MURIEL BOWSER
MAYOR
February 10, 2023
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
contract for a proposed loan in the amount of $12,878,479 to Alabama Apartments Owner LLC.
Under the proposed contract, the District will loan $12,878,479 from the Housing Production Trust
Fund for the purpose of financing certain eligible acquisition costs, soft costs, and construction
hard costs for 86 units of affordable housing located at 2481-2483 Alabama Avenue, SE in Ward
8.
I am 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.
I look forward to the Council’s favorable consideration of this contract.
Sincerely,
Muriel Bowser
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: ALABAMA APARTMENTS OWNER LLC
Contract Amount: $12,878,479
Unit and Method of Compensation: Draw Schedule
Term of Contract: 42yrs / 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 to Alabama Apartments Owner LLC in the amount of $12,878,479 from
the Housing Production Trust Fund for the purpose of financing certain eligible
predevelopment costs, acquisition costs, soft costs and construction hard costs
associated with 86 affordable housing units located at 2481-2483 Alabama Avenue, SE
in Ward 8.
(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 predevelopment costs, acquisition costs, soft costs and
construction hard associated with 86 affordable housing units located at 2481-2483
Alabama Avenue, SE in 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 Owner/Borrowing Entity will be the Alabama Apartments Owner LLC. Enterprise Community
Development, Inc. (25%) will be the co-developer and co-guarantor on the project with Durrani
Development Corporation (75%).
The Low-Income Housing Tax Credit Structure will include R4 AADC Acquisition LLC as the
99.99% Investor Member. The Alabama Apartments MM LLC will be the .01% Managing member
with 2483 Alabama LLC holding 79% of the economic interest and ECD LBA 2483 Alabama, LLC
holding 21%
The 25% co-developer has demonstrated financial stability and satisfactory prior performance on
contracts with the District government. The 75% co-developer is new to 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 Alabama
Apartments Owner LLC in the amount of $12,878,479 from the Housing Production
Trust Fund for the purpose of financing certain eligible predevelopment costs,
acquisition costs, construction costs, and soft costs associated with 86 affordable
housing units located at 2481-2483 Alabama Avenue, SE in Ward 8.
l of preserving and producing affordable
housing for low-to-moderate income residents. 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
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:
Page 2 of 3
District and federal tax law compliance certifications are attached.
(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.):
Alabama Apartments 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
Office of the General Counsel
MEMORANDUM
TO: Muriel E. Bowser
Mayor
THRU: Julia H. Wiley, General Counsel
Department of Housing and Community Development
FROM: Tonya O. Condell, Assistant General Counsel
Department of Housing and Community Development
DATE: January 20, 2023
SUBJECT: Proposed Loan in the principal amount not to exceed Twelve Million Eight
Hundred Seventy-Eight Thousand Four Hundred Seventy-Nine Dollars and
Zero Cents ($12,878,479.00) (the "Loan") to Alabama Apartments Owner,
LLC (the “Borrower”)
The proposed Loan is funded by Housing Production Trust Fund (“HPTF”) program funds in an
amount not to exceed Twelve Million Eight Hundred Seventy-Eight Thousand Four Hundred
Seventy-Nine Dollars and Zero Cents ($12,878,479.00). The Loan proceeds will finance eligible
expenses, including acquisition costs, soft costs, and construction hard costs, related to the new
construction development of Eighty-six (86) units at certain real property located at 2483
Alabama Avenue, SE, Washington, DC 20020 (the "Project"). Eighty-six (86) Project units
shall be reserved as affordable rental housing units (the “Reserved Units”). Eighteen (18) of the
Reserved Units shall be reserved as Permanent Supportive Housing units, affordable to and
occupied by households at or below 30% of Area Median Income (“AMI”); Fifty-nine (59) of
the Reserved Units shall be affordable to and occupied by households at or below 50% of AMI;
and Nine (9) of the Reserved Units shall be affordable to and occupied by households at or
below 60% of AMI. The Project affordability restrictions shall be enforced by affordability
covenants that run with the land in perpetuity.
