2007 2006 Interest Interest Pa able Principal Payable Principal 9,209 1,182,840 - - - 279,483 2,045,000 9,209 1,340,050 279,483 2,615,346 (9,209) (22,847)1 (10,830) $ - $ 1,317,203 1 $ 279,483 $ 2,640,516 Principal payments on note payable for the next five years are estimated as follows: 2008 2009 2010 2011 2012 NOTE 11— INTEREST EXPENSE Interest expense consists of the following: Home Street Bank construction loan Far East National bank mortgage Bank of America mortgage Bank of America loan Limited partner loan Arizona Multibank loan Line of credit and other 16 $ 22,847 25,001 27,357 29,935 1,077,701 2007 2006 - $ 33,384 31,636 37,928 25,766 64,653 152,269 55,736 19,408 27,097 $ 323,702 $ 124,175 NEWPORT PARTNERS, LLC AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31,2007 AND 2006 NOTE 12 —OPERATING LEASE Newport leases office space under a four year lease ending June 30,201 1. The following represents the future minimum lease payments: Year Ended December 31, 2008 $ 44,220 2009 45,930 2010 47,700 2011 24,480 NOTE 13 — CONCENTRATIONS OF RISK Substantially all of the syndication fee commission income was from the arrangement with Alliant Capital described in Note 2. The two members of Newport provide the services which generate this income at no cost to Newport. Most of their compensation is in the form of capital distributions from Newpor-t. NOTE 14 — COMMITMENTS AND CONTINGENCIES Newport provides operating deficit guarantees and indemnifications with regard to tax benefits projected for its affiliated partnerships, in aggregate, approximately as of December 31, 2007. These guarantees are expected to expire by June 2010. Management believes that the likelihood of funding a material amount of any of the guarantees is remote. Section 42 Residential Units (Saguaro) Provisions under Internal Revenue Code Section 42 require that Saguaro remain low income for 15 years. Throughout the compliance period, 52 units will be allocated as follows: (a) 8 units for qualified households with income at or below 40% of the area median income (AMI), (b) 30 units for qualified households with income at or below 50% of AMI, and (c) 14 units for qualified households with income at or below 60% of AMI. The remaining 20 units will be rented without restrictions to tenants under market -rate leases. Property Management (Saguaro) Property management of Saguaro is contracted with Kay -Kay Realty Corporation for a monthly fee equal to the greater of fixed fees at $25 per unit or 5% of the gross cash receipts. Asset Management (Saguaro) The partnership agreement requires an annual payment of $7,500 to the asset manager as compensation for partnership asset management services. The asset management fee is payable from the previous year's surplus cash. Based on projections of cash flow, the asset management fee is not expected to be paid. Therefore no accrual has been made, and the fees will be recognized when paid. NOTE 15 — DISTRIBUTION OF EXCESS/DISTRIBUTABLE CASH FROM SAGUARO The Saguaro partnership and regulatory agreements limit the use of project cash. Under these agreements Newport is precluded from receiving any distributions of operating cash unless specifically approved in the annual calculation of excess/distributable cash. 17 AFFORDABLE HOUSING CDC 9:15 AM Affordable Housing CDC,Inc. 10/02/08 Accrual Basis Profit & Loss July 2007 through June 2008 Jul '07 - Jun 08 Ordinary Income/Expense Income Affordable Housing Development 162,256.33 Total Income 162,256.33 Expense 6022 Taxes - Local 1,660.00 6025 Software 589.87 6150. Depreciation Expense 666.86 6160. Dues and Subscriptions 1,485.00 6185. Liability Insurance 2,228.00 Total 6180 • Insurance 2,228.00 6240 • Miscellaneous 1,177.22 6250 • Postage and Delivery 995.64 6260 • Printing and Reproduction 13.80 6280. Legal Fees 665.00 6655 • Consulting 19,000.00 6270. Professional Fees- Other 1,614.00 Total 6270. Professional Fees 21.279.00 6290 • Rent 6290. Rent -Other 6,753.89 Total 6290. Rent 6.753.89 6340. Telephone 6342. Cellular Phone 1,967.89 6340. Telephone - Other 923.08 Total 6340. Telephone 2,890.97 6350 .Travel& Ent 23.650.90 6352. Airline 260.90 6361 . Parking 232.00 6370 . Meals 1,871.21 6380. Travel 6,876.40 Total 6350. Travel & Ent 9,240.51 6550. Office Supplies 5,336.57 Total 6560. Payroll Expenses 169,760.04 Total 6770 • Supplies 0.00 Total Expense 224.077.37 Net Ordinary Income -61,821.04 Other Income/Expense Other Income 7010 . Interest Income 23,650.90 Total Other Income 23.650.90 Total Other Expense 0.00 Net Other Income 23,650.90 Page 1 of 2 9:15 AM Affordable Housing CDC, Inc. 10/02/08 Accrual Basis Profit & Loss July 2007 through June 2008 Net Income Jul '07 - Jun 08 -38,170.14 Page 2 of 2 9:17 AM Affordable Housing CDC, Inc. 10/02/08 Accrual Basis Balance Sheet As 9.f MpV830, 2008 ASSETS Current Assets Checking/Savings 1000 • USBank Checking 188,618.86 Total Checking/Savings 188,618.86 Accounts Receivable 1200 .Accounts Receivable 20.923.64 Total Accounts Receivable 20,923.64 Other Current Assets 1015 • Due from AHCDC Tulare 4 LLC 930.00 1016 Due from AHCDC McCoy LLC 41.60 1251 Due from TRLP 600.00 Total Other Current Assets 1,571.60 Total Current Assets 211,114.10 Fixed Assets Total 1500 • Computer Equipment 0.00 1510. Furniture Total 1510 • Furniture 1.662.75 Total Fixed Assets 1,662.75 Other Assets 1540. Equity -Temple Rosenell LLC 722,332.20 1542. Equity - AHCDC Gateway LLC 100.00 1545 • Equity - Sunset Myra LLC 100.00 Total OtherAssets 722,532.20 TOTAL ASSETS 935,309.05 LIABILITIES & EQUITY Liabilities Current Liabilities Credit Cards 2010 • USBank Business Visa 3.057.39 Total Credit Cards 3,057.39 Other Current Liabilities 2012. Due to TRLLC 100.00 Total Other Current Liabilities 100.00 Page 1 of 2 9:17 AM 10/02/08 Accrual Basis Total Current Liabilities Total Liabilities Equity 1110 . Retained Earnings Net Income Total Equity TOTAL LIABILITIES& EQUITY Affordable Housing CDC, Inc. Balance Sheet As gun ytg830, 2008 3.157.39 3,157.39 970,321.80 -38,170.14 932.151.66 935,309.05 Page 2 of 2 Developer Status A Certificate of Good Standing from the State of California and a Legal Status Questionnaire for Domus Developmentare attached. City of Lodi I StatementofQualification and interest Domus Developmentand Affordable Housing CDC January 23,2009 , -s"Ir-late of Secretary of State CERTIFICATE CIE' STATUS ENTITY NAME: DOMUS DEVELOPMENT, LLC FILE NUMBER: 200309710066 FORMATION DATE: 04/04/2003 TYPE: DOMESTIC LIMITED LIABILITY COMPANY JURISDICTION: CALIFORNIA STATUS: ACTIVE (GOOD STANDING) I, DEBRA BOWEN. Secretary of State of the State of California, hereby certify: The records of this office indicate the entity is authorized to exercise all of its powers, rights and privileges in 'the State of California. No information is available from this office regarding the financial condition, business activities or practices of the entity. IN WITNESS WHEREOF, I execute this certificate i� and affix the Great Seal of the State of California this Y day of August 28, 2008. 