REPORT TO THE HOUSING AUTHORITY

Transcription

REPORT TO THE HOUSING AUTHORITY
REPORT TO THE HOUSING AUTHORITY
DATE ISSUED: September 4, 2013
REPORT NO: HAR13-025
ATTENTION:
Chair and Members of the Housing Authority of the City of San Diego
For the Agenda of September 24, 2013
SUBJECT:
Final Bond Authorization for COMM 22 Senior Housing
COUNCIL DISTRICT: 8
REQUESTED ACTION
Authorize the issuance of Housing Authority of the City of San Diego multifamily housing mortgage
revenue bonds to fund the new construction of COMM 22 Senior Housing Apartments.
STAFF RECOMMENDATION
That the Housing Authority of the City of San Diego (Housing Authority) take the following action:
authorize the issuance of up to $15,500,000 in multifamily housing mortgage revenue bonds to fund
construction of the 70-unit COMM 22 Senior Housing Apartments (COMM 22 Senior) to be located at
690 Beardsley Street by COMM 22 Senior Housing L.P.
SUMMARY
COMM 22 Senior will provide 70 affordable rental units for seniors (age 62+) in a mixed-use, transitoriented affordable housing development located south of Commercial Street along the trolley corridor
(Attachment 1 - site maps). In 2012, the San Diego Housing Commission (Housing Commission) and
Housing Authority approved (respectively on May 15, 2012 [HCR 12-070] and June 12, 2012 [HAR12027]), a not-to-exceed $4,200,000 residual receipts loan and approved certain initial steps to issue up to
$15,500,000 in tax-exempt multifamily housing revenue bonds (Attachment 2).
The Project
COMM 22 Senior is BRIDGE Housing Corporation’s (BRIDGE) proposed 70-unit new construction
affordable rental housing for seniors to be located south of Commercial Street, along the trolley corridor
on land leased for 65 years from the San Diego Unified School District (SDUSD). This project for
seniors is the second phase of a multi-phase transit-oriented mixed-use development. When completed,
the overall COMM 22 multi-phase development will have: 130 rental units for families (currently under
construction), the proposed 70- unit COMM 22 Senior, a child daycare community facility,
retail/commercial uses, and in future phases, 17 for-sale row homes plus 27 live-work lofts with office
space in a refurbished existing warehouse building. The housing phases will be built as separate buildings
on separate ground-leased parcels, with each housing phase to be owned by separate legal entities. This
report, and the proposed issuance of multifamily housing mortgage revenue bonds, are only applicable
to the COMM 22 Senior phase.
COMM 22 Senior will provide 69 affordable rental units (and one manager’s unit) comprised of 15
studios, 51 one-bedrooms, and 4 two-bedrooms. The proposed development will be one building with
four stories, using wood-frame construction over a 58-space one-level concrete parking garage.
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 2
Additional parking includes four spaces in the surface parking area of the adjacent COMM 22 Family
project. Amenities include a laundry room, a community room with kitchen, and a private courtyard for
resident use. Security features will include controlled access (key fob required) at building entries,
controlled access to the building’s elevator, security cameras in the parking garage, and cameras on the
building’s exterior with views of the entrances. The proposed project will have universal design features
and will comply with all federal accessibility standards. There are no tenant relocation costs. A trolley
station is located nearby at 25th and Commercial Street and bus stops are nearby on Imperial Avenue.
The project will be required to comply with state and federal prevailing wage rates.
Project Sustainability
COMM 22 Senior will be built to Leadership in Energy and Environmental Design (LEED) Silver
standards with sustainable features such as: energy efficient systems (windows, Energy Star appliances,
heating, ventilation, and air conditioning systems), and environmentally friendly finish materials. The
project will include water conservation features such as low-flow plumbing fixtures, limited landscaping
drip irrigation, and rain sensors for irrigation control. A solar thermal system will supplement the hot
water heating system. Sustainability will also be integrated into the construction effort since materials
will be recycled and there will be efforts to minimize waste in framing and other processes.
Development Team
COMM 22 Senior Housing, L.P. (a California limited partnership) will own the project. The limited
partnership will consist of: an entity to be formed by Bank of America as the tax credit investor limited
partner and COMM 22 Senior GP, LLC as general partner. The members of COMM 22 Senior GP LLC
will be, (see Attachment 3), BRIDGE and MAAC Project (MAAC) (with BRIDGE as the co-general
partner with a 75 percent share, and MAAC as the co-general partner with a 25 percent share). BRIDGE
is a successful affordable housing developer with significant experience in a wide range of housing
projects.
Table 1 Development Team Summary
ROLE/FIRM
Owner – COMM 22 Senior Housing L.P. (single asset entity)
(Co-General Partner [75%] BRIDGE Housing Corporation and Co-General Partner [25%]) MAAC
Architect - McLarand Vasquez Emsiek & Partners (Irvine)
Prevailing Wage Monitor – Gonzalez-White Consulting Services (San Diego)
General Contractor - Cannon Contractors (San Diego)
Civil Engineering - Nasland Engineering (San Diego)
Construction Lender - Bank of America, N.A., as lender bank/bond purchaser
Trustee - Bank of New York Mellon Trust Company, N.A.
Management - BRIDGE Property Management Company
AFFORDABLE HOUSING IMPACT
COMM 22 Senior will provide 70 rental units, 69 of which will be affordable to extremely-low income
and low income seniors, with 15 units restricted at 30 percent of area Median Income (AMI), 12 units
restricted at 40 percent of AMI, and 42 units restricted at 50 percent of AMI. One two-bedroom unit
will be reserved for an on-site manager and will not be income restricted. The Department of Housing
and Urban Development’s (HUD) 202 Capital Advance program will restrict 30 of the units and will
provide a Project Based Rental Assistance contract for those 30 units. The HUD 202 Capital Advance
program has given provisional approval with final approval expected in early September 2013.
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 3
Housing Commission rent and occupancy restrictions will be recorded against all of the 69 affordable
units for 55 years, including restrictions on 29 units (6 studios, 21 one-bedrooms and 2 two-bedrooms)
under the HOME Investment Partnership (HOME) program, plus an additional 10 non-202 units, and
Housing Commission restrictions will be on the HUD 202 units.
The following table describes the units’ affordability and estimated rents.
Table 2 Affordability & Rent Table
COMM 22 Senior Housing - 69 restricted units (72 total bedrooms), and 1 manager’s units.
Affordability Mix
Non HUD 202 Units:
30% AMI units
40% AMI units
50% AMI units
Subtotal Non-HUD Units
HUD 202 Units:
30% AMI - HUD 202
40% AMI - HUD 202
50% AMI - HUD 202
Subtotal HUD 202 Units
Manager’s unit
Total Units
Studios
(one bath)
(414-499 sq.ft.)
