2013-03-14 PHFA Approved Board Minutes - Pennsylvania Housing ...

Pennsylvania Housing Finance Agency
Meeting of the Board
March 14, 2013
Members Present:
Glenn Moyer, Chairman,
*Thomas B. Hagen, Vice Chairman
*Craig H. Alexander
*Lynn Patrone (serving in the stead of
Beverly Mackereth, Acting Secretary,
Department of Public Welfare)
K. Scott Baker
Noel E. Eisenstat
Lisa R. Gaffney
Keith Welks (serving in the stead of
Rob McCord, State Treasurer)
Ross Nese
John Paone
Mark Schwartz
*Howard B. Slaughter, Jr.
Edward Geiger (serving in the stead of
C. Alan Walker, Secretary,
Department of Community and
Economic Development)
Members Absent:
Ronald F. Croushore
*On Telephone conference call
Others Present:
Brian A. Hudson, Executive Director
Rebecca L. Peace, Chief Counsel
David L. Evans, Assistant Executive Director of Multifamily
Robert Bobincheck, Director of Strategic Planning and Policy
Scott Elliott, Manager of Communications
Kate Newton, Director Homeownership Programs
Bill Fogarty, Director of Government Affairs
Bryce Maretzki, Director of Business Development
Holly Glauser, Director of Development
Carl Dudeck, Director of Housing Management
Joseph Knopic, Director of Finance
JoLynn Stoy, Associate Counsel
Barbara Stephens, Public Affairs Officer
Brenda Wells, Manager, Western Region
Daryl Rotz, Director of HEMAP
Kim Boal, Director of Information Technology
Lisa Case, Manager of Project Operations
John Goryl, Associate Counsel
Thomas Brzana, Director of Loan Servicing

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Michael Kosick, Director of Technical Services
M. Steven O’Neill, Assistant Counsel
Carla Falkenstein, Manager of Housing Services
Chris Anderson, Communication Coordinator
Lynette Davenport, Multifamily Research Development Assistant
Gail Shull, Tax Credit Officer
Sue Belles, Manager of Loan Programs
Melissa Raffensperger, Policy Associate
John Zapotocky, Manager of Finance
LaKisha Thomas, Development Officer
Sherry Heidelmark, Development Officer
Brian Shull, Senior Development Officer
William Bailey, Development Officer
Ann Mermelstein, Senior Development Officer
Douglas Haughton, Development Officer
David Doray, Senior Development Officer
Beth Silvick, Development Officer
Eileen Demshock, Manager of Tax Credit Program
Terri Zizzi, Sen.Pileggi’s Office
Dan Rosen, Merrill Lynch
Margaret Guarino, Bank of America
Kimberly Welsh, Janney Montgomery Scott
John Kelly, Janney Montgomery Scott
George Limbert, HDC Mid-Atlantic
Mark Johnston, Bank of New York Mellon
Peter Cunningham, Bank of New York Mellon
Christopher Dirr, NRP Group
Lisa Yaffe, Commonwealth Development Strategies
Jere Thompson, Ballard Spahr
Kim Mahrini, Ballard Spahr
Valarie Allen, Ballard Spahr
Michael Baumrin, RBC
Drew Lyons, Malody Wooten
Michael Baird, RBC
Jessica Fieldhouse, Mullin & Lonergan
Brandon, Johnson, Monarch Development Group
Alan Jaffe, JP Morgan
Marie Boyer, PNC Bank
Lohna Holst, PNC Bank
Cindy Daley, Housing Alliance
Charles Scalise, Housing & Neighborhood Development Service
Louis Biacchi, Pugliese AssociatesGreg Brunner, M&T Bank
Kim Shindle, Pennsylvania Association of Realtors
*Alan Fair, Hunt Capital Partners
Beth Beachy, Representative Curtis Thomas' Office
Charlotte L. Nelson, Assistant Secretary
Carrie M. Barnes, Secretary

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A meeting of the Members of the Board of the Pennsylvania Housing Finance Agency
was held on Thursday, March 14, 2013, at 10:30 a.m. at the offices of the Pennsylvania Housing
Finance Agency, 211 North Front Street, Harrisburg, Pennsylvania.
In compliance with the provisions of the Sunshine Act, notification of this meeting
appeared in the Legal Notices Section of The Patriot News in Harrisburg, Dauphin County on
March 7, 2013.
1. CALL TO ORDER AND ROLL CALL
The meeting was called to order by Chairman Moyer at 10:30 a.m. The roll was called
and a quorum was present.
2. APPROVAL OF THE MINUTES FROM THE FEBRUARY 14, 2013 BOARD
MEETING
There were no additions or corrections to the minutes.
Mr. Schwartz made a motion that the minutes from the February 14, 2013
Board meeting be approved as submitted. The motion was seconded Mr. Nese and
was unanimously approved.
3. PROGRAM DEVELOPMENT AND REVIEW COMMITTEE REPORT
Ms. Gaffney, as Chair of the Program and Development Review Committee, reported
that the Committee met prior to the Board meeting to discuss several issues, including the
following agenda items.
A. Review and Approval of the Low Income Housing Tax Credit Process and
Allocation of Resources
Ms. Glauser reported that the Agency received 47 applications requesting
$43,650,000 in tax credits for this funding cycle which focused on projects located in
urban communities. It is anticipated that the Agency's total Low Income Housing
Tax Credit authority for 2013 is approximately $28,000,000, less forward
commitments from 2012 approvals of $2,400,000, plus any returned tax credits.
Ms. Glauser reported that all applications have been reviewed thoroughly by
staff and senior management and she noted that all developments have been ranked in
accordance with the selection criteria. She briefly reviewed the criteria for the Board.
Ms. Glauser thanked the Development, Technical Services and Management
staffs of the Agency for their work in reviewing each of these projects. This review
process was a total team effort.

