Discussion on the Dallas Public
Facility Corporation and Dallas
Housing Finance Corporation
          Housing & Homelessness
              Solutions Committee
                  October 29, 2024
                                               ,
              Cynthia Rogers-Ellickson, Director
             Jaclyn Schroeder, Interim Manager
            Housing & Community Development
                                            1
          Purpose of the Presentation
• To provide general information on Dallas Public Facility
  Corporation (DPFC) and Dallas Housing Finance
  Corporation (DHFC) purposes and processes
• To discuss potential revenue uses
• To discuss the long-term future of the DPFC and DHFC
• To discuss short-term plan for applications
                                                             2
                            DPFC Background
• Created by the City of Dallas on June 24, 2020 under Chapter 303 of the Texas Local Government Code
• DPFC project must ensure that:
    • there is no source of income discrimination at the property
    • the project affirmatively furthers fair housing in the City of Dallas
    • the developers and property managers of DPFC projects engage in affirmative marketing plans
    • future residents receive enhanced protections for the life of the property
    • a diverse unit mix to provide housing options for families with children
    • all DPFC projects are in alignment with the Dallas Housing Policy 2033 and adhere to the broader affordable
      housing industry’s rent and income standards
    • AMI targets are adjusted for family size
    • rent restrictions are based on 30% of the applicable AMI restricted levels as established by HUD, TDHCA
• City Council appoints the 15-member Board of Directors
• The Board manages the property and affairs of the DPFC, in collaboration with other DPFC vendors:
    • Bracewell LLP is used for all legal services including closings
    • Hilltop Securities Inc. is used for all project evaluation including underwriting and financial review
    • Brown, Graham & Company PC for all accounting services
                                                                                                                    3
                         DHFC Background
• Created by the City of Dallas in 1984 under Chapter 394 of Local Govt. Code
• The primary goal of the DHFC is to support the broad goals of the City of Dallas’ Housing Policy to:
    • Create and maintain affordable housing throughout Dallas;
    • Promote greater fair housing choices; and
    • Overcome patterns of segregation and concentrations of poverty through
• City Council appoints the 15-member Board of Directors
• The Board manages the property and affairs of the DHFC, in collaboration with other DHFC vendors:
    • Chapman & Cutler is used for all legal services including closings
    • Hilltop Securities Inc. is used for all project evaluation including underwriting and financial review
                                                                                                               4
Current DPFC Project Proposal Review Process
•   Application (attached as Appendix A)
    •   Online access
    •   List of items required for submission
•   Staff Review
    •   City staff review for completeness and general consideration
    •   Discuss application requirements and needs with developers
    •   Discuss terms after negotiated
•   Underwriting
    •   Third-party underwriter reviews for “if not for PFC, the project would not be feasible”
    •   Requires that tax abatement will not unduly enrich the developer
    •   Underwriter makes recommendation to the Board and Outside Counsel
•   Outside Counsel Consideration
    •   Confers with the Board and developer on feasibility and terms
    •   Drafts legal documents
•   Preliminary Board Approval
•   City Council Approval (HHSC and Council)
•   Final DFPC Board Approval
                                                                                                  5
 Current DHFC Project Proposal Review Process
• Application (attached as Appendix B)
  • Online access
  • List of items required for submission
  • Submissions emailed or physically delivered to staff with Application fee
• Staff Review
  •   City staff review for completeness and general consideration
  •   Discuss application requirements and needs with developers
  •   Discuss terms after negotiated
  •   Engage outside counsel and financial advisors for project feasibility
• HFC Financial Advisor Consideration
  • Third-party underwriter reviews
  • Determines “public benefit” calculation of project
  • Underwriter makes recommendation to Staff, the Board and Outside Counsel
• DHFC Counsel & Bond Counsel Consideration
  • Confers with the staff and developer on feasibility and terms
  • Drafts legal documents for board approval
• DHFC Board Approval
• Housing and Homelessness Solutions Committee Meeting
• City Council Approval
                                                                                6
DPFC Revenue and Expenses
                                             FY 2023       FY 2024
Revenue:
       Application Fees               $       55,050   $      10,000
       Development/Structuring Fees   $   1,458,998    $   2,080,853
         Total Revenue                $   1, 514,048   $   2,090,853
Expenses
       Salaries/Benefits              $    199,576     $    210,929
       Professional Services          $     33,575     $    165,000
       Office Expense                 $        948     $      1,450
       Property/Liability Insurance   $     11,898     $     14,292
       Conference/Travel Expense      $      5,272     $      6,550
         Total Expenses               $    251,269     $    398,221
Change in Net Position:               $ 1,262,779      $    1,692,631
Net Position:
         Beginning FY                 $    875,073     $   2,137,853
        Ending FY                     $ 2,137,853      $   3,830,485
                                                                        7
DHFC Revenue and Expenses
                                              FY 2023                FY 2024*
 Revenue:
 Annual Issuer Fees                           $       352,854.00     $      362,298.00
 Application Fees                             $        95,000.00     $       55,000.00
