MURIEL BOWSER
MAYOR
July 1, 2021
The Honorable Phil Mendelson
Chairman
Council of the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW
Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code 1-
204.51) and section 202 of the Procurement Practices Reform Act (D.C. Official Code 2-
352.02), [ have enclosed for consideration by the Councilofthe District ofColumbia a contract in
excess of $1 million during a 12-month period, and associated contract summary, to provide a loan
in the amountof$8,699,866 to 17 Mississippi Owner, LLC.
The Departmentof Housing and Community Development (DHCD) will finance the construction
soft and hard costs associated with a housing development consistingof41 units of affordable
rental housing located at 17 Mississippi Avenue, S.E., in Ward 8.
I look forward to the Councils favorable considerationof this proposed contract.
Sincerely,
luriel\Bowser
nclosures
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Housing and Community Development
COUNCIL CONTRACT SUMMARY
Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, effective April
8, 2011 (D.C. Law 18-371; D.C. Official Code 2-352.02(c)), the following contract
summary is provided:
(A) The proposed contractor, contract amount, unit and method of compensation, contract
term, and type of contract:
Proposed Contractor: 17 Mississippi Owner, LLC
Contract Amount: $8,699,866
Unit and Method of Compensation: Draw Schedule
Term of Contract: 42 years/3% Interest
Type of Contract: Loan agreement
(B) The goods or services to be provided, the methods of delivering goods or services, and
any significant program changes reflected in the proposed contract:
The Department of Housing and Community Development (DHCD) proposes to provide a
loan in the amount of $8,699,866 to 17 Mississippi Owner, LLC, to be used for the
construction soft and hard costs associated with a housing development consisting of 41
units of affordable rental housing located at 17 Mississippi Avenue, S.E., in Ward 8.
Additional funding for this project includes $4,163,000 from Citibank, N.A.; Low Income
Housing Tax Credit equity from Wilfred N. Cooper, Inc. in the amount of $8,812,017; and
a deferred developer fee in the amount of $610,735 for a total development cost of
$22,285,618.
(C) Results, including the price and technical components:
DHCD received a request for funding submitted by the borrower requesting to be use
funds for the construction soft and hard costs associated with a housing development
consisting of 41 units of affordable rental housing located at 17 Mississippi Avenue, S.E.,
in Washington, D.C., Ward 8.
Page 1 of 3
(D) The background and qualifications of the proposed contractor, including its
organization, financial stability, personnel, and prior performance on contracts with
the District government:
The 17 Mississippi Owner, LLC is a partnership between the Legacy Real Estate Development, LLC
and The NHP Foundation (NHPF). The NHPF Mississippi Manager, LLC; a single purpose entity
owned by NHPF, will act as the developer for the project. The NHPF will act as the sponsor the
project. NHPF was incorporated in the District of Columbia on January 30, 1989 as a nonprofit
charitable organization. NHPF creates and preserves multifamily affordable housing. NHPF and its
Affiliated Entities provide housing at 57 properties, impacting over 9,000 apartments and serving
residents in 15 states and the District of Columbia. Legacy Real Estate Development, LLC is a newly
developed entity with minimal development experience.
(E) Performance standards and the expected outcome of the proposed contract:
The proposed DHCD loan will provide a loan in the amount of $8,699,866 to 17
Mississippi Owner, LLC, to be used for the construction soft and hard costs associated
with a housing development consisting of 41 units of affordable rental housing located at
17 Mississippi Avenue, S.E., in Ward 8. The project is consistent with DHCDs goal of
increasing affordable housing, especially among low-to-moderate income residents and
preserving existing affordable housing. Additionally, the borrower is required to fulfill all
conditions as set forth in the loan agreement within the agreed upon time frames. Failure to
fulfill the terms of the loan agreement will constitute default.
(F) A certification that the proposed contract is within the appropriated budget authority
for the agency for the fiscal year and is consistent with the financial plan and budget
adopted in accordance with D.C. Official Code 47-392.01 and 47-392.02:
The loan will be funded through the Housing Production Trust Fund. Attached is the
certification that the proposed loan agreement is consistent with the Districts financial
plan and budget.
(G) A certification that the proposed contract is legally sufficient, including whether the
proposed contractor has any currently pending legal claims against the District:
A legal sufficiency memorandum from the Office of the General Counsel is attached.
(H) A certification that the proposed contractor is current with its District and federal
taxes or has worked out and is current with a payment schedule approved by the
District or federal government:
District and federal tax law compliance certifications are attached.
Page 2 of 3
(I) The status of the proposed contractor as a certified local, small, or disadvantaged
business enterprise as defined in the Small, Local, and Disadvantaged Business
Enterprise Development and Assistance Act of 2005, effective October 20, 2005 (D.C.
Law 16-32; D.C. Official Code 2-218.01 et seq.):
17 Mississippi Owner, LLC is not a certified local, small, or disadvantaged business
enterprise.