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Staff requests the Board's approval of the tax credit allocation process as
discussed with the Program and Development Review Committee.
Ms. Gaffney made the motion that the Board approve the resolution
regarding the allocation process and the authorization of certain Agency actions
regarding Agency funding. This motion was seconded by Mr. Baker.
Chairman Moyer understands that this was a huge undertaking in reviewing
each proposal relating to all aspects of the review process. He stated that it is
unfortunate there is not enough money to go around to fund all of the projects
presented. He praised staff for their work and for the very informative presentation to
the Committee members.
Chairman Moyer called for a vote on the motion that the Board approve
the resolution regarding the allocation process and the authorization of certain
Agency actions regarding Agency funding.
approved. (See Appendix 1 of these Minutes.)
This motion was unanimously
B. Multifamily Loan-To-Lender Financing Program Approval
Mr. Evans reported that the Agency has been negotiating with Hunt Capital
Partners, a multifamily property lender, to design a pilot "loan to lender" program to
identify, renovate and finance certain multifamily projects in Pennsylvania. The
Agency has a sizable amount of tax exempt volume cap which has been designated
for its multifamily properties. By utilizing those funds, the Agency will be able to
expand the number of rental units available to low and moderate income households
under the low income housing tax credit program restrictive covenants for at least the
minimum 15 year affordability period. Hunt Capital would take the lending risks of
the portfolio, identify investors, and undertake the rehabilitation and construction
risk.
The Agency would enter into a trust indenture and sell tax exempt bonds to
Hunt Capital to fund this program.
Staff is requesting the Board's approval of the framework of the bond sale so
that the Hunt Capital can begin to identify properties in the Commonwealth, develop
rehabilitation programs with their construction company and negotiate with investors
for the debt and equity placement.
Ms. Gaffney stated that the Program and Development Review Committee
recommends approval for this program to the Board.

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Ms. Gaffney made the motion that the Board approve the resolution
authorizing the issuance of limited obligation multifamily development bonds for
the purpose of funding certain residential rental facilities. This motion was
seconded by Mr. Paone and was unanimously approved. (See Appendix 2 of
these Minutes.)
Mr. Fair of Hunt Capital thanked the Board for their support of this program and
stated that they appreciate the opportunity to work in Pennsylvania with the Agency's
staff.
C. Other Business
Ms Gaffney reported that the Program and Development Review Committee
approved the transfer of partnership interests for the Hill Café Apartments located in
Harrisburg, Dauphin County; Hudson Park located in York York County and
Sassafras Terrace Apartments located in Mount Joy, Lancaster County.
(See
Appendices 3 and 4 of these Minutes.) No Board action is required on these transfers
of ownership.
There was no additional business to be brought before the Board.
4. POLICY COMMITTEE REPORT
Mr. Slaughter, as Chair of the Policy Committee, reported that the Committee met
prior to the Board meeting and discussed the Pennsylvania Housing Affordability and
Rehabilitation Enhancement Fund (PHARE) Plan and its accompanying Request for
Proposals.
Mr. Maretzki gave a brief overview of the proposed plan for the Board noting that it
is required by legislation. No comments have been received by the Agency regarding the
2013 proposed plan and the plan submitted to the Board is the final draft. Staff is
requesting the Board's approval at this time.
Mr. Slaughter reported that the Policy Committee recommends approval to the Board.
Mr. Slaughter made the motion that the Board approve the 2013 Pennsylvania
Housing Affordability and Rehabilitation Enhancement Fund (PHARE) Plan and the
Request for Proposals.
This motion was seconded by Mr. Baker and was
unanimously approved. (See Appendices 5 and 6 of these Minutes.)
There was no other business to be brought before the Board.
5. INVESTMENT BANKER REPORT
Mr. Baumrin of RBC Capital Markets distributed an Economic Outlook brochure.

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RBC believes that the economy continues to mend itself and improve. Consumer
confidence is at levels more consistent with a recession period rather than expansion;
however, increased bank lending might provide a jolt to consumer spending.
He reported that housing continues to show slow signs of recovering. While record
low mortgage rates are still available, applications and sales have shown only gradual
momentum. Housing prices in Pennsylvania have been slowly increasing. He reported that
underwriting requirements indicate that improvement in the housing sector will take
additional time. There has been an increase in demand for multifamily housing.
It appears that the employment picture is beginning to rebound as the unemployment
rate is down somewhat. He noted that wages have improved as well as worker productivity
which is a good sign. RBC believes that the Federal Reserve may begin to take some
action by the end of the year if the outlook continues to improve and the economy
strengthens.
Generally speaking, RBC believes that interest rates will continue their upward trend.
There were no comments or questions from the Board.
6. SUMMARY OF DEVELOPMENTS WITH AGENCY SUPPORT FUNDS
There were no comments or questions from the Board on this report.
7. DEVELOPMENT STATUS REPORT
There were no comments or questions from the Board on this report.
8. PHFA INVESTMENT REPORT
There were no comments or questions from the Board on this report.
9. OTHER BUSINESS
A. NCSHA Legislative Conference
Mr. Hudson reported that he, Mr. Fogarty and Ms. Raffensperger met with 15
Pennsylvania legislative members and/or their staff members during this conference
held in Washington on March 4-6. Topics of conversation included the Low Income
Housing Tax Credit Program, the tax exempt volume cap, the HOME program and
other items of interest to the Agency. They particularly wanted to meet with the new
members of Pennsylvania delegation to inform them of PHFA's presence and mission
in the Commonwealth.
Mr. Hudson noted that 44 states were represented at this legislative conference.
There were 41 executive directors of housing finance agencies attending this year.

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B. National Association of Homebuilders Mortgage Roundtable
Mr. Hudson reported that he attended this mortgage roundtable at the invitation
of the national homebuilders on March 12, also in Washington DC.
C. PHFA Housing Forum
Mr. Hudson encouraged Board members to attend PHFA's Housing Forum
scheduled for May 2 and 3 at the Harrisburg Hilton. Board members wishing to
attend should contact the Secretary as soon as possible.
D. Ethics Act
Ms. Peace informed Board members that they must complete a Statement of
Financial Interest form which must be filed with the State Ethics Commission. These
forms were distributed to all Board members. Any Board member with questions
should contact Ms. Peace. The deadline for the filing of these forms is May 1, 2013.
10. ADJOURNMENT
There being no further business to be discussed, a motion was made and seconded that
the meeting be adjourned. The motion was unanimously approved. Chairman Moyer
adjourned the meeting of the Board at 11:05 a.m.
The next regularly scheduled meeting of the Members of the Board of the Pennsylvania
Housing Finance Agency will be held on Thursday, April 11, 2013, at 10:30 a.m. at the offices of
the Agency, 211 North Front Street, Harrisburg, Pennsylvania.
Respectfully submitted,
Carrie M. Barnes
Carrie M. Barnes
Secretary

