DC HOUSING FINANCE AGENCY
January 3, 2023
The Honorable Phil Mendelson, Chairman
Council of the District of Columbia
1350 Pennsylvania Avenue, N.W., Suite 402
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to D.C. Official Code§ 42-2702.07, and on behalf of the Board of Directors (the
"Board") of the District of Columbia Housing Finance Agency (the "Agency"), you are hereby
notified that on November 29, 2022 the Board enacted an Eligibility Resolution for tax-exempt
and/or taxable multifamily housing mortgage revenue bond financing in an amount not to exceed
$67,000,000 for the acquisition, rehabilitation and equipping of the Worthington Woods project
(the "Development"). The Development is located at 4419 3rd Street, SE, Washington, DC
20032, in Ward 8. After completion, the Development is expected to consist of forty-nine (49)
garden style buildings, containing a total of approximately three hundred ninety-four (394)
residential rental units.
A copy of the Eligibility Resolution for the DC Council's review is enclosed as Exhibit A. A
detailed description of the Development and its intended benefits are provided in the
development financing memorandum enclosed as Exhibit B. If you have any questions, please
contact me at (202) 777-1600.
Sincerely,
Michael L. Hentrel
General Counsel
Enclosures
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EXHIBIT A
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 DCHFA Resolution No. 2022-35
Worthington Woods Apartments
Eligibility Resolution
DISTRICT OF COLUMBIA HOUSING FINANCE AGENCY
RESOLUTION AS TO THE ELIGIBILITY OF WORTHINGTON WOODS
APARTMENTS FOR TAX-EXEMPT AND/OR TAXABLE MULTIFAMILY
HOUSING MORTGAGE REVENUE BOND FINANCING
WHEREAS, the District of Columbia Housing Finance Agency (the
“Agency") received a request from Montgomery Housing Partnership ("MHP") and
‘Anacostia Economic Development Corporation (‘AEDC’) (the “Applicants’) that
the Agency provide acquisition, rehabilitation, and equipping financing for
Worthington Woods Apartments, which upon completion, is expected to consist of
three hundred ninety-four (394) units and will be located at 4419 3" Street, S.E.,
Washington, DC 20032 in Ward 8 (the “Project’);
WHEREAS, the Applicants have elected, pursuant to Section 142 of the
Internal Revenue Code of 1986, as amended (the "Code"), to set aside at least
forty percent (40%) of the units for households at or below sixty percent (60%) of
the area median income ("AMI");
WHEREAS, the Applicants are eligible for Low Income Housing Tax Credits
pursuant to Section 42 of the Code, and have elected to set aside at least one
hundred percent (100%) of the units at the Project for households at or below sixty
percent (60%) ofAMI;
WHEREAS, the Agency has conductedapreliminary review of the request
for financing of the Project in order to determine, among other things, that the
Project and the financing requested therefor, comply with the requirements of the
District of Columbia Housing Finance Agency Act, D.C. Law 2-135, as amended,
D.C. Code § 42-2701.01 et sea. (the *“Act’);
WHEREAS, the Applicants have requested financing in an amount not to
exceed $67,000,000 through an offering of the Agency's Tax-Exempt and/or
Taxable Multifamily Housing Mortgage Revenue Bonds (the “Bonds") for the
financing, including the financing of reasonably related and subordinate facilities
and any permissible reimbursement expenses,ofthe Project;
WHEREAS, all or a portion of the Project may be financed with proceeds of
the Agency's Tax-Exempt Multifamily Housing Mortgage Revenue Bonds, and
such portion that is not financed with the Agency's Tax-Exempt Multifamily
Housing Mortgage Revenue Bonds may be financed with proceeds of theAgency's
Taxable Multifamily Housing Mortgage Revenue Bonds;
WHEREAS, Agency staff recommends the issuance of the Bonds in an
amount not to exceed $67,000,000, in one or more series, for the benefit of the
Applicants or other related entity affiliated with or related to the Applicants that will
own and operate the Project (the "Borrower’); and
WHEREAS, providing the financing requested for the Project will confer a
public benefit and serve the public interest by lowering the costof and expanding
available housing opportunities for low and moderate income residents of the
District of Columbia (the District’), all in accordance with and in furtherance of the
purposes of the Act in the following manner:
1. Making available approximately three hundred ninety-four (394)
units, one hundred percent (100%) of which are estimated to be
affordable to households with incomes at or below sixty percent
(60%) of AMI;
 2. Providing opportunities for construction jobs to District residents by
requiring that the Applicants and the Borrower give priority to District
residents; and
3. Contributing to the overall social and economic improvement of the
Washington Highlands neighborhood
NOW THEREFORE, BE IT RESOLVED by the Board of Directors of the
Agency (the "Board’) that:
1. Based upona review of the request by Agency staff as it relates to the
Project, the report on such review to the Board, the favorable
recommendation of the Executive Director/CEO, and upon due
deliberation and consultation with Agency staff, the Board hereby
determines that, based on the requirements of eligibility for financing by
the Agency, the Project and its financing by the Agency will meet the
requirements of the Act.