Studio Estimated
Units
Net Rents
3
$406 *
6
$548 *
6
$689 *
15
0
0
0
0
0
15
------
One Bedrooms
(one bath)
(497-703 sq.ft.)
1 Bdrm Estimated
Units
Net Rents
0
-0
-21
$732 *
21
11
6
13
30
0
51
Two Bedrooms
(1.5 baths)
(808-811 sq.ft.)
2 Bdrm
Estimated
Units
Net Rents
1
$510 *
0
-2
$820 *
3
$250 *
$250 *
$250 *
---
0
0
0
0
1
4
---Manager
--
Total
4
6
29
39
11
6
13
30
1
70
* Developer’s estimated rents after utility allowance deduction.
On February 28, 2013 COMM 22 Senior Housing L.P. and SDUSD executed an Agreement Affecting
Real Property which restricts occupancy and rents based upon the California Department of Housing and
Community Development’s use of the California Health and Safety Code. Housing Commission
occupancy and rent limits are based upon HUD regulations. Rent and affordability restrictions will be
the more restrictive of the various lenders’ requirements plus the SDUSD lease.
Estimated Development Schedule
• September 18, 2013 CDLAC meeting for award of bond allocation
• September 24, 2013 estimated for Housing Authority review
• Mid-October 2013 estimated closing and bond issuance
• October 2013 estimated construction start
• January 2015 estimated construction completion
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 4
Financing Structure
Estimated sources of funding are summarized in the following table:
Table 3 - Estimated Financing Sources
Construction Financing Sources
Construction Loan
(multifamily mortgage revenue bonds)
HUD 202 Capital Advance loan
Housing Commission loan
State Funds:
Transit Oriented Development
loan and grant …………….. ($1,054,103)
Infrastructure Infill grant …….($2,267,437)
CalReUse grant……………… ($123,737)
Subtotal
SANDAG grant.
Developer General Partner Equity
4% Tax Credit Equity
Deferred Interest
Total Development Cost (TDC
Amounts
Permanent Financing Sources
Permanent Loan
$15,500,000 (multifamily mortgage revenue bonds
$0 HUD 202 Capital Advance loan.
$4,200,000 Housing Commission loan
State Funds:
Transit Oriented Development
loan and grant …………….. ($4,904,103)
Infrastructure Infill grant …….($2,267,437)
CalReUse grant……………….. ($123,737)
$3,445,277 Subtotal
$191,762 SANDAG grant.
$0 Developer General Partner Equity
$500,000 4% Tax Credit Equity
$0 Deferred Interest
$23,837,039 Total Development Cost (TDC.
TDC Per Unit (for 70 units)
Housing Commission Loan Per Unit (for 69 affordable units)
Amounts
$0
$4,868,300
$4,200,000
$7,295,277
$191,762
$1,100,000
$10,805,201
$75,096
$28,535,636
$407,652
$60,870
Public Disclosure and Bond Authorization
The bonds will be sold through a private placement, purchased directly by Bank of America, N.A.
(BANA). BANA is a “qualified institutional buyer” within the meaning of the U.S. securities laws. At
closing, it will sign an “Investor’s Letter” certifying, among other things, that it is buying the bonds for
its own account and not for public distribution. Because the bonds are being sold through a private
placement, an Official Statement will not be used. In addition, the bonds will not be subject to
continuing disclosure requirements nor will they be credit enhanced or rated. Under the private
placement structure for this transaction, pursuant to a Trust Indenture agreement a third-party
bank/trustee will administer bond proceeds, collect project loan payments, make bond debt service
payments, and protect the interest of bondholders.
The transfer of the bonds by BANA or any subsequent bondholder will be restricted to transferees who
would purchase all of the bonds (to maintain ownership by a single bondholder), and who would
represent to the Housing Authority that they are qualified institutional buyers who are buying the bonds
for investment purposes and not for resale, and have made due investigation of the information they
would deem material in connection with the purchase of the bonds.
The following documents will be executed on behalf of the Housing Authority: Indenture, Loan
Agreement, Assignment of Deed of Trust, Regulatory Agreement, and other documents. At the time of
docketing, bond documents in substantially final form will be presented to members of the Housing
Authority. Any changes to the documents following Housing Authority approval require the consent of
the City Attorney’s office and bond counsel.
Indenture: The bonds will be issued pursuant to an Indenture between the Housing Authority and BANA
(acting as the bond owner representative). Based upon instructions contained in the Indenture, the bond
owner representative will disburse bond proceeds for eligible costs, collect project revenues, and make
payments to bondholders.
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 5
Loan Agreement: Under the terms of the Loan Agreement, the Housing Authority will loan the bond
proceeds to the borrower in order to develop the project. The Loan Agreement sets out the terms of
repayment and the security for the loan, and the Housing Authority assigns its rights to receive
repayments under the loan to BANA as the bond owner representative.
Assignment of Deed of Trust and other Loan Documents: These documents assign the Housing
Authority’s rights and responsibilities as the bond issuer to BANA, and they are signed by the Housing
Authority and BANA. Rights and responsibilities that are assigned to BANA include the right to collect
and enforce the collection of loan payments, monitor project construction and related budgets, enforce
insurance, and enforce other requirements. These rights will be used by BANA, as the bond owner
representative, to protect its financial interests as the bondholder.
Regulatory Agreement: Will be recorded against the property in order to ensure the long term use of the
project as affordable housing and to ensure that the project complies with all applicable federal and state
laws. The Housing Authority, BANA, and COMM 22 Family Housing L.P. (borrower) are parties to the
Regulatory Agreement. Since the bonds will not be repaid using any City of San Diego (City) or
Housing Authority revenues, it is not appropriate to provide any information about the City’s finances.
See Attachment 4 for a summary of the Housing Commission’s Multifamily Bond Program and actions
that must be taken by the Housing Authority and by the San Diego City Council (City Council) to initiate
and finalize bond financings.
There are no fiscal impacts to the Housing Commission, to the City, or to the Housing Authority
associated with this report’s proposed action of final authorization to issue multifamily housing revenue
bonds. The bonds will not constitute a debt of the City. The bonds will not financially obligate the City,
the Housing Authority, or the Housing Commission because security for the repayment of the bonds will
be limited to specific private revenue sources. Neither the faith and credit nor the taxing power of the
City nor the faith and credit of the Housing Authority will be pledged to the payment of the bonds. The
developer is responsible for the payment of all costs under the financing, including the Housing
Commission's bond issuer fee, annual bond monitoring fee, bond counsel, and financial advisor fees,
attorney costs, and an annual affordability monitoring fee.