RESOLUTION OF THE PENNSYLVANIA HOUSING FINANCE AGENCY
APPROVING THE YEAR 2013 FEDERAL LOW INCOME RENTAL HOUSING TAX CREDIT
ALLOCATION PROCESS AND AUTHORIZING CERTAIN AGENCY ACTIONS REGARDING
AGENCY FUNDING
WHEREAS, the Pennsylvania Housing Finance Agency (the "Agency") exists and operates by
virtue of and pursuant to the housing finance agency law, (1959, Dec. 3, P.L. 1688, as amended, 35 P.S.
1680.101, et seq.) (hereinafter, "the Act"); and
WHEREAS, pursuant to Executive Order 87-9, the Agency is designated as the tax credit
allocating agency of the Commonwealth of Pennsylvania; and
WHEREAS, pursuant to Section 42(m) of the Internal Revenue Code of 1986, as amended, (the
"Code"), the Agency adopted a qualified allocation plan (the "Year 2013 Plan") authorizing the low
income rental housing tax credit program (the "Year 2013 Program"), sought and received approval by
the Governor of the Year 2013 Plan and made Year 2013 Plan and applications available to interested
applicants; and
WHEREAS, in approving the Year 2013 Plan, the Board of the Agency directed staff to present
the results of the ranking and scoring process undertaken in the Year 2013 Program to the Board for
review prior to announcing preliminary reservations of federal low income tax credits to projects; and
WHEREAS, staff has outlined and reviewed with the Board the process undertaken in evaluating
Year 2013 Program applicants in Cycle 1; and
WHEREAS, the Agency expects to have available funds in an amount not to exceed $1M from
Keystone Communities funds through an agreement with DCED (as may be amended), certain funds
available for rental housing through applications in eligible communities submitted through the PHARE
program and funds in an amount not to exceed $5.5M available through the federal HOME program for
funding of projects in nonparticipating jurisdictions (collectively "Agency Funds").
NOW THEREFORE, be it resolved by the Board of the Pennsylvania Housing Finance Agency
on the 14 th day of March, 2013, as follows:
Section 1. The Board has determined that the staff has properly applied the ranking and
scoring process adopted by the Board for allocation of tax credits in the Year 2013 Program.
Section 2. Staff is authorized to take all steps to implement the Year 2013 Program
reservations derived therefrom and to make conditional forward commitments of Year 2013 tax credits to
ensure that all 2013 tax credit resources are allocated and that PHFA is eligible for national pool
consideration.
Section 3. Staff shall administer the allocation of Agency Funds and shall provide ongoing
reports to the Board of the pipeline of developments supported by tax credits and Agency Funds.
Section 4.
This Resolution shall take effect immediately.

RESOLUTION OF THE MEMBERS OF THE PENNSYLVANIA HOUSING
FINANCE AGENCY AUTHORIZING THE ISSUANCE OF LIMITED OBLIGATION
MULTIFAMILY DEVELOPMENT BONDS, ISSUE 2013 (LOAN TO LENDER)
FOR THE PURPOSE OF FUNDING CERTAIN RESIDENTIAL RENTAL FACILITIES
WHEREAS, pursuant to the Housing Finance Agency Law, 35 P.S. Section 1680.101 et seq.,
"the Agency has the power...as authorized from time to time by resolution of the members and subject to
the written approval of the Governor to issue its negotiable bonds...and notes in such principal amount
as... shall be necessary to provide sufficient funds for achieving its corporate purposes...at such price or
prices as the Agency shall determine..."; and
WHEREAS, the Agency issued its Year 2013 Tax Exempt Qualified Residential Rental Facilities
Seeking Private Activity Bond Allocation Request For Proposals inviting developers to secure issuing
authority for qualified properties; and
WHEREAS, Hunt Capital Partners, LLC has submitted an application to the Agency requesting
that the Agency provide conduit financing for the acquisition and permanent financing of certain
properties which meet the requirements of the Internal Revenue Code and of the parameters of the
Agency's financing program; and
WHEREAS, subject to all requisite approvals and conditions, the Agency will provide financing
for the facilities through the issuance of its Limited Obligation Multifamily Development Bonds, Issue
2013 (Loan to Lender) in accordance with a bond resolution (the "Issue 2013 Resolution") to be attached
hereto and made a part hereof; and
WHEREAS, the Agency intends to use some of the proceeds of the Limited Obligation
Multifamily Development Bonds, Issue 2013 (Loan to Lender) to reimburse itself, Hunt Capital Partners,
LLC, its affiliated entities and/or the borrowers for qualifying expenditures paid prior to the date of
issuance of the Limited Obligation Multifamily Development Bonds, Issue 2013 (Loan to Lender); and
WHEREAS, pursuant to a resolution of the Agency adopted June 13, 1991 and entitled
"RESOLUTION OF THE PENNSYLVANIA HOUSING FINANCE AGENCY DELEGATING TO THE
FINANCE COMMITTEE CERTAIN SPECIFIC AUTHORITY RELATING TO AGENCY BOND
ISSUES," the Agency has determined to delegate to the Finance Committee of the Board of the Agency,
within the perimeters established herein, the authorization to negotiate the final terms of such series of
bonds.
NOW, THEREFORE, be it resolved by the members of the Pennsylvania Housing Finance
Agency on this 14th day of March, 2013 as follows:
Section 1. Staff is hereby authorized to take all necessary actions to provide an allocation of
volume cap from amounts available to the Agency pursuant to a carry forward of unused 2012 cap in an
aggregate amount not to exceed $100,000,000 principal amount to finance up to ten (10) qualified
residential rental facilities (through the use of a Loan to Lender Program with Hunt Companies, Inc. and
its affiliated entities including Hunt Capital Partners, LLC) subject to the following conditions: a.)
submission, review and approval of all documentation necessary for the construction and permanent loan
financing; b.) satisfactory evidence that all qualifications relating to Section 42 of the Code and all
applicable requirements of the Tax Credit Program have been met; c.) satisfactory evidence that all
qualifications relating to Section 142 (and related sections) of the Code have been met; d.) evidence of
commitment of and appropriate guaranties from all parties to the conduit financing transaction; and e.)
evidence of the satisfaction of all project closing requirements.
Section 2. Adoption of the Issue 2013 Resolution and Forms of Documents. The Issue 2013
Resolution authorizing the issuance of and security for the Agency's Limited Obligation Multifamily
Development Bonds, Issue 2013 (Loan to Lender) (the "Bonds") is hereby incorporated herein by

