MURIEL BOWSER
MAYOR
July 3, 2023
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)
enclosed for consideration and approval by the Council of the District of Columbia is a proposed contract
with Dix Street Residences, LLC.
$14,482,721 from the Housing Production Trust Fund for the purpose of financing certain eligible
acquisition costs, predevelopment costs, soft costs, and construction hard costs for 47 units of affordable
senior housing located at 338 58th Street, NE and 5717 Dix Street, NE in Ward 7.
My administration is available to discuss any questions you have regarding the proposed contract. In order to
facilitate a response to any questions you may have, please have your staff contact Tsega Bekele, Chief of
Staff, DHCD, at (202) 442-7144.
Sincerely,
Muriel Bowser, Mayor
Enclosures
 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: Dix Street Residences, LLC
Contract Amount: $14,482,721
Unit and Method of Compensation: Draw Schedule
Term of Contract: 42yrs / 5% Simple Interest during construction decreasing to 3
% Simple Interest at Stabilization
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 to Dix Street Residences, LLC in the amount of $14,482,721 from the
Housing Production Trust Fund for the purpose of financing certain eligible acquisition
costs, predevelopment costs, soft costs and construction hard costs associated with 47
affordable senior housing units located at 338 58th Street, NE and 5717 Dix Street, NE
in Ward 7.
(C) Results, including the price and technical components:
DHCD received a request for funding from the borrower to be used for the purpose of
financing certain eligible acquisition costs, predevelopment costs, soft costs and
construction hard costs associated with 47 senior affordable housing units located at
338 58th Street, NE and 5717 Dix Street, NE in Ward 7.
Page 1 of3
(D) The background and qualifications of the proposed contractor, including its
organization, financial stability, personnel, and prior performance on contractswith
the District government:
The contractor is a newly formed entity specific to this project. Atlantic | Pacific Communities,
LLC is the developer and sponsoring organization of the Dix Street Residences project, alongside
Nix Development Company. Atlantic/Pacific Communities is a Florida-based subsidiary of
development and management firm Atlantic|Pacific Companies and has a particular focus on
affordable housing development. In the past eight years, A|P Communities has developed nearly
6,000 affordable units across four states, including DC and Maryland. Nix Development Company
president Raymond Nix has been involved in several affordable housing development and
rehabilitation projects that received DHCD gap financing and/or were awarded by DMPED,
including the 140-unit “Brightwood Portfolio” where tenants assigned their TOPA rights.
A|P Communities and partner Nix Development Company recently delivered two affordable
development projects in Ward 7 which both received tax-exempt bond financing from DCHFA,
Beulah Crossing senior housing at Eastbrooke Place, which also received DHCD gap financing;
and Providence Place, which received a loan from DMPED. Developers A|P Communities and Nix
Development Company have satisfactory prior performance on contracts with the District
government.
(E) Performance standards and the expected outcome of the proposed contract:
The proposed DHCD loan proceeds will be used to provide a loan to Dix Street
Residences, LLC in the amountof $14,482,721 from the Housing Production Trust
Fund for the purposeoffinancing certain eligible acquisition costs, predevelopment
costs, soft costs, and construction hard costs associated with the construction of 47
affordable senior housing units located at 338 58" Street, NE and 5717 Dix Street, NE
in Ward 7.
The project is consistent with DHCD’s goal of preserving and producing affordable
housing for low-to-moderate income residents. Additionally, the borrower is required to
falfill 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)Acertification 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 District’s financial
plan and budget.
Page 2 of3
(G) A certification that the proposed contract is legally sufficient, including whether the
proposed contractor has any currently pending legal claims against the District:
Alegal sufficiency memorandum from the Office of the General Counsel is attached.
(H) Acertification 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.
(D) The status of the proposed contractor as a certified local, small, or
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.):
Dix Street Residences, LLC is not a certified local, small, or disadvantaged
business enterprise.
(J) Other aspectsofthe 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 datesofthe
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.dhed.de.gov.