The attached Loan Agreement evidencing the proposed contract has been prepared by the Office
of the General Counsel of the Department of Housing and Community Development and is
legally sufficient in accordance with all applicable federal and District of Columbia laws. If you
have any specific questions regarding this Loan contract, please contact Tonya Condell on
(202)442-7186.
cc: Drew E. Hubbard, Interim Director
Reshma Holla, Deputy Manager, DFD
Tiphanie Jones, Project Manager, DFD
Mikaell Briscoe, Development Finance Office Coordinator, DFD
Taura Smalls, Legislative Affairs Specialist
Initial File #: 100007338217
Entity Type: LLC
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF LICENSING AND CONSUMER PROTECTION
CORPORATIONS DIVISION
Ld
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
Alabama Apartments Owner LLC
WE FURTHER CERTIFY that the domestic entity is formed under the law of the District on
04/11/2022 ; 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 recordsofthe 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 WHEREOF Ihave hereunto set my hand and caused the sealofthis office to
be affixed as of 1/19/2023 11:06 AM
Business and Professional Licensing Administration
Rebecea Ganovich
REBECCA JANOVICH
Deputy Superintendent of Corporations,
Corporations Division
Muriel Bowser
Mayor
Tracking #: ePWiUd43
* Government ofthe DistrictofColumbia
*
*
iE Dilice ofthe ChiefFinancial Officer 1101 44 Street, SW
Gm Office of Tax and Revenue ‘Washington, DC 20024
Date of Notice: December 26, 2022 Notice Number: 10008499557 =
ALABAMA APARTMENTS OWNER FEIN: **-*#*6841
1604 ADMIRALSHILLCT Case ID: 1386810
VIENNA VA 22182-1562
CERTIFICATE
OFCLEANHANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia Office of Tax 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 Tl. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE§47-2862 (2006)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
oh,
‘Ruthorized By MareAronin—
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 th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
DEBARMENT AFFIDAVIT
1,_Mustafa Durrani , 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: Alabama Apartments Owner LLC
Consultant(s): Audubon Enterprises
Management Agent: Residential One
Attorney: Klein Hornig
Engineer(s): Bohler DC
Architect(s):
GPS Design.
| further attest that no principal, major stockholder, officer, or director ofadevelopment
team member is debarred from participating in a federal procurement or non-procurement
program.
‘Signature of Applicant
06 =0F = 20 22
Date
Sworn and subscribed to before
Me this__@ day of
202.2 ‘JACK EDWARD LEVENGARD
‘NOTARY PUBLIC
REGISTRATION #7781017
COMMONWEALTH OF VIRGINIA
MYSEPTEMBER
COMMISSION 30,EXPIRES
2022
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: ALABAMA APARTMENTS OWNER LLC
Should the D.C. Council have any questions regarding this loan/grant/lease, please contact:
Project Managers: Tiphanie Jones Telephone Number: (202) 442-7261
TYPE OF DOCUMENT SUBMITTED
1. Loan/Grant/Lease Modification 4. Written or Informal Contract
2. Exercise of Grant Option Year (E. O.) 5. Lease of Real Property
6. Other:
3. Loan/Grant/Lease Agreement for:
Alabama Apartments Owner LLC
LOAN/GRANT TYPE
1. Grant 4. Cost Reimbursement
2. Loan Price $12,878,479 5. Time and Material
3. Task Order 6. Advance Payment
Page 1 of 4
GRANT/LOAN/LEASE INFORMATION
Grant/Loan/Lease No. : _DHCD Amount: $12,878,479 (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:
The 25% co-developer is affiliated with Enterprise Community Development.
Affiliates or joint ventures of these entities have been involved in the development of multiple DHCD-
supported projects.
5. Is a former District employee an owner, officer, or affiliate of the subrecipient?
Yes No
If Yes, Name and Affiliation: Stacie Birenbach, former DHCD employee
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 Alabama Apartments Owner LLC in the amount of $12,878,479 from the District of Columbia Housing
Production Trust Fund will finance certain eligible predevelopment, acquisition costs, construction costs, and
soft costs associated with 86 affordable housing units located at 2481-2483 Alabama Avenue, SE in Ward 8 and
is in compliance with the a