eference and is adopted by the Agency, upon final completion of its terms and conditions by the Finance
Committee, as set forth below.
Section 3. Delegation of Authorization to Negotiate Final Terms. (a) Subject to the provisions of
subparagraphs (a) and (b) of this Section 3, the Finance Committee is hereby authorized and directed to
negotiate, prepare or accept, execute, deliver and distribute, for and on behalf of the Agency and in the
name thereof, a contract of purchase and/or agreement and memorandum of understanding, which
outlines terms of final pricing, interest rates, tender and redemption provisions, bond maturities, payment
of associated costs of issuance appropriate for the financing (including reasonable compensation for
applicable structuring and fees related thereto), and such documents as may be necessary for the
transaction, including offering and disclosure documents (if any) and all documents relating to the
issuance of, security for and investment mechanisms relating to the Bonds, including senior and
subordinate trust indentures, tax regulatory agreements and loan agreements in such form as shall be
finally agreed upon by counsel to the Agency. At the time such final terms have been negotiated on
behalf of the Agency, such final terms shall be incorporated into the Issue 2013 Resolution, which, with
such final terms so incorporated, shall constitute the Issue 2013 Resolution of the Agency authorizing the
issuance of the Bonds.
(b) The final terms of the Bonds shall be as negotiated by the Finance Committee, provided,
however, as follows: (i) the principal amount of the Bonds in one or more series shall not exceed
$100,000,000, net of original issue discount, if any, (ii) the final maturity of the Bonds shall be no later
than 2054; and (iii) the initial interest rate or rates on the Bonds (Series A) shall be a rate or rates resulting
in a net interest cost ("NIC") of not higher than 7% per annum and the Bonds (Series B) (Subordinate)
shall be a rate or rates resulting in NIC of not higher than 12% per annum.
Section 4. Official Intent. In accordance with Treasury Reg. §1.150-2, the Agency hereby
confirms its intentions that a portion of the proceeds of the obligations authorized by this Resolution will
be used to reimburse itself, Hunt Capital Partners, LLC and/or the borrowers for qualifying expenditures
paid prior to the date of issuance of the obligations authorized by this Resolution. All original
expenditures to be reimbursed will be capital expenditures (as defined in Treas. Reg. §1.150-1(b)) and
other amounts permitted to be reimbursed pursuant to Treas. Reg. §1.150-2(d)(3) and (f).
Section 5. The action taken by the Agency is hereby declared to be an affirmative official act of
the Agency toward the issuance of tax exempt or taxable notes and/or bonds to provide necessary funds to
finance each of the above described residential rental facilities sponsored by and through Hunt Capital
Partners, LLC or its related entities in the aggregate principal amounts set forth above, provided that in no
event shall this official act by the Board be construed as an acceptance of any liability on behalf of the
Agency.
Section 6. This Resolution shall take effect immediately.

RESOLUTION OF THE MEMBERS OF THE BOARD
OF THE PENNSYLVANIA HOUSING FINANCE AGENCY
APPROVING TRANSFER OF OWNERSHIP
HILL CAFE APARTMENTS, PHFA NO. H-0049
WHEREAS, Hill Cafe Apartments, located in Dauphin County, Pennsylvania (the
"Development"), was originally financed in 1989 through a $260,000 primary mortgage loan and
a $483,750 support mortgage loan; and
WHEREAS, the current ownership entity of the Development, Hill Café Partners, a
Pennsylvania limited partnership, has requested Agency approval of the transfer of ownership;
and
WHEREAS, the Development is subject to Agency approval of any change in the nature
or character of the ownership entity throughout the term of the Agency mortgage loan; and
WHEREAS, the new owner will assume the existing mortgage and will continue to
operate the Development and shall be responsible for the fiscal and physical condition of the
Development; and
WHEREAS, the new owner will obtain additional financing to rehabilitate the
development and is requesting that the Agency subordinate its existing support mortgage lien;
and
WHEREAS, staff recommends approval of the transfer of ownership of the Development
to Hill Café 1249 LP, a Pennsylvania limited partnership, and subordination of the support
mortgage lien subject to the conditions set forth below.
NOW, THEREFORE, be it resolved by the Members of the Board of the Pennsylvania
Housing Finance Agency on this 14th day of March, 2013, as follows:
Section 1. The Agency approves the conveyance of Hill Café Apartments to Hill Café
1249 LP, a Pennsylvania limited partnership, which will assume the outstanding balance of the
Agency support loan and the subordination of the Agency’s support mortgage lien.
Section 2. The Executive Director, Assistant Executive Director and other Agency staff
are authorized and directed to take all actions necessary to effectuate the transfer of ownership
and subordination of the Agency’s support mortgage lien; subject to review and approval of the
appropriate documents for the transaction.
Section 3. This resolution shall take effect immediately.