011 DEBRA 13t)WE sccrelal-1 v of State MMS DOMUS DEVELOPMENT LEGAL STATUS QUESTIONNAIRE Civil Matters Has the applicant filed a bankruptcyor receivership case or had a bankruptcy or receivership action commenced against it, defaulted on a loan, or been foreclosed against in the past fen years? If so, please explain. NO 2. Is the applicant currently party to, or been notifiedthat it may become a party to, any civil litigation that may materially and adversely affect (a) the financial condition of the applicant's business, or (b) the project that is the subject of the application? so, please explain, NO 3. Have there been any administrative or civil settlements, decisions, orjudgments againstthe applicantwithin the past fen years that materially and adversely affected (a) the financial condition of the applicant's business, or (b) the projectthat is the subject of the application? If so, please explain and state the amount. NO 4. Is the applicant cirrrentlysubject to, or been notlfied that it may become subject to, any civil or administrative proceeding, examination, or investigation by a local, state or federal licensing or accreditation agency, a local, state or federal taxing authority, or a local, state or federal regulatoryor enforcement agency? If yes, please explain. NO 5. In the past fen years, has the applicant been subject to any civil or administrative proceeding, examination, or investigation by a local, state or federal licensing or accreditation agency, a focal, state or federal taxing authority, or a local, state or federal regulatory or enforcement agency that resulted in a settlement, decision, orjudgment? If yes to either question numbers or 6, please explain. NU Criminal Matters 6. Is the applicantcurrently a party to, or the subject of, or been notifiedthat it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, involving, or that could result in, felonycharges againstthe applicant? If so, pleaseexplain. NO 7. Is the applicant currently a party to, or the subject of, or been notifiedthat it may become a partyto or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any klnd, Involving, or that could result in, misdemeanor charges against the applicant for matters relating to the conductcfthe applicant's business? If so, please explain. NO 8. Is the applicant currently a party to, cr the subject of, or been notifiedthat it may become a partyto or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, of any kind, involving, or that could result in, criminal charges (whether felony or misdemeanor)against the applicant for any financial or fraud related crime? Ifso, pleaseexpiain. NO 9. Is the applicant currently a party to, or the subject of, or been notified that it may become a party to or the subject of, any criminal litigation, proceeding, charge, complaint, examination or investigation, cf any kind, that could materiallyaffect the financial condition of the applicant's boslness? NO 10. Within the past fen years, has the applicant been convicted of any felony? IF so, please explain. 11. Within the past ten years, has the applicant been convicted of any misdemeanor related to the conduct o fihe applicant's business? If so, please explain. NO 12. Within the past ten years, has the applicant been convicted cf any misdemeanor forany financialor fraudrelafedcrime? If so, please explain. NO Domus Development PRINTED NAME OFAPPLICANTlPROJECT SPONSOR �w DATE Meea Kang V PRINTED NAME OF SIGNATORY President PRINTEDTITLE OF SIGNATORY Employment Policies Domus Development's current Non -Discrimination and Equal Employment Policy is attached. City of Lodi I Statementof Qualificationand Interest Domus Developmentand Affordable Housing CDC January 23, 2009 DOMUS DEVELOPMENT DOMUS DEVELOPMENT, LLC NON-DISCRIMINATION AND EQUAL EMPLOYMENT POLICY Eaual ODDortunity EmDlovment The Company is firmly committed to a policy of equal opportunity for all applicants and employees. This means the Company does not unlawfully discriminate as to any condition of employment including recruiting and hiring, promotion, compensation, benefits, discipline, termination and other employment actions. The Company's policy prohibits unlawful discrimination based on race, color, sex, marital status, religion, age, national origin, ancestry, physical or mental disability, medical condition, sexual orientation or any other consideration made unlawful by federal, state or local laws. The Company's commitment applies to all persons involved in the operations of the Company and prohibits unlawful discrimination by any employee of the Company, including the members of the Company and co-workers. The Company expects all employees to show respect and sensitivity toward all other employees and to follow the Company's equal opportunity objectives. To comply with applicable laws ensuring equal employment opportunities to qualified individuals with a disability, the Company will make reasonable accommodations for the known physical or mental limitations of an otherwise qualified individualwith a disabilitywho is an applicant or an employee that can or would be able to perform the essential functions of his or her job without posing a threat to his or her health or that of other employees, unless undue hardship to the Company in accommodating the disability would result. Employees should promptly report any incident of discrimination directly to the President or any member of the Company. Discrimination and Harassment The Company is committed to providing a work environment free of unlawful harassment. Company policy prohibits sexual harassment and harassment because of race, religious creed, color, national origin or ancestry, physical or mental disability, medical condition, marital status, age, sex, sexual orientation or any other basis protected by federal, state or local law or ordinance or regulation. All