Year 15: Transition Strategies for Expiring LIHTC Properties

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Year 15: Transition Strategies for Expiring LIHTC Properties November 1, 2017 Enterprise Live Online Event Presenters: Greg Griffin, Sr. Director, Asset Management Sean Barnes, Sr. Disposition Manager, Asset Management Candida Felix, Director, Tax and Regional Accounting

National LIHTC Stock: nearly 3 million units Urban, suburban and rural markets across the country Housing for families, seniors, people with special needs Deep affordability: 64% of residents are at or below 40% of AMI, according to HUD Extended use expiration is approaching, will be a rising wave in coming years 2

ENTERPRISE S EXPERIENCE TO DATE 814 Projects transferred through 10/15/17 18 Lease purchases (Primarily Cleveland) 14 Consulting projects (all early exits) 21 Re-syndications 38 more Projects pending through 2017 Projecting in excess of 100/year over the next 5 years. 3

OBJECTIVES OF THE TRAINING Understand background on Year 15 Discuss key exit options, including ROFR and buyout options Understand perspectives of stakeholders Resyndication Capital Accounts and exit taxes Learn how to develop an action plan Review Case Studies 4

THE YEAR 15 PROCESS Step 1: Know the Property Step 2: Know your partners and stakeholders Step 3: Know your documents Step 4: Develop your plan 5

THE STAKEHOLDERS Residents General Partners/Sponsors/Developers Investors Syndicators Private Lenders Public Lenders Allocating Agencies The IRS 6

Investor $ Equity Fund LP = Investor(s) 99.99% GP =.01% $ Project LP = Equity Fund 99.99% GP = Developer/Sponsor.01%

STRUCTURE OF LIHTC INVESTMENTS Investments are sold through Limited Partnerships and LLC s Partnership Agreements control dispositions, providing: Transfer restrictions and price Consent requirements Distribution of Proceeds Liquidation and Dissolution 8

TYPES OF INVESTORS Types of Investor vary: Direct Investors Syndicators ( Intermediaries ) Single Corporate Investor Funds Multiple Corporate Investor Funds Multiple Individual Investor Funds Types of Syndicators vary: National for-profit National nonprofit Regional (mostly nonprofit) 9

ENTERPRISE S GOALS Deliver Expected Investor Benefits Exit investor in Year 16 Transfer to Sponsors Works with the sponsor to develop its Year 15 transition plan Preserve affordability Minimize displacement of low-income residents Preserve project viability Can provide equity to resyndicate the project with new tax credits Can provide debt to refinance the project 10

SIGNIFICANCE OF YEAR 15 Initial compliance period expires at the end of Year 15 Can transfer ownership in year 16 without recapture Tax credit transactions are envisioned by investors as 15-year investments Most investors are ready to dispose of their interest in year 16 11

DETERMINING YEAR 15 Tax Credit Compliance Ends: The last day of the 15 th year since credits were first taken May be different for different buildings Plan disposition in Year 16 for the last building placed in service 12

DETERMINING YEAR 15 Example: Tax Credits allocated in 1999 Building Placed in Service (PIS) in 2000 Elected to begin taking credits in 2001 Tax Credit Compliance Period expires 12/31/15 Year 15 is 2015; Year 16 is 2016 13

EXIT STRATEGIES: POSSIBLE SCENARIOS Right of First Refusal to purchase property Buyout option to purchase partnership interest Qualified Contract Bargain Sale Purchase within compliance period ( Early Exit ) Puts : Obligation to Purchase Sale to 3rd party 14

RIGHT OF FIRST REFUSAL Formula Price = Debt plus Exit Taxes (Parties may agree to add an adjuster for unpaid benefits) Formula Price is available to: Tenants Resident management corporations Qualified nonprofits Government agencies 15

RIGHT OF FIRST REFUSAL Issues with Right of First Refusal: Is a bona-fide 3rd party offer required? Reserves not included Transaction costs Formula Price may exceed fair market value 16

BUYOUT OPTION OF PARTNERSHIP INTEREST Typically, option price is greater of: Fair Market Value of Partnership Interest (capitalized term = defined in agreement) Or Unpaid Benefits plus Exit Taxes 17