RESOLUTION OF THE MEMBERS OF THE BOARD
OF THE PENNSYLVANIA HOUSING FINANCE AGENCY
APPROVING TRANSFER OF OWNERSHIP AND PREPAYMENT
HUDSON PARK, PHFA NO. O-13 AND
SASSAFRAS TERRACE APARTMENTS, PHFA NO. O-79
WHEREAS, Hudson Park, located in York County, Pennsylvania, was originally financed in 1989
through a $812,463 primary mortgage loan and a $900,000 support mortgage loan and Sassafras Terrace
Apartments, located in Lancaster County Pennsylvania, was originally financed in 1990 through a
$1,264,362 primary loan and a $946,839 support loan (collectively referred to as the “Developments”); and
WHEREAS, the Agency provided Smart Rehab loans in the amount of $103,778 (Hudson Park) and
$73,801 (Sassafras Terrace Apartment) for weatherization improvements to the Developments in 2011; and
WHEREAS, the current ownership entities of the Developments are Pennsylvania limited
partnerships with John Meeder and PFG Capital Corporation as the general partners, who have requested
Agency approval of the transfer of ownership of the Developments and prepayment of the primary loans, as
follows:
a. Hudson Park – $191,206.64 (outstanding principal $182,101.56) with an additional payment of
$9,105.08 for lost economic value.
b. Sassafras Terrace Apartments - $389,325.37 (outstanding principal $370,786.07) with an
additional payment of $18,539.30 for lost economic value.
WHEREAS, the Developments are subject to Agency approval of any change in the nature or
character of the ownership entities throughout the term of the Agency mortgage loans; and
WHEREAS, the new owner will assume the existing support loan mortgages and Smart Rehab loans
and will continue to operate the Developments and shall be responsible for the fiscal and physical conditions
of the Developments and is requesting that the Agency subordinate its existing mortgage liens; and
WHEREAS, staff recommends approval of the transfer of ownership of the Developments to TCB
Central Pennsylvania MF LLC, a Pennsylvania limited liability company, subject to the conditions set forth
below.
NOW, THEREFORE, be it resolved by the Members of the Board of the Pennsylvania Housing
Finance Agency on this 14th day of March, 2013, as follows:
Section 1. The Agency approves the transfer of ownership of Hudson Park and Sassafras Terrace
Aparatments to TCB Central Pennsylvania MF LLC, a Pennsylvania limited liability company, assumption
of the outsanding balance of the support loans and Smart Rehab loans and subordination of the Agency’s
existing mortgage liens as well as the prepayment of the primary loans for Hudson Park (outstanding
principal $182,101.56 with an additional payment of $9,105.08 for lost economic value) and Sassafras
Terrace Apartements (outstanding principal $370,786.07 with an additional payment of $18,539.30 for lost
economic value).
Section 2. The Executive Director, Assistant Executive Director and other Agency staff are
authorized and directed to take all actions necessary to effectuate the transfer of ownership interests,
assumption of of the outstanding balances of the support loans and Smart Rehab loans, subordination of the
Agency’s existing mortgage liens and prepayment of the outstanding balances of the primary loans with
additional payments for lost economic value; subject to review and approval of the appropriate documents
for the transactions.
Section 3. This resolution shall take effect immediately.

2013
Pennsylvania Housing Affordability and Rehabilitation Enhancement
Fund (PHARE) Plan
Principles and Elements of Plan
Background
Pennsylvania Housing Affordability and Rehabilitation Enhancement Fund (PHARE)
The PHARE Fund was established by Act 105 of 2010 (the "PHARE Act") to provide the mechanism by
which certain allocated state or federal funds, as well as funds from other outside sources, would be
used to assist with the creation, rehabilitation and support of affordable housing throughout the
Commonwealth.
The PHARE Act did not allocate any funding but did outline specific requirements that include
preferences, considerations, match funding options and obligations to utilize a percentage of the funds
to assist households below 50% of the median area income. The PHARE Act provides a fairly broad
canvas regarding the types of programs and the specific uses of any funding to allow flexibility in
working with other state and federal acts and programs.
Marcellus Shale Impact Fee
The Marcellus Shale impact fee legislation, Act 13 of 2012, (the "Impact Fee Act") specifically allocates
certain amounts from the impact fee into the PHARE Fund to address the following needs, including;
support for projects that increase the availability of affordable housing for low and moderate
income persons and families, persons with disabilities and elderly persons in counties where
unconventional gas wells have been drilled (regardless of production levels),
provide rental assistance, in counties where unconventional gas wells have been drilled, for
persons or families whose household income does not exceed the area median income, and
Specifies that no less than 50% of the funds are to be used in fifth, sixth, seventh and eighth
class counties.
Direct Allocation-PHARE Fund will receive a direct yearly allocation from the portion of funds set aside
for local distribution. The direct allocation is as follows: $5.0 million each fiscal year beginning in 2012
and thereafter.
Windfall/Spillover Funds-Additional funds may become available because the Impact Fee Act limits
amounts allocated to qualifying municipalities (as defined in the Impact Fee Act) and provides that any

money remaining, after all allocations have been made to qualified municipalities, would also be
deposited into the PHARE Fund.
Purpose
The PHARE Act provides the mechanism to address the housing needs in impacted
counties/communities of the Marcellus Shale region.
Principles
In accordance with the PHARE Act and the Impact Fee Act, the monies will be used to address significant
housing needs in impacted counties and communities with the following additional criteria:
50% of the funds must be spent in 5 th through 8 th class counties;
30% of the funds must benefit persons/families below 50% of the median area income.
#1) Maximize resource leveraging – to the greatest extent possible, the resources allocated will be used
as leverage for other public and private resources. Additionally, local non-financial assets should be
identified and leveraged where possible – including transportation, schools, recreation, employment,
health, community and economic development support and other amenities. Preference: Applications
that also include Optional Affordable Housing funds (under 53 PaCS, Ch.60) and/or local share portions
of the impact fee.
#2) Address greatest need – the monies will be allocated in communities where the greatest housing
needs are identified based on housing needs studies and assessments, interviews, real estate price
factors, housing stock analysis, market studies and consideration of the extent of gas wells drilled and
related activity. The limited resources available should be used to meet the most significant and
pressing housing needs but may also be used to address longer term housing needs. Preference:
Projects/programs that: 1. Assist with the rehabilitation of blighted, abandoned or otherwise at risk
housing and the reuse of vacant land where housing was once located; or 2. Provide funding for owneroccupied
rehabilitation, first time homebuyers, and rental assistance.
#3) Foster partnerships – the funds should be used to maximize sustainable partnerships that will be
committed to addressing the housing needs in these communities over a significant period of time.
While the funds are to be used to directly support housing to meet the needs in the impacted
communities, the projects should also help establish capacity to address those needs over the longer
term. Preference: Projects/programs that incorporate social service entities that offer additional
services to the residents within the community where the project/program is taking place.
#4) Effective and efficient – ensure that the resources are used effectively and efficiently to meet the
housing needs of the impacted communities. Given the expectation that demand for many types of
housing will greatly exceed the funds available, it will be critical to maximize the effectiveness and
2