The Housing Authority’s bond counsel is Stradling Yocca Carlson and Rauth. Ross Financial, the
Housing Commission’s Financial Advisor, has performed due diligence concerning the proposed
financing and has formulated a recommendation for the Housing Authority. After evaluating the terms
of the proposed financing and the public benefits to be achieved, it is the Financial Advisor’s
recommendation that the Housing Authority proceed with the issuance of the bonds. After evaluating
the terms of the proposed financing and the public benefits to be achieved, it is the Financial Advisor’s
recommendation that the Housing Authority proceed with the issuance of the bonds based upon findings
including: a) achieving a public purpose by providing 69 affordable units restricted to income levels at
or below 50 percent of AMI, b) bonds will be purchased by a well-established, highly capitalized bank
and subject to very restrictive transfer limitations, c) bonds should be repaid in full after construction
and lease up, d) borrower indemnification of the Housing Authority and Housing Commission with all
issuance costs paid by the borrower, and e) “based on estimates provided by the borrower, as reviewed
and confirmed by BANA, there should be sufficient funds to complete the project.” The Financial
Advisor’s feasibility analysis and recommendation is provided as Attachment 5. Staff is also working
with the City Attorney and the City’s Disclosure Practices Working Group to ensure that the issuance of
Housing Authority bonds is in conformance with the City’s disclosure requirements. The developer’s
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 6
Disclosure Statements are included as Attachment 6. A Development Summary is included as
Attachment 7.
FISCAL CONSIDERATIONS
The proposed funding sources and uses approved by this action were approved in the Fiscal Year 2014
Housing Authority Approved Budget. Approving this action will not change the Fiscal Year 2014 Total
Budget.
Approving this action will produce 69 affordable rental units for seniors plus one manager’s unit at an
average cost to the Housing Commission of $60,870 per affordable unit, in the form of a Housing
Commission residual receipts loan to the project developer totaling $4.2 million.
Funding sources approved by this action are as follows:
HOME Investment Partnerships Program Grant Funds - $4,190,000
Local Housing Trust Funds - $10,000
Total funding sources - $4,200,000
Funding uses approved by this action are as follows:
Residual Receipts Loan - $4,200,000
Approving this action will further give the President and Chief Executive Officer or his designee the
authority to substitute the above funding sources with other funding sources available, should the
operational need arise or should such action be to the benefit of the Housing Commission and its
mission. Funding substitutions will be ratified in an Informational Report at the next Housing
Commission Board Meeting.
PREVIOUS COUNCIL and/or COMMITTEE ACTION
An up to $4,200,000 residual receipts loan, along with initial steps to issue Multifamily Housing Bonds
for this project, were approved by the Housing Commission (on May 15, 2012, HCR 12-070), and
approved by the Housing Authority on June 12, 2012 (HAR 12-027) “COMM 22 Senior Housing –
Loan Confirmation and Preliminary Bond Items”. The City Council approved Resolution #R-308241on
June 18, 2013 pursuant to Section 147(f) of the IRS Code approving the Housing Authority’s issuance
of bonds for COMM 22 Senior Housing. On September 13, 2013, the recommendation in this report
was presented to the Housing Commission.
COMMUNITY PARTICIPATION and PUBLIC OUTREACH EFFORTS
The proposed development was approved by the Southeastern San Diego Planning Group on September
10, 2007 by a unanimous vote of seven in favor with no abstentions. During the entitlement and design
phase the developer also performed outreach and provided periodic updates to community groups.
KEY STAKEHOLDERS and PROJECTED IMPACTS
Stakeholders include: BRIDGE and MAAC as co-developers, SDUSD as the land owner and lessor of
the land, Bank of America as a lender, the State of California as a funds provider, the Housing Authority
as bond issuer, the Housing Commission as a lender, and the residents of Logan Heights and Sherman
Heights. The project is anticipated to have a positive impact on the two communities of Logan Heights
and Sherman Heights that COMM 22 Senior is located between as it will contribute to the quality of the
September 4, 2013
Final Bond Authorization for COMM 22 Senior Housing
Page 7
surrounding neighborhood, will provide 69 units of affordable housing, and will help generate jobs for
San Diego’s local construction industry.
ENVIRONMENTAL REVIEW
The City previously evaluated the environmental impacts associated with this project in the City
Council’s December 4, 2007 approval of a Certification of Mitigated Negative Declaration No. 122002
pursuant to the California Environmental Quality Act. In September 2012, processing under the
National Environmental Policy act (NEPA) was completed and the Department of Housing and Urban
Development gave its authorization to use HOME Investment Partnership funds.
Respectfully submitted,
Approved by,
J.P. Correia
Deborah N. Ruane
J.P. Correia
Project Manager
Deborah N. Ruane
Senior Vice President
Real Estate Department
Attachments: 1)
2)
3)
4)
5)
6)
Site Maps
Housing Authority report HAR12-027 June 12, 2012
Organization Chart
Bond Program Summary
Financial Advisor’s Feasibility Analysis
Disclosure Statements
a) COMM 22 Senior Housing L.P.
b) COMM 22 Senior GP LLC
c) BRIDGE Housing Corporation
d) MAAC
7) Development Summary
Hard copies are available for review during business hours in the main lobby of the San Diego Housing
Commission offices at 1122 Broadway, San Diego, CA 92101 and at the Office of the San Diego City
Clerk, 202 C Street, San Diego, CA 92101. You may also review complete docket materials on the San
Diego Housing Commission website at www.sdhc.org.
ATTACHMENT 4
HOUSING COMMISSION MULTIFAMILY
HOUSING REVENUE BOND PROGRAM SUMMARY
General Description: The multifamily housing bond program provides below-market
financing (based on bond interest being exempt from income tax) for developers willing
to set aside a percentage of project units as affordable housing. Multifamily housing
revenue bonds are also known as “private activity bonds” because the projects are owned
by private entities, often including nonprofit sponsors and for-profit investors.
Bond Issuer: Housing Authority of the City of San Diego. There is no direct legal
liability to the City, the Housing Authority or the Housing Commission in connection
with the issuance or repayment of bonds. There is no pledge of the City’s faith, credit or
taxing power nor of the Housing Authority’s faith and credit. The bonds do not
constitute a general obligation of the issuer because security for repayment of the bonds
is limited to specific private revenue sources, such as project revenues. The developer is
responsible for the payment of costs of issuance and all other costs under each financing.
Affordability: Minimum requirement is that at least 20% of the units are affordable at
50% of Area Median Income (AMI). Alternatively, a minimum of 10% of the units may
be affordable at 50% AMI with an additional 30% of the units affordable at 60% AMI.
The Housing Commission requires that the affordability restriction be in place for a
minimum of 15 years. Due to the combined requirements of state, local, and federal
funding sources, projects financed under the Bond Program are normally affordable for
30-55 years and often provide deeper affordability levels than the minimum levels
required under the Bond Program.
Rating: Generally “AAA” or its equivalent with a minimum rating of “A” or, under
conditions that meet IRS and Housing Commission requirements, bonds may be unrated
for private placement with institutional investors (typically, large banks). Additional
security is normally achieved through the provision of outside credit support (“credit
enhancement”) by participating financial institutions that underwrite the project loans and
guarantee the repayment of the bonds. The credit rating on the bonds reflects the credit
quality of the credit enhancement provider.
