Affordable Housing Trust - Regular Meeting

and it is 7:30, so I will call the uh February 19th meeting of the Affordable Housing Trust to order. Um, and so first thing on the agenda is public comment. Uh, don't believe we have any members of the public here. Uh, Mr. Chair, should we call the role? Oh, yes. Uh, let's uh start with roll call. Uh, Dan Kusher here. Uh, Brian present. Uh, Colleen here. Matt, I am present. And Sarah here.

All right. All right. So, now we're we we're called to order. Um so uh seeing as there's no uh members of the public except for the uh participating ones uh we will move on to our next agenda item uh which is uh the uh amendments to the grant agreement. Um so uh I guess Kathleen I think might start with you and can share

certainly. Um, so, um, Kathleen O'Donnell, counselled to the trust and, um, I was contacted, um, probably maybe 10 days ago, um, by, uh, Brendan um, who is taking over first by John Grant who's the representative from GSX that we've been dealing with, and then by, um, Brandon um, Gibbon talking about taking over this project and the actual construction of it. And um the project is heading for a closing and um because of that and because of the needs of the financing um that Brendan has obtained um there needs to be some amendments made to the grant agreement that we have with GSX to recognize that there is a new entity stepping into taking title um different than the one that we had um had named in our our previous agreement and that there was a time um sensitivity to this and so very much appreciate you all taking time out of your day to do this. Um because of the closing coming up and this sort of grant agreement, this amendment needs to be in place for that. Have I done the proper explanation, Brennan, or is something else that you wanted to add?

Yeah. No, I think so. But just not to be misleading, the the new entity still includes um John Grant from GSX. Um it's just the group as an entirety. So Brennan Properties um so I'm Brennan Giblin. Brennan Properties is my uh my company. We're partners with John. We formed an entity along with um some equity partners. Um however took a much more active role through the entitlements. John Grant had handled much of this. we will still continue to have blended roles although I um expect that you know we'll be dealing more um with each other I'll be dealing more with you as a board as we move forward but that's not so much um exclusive um in addition to being a sponsor on this project um my company we will also be the general contractor um on-site so we're just be much more hands-on we're local here in South Bro so I Um it was a good opportunity to get kind of connected and and you know in an effort to to stay connected but that is the intent. We had um based on our financing this um has been lagging along a little bit but with our partners both debt and equity um we do need to recognize the agreement to to that new new formed um entity.

Thank you. So there are two components to the amendment. First of all, the most important one is that our grant agreement currently expires 3 years from the date that it was signed, which was June 7th, 2023. So the grant agreement would be expiring in like 3 months. Um and that's a critical component of this amendment. Um the second one is to recognize that um we will be getting a restriction on this um project um ensuring the perpetual affordability of these units and the entity that would be taking title and then be granting that con that affordable housing restriction is not 1727 Upton Street LLC but this new entity which is called Upton Property Owner LLC. And so those are the two substantive changes to the agreement. One to extend it. So it would be extended until April 1st, 2029, which is the uh anticipated completion date of the construction financing. And secondly, that we would recognize that Upton Property Owners LLC is the entity that will be taking title and then we'll be granting the restriction on the affordability. And then Kathleen, if I may, one other small minor one was just the agreement was specific to the the monitoring agency.

Oh yes, that's right. Yep. Our partners will be using uh Marco Hagen's crew from MCO Housing Services. Correct.

So any questions? Um, so Fiona, I noticed you put a few uh comments on the um the document. Uh the uh have those been addressed or do you still have I guess concerns or thoughts on those? Um, I mean a lot of it was just kind of stuff that I just as my read through like Kathleen and I could probably figure out, you know, adding the signature lines for all board members at the bottom or if it's even necessary.

No, we only need a majority of the of the board.

Perfect. Yeah. And then yeah, some of it was like just further clarifications like that fact that they're local action units probably doesn't matter. Just wanted to raise the issue. The other comment I had a comment I when I spoke with Brendan originally before um the last trust meeting we um I thought he had said fe um April 1, 2028 but um so that was only I flagged that just in case there was any discussion. I don't think there's a a reason or a concern that it's a year later. If that's like the construction loan and we need to align with that then that's fine by me. Um, other than that, I don't think it was it was just more like including the language from the original agreement as a point of reference for the trust members. So can, you know, just have it at the ready instead of having to toggle between two documents. So yeah, I'm f honestly if if Kathleen has no glaring concerns, I'm I'm comfortable.