such harassment is unlawful. The Company also prohibits unlawful harassment based on the perception that anyone has any of those characteristics, or is associated with a person who has or is perceived as having any of those characteristics. The Company's anti -harassment policy applies to all persons involved in the operation of the Company and prohibits unlawful harassment by any employee of the Company, including Supervisors and co-workers. All individual employees, not only Supervisors, may be personally liable for harassment on the basis of the above categories. All employees must avoid offensive or inappropriate sexual behavior at work and in all interactions with residents and co-workers. All employees are responsible for assuring the workplace is free from sexual harassment at all times. Sexual harassment includes unwelcome written or verbal sexual advances and the written or verbal solicitation of sexual favors from an unwilling subordinate or co-worker in return for promotions, increasedwages and continued employment. Other verbal, written and/or physical conduct of a sexual nature made to an employee or resident when submission to such conduct is made, whether explicitly or implicitly, a condition of an individual's employment or residency, or has the purpose or effect of creating intimidating, hostile or offensive working environment is prohibited as well. Page 1 of 2 Prohibited unlawful harassment includes, but it not limited, to the following behavior: • Verbal conduct such as epithets, derogatoryjokes or comments, slurs or unwanted sexual advances, invitations or comments; • Visual conduct such as derogatory and/or sexually explicit -oriented posters, photography, cartoons, drawings or gestures; • Physical conduct such as assault, unwanted touching, blocking normal movements or interfering with work because of sex, race or any other protected basis; • Threats and demands to submit to sexual requests as a condition of continued employment, or to avoid some other loss, and offers of employment or housing benefits in return for sexual favors; and • Retaliation for having reported or threatened to report harassment. Any employee who has a complaint of harassment should report it promptly to the President or any member of the Company. Complaints should include details of the incident or incidents, names of the individuals involved and names of any witnesses. The Company will immediately undertake a thorough and objective investigation of the harassment allegation. The Company will attempt to maintain confidentiality. The Company encourages all employees to report any incidents or harassment forbidden by this policy immediately so that complaints can be quickly resolved. Page 2 of 2 Article 34 Issues Provide background on experience dealing with issues related to Article 34 of the California Constitution which pertains to affordable housing development. Domus Development and its principals have significant experience structuring affordable housing devel- opments, both new construction and acquisition/rehabilitation developments, in order to address the appli- cability Article X)OCIV of the California Constitution ("Article 34"). Article 34, which requires that voter ap- proval be obtained before any "state public body" develops, constructs or acquires a "low rent housing pro- ject," often presents uncertainty for the proposed development and public agencies given the delay and cost of obtaining voter approval. Domus works hand-in-hand with local public agencies to structure its af- fordable housing developments in a manner which would permit the proposed development to fall within one of the exemptions to Article 34. Domus has successfully structured affordable housing developments in light of the Article 34 requirements with the City of Pittsburg and its Redevelopment Agency, Sacramento Housing and Redevelopment Agency, the City of Oakland, and the County of Sonoma. The Article 34 inquiries and structuring included both new construction and acquisition/rehabilitation developments. New construction of affordable housing developments financed with certain state or local funds often trigger the Article 34 voter approval. In such events, Domus has worked with the local public agency in order to determine if there is sufficient authority and approved number of units for the proposed affordable develop- ment. Even in instances where sufficient authority exists under Article 34, Domus has worked with local public agencies to structure the proposed affordable development with up to 49% of the units within the proposed development to be assisted and regulated by the local public agency, with the remaining 51 % of the income -restricted units regulated by a separate governmental funding source which does not trigger Article 34 or self -regulated by Domus. In such instances, the local public agency is not required to utilize its Article 34 authority for the proposed affordable development, but the project still remains restricted to low - and moderate -income households. For acquisition and rehabilitation developments, Domus performs simi- lar Article 34 inquiries with the local public agency, but also determines whether the affordable development qualifies as replacement housing for purposes of Article 34. Domus also partners with tax-exempt non-profit organizations in order to qualify for the exemption from property taxation pursuant to the provisions of Revenue and Taxation Code 214(g). This qualification of the property tax exemption under Revenue and Taxation Code 214(g) also ensures any abatement or reduction of ad valorem property taxes attributable to the affordable development are within the confines of Article 34. city of Lodi I Statement of Qualification and Interest Domus Developmentand Affordable Housing CDC January 23, 2009 ���:•< :_� _�. `� �� . �, }s� � ^.