 Developer Fees                               $     1,052,274.00     $      388,229.00
 Closing Fees                                 $       490,295.00     $    1,389,151.00
 General Contractor Fees                      $       564,047.00     $      632,846.00
 Partnership Management Fees                  $        12,019.00     $               -
 Structuring, Transfer, and Assumption Fees   $        25,835.00     $               -
 Land Lease Income                            $     1,038,593.00     $      807,005.00
 Distribution Income                          $       241,170.00     $               -
 Other Revenue                                $         2,860.00     $       10,583.00
 Total Revenue                                $     3,874,947.00     $    3,645,112.00
 Expenses:
 Salary & Related Benefits                    $         145,068.00   $      159,123.00
 Professional Services                        $          73,570.00   $       53,077.00
 Office Expense                               $          25,484.00   $       29,419.00
 Property and Liability Insurance             $          21,706.00   $       17,066.00
 Conference and Travel Expense                $          42,914.00   $       18,293.00
 Consulting Services                          $                  -   $        8,133.00
                                              $                  -   $               -
 Total Expenses                               $         308,742.00   $      285,111.00
 Net Operating Income:                        $     3,566,205.00     $     3,360,001.00
 Investment Income:                           $       250,938.00     $       315,457.00
 Change In Net Position:                      $     3,817,143.00     $     3,675,458.00
                                                                     *Through 8/31/2024
 Net Position (January 1, 2023) :             $   16,168,678.00
 Net Position (December 31, 2023):            $   19,985,821.00
 Net Position (As of August 31, 2024):        $   23,661,279.00
                                                                                          8
Policies and Practices for Discussion
Issue      Current Status           Questions for Discussion
Revenue    • DHFC has a cash        • How should existing DHFC/DPFC revenues be used?
             balance of $3.8M.      • How should future revenue be used?
           • DPFC has a cash
             balance of $23.6M.
           • The corporations
             retain all revenue.
Location   • DHFC and DPFC may      • Does the current policy concentrate poverty or otherwise impede
             own/construct an         the City’s obligation to affirmatively further housing?
             unlimited number of    • Should projects be limited to high opportunity areas (poverty rates
             projects anywhere in     below 20%)?
             the City of Dallas.    • Should the total number of annual projects be limited?
                                    • Should we consider proximity guidelines, similar to LIHTC projects?
                                    • Should we prohibit these tax-exempt projects in TIF districts, since
                                      exemptions limit the TIF district’s ability to generate increment?
                                                                                                             9
Policies and Practices for Discussion
 Issue    Current Status           Questions for Discussion
 Approval • Currently the          • Should the City staff review to ensure that the DHFC/DPFC
 Process    DHFC/DPFC staff review   projects advance the City’s policy goals?
               and approve projects.    • Currently DHFC/DPFC determine the incentive terms. Should
             • Housing and Community      the City staff/underwriters weigh in on the term sheet?
               Development staff is not • Should City approval come after all board approvals?
               part of the project      • The DPFC bylaws specify that City approval of projects is not
               review/approval            required at all. Should that by amended?
               process.
 Control     • DPFC/DHFC are separate • Should the boards be staffed by Housing and Community
               legal entities with their   Development staff, rather than hiring DPFC/DHFC staff?
               own staff and advisors.   • Should City officials be added as ex officio board members,
             • No city staff or elected    similar to the Dallas Economic Development Corporation board
               officials are on the        (City Manager and Economic Development Director are both ex
               board.                      officio board members, attend all meetings and executive
                                           sessions).
                                         • What is the role of CAO versus Outside Counsel?
                                                                                                          10
Next Steps
How are DHFC/DPFC projects managed while HHSC and Council review the processes and bylaws of the
entities? Three options are outlined below:
     Continue As Is              Halt New Applications,              Stop all Actions Until
                                   But Continue with                  the Processes and
                                 Existing Applications               Bylaws are Updated
• Continue accepting             • Direct the DPFC/DHFC to stop     • Direct the DPFC/DHFC to stop
  DHFC/DPFC project                accepting new project              accepting new projects
  applications.                    applications as of today, but to   applications as of today.
• Continue to bring board          complete review of any pending • Direct the DPFC/DHFC to halt
  approved projects to HHSC        applications.                      review of all pending
  and Council for review while   • Continue to bring these existing   applications.
  the processes and bylaws         applications to HHSC/Council as • No projects come to
  review is ongoing.               they are approved by the board.    HHSC/Council until the
                                                                      processes and bylaws review is
                                                                      complete.