Approval Process:
• Inducement Resolution: The bond process is initiated when the issuer (Housing
Authority) adopts an “Inducement Resolution” to establish the date from which
project costs may be reimbursable from bond proceeds (if bonds are later issued)
and to authorize staff to work with the financing team to perform a due diligence
process. The Inducement Resolution does not represent any commitment by the
Housing Commission, Housing Authority, or the developer to proceed with the
financing.
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•
TEFRA Hearing and Resolution (Tax Equity and Fiscal Responsibility Act of
1982): To assure that projects making use of tax-exempt financing meet
appropriate governmental purposes and provide reasonable public benefits, the
IRS Code requires that a public hearing be held and that the issuance of bonds be
approved by representatives of the governmental unit with jurisdiction over the
area in which the project is located (City Council). This process does not make
the City financially or legally liable for the bonds or for the project.
[Note: It is uncommon for the members of the City Council to be asked to take
two actions at this stage in the bond process---one in their capacity as the City
Council (TEFRA hearing and resolution) and another as the Housing Authority
(bond inducement). Were the issuer (Housing Authority) a more remote entity,
the TEFRA hearing and resolution would be the only opportunity for local elected
officials to weigh in on the project.]
•
Application for Bond Allocation: The issuance of these “private activity bonds”
(bonds for projects owned by private developers, including projects with
nonprofit sponsors and for-profit investors) requires an allocation of bond issuing
authority from the State of California. To apply for an allocation, an application
approved by the Housing Authority and supported by an adopted inducement
resolution and by proof of credit enhancement (or bond rating) must be filed with
the California Debt Limit Allocation Committee (CDLAC). In addition, evidence
of a TEFRA hearing and approval must be submitted prior to the CDLAC
meeting.
•
Final Bond Approval: The Housing Authority retains absolute discretion over the
issuance of bonds through adoption of a final resolution authorizing the issuance.
Prior to final consideration of the proposed bond issuance, the project must
comply with all applicable financing, affordability, and legal requirements and
undergo all required planning procedures/reviews by local planning groups, etc.
•
Funding and Bond Administration: All monies are held and accounted for by a
third party trustee. The trustee disburses proceeds from bond sales to the
developer in order to acquire and/or construct the housing project. Rental income
used to make bond payments is collected from the developer by the trustee and
disbursed to bond holders. If rents are insufficient to make bond payments, the
trustee obtains funds from the credit enhancement provider. No monies are
transferred through the Housing Commission or Housing Authority, and the
trustee has no standing to ask the issuer for funds.
Bond Disclosure: The offering document (typically a Preliminary Offering Statement or
bond placement memorandum) discloses relevant information regarding the project, the
developer, and the credit enhancement provider. Since the Housing Authority is not
responsible in any way for bond repayment, there are no financial statements or
summaries about the Housing Authority or the City that are included as part of the
offering document. The offering document includes a paragraph that states that the
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Housing Authority is a legal entity with the authority to issue multifamily housing bonds
and that the Housing Commission acts on behalf of the Housing Authority to issue the
bonds. The offering document also includes a paragraph that details that there is no
pending or threatened litigation that would affect the validity of the bonds or curtail the
ability of the Housing Authority to issue bonds. This is the extent of the disclosure
required of the Housing Authority, Housing Commission, or the City. However, it is the
obligation of members of the Housing Authority to disclose any material facts known
about the project, not available to the general public, which might have an impact on the
viability of the project.
4-3
Attachment 6d
DEVELOPERS/CONSULTANTS/SELLERS/CONTRACTORS/
ENTITY SEEKING GRANT/BORROWERS
(Collectively referred to as "CONTRACTOR" herein)
STATEMENT FOR PUBLIC DISCLOSURE
1. Name of CONTRACTOR: Metropolitan Area Advisory Committee on AntiPoverty of San Diego County, Inc. dba MAAC Project
2. Address and Zip Code: 1355 Third Avenue, Chula Vista, CA 91911
3. Telephone Number: (619) 426-3595
4. Name of Principal Contact for CONTRACTOR: Arnulfo Manriquez
5. Federal Identification Number or Social Security Number of CONTRACTOR:
95-2457354
6. If the CONTRACTOR is not an individual doing business under his own name, the
CONTRACTOR has the status indicated below and is organized or operating under
the laws of California as:
A corporation (Attach Articles of Incorporation)
X A nonprofit or charitable institution or corporation. (Attach copy of Articles of
Incorporation and documentary evidence verifying current valid nonprofit or
charitable status).
A partnership known as:
(Name)
Check one
( ) General Partnership (Attach statement of General Partnership)
( ) Limited Partnership (Attach Certificate of Limited Partnership)
A business association or a joint venture known as:
(Attach joint venture or business association agreement)
A Federal, State or local government or instrumentality thereof.
Other (explain)
7. If the CONTRACTOR is not an individual or a government agency or
instrumentality, give date of organization: June 8, 1965
8. Provide names, addresses, telephone numbers, title of position (if any) and nature
and extent of the interest of the current officers, principal members, shareholders,
and investors of the CONTRACTOR, other than a government agency or
instrumentality, as set forth below:
a. If the CONTRACTOR is a corporation, the officers, directors or trustees, and
each stockholder owning more than 10% of any class of stock.
b. If the CONTRACTOR is a nonprofit or charitable institution or corporation, the
members who constitute the board of trustees or board of directors or similar
governing body.
c. If the CONTRACTOR is a partnership, each partner, whether a general or
limited, and either the percent of interest or a description of the character and
extent of interest.
d. If the CONTRACTOR is a business association or a joint venture, each
participant and either the percent of interest or a description of the character
and extent of interest.
e. If the CONTRACTOR is some other entity, the officers, the members of the
governing body, and each person having an interest of more than 10%.
Name, Address and
Zip Code
Position Title (if any) and
percent of interest or description
of character and extent of interest
(Attach extra sheet if necessary) See Exhibit A “Board Member Roster”
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Attachment C
Page 2 of 14 9. Has the makeup as set forth in Item 8(a) through 8(e) changed within the last
twelve (12) months? If yes, please explain in detail.
Yes. Two Board members resigned from the Board in the last 12 months. We
have recruited two new Board Members to replace them. A third Board Member
has taken a leave of absence from the Board. We currently have 11 active Board
Members.
10. Is it anticipated that the makeup as set forth in Item 8(a) through 8(e) will change
within the next twelve (12) months? If yes, please explain in detail.
We are actively recruiting for new Board Members to a maximum of 19 Board
Members.