�' Eden's Board of Directors Neighborhood Revitalization 6 Smart Growth for Healthy Communities Housingfor Seniors 13 Housing for People with Disabilities 14 Home Ownership Opportunities 15 Growing Eden and Supporting Our Communities I& Supporting O u r Residents Development Locations 20 Development Details 21 Additional rroject'images 22 'thanks to you... 23 1460 www.edenhousing,org Eden Housing, Inc. • 409 Jackson Street, Hayward, California 94544 • (510) 582- Eden: Pioneers in Affordable Housing 'The story of the founding of Eden (Housing in 1968 is a great example of the pioneering spirit for which California is known. A group of concerned com- munity activists had a vision of provid- ing housing that would be affordable and available to all people of Alameda County. This small group of dedicated people founded Eden Housing, Inc Their first project was to rehabilitate 6 homes in East Oakland, each volunteer "adopt- ing" a first-time homebuyer family to help them purchase one of the homes. They then developed the 150-unitJosephine Lum Lodge for Hayward seniors, a development that Eden still owns 30 years later. The rest, as they say, is history. Today Eden Housing is a thriving, growing organization that would make those pioneers very proud. Eden has built more than 4,200 units ofd housing and employs 130 staff. We have provided a place to call home for 12000 families, seniors and persons with special needs. Our steady growth has b, en a response to the corresponding growt} of California's lower-income population, exorbitant increases in real estate prices that make af- fordable housing a crisis for many, and the lack of decent affordable housing options. nities are se, g � g e "'iWAP9 tol6us" e residents an oca'en pley sjt 01*70 most challenging econoriiic' ates memory, one which impacts 64tce'ft the federal, state and local governments down to the individual citizen. Eden is partnering with many communities in Alameda, Santa Clara, Contra Costa, San Joaquin, Sonoma and San Mateo Counties to help them provide practical, attractive and financially viable affordable housing solutions. Our mission "to build and maintain high-quality, well managed, service enhanced affordable housing communi- ties that meet the needs of low-income families, seniors and persons with dis- abilities" is one we take very seriously. Today, Eden is a fully -integrated affordable housing organization— with af- filiates that provide professional property management services for the properties we own and vital on-site support services for our residents. Eden Housing Manage- ment, Inc. is essential to our goal that our properties provide a lifelong high quality living environment. The quality of the commtti * litie t we have created a. stoo'ae teao w time. Not only are`5ttiitie populations we have been serving for 35 years. Our work through Eden Housing Resident Services, Inc. enhances the built environment by providing seniors with assistance to age in place independently, children with after school, summer and technology programming, and families with economic opportunity. Eden is proud of its achievements over the past 35 years. The credit for our suc- cess is shared with the many important partners we haw had—cities, lenders, and donors — all of whom have shared our vision and commitment. Together, we have made a difference in many lives by creating some of the best affordable housing com- munities in California. We look forward to continuing our collective rfforts to solve the multi-facrted problem of afford- able housing. jd� 5k� Ilene Weinreb President c , % a � populations we have been serving for 35 years. Our work through Eden Housing Resident Services, Inc. enhances the built environment by providing seniors with assistance to age in place independently, children with after school, summer and technology programming, and families with economic opportunity. Eden is proud of its achievements over the past 35 years. The credit for our suc- cess is shared with the many important partners we haw had—cities, lenders, and donors — all of whom have shared our vision and commitment. Together, we have made a difference in many lives by creating some of the best affordable housing com- munities in California. We look forward to continuing our collective rfforts to solve the multi-facrted problem of afford- able housing. jd� 5k� Ilene Weinreb President . Eden's Board of Directors �Standmg, lift to right) John Gaffney, Frank �;oulart, William Vandenburgh, Hank Ieadrich, Calvin Whitaker, Timothy Reilly. 'Seated, left to right): Pauline Weaver, tenn fer M. Groebe, Ilene Weinreb, Kathleen Hamm. Not pictured: Nick Randall Eden is fortunate to be guided by i volunteer Board of Directors of knowl- �dgeable, committed individuals who pare about the organization's mission, its residents and its employees. We thank them for their dedication and their wise stewardship. Directors Emeriti In addition to Eden's active directors, we are pleased to have the guidance of four of Eden's longtime directors who have moved up to the status of Director Emeritus. (Pbotos left, left to right, top to bottom) Sara Conner, with Eden since 1969; Harold Mefford, a founding Director; Sal Tedesco; James Walker filliam Vandenburgh, Dunding Director, Former resident, Eden Housing, Inc. den is privileged to have one of its sunders still serving on our Board of 'irectors. William Vandenburgh is one of ►ose dedicated community activists who Eade their vision of affordable housing )r all come true. Rill served as Eden's resident for many years, and still serves as President on one of Eden's affiliated boards. We thank Bill for his many years of commitment to Eden's mission. 35 Years of Service to Eden Housing "A small group of political activists in Hayward, working for open and fair hous- ing in the 1960s, founded Eden Housing. We had hopes of making a difference. Not one of us ever thought that 35 years later Eden Housing would be an organi- zation that has created over 4,200 units and manages over 2,500 units of afford- able housing. It has been an enjoyable and satisfying experience working with Eden Board members and staff, and particularly the residents of our developments, during these past 35 years." —William Vandenburgh Neighborhood Revitalization 771 According to Mayor Donald P. Freitas, the City of Antioch in Contra Costa County began thinking about de- veloping a new General Plan about twenty years ago to meet the City's changing standards of what makes a "quality life" for its residents. The City wanted to focus on restoring its waterfront Rivertown area, bringing in new shops, entertain- ment, restaurants and housing to meet the needs of its growing, changing population. In 1998, Eden Housing joined the City's effort to develop a new Plan for revital- izing Antioch's historic and picturesque West Rivertown Area. In the summer of 2003, Eden completed West Rivertown "Eden Housing's West Rivertown Apartments are a sterling example of what the City of Antioch hopes to develop