efficiency for housing investments by the PHARE Fund. Preference: Projects/programs that assist the
residents with the greatest need in that particular region.
#5) Equitable and transparent – create a plan and allocation process that will equitably meet the
housing needs in impacted communities and establish a process that provides transparency to all
stakeholders. Funding decisions and reporting will be done in accordance with the legislative
requirements.
Elements of the Plan
Analysis of Need – one of the most critical components of the plan is to continually assess housing need
in these communities. From both a quantitative and qualitative perspective the requirement to have
accurate, reliable data from which funding decisions can be made is imperative.
It is important to recognize that this data will need to be municipality-specific to capture the unique and
likely different housing needs in the various communities. In addition, the housing/real estate markets
are diverse across the impacted communities and the analysis of need will require an understanding
(qualitative and quantitative) of individual markets to make appropriate resource allocation decisions.
Building upon analysis already undertaken by the Agency and the Commonwealth, additional analysis
may be performed to assess specific housing issues in the impacted communities and to identify housing
needs (persons with special needs, elderly, larger households, physical disabilities, homeless, etc.) to
appropriately target PHARE Fund resources to those in greatest need of housing, especially due to the
impact of the Marcellus Shale development. In addition to types of housing analysis, PHFA will
consider different income levels, nature of housing stock and the housing needs of those across a broad
spectrum (homeless, near homeless, very low income, low income, temporary and seasonal workers,
and permanent work force, etc.)
Understanding of real estate market dynamics – the plan for the utilization of these resources has been
developed to address and continuously reevaluate the specific housing real estate markets in each
community. The “micro” markets could be significantly different in the impacted communities and the
plan is sufficiently flexible to address those differences.
The housing and real estate development “capacity” will also have significant impact on the ability of
these funds to be used effectively and efficiently to meet the needs of the communities. Based on the
preliminary finding from the Lycoming College research
http://www.phfa.org/forms/housing_study/2011/marcellus_report.pdf, PHFA has some insight into the
existing housing development capacity in some of the impacted communities. This will serve as a
foundation for investment in increasing the capacity. There will be need for ongoing analysis of capacity
(private, non-profit, public) as part of the plan. In some of these communities there has been no
significant housing market in decades while in others there is a robust market that may be addressing
some part of the housing needs. The plan will help determine where additional housing development
capacity may be necessary, or where other strategies may be implemented for meeting the housing
needs in those communities.
3

Allocation and use – The funding vehicle’s allocation process, created by the plan, must also be
supportive of and responsive to the needs of the housing and real estate development market and
should foster coordinated local trust fund plans and resources. Funds may be used to support
predevelopment, site acquisition and infrastructure development, planning and preconstruction activity
in addition to direct support of development and operation of projects and housing programs including
employee assisted housing programs. Funds may be provided in various forms designed to best
support the particular activity including grants; market rate, amortizing, balloon, bridge or soft loans;
capital contributions; capital financing subsidy support; operating and supportive service reserve
funding; rental or homeowner assistance. Funds may be specifically allocated to address timing issues
presented in the development of affordable housing projects, when other financing is available,
construction season, local zoning or other approvals. In addition, funding may be directed for
administration by the Agency for certain projects approved for low income housing tax credits or other
PHFA resources. Preliminary allocations may be made for projects/programs awaiting approval of
additional resources. Projects/programs that do not commence within 1 year may have the preliminary
allocation withdrawn.
High quality design and construction – a vital element of the plan will be the development of housing
that is both of good quality design and construction and will be sustainable over a long period of time.
The opportunity to meet the growing housing needs in these communities will necessitate that this
housing be available as an asset for the community for many generations. In order to meet that
objective it will require that projects funded with these resources meet the highest design and
construction quality standards available and that all projects ensure sustainability to the long term (both
financial and physical). Funds may be specifically allocated to support green and renewable energy
sources and as leverage to consumer programs available through utility companies or other business
partners.
Targeting of resources – It is likely that the funds in this program will not be sufficient to meet all the
housing needs and mitigate every housing impact created by the shale gas development; therefore
investment decisions will target the limited funds to projects that meet the principles outlined above
and most comprehensively address the elements of the plan.
Where possible these funds will be targeted and stay focused on mitigating the very specific housing
impacts created by the shale development in the impacted and designated communities. This element
will likely result in the determination that while there may be worthy housing projects that could be
funded with these resources, the focus of development will be on most comprehensively addressing the
direct and tangible housing impacts. Priority may be given to target resources in tandem with approved
county housing trust fund plans and/or plans for the utilization of local share impact fee funds.
Stakeholder input – the plan for allocation of resources will provide for broad stakeholder input
concerning the principles and elements of the plan.
There are many diverse interests that are concerned about the anticipated housing impact and
therefore how these resources will be allocated to address the need. To the greatest extent possible
4

opportunities should be created for relevant and legitimate stakeholders to comment and advise the
plan. This element will need to be managed for practicality and efficiency in order to maximize input.
Preference: Applicants who provide a process where members of the community and other
stakeholders may provide input on the application prior to submission.
Application/Allocation Process
Based on both the legislative requirements of the PHARE Act and the Impact Fee Act, PHFA has
developed an application/RFP for eligible applicants interested in applying for the funds.
Eligible applicants include counties that have adopted impact fees as well as municipalities who have
further contributed to PHARE via windfall/spill over funds from the impact fee. While only eligible
applicants may apply, nonprofit and for profit organizations may be part of the application process.
The elements of the application and allocation process include;
Adoption of “plan” for managing the anticipated funds by PHFA.
Announcement of application and possible training/information session concerning the
elements of the application.
Applications accepted and reviewed by PHFA staff based on the application and plan
requirements.
Project recommendations reviewed by PHFA.
Announcement of preliminary funding approval.
PHFA will establish an annual application process that will allow the agency to address housing
needs in the impacted communities.
PHFA may amend the plan, application and the allocation process at any time, upon written
publication of such amendments.
PHFA, as part of the RFP process, will require all applicants to target a minimum of 30% of their
funding to support households with incomes below 50% of median area income.
PHFA will require applicants to include information on how the county is using its Act 137 (Local
Housing Trust Fund) monies to address housing needs in the community. This will be included
as part of the Comprehensive Plan section of the RFP.
Preliminary approval and funding of applications is contingent upon receipt of funds under Act 13 of
2012.
5