Good. Yeah. And Fiona, I think initially in our conversation, we have um we have a 24month build cycle. So the the actual construction loan, you know, morphs into stabilization. Um so I think initially when we spoke I did say 428. Um, I don't see any harm in the 429 date depending on how it runs through, but

I do expect for, you know, the the grant portion um to be, you know, to be done before we certainly get to 429, but I don't think that end date creates any issues for for me as a a sponsor or for for you all as a board. Okay. Yeah, I suppose out of an abundance of caution, like being conservative at the time is is better. Well, it lines up with the original three-year term of the original grant. So, the first one was three, you know, 23 to 26 is 3 years, 26 to 29 is 3 years. So, it sort of has a little bit of a symmetry that way. Okay,

Colleen, go ahead. So, I have a question. It's not exactly about the grant agreement, but this project has been a long time coming for the affordable housing trust and we're very excited about it. Is there any plan for a groundbreaking ceremony that we could participate in or anything like that?

Colleen, I would be happy to work with you and Fiona or anybody else. I really think we should do that. I think um it has been a long time coming. Like I said earlier, I'm not sure if you were on, it feels like a long time for me and this project predates my involvement, you know, in the entitlements. I think we really should do that. I think that this is going to be a really good test case for um boards and trust, you know, like yourself. Um so would be happy to happy to play that. We can do it when the shovel goes in the ground. We can do it when the steel goes up. We could do a topping off. I would be open to um to any and all, you know, thoughts as it relates to that, but I I I think we should do that. This is going to be a great project and I think it's a great partnership.

Uh Brian, go ahead.

This isn't why I raised my hand, but Colleen's a big fan of a parade. So, if you're going to work a parade in, she'd she'd be out there. Um so, I just said two kind of minor points. one about as minor as it can get on the formatting um at the top of page two. Um the section that's being amended and restated. Uh at the bottom of page one, it's kind of indented and and it's um got quotes for the section that's going in. At the top of page two, there's slightly different formatting. The indents are slightly off and it doesn't have a close quote. So, I didn't know if we just wanted to clean that up a little bit. Um, and then the only other item I had, um, uh, Fiona had a had a comment right around the same spot, um, at the end of of that section two, um, commenting on the different entity names. And I know it was obviously a a point of concern or contention as as things went through the select board process and um and and with members of the public as far as kind of the different legal entities that we were dealing with along the way. Um so I guess maybe just for the record um Kathleen just confirming that you don't have any issues with the legal entities as they're named and outlined in in the agreement or or any of the structure changes. Well, that would be that's the property that, you know, the entity that's taking title. Um, they may not have formed it as of yet, but this contemplates that that's the the deed will be running to an entity that exists. And that's an, you know, that's going to necessarily be have to be completed um in order for them to record a deed at the registry of deeds and to um and to do their financing. Um, so I hadn't actually hadn't checked to see whether he's already filed with the Secretary of State, but um, he's, you know, they're going to have to, um, and this contemplates, you know, the future, the transaction, the sale to the from

the town to this entity, and they'll have to be in place for that. They may not be in place at this moment, but that's okay.

Thanks. I appreciate it. And then the only other comment um I had was, you know, kind of to the extent that the other terms of the agreement aren't changing, I kind of view the amendment as almost kind of reaffirming them. And a couple of the the items that I just wanted to maybe, you know, pay a little bit closer attention to moving forward. Um the agreement calls out that there' be monthly status updates um coming from from GSX and things like that. and whether or not we have to stick to to monthly, I would certainly like more frequent updates than we've had in the past. Obviously, there's been a lot of awaiting game going on as we start to progress. Um, I'd expect that would just naturally change. Um, but just wanted to highlight that. Um, as something that, you know, I think we would appreciate changing or going forward.

Yeah, Brian, that's a um that's a good point. Look forward to kind of acquiescing to that. um you know we had there's been some starts and starts and you know starts and stops um rather um but as we get going happy to and I I do think you know the initial stages will be relatively engaged um you know in the sense of you know as we start with as we close on the property and we start with construction we're going to be much more in front of you where um that's going to be you know a likely outcome but if you know um I will revisit what the language says and and certainly be happy to provide an update andor meet at your do you all meet monthly or bi-weekly or

uh monthly both months so honestly from groundbreaking through even if it's just a quick status update I'm happy to jump on we're also we can come up with a template that gives you a a quick snapshot monthly of of where we are. Um, but you know, from the time we break ground, we have an aggressive schedule between 18 20 months on on a build cycle. I think once we get in the ground, you'll really be able to see the the um the progress. So, we'll be happy to um to report on that.