in the future. The success of this development demonstrates the immense potential the City has to develop the waterfront into a real downtown for our citizens. —Mayor Donald P. Freitas, City of Antioch Apartments, a 57 -unit affordable housing community for families that is located on three contiguous lots just two short blocks from Antioch's waterfront. "The Lord has blessed me with this home. I asked him for four bedrooms and he gave them to me. It is peaceful and I feel safe here. The Manager cares what goes on. She's a blessing. My children are close to school and can even go fishing at the marina;' says Diane Martel, who lives with her four children at West Rivertown in Antioch. "Eden is an ideal partner for CHDC; we share similar community objectives and values. We know that it is not just housing that improves a neighborhood but a comprehensive approach that includes economic development, social services and education. To this end Eden and CHDC have been able to affect positive change (opposite page, top) West Rivertown, Antioch; in families' lives and provide opportunities for individual growth and (opposite page, below) rhe Martel family; neighborhood revitalization in North Richmond" (this page) Community Heritage Senior, —Donald Gilmore, Executive Director, CHDC North Richmond IV rrWW! "The City of Hayward.ls pleased to acknowledge Glen 1-ouirg of Hayward for its commitment to affordable housing For thirty. -five: years, Eden Housing has provided high-quality and well-maintained affordable housing for many Hayward residents and also to neighboring communities. They and the City of Hayward have been instrumental in meetingthe needs of affordable housing for lower-income families, seniors, and the disabled... Affordable -iousing in Hayward has been made possible with Eden Housing, an important factor in the growth and development of the City of Hayward," -Mayor Roberto Cooper, arty of Hay-ard Smart Growth for Healthy Communities There is a growing concern across California that current dewl- upment models, dominated by "sprawl', are not in the long-term interest of our f� communities or our open and wilderness spaces. Communities are qurstioning the wisdom of abandoning infrasrructurc in the city only to build it furthrr out, and the social impact of building new employ- ment locations in the suburbs away from the available work force in the city. They are concerned about disregarding former industrial or commercial sites in older communities, eating up the open space I► (Opposite pa�c) B Street Bungalows, Hayward, this page) Oblone Uynowetb; courtyard acrd view ot�er lightrail station =� L.ZM M!� senior housingthat will be added to the market. Housing issues affect all age groups and this project will provide shelter for some of our citizens who are truly in need of a place to enjoy their autumnal years." —Mark Green, Mayor of Union City and, in some cases, the prime agricultural land at the suburban fringe, and polluting thc air of entire regions by driving farther to get places. Giving impetus to the smart growth movement are demographic shifts, a stron- ger environmental ethic, increased fiscal concerns, and more fine-tuned views of growth. The result is both a new demand and a new opportunity for using Smart V Growth Principles that: • Create a broad rangr of housing oppor- tunities and choice • Create walkable neighborhoods Encourage community and stakeholder collaboration Foster distinctive, attractive places with a strong sense of placr • Make development decisions predict- able, fair and cost effective Mix land uses Preserve open space, farmland, natural beauty and critical environmental arras • Provide a variety of transportation choices • Strmgthen and direct development towards existing communities Working with these Smart Growth Principles, Eden helps its partners ad- dress the issues of community, quality of life, design, economics, the environ- ment, health, housing, and transporta- tion. Together we address the connection between development and quality of life and leverage new growth to improve the community Smart growth invests time, attention, and resources in restoring com- munity to city centers and older suburbs. Nrw smart growth is more town -centered. is transit- and pedestrian -oriented. and has a greater mix of housing, commercial and retail uses. It preserves open space and many other environmental amenities. Most successful communities have a vision of where they want to go and of what things - f Yi. �k T. t I1c•v value in their community —and their plans for development reflect these values. As our community partners face these complex issues, Eden is helping them fulfill their vision of growing wisely by focusing on Smart Growth issues in its development work. "0,, er the years, Eden Housing has provided Livermore residents with well-designed, well- managed affordable housing We look forward to our continued partnership with Eden." -Mayor Marshall Kamen, City of Livermore I e Rar, M 4� k MFOPIN, P7 4N." h. e Rar, M 4� k /Jj1 3114( e mow.. s 1. Home Ownership Opportunities just shelter, it is a place for grow, to build, and to dream. Working with committed people and organizations like Eden Housing to provide homes for people and families is one or m e rr-10St r Caw— -:urea ig aspects of serving in local government The impact of our combined efforts will last long after all of us are gone. as we change people's lives and dreams" —Mayor Gus Morrison, City of Fremont (Opposite page Fuller Lodge, San Leandro,- hiller eandro;hiller Residents, (this pagc; ridatns Avenue borne and homeowners Growing Eden and Supporting Cour Communities Eden has followed a growth strategy that is focused on meeting affordable housing needs within a defined geographic region. Although we arc char- tered to work statewide. we have elected to kcrp our focus within a two-hour travel radius of our Hayward corporate office. This regional approach provides: Portfoiib %onomibs: Eden grows its portfolio in geographic clusters. Starting in Alameda County, we have moved to adjacent regions in the Bay Area, allow- ing us to create economies of scale in om: property management and resident services operations. Community Presence: By main- taining a tight geographic focus, we can maintain our community-based philoso- phy. We often participate in community planning efforts such as inclusionary housing and housing element task forces and corrin