211 North Front Street
P.O. Box 8029
Harrisburg, PA 17105-8029
2013 Request for Proposals
Pennsylvania Housing Affordability and Rehabilitation Enhancement Fund
(PHARE ) / Act 13 of 2012 Impact Fee Act
The Pennsylvania Housing Finance Agency (PHFA or Agency) announces a Request for
Proposals (RFP) inviting applications to participate in the Pennsylvania Housing
Affordability and Rehabilitation Enhancement Fund (“PHARE”). The PHARE Fund was
established by Act 105 of 2010 to provide a mechanism by which certain funds would be
used to assist with the creation, rehabilitation and support of affordable housing
throughout the Commonwealth.
The Marcellus Shale impact fee legislation (“Impact Fee Act”), Act 13 of 2012, makes
specific allocations to the PHARE Fund to address housing needs in counties with
unconventional gas wells that have adopted a local impact fee.
Eligible applicants include counties in which unconventional gas wells are located,
that have adopted impact fees as well as municipalities which have further
contributed to PHARE through windfall/spill over funds from the impact fee.
Pennsylvania Housing Affordability and Rehabilitation Enhancement Fund
Goals
A. Increase safe, affordable housing opportunities in areas of the Commonwealth
impacted by the development of the Marcellus Shale.
B. Utilize funds to address the most significant and persistent housing needs in the
most effective and efficient manner.
C. Maximize the leveraging of resources to the greatest extent possible.
D. Foster sustainable partnerships that will be committed to addressing the housing
needs over a significant period of time.
E. Ensure that resources are used in an effective and efficient manner to meet the
housing needs of communities impacted by the Marcellus Shale.

F. Establish an application, allocation and reporting process that provides
transparency to all stakeholders.
G. Provide opportunities for safe, affordable housing to those within a range of
incomes. In order to ensure this, each application must provide at least thirty
percent (30%) of the PHARE funds to assist persons (or families) below fifty
percent (50%) of the median area income (described below) for the county in
which the project/program will be operated. At no point may funds benefit
persons (or families) with incomes above two hundred percent (200%) of the
median area income for the county in which they reside.
Median area income is determined annually by the U.S. Department of
Housing and Urban Development. County median area income figures are
available at the below website: (select Pennsylvania and then identify the
specified county.) The county median income figure will be used in determining
household eligibility.
http://www.huduser.org/portal/datasets/il/il2013/select_Geography.odn
The Agency may adjust any of these benchmarks to maximize project ability to
participate in federally subsidized program opportunities.
For further details pertaining to preferences and program
requirements, please refer to the final 2013 PHARE Plan.

The 2013 Pennsylvania Housing Affordability and Rehabilitation
Enhancement Fund (PHARE)
Proposal Requirements
This section outlines the specific requirements for proposals under the Pennsylvania
Housing Affordability and Rehabilitation Enhancement Fund (“PHARE Fund”).
Proposals must be numbered with the information submitted in the same order as
indicated below.
1. Narrative: A summary description of the proposal, its scope, the need for and
the expected impact of the funding. All key features of the proposal, including
targeting, impact, and how the funds will make safe, quality housing affordable
and more readily available should be addressed in this section. Include a
description of the existing local housing market (rental and for sale) and how the
proposal would address the present needs while also providing stability for
residents in the future.
Applicants are encouraged to supply sufficient market information
regarding need for the program/project. If not provided, market study information
and analysis may be requested or obtained elsewhere by staff in evaluating the
application.
2. Financing: A detailed plan including all of the following, if applicable;
a. A list of sources of matching and/or leveraging funds including percentage
of funding support from all other sources;
b. The status of the funding availability (requested/committed) including a
timeline for access to matching or leveraging funds;
c. Letters evidencing commitment of financing from relevant funding
sources must be included.
3. Partnership: While counties and municipalities which have contributed to the
PHARE Fund through windfall/spill over funds must be the designated applicant,
nonprofit and for profit organizations may be part of the application process. If a
partnership has been formed, including those among multiple municipalities,
organizations, agencies, or departments, include a description of the role each
partner will play in the program/project.
4. Timeline: Proposals must show an overall timeline for the utilization of the
funds. Programs/projects should be prepared to commence within one year of
application.

5. Comprehensive Plan:
a. For proposals involving the development of new homes or rehabilitation
of vacant properties for sale or rent, please provide:
i. Evidence of site control or of the ability to acquire the proposed
site in a timely manner.
ii. Evidence that the proposal complies with zoning ordinances and
local land development plans.
iii. A map of the site and the neighborhood identifying proposed
municipal improvements and any private development not part of
the proposal.
iv. A current appraisal of the property/properties to be included in the
proposed project may be required. If one has already been
completed, please include a copy.
v. A complete development budget, including sources and uses.
vi. Delineation of the income group(s) being targeted for rent or
purchase of the homes and the number of units being targeted to
each income group. Provide evidence that this targeting is needed
within the market and that proposed rents or purchase prices will
be affordable to such populations.
b. For proposals involving all other uses of PHARE Funds, please provide
the following:
i. A detailed description of the existing program or new program
being proposed.
ii. Name of the department/agency/entity/organization that will be
charged with administering the program and a description of their
experience administering a program of this nature.
iii. A geographical description of where the program will operate.
iv. Delineation of the income group(s) targeted by the program.
Please provide evidence that this targeting is needed within the
market and that the proposed program will be affordable to the
targeted households.
v. For existing programs, provide a copy of the prior year’s budget,
as approved by the governing body of the entity administering the
program.
vi. For new programs being proposed, provide a document outlining
how funding is anticipated to be spent, including a timeline for
disbursements.
6. Act 137 (County Housing Trust Funds): If your county has adopted a local
ordinance to create a county-based housing trust fund (Act 137), please provide a
description of the funds available over the past five (5) years (or since the
inception of the fund, if less) and a narrative/listing of the types of projects that
have been awarded these monies.