That's good. I appreciate it. Next, speaking of the the schedule, the original agreement had um kind of a a budgeted timeline. Um I don't know that it necessarily has to be part of the amendment, but um if we get kind of a an update to to that as as some of the updates coming forward is kind of you know some of the expenses that we expect um the grant to be going towards going forward. Um

yeah. So um also happy to dig into that and I I you know I think if we want to have a further conversation probably I don't want to like hijack the meeting to to to talk about this but that that's kind of one question as I understand it. you know, the housing authority trust stepped in for, you know, their percentage of that pursuit budget and now, you know, we're really interested to close and turn the corner and go from pre-dev to to full development. Um, what we are understanding is kind of that, you know, relative participation on the expenses as they come in through that development budget. Um, I haven't seen a clear-cut schedule for, you know, for the remaining funds. Certainly have some ideas and if tonight's not the night, would would love to, you know, spend some more time. But I think that, you know, we have, you know, once we close on the property and then we become the rightful owners, we've got, you know, permit, water, sewer fees, all those things. And we're assuming that at that stage those become more kind of pro rather like the 25% affordable not so much the share on the the pursuit expenses.

Sounds good. That's all I had. Uh one thing I wanted to just check in on was um Kathleen noted the last sentence of uh section two. um looked like it was missing some words and she had a uh suggested rephrasing of that. Um do you Kathleen, are you recommending that we we just amend this to include that? Yes, because it's not it's actually not a sentence that makes any sense. Um it's missing some words. So,

um, the sentence now reads, "The trust has consented to the assignment of by the original entity 1727 Upton Street LLC to Upst Property Owner LLC, which will be the new record title holder. Um, I think we should just say that the trust has consented to the substitution of the original entity 1727 Upton Street LLC to Upton Property Owner LLC as the new record title holder. And with that change, I think that cuz it's not really an assignment because they're all the same people. Um, assignment would be like we had new people completely. Um, but GSX is still a participant in the LLC and so I think just substitution of the name is is sufficient.

You think you like substitution rather than assignment? Yeah, because it's not it's not really an assignment. It's it's really, you know, it's sort of it's the same people but um with some new parties in there but GSX is still there. They're not gone. So the assignment I don't think is a word that I would have used. Okay. And we're really just talking about the entity holder. I mean, it's still sort of the same players. So, um, it's just changing the the name of the the property owner.

Yeah, I I could see could see that doesn't does not um doesn't bother me or change the intent of of the sentence. So, right. So that would my my suggested change along with adding the um quotation marks that are missing. But that's a that's just a formatting situation indenting and that sort of All right. Any other questions or discussion? Colleen,

I just have another quick question about the timeline. I I'm in Hopington almost daily and I've been watching that project come to life and it's about it's been 6 months in and it's been really exciting to watch that and I I think about 1727 Upton every time I look at that project. What was the timeline for that one? Is that an 18 to 20month build too?

So we have that's a a fairly technical build because there's two stories of structured parking. Um, so we had a little bit more time on the actual foundation portion that I think we were thinking was roughly an 18-month build, maybe with a goal to do 16 months. Starting at this time, winter, we've only slid about two weeks. So, yeah, from our actual start, we should be doing I think our steel is the first week in March. So, then it'll then it'll really start to take off. A lot of like real small site and a good bit of sight work there. So, but fairly similar.

I I go to the post office all the time. I love because it gives me the good vantage point to look in and I'm so nosy and it's just been really fun to watch.

Let me know. I'll give you a tour. Yeah. But fairly similar build cycle even though that's a bit of a smaller project just maybe a little bit more technical. All right. Anything else before we uh take a a motion and uh do a vote on this? Uh oh, actually one more thing. Um Kathleen, uh would it be all right if we do um uh authorize the chair to sign and then we can just have one person sign it and not have to do I think that's fine. Yeah.

Yeah. But just make it a little simpler for uh emailing back and forth. Yeah. That's going to be our question. Um, so, Mr. Chair, I'll make a motion that the trust um enter into the first amendment um to the um the grant agreement um as discussed and amended uh through discussion and authorize the chair to sign. All right. Mo uh motion and was that a second? Second. All right. Any further discussion? All right. Hearing none, uh, vote by roll call. Uh, Brian I, uh, Colleen, Matt,

I, Sarah, I, and Nicole, hi. And Dan, I uh, all right, the, uh, agreement is, uh, approved. Thanks everybody. Thank you. Uh and we uh we will uh entertain a motion to adjurnn. So moved. Second. All right. Uh vote by roll call. Uh Brian I. Colleen. Matt I. Sarah I. Nicole I. Dan I. And we are adjourned. Thanks.