(J) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:
None
(K) A statement indicating whether the proposed contractor is currently debarred from
providing services or goods to the District or federal government, the dates of the
debarment, and the reasons for debarment:
The proposed contractor is not currently debarred from providing services or goods to the
District or federal government. A debarment affidavit is attached.
(L) Where the contract, if executed, will be made available online:
The contract summary will be available at www.dhcd.dc.gov.
Page 3 of 3
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
MEMORANDUM
MAY 28, 2021
TO: Muriel Bowser, Mayor
THRU: y
Julia H. Wiley Type text here
General Counsel, Department of Housing and Community
sel, Depa
Development
FROM: Kathy Charles-Christian
Assistant General Counsel, Department of Housing and
sel, De
Community Development
RE: Proposed District of Columbia, acting by and through the
Department of Housing and Community Development (DHCD),
Housing Production Trust Fund (HPTF) loan of $8,699,866.00
(the Loan) to 17 Mississippi Owner, LLC to be used for
acquisition and construction soft and hard costs associated with
the property located at 17 Mississippi Avenue, SE, Washington,
DC
________________________________________________________________________
DHCD proposes to enter into the above referenced Loan to 17 Mississippi Owner, LLC
to be used for acquisition and construction soft and hard costs associated with a housing
development, with forty-one (41) units of affordable rental housing (Project), on
property located at 17 Mississippi Avenue SE, in Washington, DC (the Property).
Thirty-two (32) units will be restricted to be affordable to and occupied by households
with incomes at or below 50% of Median Family Income (MFI), and nine (9) units
will be restricted as Permanent Supportive Housing units, filled from the DC Coordinated
Entry System, to be affordable to and occupied by households with incomes at or below
30% of MFI. Nine of the 50% MFI affordable rental units will be restricted for artists.
The Loan will be funded with HPTF monies in accordance with the requirements of the
HPTF statutes and regulations. Restrictive covenants will be placed on the Property and
will require that thirty-two (32) units remain continuously affordable at 50% of MFI,
(with nine (9) of the 50% MFI units restricted as artists units), and nine (9) units will
remain continuously affordable at 30% of MFI, for as long the as the Project or any
restricted unit in the Project exists.
The Loan Agreement has been prepared by the Office of the General Counsel for DHCD
and is certified to be legally sufficient in accordance with all applicable federal and
District of Columbia laws. If you have any specific questions regarding this Loan
transaction, please contact Kathy Charles-Christian at (202) 442-7226.
Attachments.
cc: Mary R. (Polly) Donaldson, Director, DHCD
Reshma Holla , Development Finance Supervisor, DFD, DHCD
Tiphanie Jones, DFD, DHCD
 Initial File #: L00006024239
Entity Type: LLC
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF CONSUMER AND REGULATORY AFFAIRS
CORPORATIONS DIVISION
CERTIFICATE
THIS IS TO CERTIFY that all applicable provisions of the District of Columbia Business
Organizations Code (Title 29) have been complied with and accordingly, this CERTIFICATE OF
GOOD STANDING is hereby issued to
17 MISSISSIPPI OWNER, LLC
WE FURTHER CERTIFY that the foreign entity is registered to do business in the District on
06/29/2018 ; that all fees, and penalties owed to the District for entity filings collected through the
Mayor have been paid and Payment is reflected in the records of the Mayor; The entity's most
recent biennial report required by 29-102.11 has been delivered for filing to the Mayor; and the
entry's registration has not been terminated. This office does not have any information about the
entitys business practices and financial standing and this certificate shall not be construed as the
entitys endorsement.
IN TESTIMONY WHEREOF I have hereunto set my hand and caused the seal of this office to
be affixed as of 5/11/2021 11:35 AM
Business and Professional Licensing Administration
Tracking #: k4fz1E6G
 Government of the District of Columbia
Office of the Chief Financial Officer 1101 4th Street, SW
Office of Tax and Revenue Washington, DC 20024
Date of Notice: May 11, 2021 Notice Number: L0005587832
17 MISSISSIPPI OWNER, LLC FEIN: **-***9382
122 E 42ND ST Case ID: 816814
NEW YORK NY 10168-0002
CERTIFICATE OF CLEAN HANDS
As reported in the Cle
As Clean Hands system, the above referenced individual/entity has no outstanding
Clea
C
liability
iability District oof Columbia Office of Tax and Revenue or the Department of Employment
ility with the Di
Services.
vices. above, the individual/entity has complied with DC Code 47-2862, therefore
ices. As of the date abov
this Certificate Hands is issued.
ertificate of Clean Hand
TITLE
TLE 47. TAXATION, LLICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
CHAP
SUBCHAPTER HANDS BEFORE RECEIVING A LICENSE OR PERMIT
PTER II. CLEAN HAN
HAND
CODE 47-2862 (2006)
D.C. CO
47-2862 PROHIBITION
ROHIBITION AGAINST
AGAIN ISSUANCE OF LICENSE OR PERMIT
AGAINS
Authorized By Marc Aronin
Chief, Collection Division
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
Validate a Certificate of Clean Hands hyperlink under the Clean Hands section.