QUALIFIED CONTRACT On day 1 of Year 15, owner may submit a request to the Allocating Agency to sell the property (unless owner previously waived right) State must locate a buyer at formula purchase price Outstanding debt secured by the property Plus capital invested adjusted by the Cost of Living Factor up to 5% Less any distributions and funds available for distribution If buyer is not found within one year, extended use restrictions are TERMINATED 18

BARGAIN SALE Concept: Part sale, part donation Applies where market value of property exceeds amount of debt on property Will offset exit taxes for the Investor But: Investor may prefer cash proceeds 19

EARLY EXIT Investor can dispose of its interest prior to Year 16, provided: LIHTC compliance is maintained Early exits may not be feasible for multiple investor funds An indemnity agreement is required to protect the exiting investor and syndicator may retain rights to access property and files through Year 15 20

RESYNDICATION Is Resyndication an Option? 21

RESYNDICATION Makes sense where rehab is needed Minimum rehab: 20% of acquisition basis or $6,000 investment per low-income unit BUT, usually north of $30k per unit Structure to preserve Acquisition Credit Problems if buyers and sellers are related parties Related party means holding more than 50% interest prior to and after sale Must comply with 10 year Look-back rule (exception for nonprofit buyer and/or projects substantially financed, assisted or operated under HUD, USDA or state program) 22

RESYNDICATION Beware of: Existing LURA Income and Rent Restrictions 3 year protection for existing residents Equitable Remedy Vacant Unit Rule (initial compliance pd.) Previous qualified units offline for rehab may trigger recapture Find out who your original LIHTC deal investors were (the actual investors in the fund) Focus on appropriate appraisals for acquisition credit purposes with total value split between land and building. 23

RESYNDICATION (cont d) Beware of (cont d): Amending existing loans Forgiving soft debt before new investor comes into the deal Original Issue Discount challenge when amending loans Passing the 50% test Building by Building basis Challenge when rehab light and assumed/amended debt is high can be solved on a portfolio basis Minimum market pricing for LIHTCs with a $500k annual allocation, so bundle co-located deals 24

RESYNDICATION (cont d) Beware of (cont d): Portfolio deals are not easier, just bigger and slightly more efficient Consider FHA tax-exempt to taxable structure with collateralized bonds. Equity funds earlier so the equity pricing is lower unless bridge arranged Borrowing capacity is much higher currently Will have to keep an eye on the true-debt analysis as well as manage capital accounts Choose your debt and equity providers early and negotiate. Structure the deal together for reliable placement. 25

CAPITAL ACCOUNTS AND EXIT TAXES CAPITAL ACCOUNTS AND EXIT TAXES 26

LP CAPITAL ACCOUNT Balance is comprised of: Capital Contributions Less: Distributions Less: Taxable losses Less: Historic Credits (if applicable) Less: syndication cost By definition, LP Capital cannot be negative unless Minimum Gain exists Nonrecourse debt Less net book value of assets Tax basis, not GAAP 27

LP CAPITAL ACCOUNT (Cont d) Must zero out upon transfer of interest If the ending balance is positive, a loss will be recorded as the investment is written off If the ending balance is negative, a gain will be recorded as the benefits exceeded the investment Triggers exit taxes Time value of money 28

CAPITAL ACCOUNT: EXAMPLE #1 Remains positive through compliance period an expense/deduction will be taken by the LP 1,600,000 Capital Account Balance 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000-1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 29

CAPITAL ACCOUNT: EXAMPLE #2 Goes negative after the end of the credit period; before the end of the compliance period. 1,500,000 Capital Account Balance 1,000,000 500,000-1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (500,000) (1,000,000) Losses may or may not be taken by the LP 30

CAPITAL ACCOUNT: EXAMPLE #3 Goes negative before the end of the credit period. 1,500,000 Capital Account Balance 1,000,000 500,000 - (500,000) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (1,000,000) (1,500,000) (2,000,000) Credits follow depreciation, if the LP cannot take the losses, they may lose the credits 31

EXIT TAX EXAMPLE Sales price equal debt + exit taxes LP has a capital account balance of ($500,000) Exit tax = $500,000 x 35% (federal rate) = $175,000 The payment of the exit taxes by the GP creates another taxable event $175,000 x 35% = $61,250 Total exit taxes $175,000 + $61,250 = $236,250 OR Apply gross up factor: 1 + tax rate ($175,000 X 1.35 = $236,250) 32