11. Provide name, address, telephone number, and nature and extent of interest of
each person or entity (not named in response to Item 8) who has a beneficial
interest in any of the shareholders or investors named in response to Item 8 which
gives such person or entity more than a computed 10% interest in the
CONTRACTOR (for example, more than 20% of the stock in a corporation which
holds 50% of the stock of the CONTRACTOR or more than 50% of the stock in the
corporation which holds 20% of the stock of the CONTRACTOR):
Name, Address and
Zip Code
N/A
Position Title (if any) and
extent of interest
N/A
12. Names, addresses and telephone numbers (if not given above) of officers and
directors or trustees of any corporation or firm listed under Item 8 or Item 11 above:
See Exhibit A “Board Member Roster”
13. Is the CONTRACTOR a subsidiary of or affiliated with any other corporation or
corporations, any other firm or any other business entity or entities of whatever
nature. If yes, list each such corporation, firm or business entity by name and
address, specify its relationship to the CONTRACTOR, and identify the officers and
directors or trustees common to the CONTRACTOR and such other corporation,
firm or business entity.
MAAC Project/ 1355 Third Avenue, Chula Vista, CA 91911
COMM22 Senior GP, LLC/ 345 Spear Street, Suite 700, San Francisco, CA 94105
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Attachment C
Page 3 of 14 14. Provide the financial condition of the CONTRACTOR as of the date of the
statement and for a period of twenty-four (24) months prior to the date of its
statement as reflected in the attached financial statements, including, but not
necessarily limited to, profit and loss statements and statements of financial
position. See Exhibit B “Financial Statements
15. If funds for the development/project are to be obtained from sources other than the
CONTRACTOR's own funds, provide a statement of the CONTRACTOR's plan for
financing the development/project: Project will be financed with conventional debt,
tax credit equity and soft debt from state and local agencies.
16. Provide sources and amount of cash available to CONTRACTOR to meet equity
requirements of the proposed undertaking:
a. Name, Address & Zip Code of Bank/Savings & Loan: Please refer to
attached financial statements, in addition, contractor is not expected to have
any additional equity requirements.
Amount: $
b. By loans from affiliated or associated corporations or firms:
N/A
Name, Address & Zip Code of Bank/Savings & Loan:
Amount: $
c. By sale of readily salable assets/including marketable securities: N/A
Description
Market Value
Mortgages or Liens
$
$
17. Names and addresses of bank references, and name of contact at each reference:
Union Bank of California
530 ‘B’ Street, Suite S-535
San Diego, CA 92101
Jane Wolgemuth
Vice President, Commercial Treasury Services
Bank of America
Brenda Matlock
333 S. Hope Street, 12th Floor Vice President, Treasury Solutions Officer
Los Angeles, CA 90071
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 4 of 14 18. Has the CONTRACTOR or any of the CONTRACTOR's officers or principal
members, shareholders or investors, or other interested parties been adjudged
bankrupt, either voluntary or involuntary, within the past 10 years?
Yes X No
If yes, give date, place, and under what name.
19. Has the CONTRACTOR or anyone referred to above as "principals of the
CONTRACTOR" been convicted of any felony within the past 10 years?
Yes X No
If yes, give for each case (1) date, (2) charge, (3) place, (4) court, and (5) action
taken. Attach any explanation deemed necessary.
20. List undertakings (including, but not limited to, bid bonds, performance bonds,
payment bonds and/or improvement bonds) comparable to size of the proposed
project which have been completed by the CONTRACTOR including identification
and brief description of each project, date of completion, and amount of bond,
whether any legal action has been taken on the bond:
Bond
Type
Project
Description
Date of
Completion
Amount
of Bond
Bond
Action on
N/A
21. If the CONTRACTOR, or a parent corporation, a subsidiary, an affiliate, or a
principal of the CONTRACTOR is to participate in the development as a
construction contractor or builder, provide the following information: N/A
Construction Contractor has not been identified.
a. Name and addresses of such contractor or builder:
b. Has such contractor or builder within the last 10 years ever failed to qualify as a
responsible bidder, refused to enter into a contract after an award has been
made, or failed to complete a construction or development contract?
Yes
No
If yes, please explain, in detail, each such instance:
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 5 of 14 c. Total amount of construction or development work performed by such
contractor or builder during the last three (3) years: $
General description of such work:
List each project, including location, nature of work performed, name, address
of the owner of the project, bonding companies involved, amount of contract,
date of commencement of project, date of completion, state whether any
change orders were sought, amount of change orders, was litigation
commenced concerning the project, including a designation of where, when
and the outcome of the litigation.
d. Construction contracts or developments now being performed by such
contractor or builder:
Identification of
Contract or Development
Date to be
Amount
Completed
Location
N/A
e. Outstanding construction-contract bids of such contractor or builder:
Awarding Agency
Amount
Date Opened
N/A
22. Provide a detailed and complete statement respecting equipment, experience,
financial capacity, and other resources available to such contractor or builder for
the performance of the work involved in the proposed project, specifying
particularly the qualifications of the personnel, the nature of the equipment, and the
general experience of the contractor: N/A, Construction contractor has not been
identified.
23. Does any member of the governing body of the San Diego Housing Commission
("COMMISSION"), Housing Authority of the City of San Diego ("AUTHORITY") or
City of San Diego ("CITY"), to which the accompanying proposal is being made or
any officer or employee of the COMMISSION, the AUTHORITY or the CITY who
exercises any functions or responsibilities in connection with the carrying out of the
project covered by the CONTRACTOR's proposal, have any direct or indirect
personal financial interest in the CONTRACTOR or in the proposed contractor?
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 6 of 14 Yes
X No
If yes, explain.
24. Statements and other evidence of the CONTRACTOR's qualifications and financial
responsibility (other than the financial statement referred to in Item 8) are attached
hereto and hereby made a part hereof as follows:
No
additional
items are attached.
25. Is the proposed CONTRACTOR, and/or are any of the proposed subcontractors,
currently involved in any construction-related litigation?
Yes X No
If yes, explain:
26. State the name, address and telephone numbers of CONTRACTOR's insurance
agent(s) and/or companies for the following coverages: List the amount of coverage
(limits) currently existing in each category: See Certificates Attached.
a. General Liability, including Bodily Injury and Property Damage Insurance
[Attach certificate of insurance showing the amount of coverage and coverage
period(s)]
Check coverage(s) carried: See Exhibit C “Contractor’s Insurance Coverage”
Comprehensive Form
Premises - Operations
Explosion and Collapse Hazard
Underground Hazard
Products/Completed Operations Hazard
Contractual Insurance
Broad Form Property Damage
Independent Contractors
Personal Injury
Premises and property coverage for scheduled locations – does not include Comm22 site. b. Automobile Public Liability/Property Damage [Attach certificate of insurance
showing the amount of coverage and coverage period(s)]
Check coverage(s) carried:
Comprehensive Form
Owned
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 7 of 14 Hired
Non-Owned
c. Workers Compensation [Attach certificate of insurance showing the amount of
coverage and coverage period(s)]
______________________________________________________________
______________________________________________________________
______________________________________________________________
d. Professional Liability (Errors and Omissions) [Attach certificate of insurance
showing the amount of coverage and coverage period(s)]
Miscellaneous Professional Liability $1,000,000 per claim/$2,000,000 aggregate
______________________________________________________________
e. Excess Liability [Attach certificate(s) of insurance showing the amount of
coverage and coverage period(s)]
$5,000,000 over GAIC policy #PAC 2153153___________________________
______________________________________________________________
______________________________________________________________
f.