Page 3 of3
 Governmentofthe District ofColumbia
*
*
*
Hmm Oli ofthe Chief Financial Officer 1101 4% Steet, SW
GEE OfficeofTax and Revenue Washington, DC 20024
Date of Notice: June 12, 2023 Notice Number: 10009672549 =
DIX STREET RESIDENCES, LLC FEIN: **-*#*6887
161 NW 6TH ST STE 1020 Case ID: 1545045
MIAMIFL 33136-4114
ERT) NI
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia OfficeofTax and Revenue or the Department of Employment
Services. Asofthe date above, the individual/entity has complied with DC Code § 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER II. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE § 47-2862 (2006)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
Authorized By Melinda Jenkins
Branch Chief, Collection and Enforcement Administration
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 Ath Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-S045/MyTax.DC.gov
 Initial File #: L00007380060
Entity Type: LLC
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF LICENSING AND CONSUMER PROTECTION
CORPORATIONS DIVISION
kk
CERTIFICATE
THIS IS TO CERTIFY that all applicable provisionsofthe District of Columbia Business
Organizations Code (Title 29) have been complied with and accordingly, this CERTIFICATE OF
GOOD STANDING is hereby issued to
Dix Street Residences, LLC
WE FURTHER CERTIFY that the domestic entity is formed under the lawofthe District on
06/03/2022 ; 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
entity has not been dissolved. This office does not have any information about the entity’s
business practices and financial standing and this certificate shall not be construed as the entity's
endorsement.
IN TESTIMONY WHEREOFIhave hereunto set my hand and caused the seal of this office to
be affixed as of 6/12/2023 2:17 PM
Business and Professional Licensing Administration
Rebecca Ganovtt
REBECCA JANOVICH
Superintendent of Corporations,
Corporations Division
Muriel Bowser
Mayor
Tracking#: Vm2xbb3w
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
OFFICE OF THE GENERAL COUNSEL
xk *
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MEMORANDUM
TO: Muriel
C.Bowser
Mayor
THRU: Julia. Wiley Y for JW
General Counsel
FROM: Michael E. MeMiller #276
Assistant General Counsel
DATE: June 5, 2023
SUBJECT: Proposed Housing Production Trust Fund (“HPTF”) Loan in the Amount
not to exceed Fourteen Million Four Hundred Eighty-Two Thousand Seven Hundred Twenty-
One and 00/100 Dollars ($14,482,721.00) from the District of Columbia, acting by and
through the Department of Housing and Community Development to Dix Street
Residences, LLC
DHCD proposes to enter into the above subject Loan with the Borrower, a District of
Columbia limited liability company, for the purpose offinancing certain eligible
acquisition, soft costs, construction hard costs, and the reimbursement of predevelopment
costs approved by DHCD for the developmentofforty-seven (47) units of affordable
housing located at 338 58" Street, NE and 5717 Dix Street, NE, Washington, D.C.
All housing units above described will be affordable to and rented exclusively to Low,
Very-Low or Extremely-Low-Income Households with incomes not to exceed 30%, 50%
or 80% respectively, of the area median family income (MFI) for the Washington
Metropolitan Statistical Area as determined by the U.S. Department of Housing and
Urban Development and adjusted for family size pursuant to the HPTF statutes. The unit
mix is as follows:
« 24 units shall be reserved for and rented to Extremely-Low-Income Households.
These units shall be identified as Local Rent Subsidy Program (LRSP) Units, and
 the rents will be subsidized by LRSP funds paid to the Borrower from the DC
Housing Authority.
© 13 units shall be reserved for and rented to Very-Low-Income Households and
© 10 units shall be reserved for and rented to Low-Income Households.
The Loan will be funded with HPTF monies in accordance with the requirementsofthe
HPTF statutes and regulations.
After a reviewofthe Loan Agreement and specific requirements for this project, the
Office of the General Counsel for DHCD has determined the Loan Agreement to be
legally sufficient. If you have any questions concerning this Loan Agreement, please
contact Michael E. McMiller, Assistant General Counsel for the District of Columbia
Department ofHousing and Community Development, on 202-442-7777.
ce: Taura Smalls, Legislative Affairs Specialist, DHCD
Erin Wilson, Manager,
Development Finance Division, DHCD
Joseph Knackstedt, Deputy Manager,
Development Finance Division, DHCD
‘Nena Perry-Brown, Project Manager,
Development Finance Division, DHCD
 DEBARMENT AFFIDAVIT
I, Kenneth Naylor , hereby attest that all
membersof the development team, who are listed below, are not listed in the
List of Parties Excluded from Federal Procurement or Non-Procurement
Programs.