WAYS TO MANAGE EXIT TAXES From years 11-15: Forgive debt Reduce LP interest by 1/3 Relate qualified non-recourse debt and/or add security to debt Capitalize rather than expense repairs Improve operations In year 16: Bargain Sale 33

OPTIONS FOR PAYING EXIT TAXES New loan sufficient to pay off existing debt and pay exit taxes Resyndication with purchase price by new Partnership sufficient to pay exit taxes Apply cash reserves to payment of exit taxes Apply back-end adjuster, adjuster proceeds used to pay exit tax Investor absorbs the exit tax 34

ACTION PLANS GP ACTION PLAN WHAT TO DO STARTING IN YEAR 10? 35

ACTION PLAN FOR PURCHASERS YEARS 10-13: Develop strategic plan: Through Year 15 After Year 15 Determine when compliance period ends The GP Perspective Does the GP have the desire and capacity to purchase the project? Investor Perspective Is the Investor flexible with sale or transfer? Were Investor benefits realized? 36

ACTION PLAN FOR PURCHASERS YEARS 10-13: Review current performance and develop projections Will cash flow be sufficient to sustain future operations? Are there any anticipated changes in the budget, such as loss of rental subsidies or tax abatements? Market Conditions Is the project marketable? Is there competition from other projects? 37

ACTION PLAN FOR PURCHASERS YEARS 10-13: Review capital needs Is there a Capital Needs Assessment (CNA)? Consider a Green CNA What are reserve balances and restrictions? Review and project capital account and exit taxes If there are exit taxes, are there sufficient funds to pay exit taxes? 38

ACTION PLAN FOR PURCHASERS YEARS 13-14: Analyze Partnership Debt: Are balloon loans or deferred interest payments due at or immediately after Year 15? Does existing debt exceed fair market value? Can loans be assumed, forgiven or restructured? Lender affordability restrictions Lender approval rights 39

ACTION PLAN FOR PURCHASERS YEAR 13-14: Determine Likely Purchase Price Per Buyout Option or Right of First Refusal Does the price make sense? Explore Sources of Funds to Meet Purchase Price and Capital Needs: Resyndication Refinance: Conventional debt or soft loans Reserves Combinations Weatherization Grants 40

ACTION PLAN FOR PURCHASERS YEARS 14-15: Consult with Accountant and Attorney Meet with Syndicator Negotiate Purchase Price Sign Letter of Intent Obtain Lender Approvals Draft Legal Agreements 41

ACTION PLAN FOR PURCHASERS YEAR 16: Close on purchase in 1st quarter of year 16 File amended Certificate of Limited Partnership (if applicable) File tax return and provide final K-1 to Limited Partner(s) Execute an amendment to the Partnership Agreement, signed by withdrawing and new partners 42

YEAR 1 BACK TO THE FUTURE Determine goals at the outset Financing can extend the restriction period How long will rent subsidies last? Ability to pay ballooning debt Extent and durability of improvements Clarify transfer provisions in pertinent documents Review impact of state agencies scoring criteria Structure and review projections Consider exit tax Slower depreciation elected or required Source of funds for exit tax 43

CASE STUDIES Exit of Limited Partner: Alternative Strategies 1. Negative Partnership Value 2. For-profit with Value 3. Non-profit with Value 44

STUDY#1:NEGATIVE PARTNERSHIP VALUE PROJECT OVERVIEW 54 units Located in suburbs of Baltimore, MD. Serving seniors 62 and over 30%, 50% and 60% AMI PIS 4/30/2002 LIHTC compliance period expired 2016 Extended Use Restrictions expire 2041 45

STUDY#1:NEGATIVE PARTNERSHIP VALUE STAKEHOLDERS General Partner Established Non Profit Limited Partner Single Investor Fund Syndicator Enterprise Lenders: 1 st. Federal Home Loan Bank, Susquehanna Bank 2 nd Maryland DHCD State Allocating Agency Maryland DHCD Residents 46

STUDY#1:NEGATIVE PARTNERSHIP VALUE NEGOTIATION POINTS GP holds the Right of First Refusal to purchase property for debt + exit taxes. LP potentially would receive $111,857. GP offers to assume limited partners interest citing limitation on value: Large DHCD surplus cash loan The project cannot be recapitalized - Due to age restriction the project is not eligible for 9% credits and is too small for 4% execution The project cannot be refinanced - The first loan currently has a prepayment penalty of $80,000 (which reduces to $0 in 2020) Capital Needs - $700,000 $200,000 short term (includes roof $100,000) $500,000 10 yr. 47