Other (Specify). [Attach certificate(s) of insurance showing the amount of
coverage and coverage period(s)]
Directors & Officers/EPLI $2,000,000 per claim/$2,000,000 aggregate – combined limits.
Commercial Crime: Abuse/Molestation per attached.
______________________________________________________________
______________________________________________________________
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 8 of 14 27. CONTRACTOR warrants and certifies that it will not during the term of the
PROJECT, GRANT, LOAN, CONTRACT, DEVELOPMENT and/or RENDITIONS
OF SERVICES discriminate against any employee, person, or applicant for
employment because of race, age, sexual orientation, marital status, color, religion,
sex, handicap, or national origin. The CONTRACTOR will take affirmative action to
ensure that applicants are employed, and that employees are treated during
employment, without regard to their race, age, sexual orientation, marital status,
color, religion, sex, handicap, or national origin. Such action shall include, but not
be limited to the following: employment, upgrading, demotion or termination; rates
of pay or other forms of compensation; and selection for training, including
apprenticeship. The CONTRACTOR agrees to post in conspicuous places,
available to employees and applicants for employment, notices to be provided by
the COMMISSION setting forth the provisions of this nondiscrimination clause.
_________________________________________________________________
_________________________________________________________________
_________________________________________________________________
28. The CONTRACTOR warrants and certifies that it will not without prior written
consent of the COMMISSION, engage in any business pursuits that are adverse,
hostile or take incompatible positions to the interests of the COMMISSION, during
the term of the PROJECT, DEVELOPMENT, LOAN, GRANT, CONTRACT and/or
RENDITION OF SERVICES.
_________________________________________________________________
_________________________________________________________________
_________________________________________________________________
29. CONTRACTOR warrants and certifies that no member, commissioner,
councilperson, officer, or employee of the COMMISSION, the AUTHORITY and/or
the CITY, no member of the governing body of the locality in which the PROJECT
is situated, no member of the government body in which the Commission was
activated, and no other public official of such locality or localities who exercises any
functions or responsibilities with respect to the assignment of work, has during his
or her tenure, or will for one (1) year thereafter, have any interest, direct or indirect,
in this PROJECT or the proceeds thereof.
_________________________________________________________________
_________________________________________________________________
G:\HFSHARE\FORMS\DISCLOSE.PUB
Attachment C
Page 9 of 14 30. List all citations, orders to cease and desist, stop work orders, complaints,
judgments, fines, and penalties received by or imposed upon CONTRACTOR for
safety violations from any and all government entities including but not limited to,
the City of San Diego, County of San Diego, the State of California, the United
States of America and any and all divisions and departments of said government
entities for a period of five (5) years prior to the date of this statement. If none,
please so state:
Government Entity
Making Complaint
Date
Resolution
No complaints, citations, etc., reported.
31. Has the CONTRACTOR ever been disqualified, removed from or otherwise
prevented from bidding on or completing a federal, state, or local government
project because of a violation of law or a safety regulation. If so, please explain
the circumstances in detail. If none, please so state:
MAAC has never been disqualified, removed, etc. from bidding on/or
completing a project because of a violation of law or safety regulations.
32. Please list all licenses obtained by the CONTRACTOR through the State of
California and/or the United States of America which are required and/or will be
utilized by the CONTRACTOR and/or are convenient to the performance of the
PROJECT, DEVELOPMENT, LOAN, GRANT, CONTRACT, or RENDITION OF
SERVICES. State the name of the governmental agency granting the license, type
of license, date of grant, and the status of the license, together with a statement as
to whether the License has ever been revoked:
Governmental
Description License
License
Number
Agency
Date Issued Status Revocation
(original) (current) (yes/no)
N/A
33. Describe in detail any and all other facts, factors or conditions that may adversely
affect CONTRACTOR's ability to perform or complete, in a timely manner, or at all,
the PROJECT, CONTRACT, SALES of Real Property to, DEVELOPMENT,
repayment of the LOAN, adherence to the conditions of the GRANT, or
performance of consulting or other services under CONTRACT with the
COMMISSION.
N/A
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Attachment C
Page 10 of 14 34. Describe in detail, any and all other facts, factors or conditions that may favorably
affect CONTRACTOR's ability to perform or complete, in a timely manner, or at all,
the PROJECT, CONTRACT, DEVELOPMENT, repayment of the LOAN, adherence
to the conditions of the GRANT, or performance of consulting or other services
under CONTRACT with the COMMISSION.
N/A
35. List all CONTRACTS with, DEVELOPMENTS for or with, LOANS with, PROJECTS
with, GRANTS from, SALES of Real Property to, the COMMISSION, AUTHORITY
and/or the CITY within the last five (5) years:
Date
Entity Involved
(i.e., CITY
COMMISSION, etc.)
Status
(Current, delinquent
repaid, etc.)
Dollar
Amount
See Exhibit B “Financial Statements”
36. Within the last five years, has the proposed CONTRACTOR, and/or have any of
the proposed subcontractors, been the subject of a complaint filed with the
Contractor's State License Board (CSLB)?
Yes X No
If yes, explain:
37. Within the last five years, has the proposed CONTRACTOR, and/or have any of
the proposed subcontractors, had a revocation or suspension of a
CONTRACTOR's License?
Yes X No
If yes, explain:
38. List three local references who would be familiar with your previous construction
project:
Name: Gina Nelson, National Equity Fund, Inc.
Address: 500 South Grand Avenue, Suite 2300, Los Angeles, CA 90071
Phone: (213) 240-3145
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Attachment C
Page 11 of 14 Project Name and Description: Laurel Tree Apartments, a 138-unit apt ranging
2-4 bdrms & 40-50% AMI. Completed July 2000.
Name: Paty Lam, San Diego Housing Commission
Address: 1122 Broadway, Suite 300, San Diego, CA 92101
Phone: (619) 231-9400
Project Name and Description: Mercado Apartments. A 144-unit apt. ranging
1-3 bdrms & 35-60% AMI. Completed June 1994
Name: Myrna Manaloto, Dept. of HCD, County of San Diego
Address: 3989 Ruffin Road, San Diego, CA 92123
Phone: (858) 694-4874
Project Name and Description: San Martin de Porres, 116-unit apts ranging 24 bdrms & 35-45% AMI. Completed December 2000.