2. Final approval of any financing shall be subject to such terms,
conditions, and documentation acceptable or deemed necessary by the
Agency,
3. This reservation of volume cap in the amount of $67,000,000, to the
extent available to the Agency, is for a period of one hundred eighty
(180) calendar days, which period may be extended at the sole
discretion of the Board.
4. Adoptionofthis Eligibility Resolution shall not constitute a commitment
from the Agency to issue the Bonds or to provide financing for the
Project.
5. The Executive Director/CEO is authorized to undertake such actions as
are required to be taken pursuant to the Act and the regulations of the
Agency, including the selection of tax professional services.
6. The Executive Director/CEO is hereby authorized and directed to send
to the Chairperson of the Council of the District of Columbia written
notification of the adoption of this Eligibility Resolution describing the
nature of the Project and the benefits designed to result therefrom as
required by D.C. Code § 42-2702.07.
7. This Eligibility Resolution shall take effect immediately.
DCHFA Resolution No. 2022-35.
ADOPTED ON NOVEMBER 29, 2022
AT A SPECIAL MEETING OF THE BOARD OF DIRECTORS.
ROLL CALL VOTE:
Stephen M. Green APPROVED
Scottie Irving APPROVED
Stanley Jackson ABSENT AND RECUSED
Heather Wellington APPROVED
PP cosiousina rmance narncy
EXHIBIT B
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 MULTIFAMILY UNDERWRITING MEMORANDUM
INDUCEMENT BOND APPROVAL
WORTHINGTON WOODS APARTMENTS
4419 3° STREET SOUTHEAST (PRIMARY ADDRESS), WASHINGTON, DC 20032 (WARD 8)
394 UNITS
1rd
DEVELOPER(S):
MONTGOMERY HOUSING PARTNERSHIP (MHP)
ANACOSTIA ECONOMIC DEVELOPMENT CORPORATION (AEDC)
ACQUISITION/REHABILITATION, NOT TO EXCEED DOLLAR AMOUNT $67,000,000
Maximum LTV: 80% (AS REQUIRED BY LENDER)
imum Debt Service: 1.15, OR HIGHER,AS REQUIRED BY LENDER
LINDA HARTMAN
DATE: November 29, 2022
 MultifamilyLending and Neighborhood Investments
Credit Approval Request
forojectNames ‘Worthington Woods Apartments
Project address GHTrdstreet Southeast, Washington, OG, 20052
[war 2
[censusTrac aso,OORT
[poayacr? Yes
[rorunite Ed
bulging Types Substantial Rehabination
‘Montgomery HousingPartnership (Guarantor)andAnacostia EconomieDevelopment
Primary Developer corporation
[Tax Exempt Bond isvanceAmount (Rounded) $53 705,000
[ai Restcions DAM ortess
[applicablesubs Yes
[General contrac: Bozzuto Contractors, ie
Propeny Manager: Residential One
[arene DGArchitects
[constructionLender TPMergan Chase
Permanent tender Morgan Chase
laond Counsel Naw
[Environmental
[Datecompleted: [Budgeted pense:
everaais 551,000 (Reports ete)
market
INeignboroad ‘Washingion igang
[walkscore: o
Transit corn Wav
[Detrimental influences None
[otal Development CostPerUnit 1739
[underwritten vacancy Rate: a
[underwritten Op6xPerUnit[excluding Reserves and Fee $664
[PAVOpbxPer unit ange (Excluding Reserves
and Fees pe.s77a
[Appraised Value $55,400,000
lev: 4%
tureRate 2%,
[Penetration mater 130%
[Bondsuances
pe over:
[private Placement Pangan Case
[so Test:
“Tax Exempt Bond Amount (Non Rounded gate Basis/bond Bass
$53 703.128 $207 968,756,
[Permanentbebe
Debt Execution:
Daderwiten
lamoune $25160505
interest ate 7%
[amortzaior 20
[rer ry
sca:
(ute [TeelAmount:
Federal UMC Race Rate 30.