STUDY#1:NEGATIVE PARTNERSHIP VALUE PARTNERSHIP ECONOMICS Property NOI $144,731 Cap Rate 6.8% Property Value $2,128,397 Plus Operating Reserves $77,037 Replacement Reserves $109,554 T&I Escrows $15,794 Cash in Bank $59,777 $262,162 Less AP/Current Accruals $6,575 Fees Payable $6,872 Debt $2,956,748 $2,970,195 Net Assets $(579,636) 48

STUDY#1:NEGATIVE PARTNERSHIP VALUE ROFR CALCULATION Property Sale (debt + taxes) $2,956,748 Less: Closing Costs 25,000 Less: Debt 2,956,748 Equals Sale Proceeds $(25,000) Plus Cash & Reserves 262,162 Less: AP/Accruals/Fees 13,447 Total Proceeds*: $223,715 *Per liquidation provision, proceeds shall be distributed in accordance with capital accounts. 49

STUDY#1:NEGATIVE PARTNERSHIP VALUE PER LIQUIDATION PROVISIONS TAX CAPITAL ACCOUNTS: Total Account Balance = $334,637 GP $167,319 (50%) LP $167,319 (50%) Total Proceeds: $223,715 GP s share (50%) $111,857.50 LP s share (50%) $111,857.50 50

STUDY#1:NEGATIVE PARTNERSHIP VALUE FINANCIAL SUMMARY PROJECT ECONOMICS Property Value $ 2,128,397 Projected Debt $ 2,956,748 Other Liabilities $ 13,447 Cash & Reserves $ 262,162 Capital Account Balances Residual Splits (LPA) GP $ 167,319 50% 80% LP $ 167,319 50% 20% Total $ 334,637 100% 100% VALUATION SUMMARY Assets (sale proceeds + LP Proceeds per LP Proceeds per SCENARIO Property Value net assets) Residual Split Capital Accounts Sale of Property/Dissolution $ 2,128,397 $ (686,056) - $ (343,028) Buyout Option $ 2,128,397 $ (686,056) - $ (343,028) ROFR/Dissolution $ 2,956,748 $ 223,715 - $ 111,857.5 Concluded Sale Value Debt 51

STUDY#1:NEGATIVE PARTNERSHIP VALUE VIEW FROM THE FUND Business Purpose: includes long term preservation after fund exit Investor benefits delivered Fund IRR exceeds target Partnership Agreement provides ROFR disposition in Y16 Assign limited partner interest to GP for debt GP assumes all assets and liabilities 52

STUDY #2: FOR-PROFIT WITH VALUE PROJECT OVERVIEW 74 units Serving seniors 62 and over 30% AMI PIS 10/14/2002 LIHTC compliance period expired 2016 Extended Use Restrictions expire 2031 53

NEGOTIATION POINTS STUDY #2: FOR-PROFIT WITH VALUE GP has a Buyout Option to purchase limited partner interest; chose not to exercise. GP stepped into the deal in 2012, at the time it was a troubled asset. As inducement to GP, capital proceeds split changed from 10/90 to 90/10 in favor of GP. GP improved operations, turned the project into a performing asset created value. GP is a for-profit developer in the business of providing affordable housing. GP made an offer of $300K to acquire LP interest After consideration of buyout price, liquidation value, FMV, history of the project and business purpose of the fund, the final negotiated sale price of the LP interest was $500,000. 54

STUDY #2: FOR-PROFIT WITH VALUE PARTNERSHIP ECONOMICS Property NOI $201,980 Cap Rate 6.0% Property Value (rounded) $3,370,000 Plus Operating Reserves $76,254 Replacement Reserves $183,208 T&I Escrows $32,739 Cash in Bank $79,537 $371,738 Less AP/Current Accruals $17,128 Fees Payable $8,658 Debt $1,036,710 $1,062,496 Net Partnership Assets $2,679,242 55

STUDY #2: FOR-PROFIT WITH VALUE BUYOUT PRICE: Property $3,370,000 Less: Closing Costs 218,500 Less: Debt 1,036,710 Equals Sale Proceeds $2,114,790 Plus Net Cash & Reserves 345,952 Total Proceeds*: $2,460,742 *Per liquidation provision, proceeds shall be distributed in accordance with capital accounts. 56