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
 AFFIDAVIT REG: ING DEBARMENT
iL Tim Pryor s hereby attest that all members of
the development team, who are listed below, are not listed in the List of Parties
Excluded from Federal Procurement or Non-Procurement Programs.
DEVELOPMENT TEAM
Developer:_The NHPFoundation,17Mississippi Owner,LLC,17MississippiLegacyMember,LLC
Consultant(s): NIA
Management Agent: TMandAssociates
Attomey:___Reno & Cavanaugh
Engincer(s):__ Bowman
Architect(s):__ Soto Architecture
& Urban Desi
Construction Contractor: 1 Builders Inc.
Other(s):, _. in
1 further attest that no principal, major stockholder, officer, or director ofadevelopment team
member is debarred from participating in a federal procuremerf Oy non-procurement program.
Signature of Applicant
Vice President uisitic f MM.
Title
422/21
Date
Swom and subscribed to before
Methis ZZ day of
ee 2621
Notary Public
(Seal)
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
PROFILE SUMMARY
(CONTRACTs TO PURCHASE, SELL, ACQUIRE, TRANSFER, LEASE OF REAL
PROPERTY/ EXCLUSIVE RIGHT AGREEMENTs/LOANs & GRANTs OVER $1M/INTRA-
DISTRICTs)
Contracting Agency: Dept. Housing and Community Development Agency Code:
Using Agency: Dept. Housing and Community Development Agency Code:
Loan/Grant/Lease Sub-recipient Name: 17 Mississippi Owner LLC
Should the D.C. Council have any questions regarding this loan/grant/lease, please contact:
Tiphanie Jones (202) 316-2910
Project Managers Telephone Number
TYPE OF DOCUMENT SUBMITTED
1. Loan/Grant/Lease Modification 4. Unwritten or Informal Contract
2. Exercise of Grant Option Year (E. O.) 5. Lease of Real Property
3. Loan/Grant/Lease Agreement for: 6. Other:
17 Mississippi Owner LLC
LOAN/GRANT TYPE
1. Grant 4. Cost Reimbursement
2. Loan Price $8,699,866 5. Time and Material
3. Task Order 6. Advance Payment
Page 1 of 4
 GRANT/LOAN/LEASE INFORMATION
Grant/Loan/Lease No. : _DHCD Amount: $8,699,866 (HPTF)
Interest Rate: 3%
Does this Grant/Loan Amount exceed $1 million: Yes No
If yes, please attach a copy of the DC Council approval and provide the following information:
Date received: Date approved:
LEASE INFORMATION
Lease No.: Total Cost
Location: Annual Cost
Sq. Ft. Leased: Cost Per Sq. Ft.
Total Bldg. Sq. Ft.: % Sq. Ft. Leased By D.C.
BRIEF DESCRIPTION OF GRANT/LOAN/LEASE
SOURCE OF FUNDING
1. Appropriated 4. Intra-District
2. Capital 5. Inter-Jurisdictional
3. Grant ( ) 6. Other: HPTF
If procurement action is funded by grant or other non-capital or non-appropriated funds, will the
District need to expend some portion of its funds prior to receiving funds from the grantor or
other funding source?
Yes No N/A
If Yes, indicate the amount the District will need to expend and the percentage this amount
represents of the total funds required to support the effort. District Funds $
% .
Page 2 of 4
 CRITICAL ISSUES ASSOCIATED WITH GRANT/LOAN ACTION
1. Is this Grant/Loan one of multiple (more than one) Grants/Loans for similar goods, services, etc.,
awarded by the Agency to this subrecipient, or related entity, within the last twelve (12) months?
Yes No
2. Have reserved funds been obligated for payment? (If Yes, ensure documentation is included in
Grant/Loan File).
Yes No
3. Is the File complete? (If Yes, please attach pertinent documentation).
Yes No
4. Is the subrecipient a successor to or affiliated with another individual or business that has
Grant/Loan with the Agency?
Yes No
If Yes, name of Predecessor/Affiliate:
NHP Foundation
5. Is a former District employee an owner, officer, or affiliate of the subrecipient?
Yes No
If Yes, Name and Affiliation:
Please discuss any other critical issues such as time constraints; health and safety issues; or
financial/revenue production issues that should be known.
FUTURE INFORMATION/DOCUMENTATION TO BE SUBMITTED TO AUTHORITY
IF Grant/Loan IS AWARDED
1. Award Date 4. Claims By/Against Grant/Loan
2. Expiration Date 5. Certified Completion Date
3. Amendments 6. Final Payment Date
Page 3 of 4
 CERTIFICATIONS
I certify that this proposed loan between the Department of Housing and
Community Development (DHCD) and 17 Mississippi Owner, LLC in the amount
of $8,699,866 from the Departments allocation of Housing Production Trust Fund
will be used for cons