7. Overview:
a. For proposals involving the development of new housing units or
rehabilitation of vacant properties, complete Appendix A – Fact Sheet.
b. For proposals involving all other programmatic requests, complete
Appendix B – Fact Sheet.
8. Use of PHARE Funds: No more than 5% of the total amount of PHARE
Funds awarded to an applicant, may be used for administrative purposes.
9. Reporting: Semi-annual reports will be required in a form and timeframe
sufficient to allow PHFA to comply with the provisions of the PHARE Act.
Actual reporting requirements will vary based upon the nature of the
project/program and will be included in the contract documents.

All proposals and supporting documentation must be
received by PHFA no later than
2:00pm on Friday, June 7 th , 2013.
The Proposal Submission Process
All questions must be submitted in writing only to Bryce Maretzki at either the
address below or via e-mail at Bmaretzki@phfa.org
Bryce Maretzki
Director of Business Development
Pennsylvania Housing Finance Agency
211 North Front Street, P.O. Box 8029
Harrisburg, PA 17105-8029
No phone calls will be accepted.
PHFA will try to make all questions and answers available on its website. All
applicants are urged to check the website from time to time for available updates
and guidance. PHFA reserves the right to contact any applicant for clarification
and information and to make adjustments to applications necessary to fulfill the
PHARE Plan requirements. In addition, PHFA may amend, suspend, terminate or
otherwise withdraw this RFP invitation and the process described at any time.
PHFA shall incur no liability to any entity for any aspect of its submission. All
information submitted shall belong to PHFA and shall be subject to public
inspection.
Preliminary approval and funding of applications is contingent upon receipt of
funds under Act 13 of 2012.
All proposals must be in three-ring binders and arranged numerically to comply
with the requirements above.
Submit one (1) complete “hard” copy, in a three-ring binder, and a complete
electronic copy of the proposal to:
Melissa Raffensperger
Office of Strategic Planning and Policy
Pennsylvania Housing Finance Agency
211 North Front Street, P.O. Box 8029
Harrisburg, PA 17105-8029 (zip code for express deliveries is 17101)
All applications must comply in all ways with the PHARE Plan available at:
http://www.phfa.org/forms/phare_plan/2012Plan.pdf

APPENDIX A
Fact Sheet
(Please note: All information provided in this fact sheet will be the final information
used during the funding decision process.)
1. Project/Development Name _________________________
2. Amount of PHARE funding requested _________________________
3. Total Project/Development cost _________________________
4. Identify the amount of PHARE funds that will benefit persons/families
BELOW fifty percent (50%) of the median area income (“MAI”):
$____________________
5. Identify the targeted populations to be served by the program
(Example: 50% of the PHARE Funds will assist persons/households below
50% of the county MAI; the remaining 50% of the PHARE Funds will assist
persons/households between 50% and 100% of the county MAI)
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
6. Total number of homes/units ________________________
Number of new construction homes/units ______________
One bedroom __________ bath __________ Sq. Ft. __________
Two bedroom __________ bath __________ Sq. Ft. __________
Three bedroom __________ bath __________ Sq. Ft. __________
Four bedroom __________ bath __________ Sq. Ft. __________
Number of rehabilitated homes/units ______________
One bedroom __________ bath __________ Sq. Ft. __________
Two bedroom __________ bath __________ Sq. Ft. __________
Three bedroom __________ bath __________ Sq. Ft. __________
Four bedroom __________ bath __________ Sq. Ft. __________
Number VisitAble __________ Number Accessible __________
7. Any additional amenities:
__________________________________________________________________
__________________________________________________________________

8. Proposed sale or rent prices
One bedroom _______________
Three bedroom_______________
Two bedroom _______________
Four bedroom _______________
9. Property address(es) with nine digit zip code(s)
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
10. Contact information for all entities (municipality, developers, non-profits, etc.
that are involved in the project/development)
Name: ____________________________________________________________
Address: ____________________________________________________________
____________________________________________________________
Phone: ____________________________________________________________
E-mail: ____________________________________________________________
Name: ____________________________________________________________
Address: ____________________________________________________________
____________________________________________________________
Phone: ____________________________________________________________
E-mail: ____________________________________________________________
11. Contact information for the individual overseeing the project/development
Name: ____________________________________________________________
Title: ____________________________________________________________
Address: ____________________________________________________________
____________________________________________________________
Phone: ____________________________________________________________
E-mail: ____________________________________________________________
12. Contact information of the individual completing the application
Name: ____________________________________________________________
Title: ____________________________________________________________
Address: ____________________________________________________________
____________________________________________________________
Phone: ____________________________________________________________
E-mail: ____________________________________________________________
Please attach additional pages as necessary.

APPENDIX B
Fact Sheet
(Please note: All information provided in this fact sheet will be the final information
used during the funding decision process.)
1. Program Name _________________________
2. Amount of PHARE funding requested _________________________
3. Total program budget _________________________
4. Number of persons (families) expected to be assisted
________________________
5. Average amount expected to be awarded per household
________________________
6. Identify the amount of PHARE funds that will benefit persons/families
BELOW fifty percent (50%) of the median area income (“MAI”):
$____________________
7. Identify the targeted populations to be served by the program
(Example: 50% of the PHARE Funds will assist persons/households below
50% of the county MAI; the remaining 50% of the PHARE Funds will assist
persons/households between 50% and 100% of the county MAI)
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
8. Brief description of the types of activities proposed
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
__________________________________________________________________
9. Contact information for all entities participating in the program
Name: ____________________________________________________________
Address:__________________________________________________________
Phone:____________________________________________________________
E-mail:___________________________________________________________

Name: ____________________________________________________________
Address:__________________________________________________________
Phone:____________________________________________________________
E-mail:___________________________________________________________
10. Contact information for the individual administering the program
Name: ____________________________________________________________
Title:_____________________________________________________________
Address:__________________________________________________________
Phone:____________________________________________________________
E-mail:___________________________________________________________
11. Contact information of the individual completing the application
Name: ____________________________________________________________
Title:_____________________________________________________________
Address:__________________________________________________________
Phone:____________________________________________________________
E-mail:___________________________________________________________
Please attach additional pages as necessary.