[DC UTC Rase Rate
SHEA
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Source: Sponsor-SuppliedPermitSet
SHEA
 Source: Facility Condition Assessment Report
-Worthington Woods, MBP, December 2017,
TRANSACTION SUMMARY:
The Multifamily Lending and Neighborhood Investments (“MLNI”) underwriting staff requests the
inducement from the District of Columbia Housing Finance Agency's (“DCHFA” or the “Agency”) Board of
Directors (the “Board”)for the issuance of tax-exempt bonds in an amount not to exceed $67,000,000 to
finance a portion of the costs to rehabilitate 394 units at Worthington Woods Apartments (the
“Development” or the “Property”). The Senior Loan will be constrained to 80% stabilized Loan to Value
(LTV) and 1.15x amortizing debt service coverage ratio (DSCR).
The Project site is in the Washington Highlands neighborhood of Southeast Washington, DC. The Project
site is not located within walking distance from a metro station. However, the Project site is located within
0.3 miles from several bus stops that service the A6, A8, 012, 014, P18, and W14 routes. Additionally, the
Projectsite is located within 0.1 miles of Oxon Run Park and Mary Virginia Merrick Recreation Center. The
Project’s census tracts are Qualified Census Tracts (QCTs).
SHFA ‘
The Project is a proposed acquisition/rehabilitation of an existing LIHTC development (previously known
as Livingston Manor LP) that is currently in its extended use period, as the 15-year LIHTC compliance
period ended in 2017. The Worthington Woods Tenants Association organized and exercised its rights
under the “Tenant Opportunity to Purchase Act” ("TOPA") regulations. Worthington Woods Tenants
Association selected Montgomery Housing Partnership, Inc. through a competitive bidding process.
Worthington Woods Tenants Association executed the Assignment of TOPA Rights and Development
Agreement with Montgomery Housing Partnership, Inc. on May 14”, 2018.
Per the termsof the Development Agreement, Montgomery Housing Partnership, Inc. will maintain rental
levels upon the agreed upon terms for current tenants (lesser of 2% or the increase permitted under DC
Code section 42-3502.08h). Thus, none of the current tenants at the Project will be displaced as part of
the proposed renovations.
The following table details the number of tenants that are currently covered under the TOPA agreement
(referred to as TOPA covered tenants). As illustrated, the Sponsors project that 192 units (48.7%) at the
Project, post renovation, will be occupiedby TOPA covered tenants. The remaining 202 units (51.3%) will
be occupied by new tenants (referred to as non-TOPA covered tenants, as they are not covered under the
Assignment of TOPA Rights and Development Agreement).
Rumbas of Feseate, ‘ofUnits atthe Project
ate iceeeseel eal
TOPA(Referredtoas| Change fromPrevious
Date ‘Occupiedby TOPA(Referred
Sone teal
“TOPACovered ne
Tenants")
May 2018: Assignment of TOPA
Rights andDevelopmentAgreement 98 .
‘with Montgomery Housing
Partnership, Inc.
se — 14 (approximately14 households
June 2019: Acquisition Date—Project peryearor 4% turnover rate)-
was purchased
purchas by MHP forthington
Worthingtor 380 Majority ofthe tenants voluntarily oe
ods, ile
Wood electedto moveoutof the Project