39. Give a brief statement respecting equipment, experience, financial capacity and
other resources available to the Contractor for the performance of the work
involved in the proposed project, specifying particularly the qualifications of the
personnel, the nature of the equipment and the general experience of the
Contractor.
Construction contractor has not been identified.
40. Give the name and experience of the proposed Construction Superintendent.
N/A. Construction contractor has not been identified.
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Attachment C
Page 12 of 14 EXHIBIT A
BOARD MEMBER ROSTER
EXHIBIT B
FINANCIAL STATEMENTS
MAAC Project
Interim Statement of
Financial Position as of
06/30/2013
Unaudited - Exclusive of
Minority Interest Affilates
Current assets
Cash & cash equivalents
1,364,785
Restricted cash and cash
equivalents
1,237,970
Accounts receivable
Prepaid expenses
Other current assets
Total Current assets
Investment in rental property
Property & equipment
4,258,623
110,653
182,844
7,154,874
21,911,704
2,112,117
Other assets
Accrued developers fees
408,640
Deposits
286,437
Pre-development costs
Investment in other entities
Other assets
Total Other assets
Total assets
84,443
3,803,115
466,918
5,049,554
36,228,250
Current liabilities
Accounts payable
Accrued Payroll and Other
Expenses
8,539,354
679,406
Current portion long term debt
1,957,754
Deferred revenue and working
capital advances
584,626
Total Current liabilities
11,761,140
Long term liabilities
Long term debt less current
portion
Advances payable
Other liabilities
20,548,242
12,678
137,119
Total Long term liabilities
20,698,040
Total liabilities
32,459,180
Net assets
Changes in Fund Balance
Changes from Activities
Total Net assets
Total liabilities & net assets
4,168,137
(399,067)
3,769,070
36,228,250
Metropolitan Area Advisory
Committee and Affiliates
Consolidated Financial Statements and Supplemental Information Year Ended December 31, 2012 METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Financial Statements and Supplemental Information
Year Ended December 31, 2012
Table of Contents
Page
Independent Auditors’ Report
1
Consolidated Financial Statements:
Consolidated Statement of Financial Position
3
Consolidated Statement of Activities
4
Consolidated Statement of Changes in Net Assets
5
Consolidated Statement of Cash Flows
6
Notes to Consolidated Financial Statements
7
Supplemental Information:
Schedule I – Consolidating Statements of Financial Position
18
Schedule II – Consolidating Statements of Activities
19
Independent Auditors’ Report on Internal Control over Financial Reporting and on Compliance
and Other Matters Based on an Audit of Financial Statements
Performed in Accordance with Government Auditing Standards
20
Independent Auditors’ Report on Compliance for Each Major Federal Program; Report on Internal
Control Over Compliance; and Report on Schedule of Expenditures of
Federal Awards required by OMB Circular A-133
21
Schedule of Expenditures of Federal Awards
23
Notes to Schedule of Expenditures of Federal Awards
24
Schedule of Findings and Questioned Costs
25
Schedule of Prior Year Findings
26
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors
Metropolitan Area Advisory Committee and Affiliates
Chula Vista, California
Report on the Financial Statements
We have audited the accompanying consolidated financial statements of Metropolitan Area Advisory Committee
(a nonprofit organization) and Affiliates (limited partnerships), which comprise the consolidated statement of
financial position as of December 31, 2012, and the related consolidated statements of activities, changes in net
assets, and cash flows for the year then ended, and the related notes to the consolidated financial statements.
We did not audit the financial statements of its affiliates, Senior on Broadway, LP, Carlsbad Laurel Tree
Apartments, LP, San Martin De Porres Apartments, LP, and President John Adams Manor Apartments, LP.
(collectively the Affiliates) and Mercado Apartments, LP (Subsidiary). These Affiliates and Subsidiary reflect total
assets of $50,334,858 as of December 31, 2012, total revenue of $7,212,796, and a net loss of $1,313,277 for the
year then ended. Those statements were audited by other auditors whose reports have been furnished to us, and
our opinion, insofar as it relates to the amounts included for its affiliates is based solely on the report of the other
auditors.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in
accordance with accounting principles generally accepted in the United States of America; this includes the
design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of
consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express opinions on these consolidated financial statements based on our audit. We
conducted our audit in accordance with auditing standards generally accepted in the United States of America
and the standards applicable to financial audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or
error. In making those risk assessments, the auditors consider internal control relevant to the entity’s preparation
and fair presentation of the consolidated financial statements in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion, based on our audit and the reports of the other auditors, the consolidated financial statements
referred to above present fairly, in all material respects, the consolidated financial position of Metropolitan Area
Advisory Committee and Affiliates as of December 31, 2012, and the changes in their consolidated net assets and
their consolidated cash flows for the year then ended in accordance with accounting principles generally accepted
in the United States of America.
Other Matters
Other Information
Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The
consolidating information in Schedule I and II is presented for purposes of additional analysis and is not a
required part of the basic consolidated financial statements. Such information is the responsibility of management
and was derived from and relates directly to the underlying accounting and other records used to prepare the
consolidated financial statements. The information has been subjected to the auditing procedures applied in the
audit of the consolidated financial statements and certain additional records used to prepare the consolidated
financial statements or to the consolidated financial statements themselves and other additional procedures in
accordance with auditing standards generally accepted in the United States of America. We did not audit the
financial statements of the affiliates. Those statements were audited by other auditors whose reports have been
furnished to us, and our opinion, insofar as it relates to the amounts included for its affiliates is based solely on
the report of the other auditors. In our opinion, based on our audit and the reports of the other auditors, the
consolidating information in Schedules I and II is fairly presented in all material respects in relation to the
consolidated financial statements as a whole.
Our audit was conducted for the purpose of forming an opinion on the consolidated financial statements as a
whole. The accompanying schedule of expenditures of federal awards is presented for purposes of additional
analysis as required by U.S. Office of Management and Budget Circular A-133, Audits of States, Local
Governments, and Non-Profit Organizations, and is not a required part of the consolidated financial statements.
Such information is the responsibility of management and was derived from and relates directly to the underlying
accounting and other records used to prepare the consolidated financial statements. The information has been
subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain
additional procedures, including comparing and reconciling such information directly to the underlying accounting
and other accruals used to prepare the consolidated financial statements or to the consolidated financial
statements themselves and other additional procedures in accordance with auditing standards generally accepted
in the United States of America. In our opinion, the information is fairly stated, in all material respects, in relation
to the consolidated financial statements as a whole.
Other Reporting Required by Government Auditing Standards
In accordance with Government Auditing Standards, we have also issued our report dated August 20, 2013, on
our consideration of Metropolitan Area Advisory Committee and Affiliates’ internal control over financial reporting
and on our tests of their compliance with certain provisions of laws, regulations, contracts, and grant agreements
and other matters. The purpose of that report is to describe the scope of our testing of internal control over
financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal
control over financial reporting or on compliance. That report is an integral part of an audit performed in
accordance with Government Auditing Standards in considering Metropolitan Area Advisory Committee and
Affiliates’ internal control over financial reporting and compliance.