inity-based specific plan initia- tives, Many Of Eden's projects have sprung from a solid relationship and trust that has been nurtured over years. Expanded partnerships in communities where we have existing relationships are a key factor in our success and growth. Community Partnerships: Oil(- of Eden's priorities is to mentor and part- ner with smaller nonprofit organizations to build their capacity while providing housing to serve special populations or geographic communities, or tackle the daunting problems of blight and the pres- ervation of affordability. This continuing tradition includes collaborations with: • East Bay Issei; 100 units of senior hous- ing. Eden Issei Terrace, in Hayward • Community Resources for Independent Living (CRIL), three partnerships on G TI i i € [ t pm �� 2s is 4 yrs r AWS projects... The first was the purchase and renovation of an old and poorly maintained apartment complex that presented apoor environment to raise children in. Now they are clean and very well managed under Eden's guidance.,.The second is a 50 -unit Senior complex now approaching completion. These apartments will be full on the day they open. As land costs increase along will the cost of living. we cannot afford to forget our responsibilityto our seniors and children. I kt? of no better way to fulfill our responsibilities than by reaching out to assist them with a warm and clean place..;' —MayorWillie Weatherford, City of Manteca housing for people with disabilities improved capacity within this community • Mentally Handicapped Children's and are using this model as a basis for organization (MHCO); housing those partnering with East Palo Alto Commu- with disabilities nity Alliance and Neighborhood Develop- • East Bay Habitat for Humanity; Adams went Organization (EPA CAN DO) on a Avenue Homes, 17 homes in Fremont similar effort. for first-time buyers • Community Housing Development Corporation (CHDC), North Rich- mond: to create 52 -units of senior housing and 10,000square feet of com- mercial space. We arc also partnering with CHDC on two new developments. We have seen Program Expansion Eden works with communities to meet clearly identified needs, therefore, we have not limited our work to one kind or size of development. We have helped commu- nities create housing developments ranging in scale from 4 units to 200. Although we recognize that efficiencies conic from scale, smaller projects haw offered us the opportunity to experiment with new pro- gram areas and to effectively serve special needs populations. We have also leen ablr to set examples on a larger scale, as with the 194-unitOhlone Chynoweth Com- mons transit -based development, which was recognized by Sierra Club as one of 50 projects nationally to exemplify the concepts of Smart Growth. (Opposite page) Union Square rckabititation, Manteca; (this page) Nugent Square, East Pato Alto 2003 groundbreaking r Eden firmly believesthat a strong community that cares and provides a supportive social network for its lower- income members is the pathway for a bet- ter future. Through Eden's nonprofit affil iate, Eden Housing Resident Services, Inc., we are helping to build residential environ- ments that encourage, foster, and support individual self-reliance and create healthy connntnnitie.s. This unique philosophy is expressed through Eden Housing's caring resident service efforts. Our services programming in family buildings focuses in two areas: Support for Youth: We provide academic, cultural, athletic, and artistic enrichment and technology-based learning for our residents' children. These pro- grams also help youth develop a sense of self-worth and emphasize the importance of community service. Economic Advancement for Families: Our services also help open the door to a better future for adults through counseling, referrals to coin- nuinity help agencies, opportunities for social interaction within their develop- ment, technology training, and, since 1993, educational and job training scholarships through the Howard T. Collins Memo- rial Scholarship Fund. In just the last five years, Eden has provided 1017 scholar- ships to deserving residents totaling over $ 70,000. Independence and Wellness for Senlem-- _ For our elderly residents, we work to assure that our seniors can age in place in an independent living environment—by providing health and wellness activities that focus on physical well being and reducing isolation. Our programs include health referrals, physical fitness programs, and social activities. Eden's newest frontier is to provide bet- ter technology access to our residents by bridging the "Digital Divide" through the creation Of technology programs. We have built partnerships with grant- ors and organizations like the Sobrato Fami ly Foundation, SRC Foundation, Wells Fargo Rank Foundation, Cisco Systems, Citibank, Adobe Systems and other partners to provide computer and Internet -based education and services for our residents. In addition, Eden is part of the One Economy program, a national effort to bring Internet access and customized web site content to residents of affordable housing—in their homes—to facilitate economic advancement. The web content includes health, finance, rducational, and employment information specifically de- signed for residents of affordable housing. This effort also includes a component known as the "Digital Youth Connec- tor Corps," a program supported by the Knight Foundation that is training youth at out sites to provide computer technical �xC�U0 assistance to residents. irbdel A he acc(�('t" tC3 Development Locations Castro Volley o- 4 = Cities where Eden has do -4-11, r Developments # of New Comm'I Estimated in Progress Units Const. Rental Senior Family Disabled Comm'I Sq Ft Opening 094 Ok Nu &ILA}} a y f a4 iei;i$I; �EWIM°S Uen.PalaTiS X jt;ne V6.. C3u�i'tin Senior 111111101 W.; Hayward Family 60 x x x $fit 106 Total �.., ,., `: '` g Development Details Development Number Developed Managed Year Name of Units by Eden by Eden Rent Home -owner Senior Family Disabled Completed Jliseohin w#,, r� Hayward ...° .. <, ,. < ...<. x x Thi'-: - La S.olarra,: H*. -RobyIt" Sumrnearood;'-k,ard 13 x - 1483 Grove Way, .. ,' ,may ;:.' 8 x . x: , 1982 + Sparks 1+VaYj 4S x x x x: 1964 . a.� =3 7 v. :&:. k °eea > WWI Sp4 b$ b."> ,,. & .. .•J.'t '»¢& � 9F M-1 H ° �<<. 1 Sycamore Square. P a. : ,.,: ,gRIOW. I � .-� _ ....°. .� i"- ,..-...., . ° °.. ;.