STUDY #2: FOR-PROFIT WITH VALUE BUYOUT PRICE PER LIQUIDATION PROVISION TAX CAPITAL ACCOUNTS: Total Account Balance = $2,469,744 GP $100 (.00004%) LP $2,469,644 (99.99996%) Total Liquidation Proceeds: $2,469,744 GP s share (.00004%) $1 LP s share (99.99996%) $2,469,743 57

STUDY #2: FOR-PROFIT WITH VALUE FMV OF LP INTEREST Residual Splits per Partnership Agreement* GP 90% LP 10% Net Partnership Assets $2,679,242 LP Portion (10%) $267,924 Discounted for lack of Control (25%) $200,943 Discounted for Marketability (25%) $150,707 Fair Market Value of LP interest = $150,707 *Residual splits drive fair market valuation 58

FINANCIAL SUMMARY PROJECT ECONOMICS Property Value $ 3,370,000 Projected Debt $ 1,036,710 Other Liabilities $ 25,786 Cash & Reserves $ 371,738 Capital Account Balances Residual Splits (LPA) GP $ 100 0.00004% 90% LP $ 2,469,644 99.99996% 10% Total $ 2,469,744 100% 100% VALUATION SUMMARY Assets (sale SCENARIO Property Value proceeds + net assets) LP Proceeds per Residual Split FMV of LP Interest LP Proceeds per Capital Accounts Sale of Property/Dissolution $ 3,370,000 $ 2,460,742 - $ 2,460,741 Buyout Option $ 3,370,000 $ 2,460,742 - $ 2,460,741 ROFR/Dissolution - - - - Fair Market Valuation $ 3,370,000 $ 2,679,242 $ 267,924 $ 150,707 - Concluded Sale Value $ 500,000 STUDY #2: FOR-PROFIT WITH VALUE 59

STUDY #2: FOR-PROFIT WITH VALUE VIEW FROM THE FUND Business Purpose: includes long term preservation after fund exit Investor benefits delivered Fund IRR exceeds target Captured residual value Acknowledged GP contribution to operations, stepping into trouble asset Assign limited partner interest to GP for $500,000 GP assumes all assets and liabilities 60

STUDY #3: NON-PROFIT WITH VALUE PROJECT OVERVIEW 144 units 75% serving low-income families 60% AMI PIS 12/15/2002 LIHTC compliance period expires 2017 Extended Use Restrictions expire 2032 61

NEGOTIATION POINTS STUDY #3: NON-PROFIT WITH VALUE GP has a Buyout Option to purchase limited partner interest for $3,969,409 GP holds a ROFR to purchase property for debt plus taxes. LP would receive $742,072 under this scenario Partnership previously involved in lawsuit over property taxes; investors loaned additional $400K to resolve dispute and cover operations. Investors want to be paid back. GP wants to refinance the property and exit the limited partner with a portion of the refinance proceeds. Property has deferred maintenance; replacement reserves have not been utilized. Large amount of equity in the property. Property tax abatement may impact future value of property. Negotiated LP purchase price equal to what LP would receive under the ROFR scenario ($742,072). GP to use refinance proceeds to fund the acquisition price. GP captures over $3.5MM in equity in real estate. 62

STUDY #3: NON-PROFIT WITH VALUE PARTNERSHIP ECONOMICS Property NOI (UW) $513,567 Cap Rate 6.75% Property Value (rounded) $7,608,400 Plus Operating Reserves $209,980 Replacement Reserves $406,520 T&I Escrows, AR $39,236 Cash in Bank $149,744 $805,480 Less AP/Current Accruals $29,403 Fees Payable $9,005 Debt $4,025,643 $4,064,051 Net Partnership Assets $4,439,829 63

STUDY #3: NON-PROFIT WITH VALUE BUYOUT PRICE CALCULATION: Property $7,608,400 Less: Closing Costs (5%) 380,420 Less: Debt 4,025,643 Equals Sale Proceeds $3,202,337 Plus Net Cash & Reserves 767,072 Total Proceeds*: $3,969,409 *Per liquidation provision, proceeds would be distributed in accordance with capital accounts. 64

STUDY #3: NON-PROFIT WITH VALUE BUYOUT PRICE PER LIQUIDATION PROVISION TAX CAPITAL ACCOUNTS: Total Account Balance = $1,565,000 GP $0 (0%) LP $1,565,000 (100%) Total Proceeds: $3,969,409 GP s share (0%) $0 LP s share (100%) $3,969,409 65