                                                                                                       11
Next Steps
• Please submit any comments, proposed process changes,
   and proposed bylaws changes for the DHFC and DPFC to
   DHFCBylawDiscussion@dallas.gov or
   DPFCBylawDiscussion@dallas.gov
 Timeline for Review
  •   Submit Changes: Committee to submit comments and changes by the end
      of November 2024
  •   Draft Proposals: CAO and Staff to develop proposal based on Committee
      feedback. Will brief the proposal to the DPFC/DHFC boards in December
      2024, and will brief HHSC in January 2025
  •   Council Action: Committee’s final recommendations will be presented to
      Council in February 2025
                                                                               12
Discussion on the Dallas Public
Facility Corporation and Dallas
Housing Finance Corporation
          Housing & Homelessness
              Solutions Committee
                  October 29,2024
                                               ,
              Cynthia Rogers-Ellickson, Director
             Jaclyn Schroeder, Interim Manager
            Housing & Community Development
                                            13
Appendix
           14
Appendix A (Double Click on the Image)
                                         15
Appendix B (Double Click on the Image)
                                         16
                                  APPENDIX C
             DPFC Property Value, Tax, Rental Savings, and Revenue
                                                                              75-Year Projection                              60-Year Projection
Project        Assessed        City Tax        IF TAXABLE,      75-Year Tax      75-Year         75-Year        60-Year Tax      60-Year         60-Year
               Property        Amount One      Improved         Exemption        Rental          Revenue        Exemption        Rental          Revenue
               Value One       Year Prior to   Projected City                    Savings                                         Savings
               Year Prior to   PFC Purchase    Tax Year 1
               Purchase
Banyan Flats    $ 5,858,494    $   124,493     $ 379,854        $ 97,088,550      $112,306,919   $ 87,764,864   $ 57,854,484      $ 66,739,904   $ 52,569,892
Oakhouse at    $ 3,653,940     $     4,150     $ 283,834        $ 72,415,456      $105,971,264   $ 46,344,552   $ 43,099,029      $ 63,059,140   $ 27,876,341
Colorado
Mountain       $ 5,519,586     $    10,864     $ 376,857        $ 96,137,366      $ 65,860,013   $ 77,924,753   $ 57,212,852      $ 39,205,892   $ 46,704,991
Creek
Apartments
Standard at    $ 9,000,000     $    10,321     $ 430,650        $109,897,267      $160,826,698   $102,707,554   $ 65,416,623      $ 95,738,732   $ 61,392,663
Royal
Standard       $ 10,083,720    $    13,977     $ 390,921        $ 99,711,148      $ 30,583,673   $ 51,722,178   $ 59,334,002      $ 18,207,980   $ 31,064,733
Shoreline
Coop at        $ 4,000,000     $   16,188      $ 230,226        $ 58,842,913      $ 31,272,406   $ 41,290,932   $ 35,063,508      $ 18,616,191   $ 24,764,975
Singleton
                                                                                                                                                           17
                                    APPENDIX C
               DPFC Property Value, Tax, Rental Savings, and Revenue
                                                                                  75-Year Projection                                60-Year Projection
Project        Assessed        City Tax        IF TAXABLE       75-Year Tax         75-Year            75-Year        60-Year Tax      60-Year          60-Year
               Property        Amount One      Improved         Exemption           Rental             Revenue        Exemption        Rental           Revenue
               Value One       Year Prior to   Projected City                       Savings                                            Savings
               Year Prior      PFC             Tax Year 1
               to Purchase     Purchase
Coop at         $ 3,595,447    $ 31,323          $ 203,335       $ 51,977,666         $ 56,466,944     $ 38,755,739   $ 30,975,758      $ 33,614,280    $ 23,262,655
Bluffview
The Park at     $ 5,647,063    $ 108,089         $ 719,716       $178,149,839         $147,011,186     $102,907,468   $105,977,538      $ 87,497,487    $ 61,530,269
Northpoint
The Elms       $     875,000   $    3,469        $ 144,336       $ 36,888,278         $ 74,544,654     $ 64,238,633   $ 21,980,123      $ 44,375,783    $ 38,416,826
Cambridge at   $ 12,698,147    $ 25,317          $ 393,025       $100,444,854         $168,337,699     $ 56,376,737   $ 59,850,391      $ 100,209,966   $ 34,095,089
Bishop Ridge
Bishop 8th     $ 12,561,214    $   58,427        $ 342,211       $ 87,458,381         $211,421,001     $ 57,974,020   $ 52,112,356      $125,857,080    $ 34,768,582
Maple          $ 3,575,000     $   18,115        $ 165,138       $ 42,205,030         $ 47,176,489     $ 31,151,207   $ 25,148,384      $ 28,083,753    $ 18,756,740
Highline
The Cedars     $    849,370    $   21,322
Totals          $77,916,981    $ 446,058          $ 4,060,013    $1,031,216,748       $1,211,781,946   $759,159,637   $614,025,138      $721,206,187    $455,203,755
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