$,�; i a <, 0 Greenhaven, Union250 x x .-eaz "-,.»..... x 1984 >:,., . .,.::..: .. ... .. ..a. .-_a; x_. _<� ,,..---°-a^'fie`«a:a. .�...:�.:;°s <s> a -esg;.��_... 5:<,<>';." 'iat. , 4,a5 ». a ,a8„, ., €:»' ®`g °:dS `R: E ,-s:a:n:; "°'°' a. '° «qq.n. aa;%"aY£§"^&,°',;:::"..`:»;.a,•..:°''-`•Y°«a::;::P.>:,. ,.,.,''Y"=` ,."&:�.".>°n .. Olive Tree ftii;i-layvward 2 x x x x 1986 .:"'"p ;,'= ",$..,gin...,.,;°_,,..«r.»<.,.., Heritage Park. Lrvermor eFe:°.3k:°�::x:,:•.:.::;:::.::..:.. ......._...,... Huntwood Terrace. Hayward 104 x x x 1988 sS:as°; :$ a •.aa•:s Cypress Glen, Hayward., Huntwood Commons, ft. ward 40 x x x x 1988 .............:.;.:.>".°,..°.>.°a.......,. .,.., ,,.-.�..�<»",."<, ................_. Mission Wells, Fre<.: .....°. . ....;.,.°...:a,,;'sfie::<tl...............°,°..ise Ridge View. Pleasanton 200 x x x 1989 Q� .;Ba:i,.a:;;; _-^a - :4:a-° <'s:E:a.» >:`a:<.`a.a.a:e.::�::::::,. Sequoia Manor Fre ��°�:�•`:.«:'�'' ", m_- "�Y f «_ ,...°.°,°,%vi".':":etb:{9,i>..;;q«:;.m>.»«,'m«:::...". � ..r..> - iS%« °� D Y .._e 'BAt.::�'".°".'.e�« ��^ ., ,. , .�... ,... .< .,.,. .,..., _..... ....., .. .. .... ..... .... ..... .. Baywood Apts., Fremont 82 x x x x 1990 ;eas3::; :a&»: <ar, sa s :1t:' ........ii. °,°;..- ._...�:�s*a:-.,„>:;; Po_Ct=':'.:'w'4°�....=-(e, ” «:te;F , ,.<.., <,. .., ,..... .,. ._..... .......:... �< , -"V! ,. .... -,.,.. Westporte, Hayward 94 x x x 1990 «..., Fuller Lodge, San l:eandi ::;;e,; ;.Pe ..as.. >. °. ..__«,e...° . , . - -- ... -. ... ..-'�=.. ,..., ... _��. _'°,...... E.C. Magnolia Court, Hayward 21 x x x x 1992 �Y: WAjk ..<°.°.., :e:e..,.., <,....ig ... . .Z Washington Creek; Petaluma 32 x x x x 1993 ne Glen Eden, Hayward 36 x x x x 1993 .: Corona Ranch, Petaluma 74 x x x x 1994 < ._ ...-H:;i» :% ;:BPs . °.,.,...,.,..>",e.....:.°.°.».,..... ,.-.<..<a 8.-..,",. Corona Cresce :< ::e:::e:,::::; ::<::::°::.;:: s:e..::..:e:;:::;::::: <::a.....,_-..... ,..,...°,°a::" , ..,..... ..._ ... .... „ i ' The San Pablo, Oakland l44 x x x x 1995 ...,..:;:.::.,. ..<»«« .,. Laulima Horse Oak] >.. °'.., 8..,... y� ,..,. ,.-,$:'E �-.-._.,.:°:q�. 19 . , ..... , Casa de los Amigos, San Jose 24 x x 1996 e:::. Kirker Court, Clayton 20 x x x 1996 , D" Catalonia, Saar Jose 5o x x x 1995 B Street Bungalow' " Eden Palms, San Jose. 145 x x x x 1997 .., . ,,...,,.. 4g0p gay 'y";� g :P.�:>o a i,�g»�i^»° mwq ".;.::✓F:».4t»Y:°»°.°.B'.e"."::2°.ai«> ° > Pacific Grove, Fremont 20 x x x. x x 1997 Hillview Glen, Sang .a .._ .:_.>.. �€.;":.. � � �.�.`�.:•l« <, ; .. The Harrison 81 Co -GP tea... ;a:• .«...�....«°t%::p°a::: "iY, Owls' Landing, Livermore 72 x x x x 2000 ..e-..°.° .ate ...-. ,. ft...° " N. Richmond Comrn'l Center I x x 2000 Parkside Glen. Jose :;:.:: „- ,.... � .; ;;._;:::. #. .,........... ; �..... . 3F,. , ...°...°. ' .41:.. . ..... ....... Ohlone-Chynoweth, San Jose 194 x x x x 2000 Row - Terrace, Unron.,!6 ,,..._.. '•....,e°.,t Harris Court. Hayward 24 x . x x x 2000 .....-- -. -__.. ri°i;;t:;-:wa;::--;gin@' s-- "a». ,- <.,°", aFl ifil 3s :sa: Mi...:<<a;.. $� r Adams Ave Homes, Fremont 17 x x 2002 ............._... , . - . ,,,,,,°<..° «gqg $$ q ''>° �id4S's:«;- W .::i:e;e:,':�Aa:t°i °�,.,._ West Rivertown Apts, Antioch 57 x x x x 2003 Additional Project hages provide attractive affordable iousing within. a new market -rate development to provide a well-balanced neighborhood that all residents can enjoy. This housing is; the first aff6rdable'housing developmEnt in Herculest�at will provide starter homes for. new college graduates:' -Mayor E48arllco, City of Hercules (Top, left;; Pacific Grove, Hayward; (top, right) Eden Issei, Hayward; (middle) Stoney Creek, Livermore, - (bottom) ivermore;(bottom) lldaiw Avenue, Fremont Thanks tD you... Without the financial support of the following organizations and individuals, Eden Housing would not be able to accomplish its mission. The contributions and favorable loans that Eden receives enable us to provide the highest quality affordable housing and resident services that arc available to the people of Northern California. Thank you all! Investors In Eden's Housing Developments APOLLO HOUSING CAPITAL, LLC BANK OF THE WEST RANK OF AMERICA COMMUNITY DEVELOPMENT BANK CHEVRON CITIKANK COAST COMMERCIAL -SUBSIDIARY OF GREATER BAY BANCOKP EDISON CAPITAL MERRITT COMMUNITY CAPITAL CORPORATION MID -PENINSULA BANK -SUBSIDIARY OF GREATER RAY BANCORP SILICON VALLEY BANK SUN AMERICA UNION BANK OF CALIFORNIA U.S. RANK WELLS FARGO BANK CALIFORNIA COMMUNITY REINVESTMENT CORPORATION CALIFORNIA DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT CALIFORNIA HOUSING FINANCE AGENCY FANNIE MAE FEDERAL HOME LOAN BANK OF SAN FRANCISCO FEDERAL OFFICE OF COMMUNITY SERVICES HOUSING TRUST OF SANTA CLARA COUNTY LENDERS FOK COMMUNITY DEVELOPMENT LOCAL INITIATIVES SUPPORT CORPORATION LOW-INCOME HOUSING INVESTMENT FUND METROPOLITAN TRANSPORTATION COMMISSION SOBRATO FAMILY FOUNDATION U.S. DEPARTMENT OF HOUSING & URRAN DEVELOPMENT VALLEY TRANSPORTATION AGENCY ALAMEDA COUNTY WASTE MANAGEMENT AGENCY CITY OF ANTIOCH CITY OF CONCORD CITY OF DUBLIN CITY OF EAST PALO ALTO CITY OF FREMONT CITY OF HAYWARD CITY OF HERCULES CITY OF LIVERMORE CITY OF MANTECA CITY OF MARTINEZ CITY OF PALO ALTO CITY OF PETALUMA CITY OF RICHMOND CITY OF SAN JOSE CITY OF SAN LEANDRO CITY OF TRACY CITY OF UNION CITY ALAMEDA COUNTY CONTKA COSTA COUNTY SAN JOAQUIN COUNTY SAN JOAQUIN COUNTY HOUSING AUTHORITY SAN MATEO COUNTY SANTA CLARA COUNTY SONOMA COUNTY =oundation & Corporate Donors kDOBF SYSTEMS 4RTS COUNCIL OF SILICON VALLEY SANK OF AMERICA SANK OF THE WEST SAL FED BANK (NOW CITIBANK) DSCO SYSTEMS FOUNDATION :�ITIBANK FOUNDATION .:ITY OF SAN JOSE HOMEWORK CENTERS PROGRAM 3AST BAY COMMUNITY FOUNDATION -ANNIE MAE FOUNDATION rREMONT BANK FOUNDATION :BEATER BAY BANK FOUNDATION KNIGHT FOUNDATION/ONE ECONOMY LOCKHEED MARTIN EMPLOYEES' FOUNDATTON MERVYN'S CALIFORNIA, PETALUMA MID -PENINSULA RANK FOUNDATION MORRIS STULSAFT FOUNDATION NORTHEKN CALIFOKNIA GKANTMAKERS PETALUMA ROTARY CLUB FOUNDATION �. H. COWELL FOUNDATION SAN FRANCISCO FOUNDATION SBC FOUNDATTON (FORMERLY PACIFIC BELL) SILICON VALLEY BANK FOUNDATION SOBRATO FAMILY FOUNDATION SONOMA COUNTY COMMUNITY FOUNDATION SYMANTEC TARGETSTORES THE DAVID & LUCILLE PACKARD FOUNDATION THE KIMRALL FOUNDATION UNION BANK OF CALIFORNIA FOUNDATION WASHINGTON MUTUAL BANK WELLS FARGO FOUNDATION THE HAAS FOUNDATION m Business Donors_ ACE HARDWARE ALAMEDA CO. COMPUTER RESOURCE CENTER BARRY SWENSON BUILDER BAYMARK SIGNS BUFFALO BILLS BREW PUB