STUDY #3: NON-PROFIT WITH VALUE ROFR PRICE CALCULATION: Property Sale (debt + taxes) $4,025,643 Less: Closing Costs 25,000 Less: Debt 4,025,643 Equals Sale Proceeds $(25,000) Plus Cash & Reserves 805,480 Less: AP/Accruals/Fees 38,408 Total Proceeds*: $742,072 *Per liquidation provision, proceeds shall be distributed in accordance with capital accounts. 66

STUDY #3: NON-PROFIT WITH VALUE DISTRIBUTED PER LIQUIDATION PROVISION TAX CAPITAL ACCOUNTS: Total Account Balance = $1,565,000 GP $0 (0%) LP $1,565,000 (100%) Total Liquidation Proceeds: $742,072 GP s share (0%) $0 LP s share (100%) $742,072 67

STUDY #3: NON-PROFIT WITH VALUE Refinance First Mortgage Year 16 NOI $513,567 Property Value (NOI/6.75 cap rate) $7,608,400 New Mortgage: Loan To Value Ratio: $7,608,400 FMV x 70% LTV $5,325,880 Maximum loan: $5,325,880 68

STUDY #3: NON-PROFIT WITH VALUE Sources New Mortgage $5,325,880 Operating Reserve 209,980 Replacement Reserve 406,520 Escrow/AR 39,236 Cash 149,744 Total $6,131,090 Uses Payoff of Existing Debt $ 4,025,643 Yield Maintenance 285,000 Closing Costs 450,000 Replacement Reserve 300,000 AP/Current Accruals 29,403 Fees Payable 9,005 Total $5,099,051 69

STUDY #3: NON-PROFIT WITH VALUE DISTRIBUTION OF PROCEEDS: Sources $6,131,090 Uses 5,099,051 Refinance Proceeds $1,032,039 Negotiated Split of Proceeds To the Partners GP $289,967 LP* $742,072 Total $1,032,039 *Note via negotiations, this is equal to what LP would receive up execution of ROFR 70

STUDY #3: NON-PROFIT WITH VALUE PROJECT ECONOMICS Property Value $ 7,608,400 Projected Debt $ 4,025,643 Other Liabilities $ 38,408 Cash & Reserves $ 805,480 FINANCIAL SUMMARY Capital Account Balances Residual Splits (LPA) GP $ - 0% 80% LP $ 1,565,000 100% 20% Total $ 1,565,000 100% 100% VALUATION SUMMARY Assets (sale SCENARIO Property Value proceeds + net assets) LP Proceeds per Residual Split Negotiated Refinance Split LP Proceeds per Capital Accounts Sale of Property/Dissolution $ 7,608,400 $ 3,969,409 - $ 3,969,409 Buyout Option $ 7,608,400 $ 3,969,409 - $ 3,969,409 ROFR/Dissolution $ 4,025,643 $ 742,072 - $ 742,072 Refinance $ 7,608,400 - - $ 742,072 - Concluded Sale Value $ 742,072 71

STUDY #3: NON-PROFIT WITH VALUE VIEW FROM THE FUND Business Purpose: includes long term preservation after fund exit Investor benefits delivered Fund IRR exceeds target Investor loan is repaid LP captures residual value in excess of loan repayment Assign limited partner interest to GP for $742,072 GP assumes all assets and liabilities 72

SOME TAKEAWAYS Capital account balances may skew distributions to limited partner. Capital proceeds split drive refinance distributions and typically fair market valuation of limited partner interest. Exits may be delayed by agency/lender consent process. Extended-use period drives need for properties to be well capitalized. Majority of transfers are to current GP and involve simple transfer of limited partner interest. 73

QUESTIONS AND ANSWERS Q&A 74

ENTERPRISE CONTACTS Greg Griffin Sr. Director, Asset Management 410.772.2664 ggriffin@enterprisecommunity.com Sean Barnes Sr. Disposition Manager, Asset Management 410.772.2460 sbarnes@enterprisecommunity.com Candida Felix Director, Asset Management Regional Accounting 410.772.5222 cfelix@enterprisecommunity.com For further information, go to the www.enterprisecommunity.com website, and look for Year 15 information under Asset Management. 75