DEVELOPME! TEAM
Developer: _bisrestResenns, Uc; Dis Steet Resences Dever, LLC, Alan PaceCommunes,LC; Nix Develpmant Company, LC
Consultant(s): _
Management Agent: Atlantic Pacific Community Management, LLC
‘Attomey: Klein Hornig, LLP
Engineer(s); AMT, LLC
Architect(s); Torti Gallas Urban, Inc.
Other(s):
1 further attest that no principal, major stockholder, officer, or director ofa development
team member is debarred from participating in a federal procurement or non-procurement
program.
Signature of Applicant
Vice President
Title
5/1/23
Date
Sworn and subscribed to before
Me this _5th__day of
Ma: 20923
Notary Public
(Seal)
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GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
aed
December 13, 2022
VIA ELECTRONIC MAIL
Commissioner Antawan Holmes
Chair ANC 7C
Washington, DC 20019
7C07@ane.de.gov
Re: Atlantic/Pacific Communities-Dix Street Residences
Dear Commissioner Gaffney:
Pursuant to D.C. Official Code § 1-309.10 (2001 ed.), you are hereby informed that the
Department of Housing and Community Development (“Department” or “the Department”)
proposes to provide Dix Street Residences, an affiliate of Atlantic/Pacific Communities, LLC.,
with funding in an approximate amountof $14,596,696 in Housing Production Trust Funds and
$1,099,890 in Federal Low Income Housing Tax Credits (LIHTC) that will be used to finance
acquisition, construction, and related costs for the affordable housing project to be located at 338
58" Street and 5717 Dix Street, NE, Washington, D.C.
Please be advised that Advisory Neighborhood Commission 7C has thirty (30) business days
from the dateofthis notice to submit comments on the above proposed action. District law
requires that the Department give “great weight” to all relevant ANC concerns or
recommendations. We respectfully request that any comment in response waive the remainder of
the statutory 30 day ANC notice comment period.
The Department must receive comments by Friday, January 27, 2023 (i.e, the thirty-business
day comment period). You must include a reference to the subject matter identified at the top of
this notice in your response. Comments may be sent by email to Richard Livingstone at
richard.livingstone@dc.sov or by mail to: The Department of Housing and Community
Development, Office of the Director, Attn: Richard Livingstone, 1800 Martin Luther King
Avenue, S.E., 3Floor, Washington, D.C. 20020.
If you have further questions regarding this project, please do not hesitate to contact Nena Perry-
Brown on (202) 442-6970 or nena.perry-brown@de.gov.
Sadi
Si
Drew E. Hubbard
Interim Director
Deparment of Housing and Community Development| 1900 Matin Luther king. Avent SE, Washingto, OC 20020| 202.442.7200 | dice gov
ce: Councilmember Vincent C. Gray, Ward 7
Commissioner Mary Gaffney, 7COS
Ms. Shannette Grant, Office of Advisory Neighborhood Commissions
Mr. Scott Kriebel, Atlantic/Pacific Communities
 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: Dix Street Residences, LLC
Should the D.C. Council have any questions regarding this loan/grant/lease, please contact
Project Manager: Nena Perry-Brown Telephone Number: (202) 442-6970
TYPE OF DOCUMENT SUBMITTED
1 OY oan'Grant/LeaseModification 4. Oo Written or Informal Contract
20 Exercise
ofGrantOptionYear (E.0.) | 5. TF Lease
of Real Property
3, MH) LoanGranv/Lease Agreement for hes
DixStreetResidences,LLC
LOAN/GRANT TYPE
1. om 4. oO Cost Reimbursement
2. MM) Loan Price $14,482,721 5. [] Time and Material
3. [[] Task Order 6.[-] Advance Payment
Page 1 of 4
 GRANT/LOAN/LEASE INFORMATION
Grant/Loan/Lease No. :_DHCD Amount: $14,482,721 (HPTF)
Interest Rate: 5% during construction, 3% thereafter
Does this Grant/Loan Amount exceed $1 million: Yes