CALIFORNIA AMERICAN EXTERMINATOR CO. CALIFORNIA HOUSING PARTNERSHIP, CORP. CAPITAL CORP. CHOUTNARD VINEYARDS COMMUNITY ECONOMICS CONSELHO SUPREMO DA IDES COUDERT BROTHERS LLP CSW%STUBER-STROEH DAN RITTER & ASSOCIATES DIAGEO CHATEAU & ESTATE WINES DUBLIN WORLDWIDE MOVING & STORAGE ELECTRONIC LODGE NO. 2228 ELK'S LODGE 2795 FELSON COMPANIES FOUR STAR CLEANING & RESTORATION FRANKEL & GOLDWARE LLP GEOTECHNICAL ENGINEERING GIS CONSULTANTS GONG/NFISHI%GONG GUBB & BARSHAY LLP HARDISON KOMATSU IVELICH & TUCKER HERMAN & COLIVER ARCHITECTS HOME DEPOT HUN T ER nc MOF L-hI I CON I RACIORS J.H. FITZMAURICE, INC. JACOBSON SILVERSTEIN & WINSLOW JONES HALL LAW KELLER-MITCHELL & CO. KIWANIS CLUB OF PETALUMA KODAMA DISENO LAMBDA ALPHA INTERNATIONAL LAW OFFICES OF JEFFREY G. WAGNER LUK & ASSOCIATES MAC USERS MAC'S DISCOUNT GLASS MAINTENANCE WAREHOUSE MERRITT COMMUNITY CAPITAL CORP. MULIN MANAGEMENT RESOURCES, INC. NATIONAL BOOK CLUB NATIOAL TENANT NETWORK NORCALINSURANCE NOR'T'H AMERICAN TITLE CO. NORTH COAST MAC USERS GROUP OLIVER & COMPANY ORCHARD SUPPLY HARDWARE PYATOK ARCHITECTS R.T. NAHAS CO. RESIDENTIAL RESOURCES SAFE WAY SAN LEANDRO HOSPITAL SEGUE CONSTRUCTION SHEILA DUTTON & ASSOCIATES SILK, ADLER & COLVIN SMITH & SMITH LANDSCAPE ARCHITECTS SOVEREIGN CAPITAL RESOURCES SPECTER ENTERPRISES STEPHEN HARRIMAN & ASSOCIATES STEPHEN HAKRIMAN AIA & ASSOC. SUPREME COUNCIL IDES TENDERLOJN NEIGHBORHOOD DEV. CORP. THE RELATED COMPANIES OF CA TRAFALGAR, INC. TRI CAPITAL CORP. TR -CITY ECONOMIC DEVELOPMENT CORP. V. CORP UNIVERSAL FLOOR COVERING VERNAZZA WOLFE ASSOCIATES WAL-MART-UNION CITY WEBCORTECHNOLOGY WENTE VINEYARDS Individual Donors DENI ADANIYA BARRY & BETSY ADLER V. JOY ALLEN JON C. AMEDEE MAUREEN ANDERSON CARL & BETTY ARNTZ.E.N LOIS BAKER SCOTT BARSHAY KATRTNA BERGEN DIANA BILOVSKY MARK BRITTAIN EVELYN BROWN DEBORA E. BURCH JULIA CERNA JOYCE CHINN SUSAN & PETER COLBY CRYSTAL COLLINS SUSAN COLSON PAUL & MURIEL COMBES SARA &JACK CONNER KAY CONNER BARBARA &PHILIP CONNERS ROBERTA & JERREL COOPER EILEEN CORDOVA MADONNA DATZMAN HANK DEADRICH GARFIELD DOWNER PAUL DRESNICK DOMINIC & LISA DUTRA EILEEN EGGERS SYLVIA ERENTHAL JILL FERRIS MARY EMILY FIRESTONE ANTHONY & ELIZABETH FLANAGAN JOHN & AMY GAFFNEY LORI GANZ SCOTT GEYER & LINDA MANDOLINI JOYCE HIYAMA GLATT M1YE A. GOISHI ROBERT GONG FRANK GOULART JENNIFER M. GROEBE MARIAN GUSHIKEN BARBARA HALLIDAY KATHLEEN HAMM JOHN HUNTER ELAINE JOE BRUCE & KAREN JOFFE WOODY KARP GRACE KIM J. KEELEY KIRKENDALL JIM KRAFT BOB & JUDY KRIDLE FRANCES KRUG JAIME LACSON =gym; seep I a Agg t q, k y4y�' P t g £k C _ C MV MARYANN LESHIN JOANN LEW EDWARD & VALERIE LOZOWICKI PAUL LUBIN VINCENT & DALMA MANDOLINI ROBERT C. MARTIN CHARLOTTE & MAX MARTINEZ BERNICE & FRANK MCGUIRE LIZ MCQUEEN HAROLD D. MEFFORD CATHERINE MERSCHEL MARILYN MILLER LOU MINOR BILL MOFFETT JO -ANN & ALLISON MURDACH SHARON A. NYSSEN CHARD OLIVER KATHLEEN O'NEAL COLLEEN C. PARRISH LUCILLE PATTERSON SHERRY PORRALZO MICHAEL PYATOK NJ CHOLAS J. RANDALL TIMOTHY & PAMELA REILLY CARL D. ROBERTSON DORIS J. RODRIQUEZ REV. ALBERT RONANDER WILLIAM D. ROWZEE KIRBY SACK BARBARA A. SANDERS KATHRYN SCHMIDT REX SCHMITZ ROBERT SHERRARD SUZANNE SMITH RICK SMITH ELTEEN K. STONE MARGARET STONE BEN TAKESHITA JOHN & SHARON TASTOR SALVATOREP.TEDESCO RONNE THIELEN PETER TIEDEMANN WILLIAM & RITA VANDENBURGH ANTHONY & RITA VIERRA SAMUEL WALKER LT, COL. JAMES A. WALKER RET. DICK WALTON SHERRY COLLINS WATKINS CAROLE M. WATSON PAULINE WEAVER ILENE WEINREB CALVIN WHITAKER PHILIP WILLIAMS BARBARA S. WINSLOW AKAYA WINWOOD PETER WOLFF FRANCISCO & ELISABETH ZERMENO seep Agg $ P _ URI, MV d 9 KATHRYN SCHMIDT REX SCHMITZ ROBERT SHERRARD SUZANNE SMITH RICK SMITH ELTEEN K. STONE MARGARET STONE BEN TAKESHITA JOHN & SHARON TASTOR SALVATOREP.TEDESCO RONNE THIELEN PETER TIEDEMANN WILLIAM & RITA VANDENBURGH ANTHONY & RITA VIERRA SAMUEL WALKER LT, COL. JAMES A. WALKER RET. DICK WALTON SHERRY COLLINS WATKINS CAROLE M. WATSON PAULINE WEAVER ILENE WEINREB CALVIN WHITAKER PHILIP WILLIAMS BARBARA S. WINSLOW AKAYA WINWOOD PETER WOLFF FRANCISCO & ELISABETH ZERMENO P _ URI, d 9 PHOTO CREDITS: Van :Meter WWi,-W#ock: front inside cover, back face page, page 15 • Steve Rubiolo: pages 4, 5 Jay Graham; pages 5 718.1.9.'" ,Rosewood) bottom, € I top, 12, 13, 22 (Stoney Creek, Eden Issei) Sherry Porrazzo: p >' ;IS top, 17 top • Deni Adaniya: page IS (homeowners) midt: page 16 • Jeff Peters: page 9 w• i _...� +.u�-'..'�'� iii'} � �• �� r -9MINOR 4011100- mrqml EDEN HOUSING, INC. 409 Jackson Street, Hayward, California 94544 - (510) 582-1460 - www.edenhousing.org U pdete on Affordable Senior Housing Project Presented by Community Development Department March 2009 Affordable H ousi ng Project Update ■ 2006 CDBG Allocation - $330,000 o Acquisition of land for affordable housing. ■ Increased Allocation to $1.2M ❑ Supplemented with Program Income from our Housing Assistance Programs. ■ Obligation and Expenditure of Those Funds Getting Critical ❑ Railroad Avenue Project unable to proceed. ❑ Separation from Urban County Affordable H ousi ng Project Update ■ Next Best Site Available ❑ City -owned land adjacent to Roget Park • No need to negotiate land purchase. • HUD Regulations dictate process ❑ Funds allocated to Non -Profit Developer ❑ Developer acquires land from City at fair market appraisal price. ($650,000) ■ Development, Disposition and Loan Agreement (DDLA) ❑ Developer commits to move forward with development of project within agreed upon timeframe. ❑ If developer fails to perform, land reverts back to City. Affordable H ousi ng Project Update ■ Request for Qualifications (RFQ) Distributed in December 2008. ❑ Two Responses Received • Eden Housing ■ Domus Development ■ Reviewed by Panel ❑ 3 Planning Commissioners ❑ Representatives of Budget & Finance Committee and Senior Citizen Commission ❑ Summary of developer's qualifications provided Affordable H ousi ng Project Update ■ Panel Review/Recommendation ❑ Eden Housing, Inc. ■ Based Upon That Recommendation ❑ Staff Bringing to Council on April 1st ■ Authorization for City Manager to enter into negotiations with Eden Housing, Inc. Affordable H ousi ng Project Update ■ Railroad Avenue Site Li City maintains first right to acquire. Li PAM Development still interested in developing project at this site. City staff and developer likely to engage in extensive public outreach with that neighborhood and community before anything moves forward. Determine best -suited project for that location.