San Diego, California
August 20, 2013
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Financial Position
December 31, 2012
ASSETS
Current Assets:
Cash
Restricted cash
Accounts receivable, net of allowance for doubtful accounts of $74,581
Prepaid expenses
Other current assets
$
Total Current Assets
9,609,238
Other Assets:
Rental property, net of accumulated depreciation
Property and equipment, net of accumulated depreciation
Investment in other entities
Permanent financing costs, net of accumulated amortization of $1,098,354
Deposits and other assets
61,823,673
2,277,145
362,786
1,044,719
266,920
Total Other Assets
Total Assets
2,357,790
3,824,711
2,692,508
511,809
222,420
65,775,243
$
75,384,481
$
3,482,219
1,952,865
889,806
83,616
1,618,383
1,235,100
LIABILITIES AND NET ASSETS
Current Liabilities:
Accounts payable
Accrued expenses
Lines of credit
Current portion of accrued interest
Current portion of notes payable
Deferred revenue
Total Current Liabilities
9,261,989
Ground lease payable
Accrued interest, net of current portion
Notes payable, net of current portion
Other liabilities
811,578
4,925,172
41,925,980
165,435
Total Liabilities
57,090,154
Net Assets:
Unrestricted:
General
Controlling interests in affiliates
Temporarily restricted
Noncontrolling interests in affiliates
4,959,588
(642,136)
85,884
13,890,991
Total Net Assets
Total Liabilities and Net Assets
See accompanying notes to consolidated financial statements.
18,294,327
$
75,384,481
3
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Activities
Year Ended December 31, 2012
Unrestricted
Revenue and Support:
Contract revenue
Contributions
Program service fees
Contractual services
Charter school apportionments
Rents and tenants fees - real estate
Other income
Interest income
Rents and tenant fees - limited partnerships
Net assets released from restrictions,
satisfaction of program restrictions
$
Total Revenue and Support
Expenses:
Program services:
Metropolitan Area Advisory Committee
Limited partnerships
Supporting services:
Management and general
Fundraising
Total Expenses
Change in Net Assets
See accompanying notes to consolidated financial statements.
$
26,814,812 $
46,310
2,098,822
3,360,992
2,072,597
2,729,725
335,758
40,978
5,872,918
Temporarily
Restricted
Total
- $ 26,814,812
5,248
51,558
2,098,822
3,360,992
2,072,597
2,729,725
335,758
40,978
5,872,918
26,972
(26,972)
-
43,399,884
(21,724)
43,378,160
36,326,251
5,744,192
-
36,326,251
5,744,192
2,915,710
47,733
-
2,915,710
47,733
45,033,886
-
45,033,886
(1,634,002) $
(21,724) $
(1,655,726)
4
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Changes in Net Assets
Year Ended December 31, 2012
General
Balance, beginning
Change in Net Assets
Distributions
Balance, ending
See accompanying notes to consolidated financial statements.
$ 5,280,313 $
(320,725)
$ 4,959,588 $
Unrestricted
Controlling
Interests in
Affiliates
(225,291) $
Totals
5,055,022 $
(416,830)
(737,555)
(15)
(15)
(642,136) $
4,317,452 $
Temporarily
Restricted
107,608 $
Noncontrolling
Interests in
Affiliates
Total
14,816,880 $ 19,979,510
(21,724)
(896,447)
(1,655,726)
-
(29,442)
(29,457)
85,884 $
13,890,991 $ 18,294,327
5
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Cash Flows
Year Ended December 31, 2012
Cash Flows from Operating Activities:
Change in net assets
Adjustments to reconcile change in net assets
to net cash provided by operating activities:
Depreciation
Amortization
Changes in operating assets and liabilities:
Restricted cash
Accounts receivable, net
Prepaid expenses
Deposits and other assets
Accounts payable
Accrued expenses
Accrued interest
Deferred revenue
Ground lease payable
Other liabilities
$
(1,655,726)
3,180,168
60,524
20,267
(821,446)
18,900
109,020
83,580
159,002
259,937
503,563
107,593
80,455
Net Cash Provided by Operating Activities
2,105,837
Cash Flows from Investing Activities:
Purchases of property and equipment
Improvements to rental property
Change in investments in other entities
(588,814)
(682,354)
229,296
Net Cash Used by Investing Activities
(1,041,872)
Cash Flows from Financing Activities:
Net proceeds from lines of credit
Payments of notes payable
Distributions to noncontrolling interests
125,000
(1,446,339)
(29,457)
Net Cash Used by Financing Activities
(1,350,796)
Net Decrease in Cash
(286,831)
Cash, beginning
2,644,621
Cash, ending
$
2,357,790
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest
$
1,784,651
$
4,000
Cash paid for income taxes
See accompanying notes to consolidated financial statements.
6
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 1 – Organization and Summary of Significant Accounting Policies
Nature of Activities
The Metropolitan Area Advisory Committee on Anti-Poverty of San Diego County, Incorporated (Metropolitan
Area Advisory Committee or MAAC) is a California nonprofit corporation organized to provide an extensive
network of services to the residents of San Diego County. MAAC offers various programs to meet a variety of
social, economic, and health needs for low income people, and is supported primarily through federal, state and
county award programs.
MAAC is the general partner in the following entities:
Organization Name
Seniors on Broadway Limited Partnership
Carlsbad Laurel Tree Apartments, L.P.
San Martin De Porres Apartments, L.P.
President John Adams Manor Apartments, L.P.
MAAC’s
Ownership
Percentage
.01%
.009%
.05%
.1%
The entities listed above are collectively referred to as the “Affiliates”. All the entities are California limited
partnerships organized under the laws of the State of California, for the purpose of developing or acquiring, and
operating low-income housing projects.
Principles of Consolidation
The consolidated financial statements include the accounts of Metropolitan Area Advisory Committee and its
Affiliates (collectively the Organizations). All significant intercompany accounts and transactions have been
eliminated.
Financial Statement Presentation
The Organizations reports information regarding its consolidated financial position and activities according to
three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted
net assets.

Unrestricted net assets represent expendable funds available for operations, which are not otherwise
limited by donor restrictions.

Temporarily restricted net assets consist of contributed funds subject to donor-imposed restrictions
contingent upon specific performance of a future event or a specific passage of time before the
Organizations may spend the funds.

Permanently restricted net assets are subject to irrevocable donor restrictions requiring that the assets be
maintained in perpetuity usually for the purpose of generating investment income to fund current
operations.
The Organizations had no permanently restricted net assets during the year ended December 31, 2012.
Revenue and Support
Contributions received are recorded as unrestricted, temporarily restricted, or permanently restricted support,
depending on the existence and/or nature of any donor restrictions. All donor-restricted support is reported as an
increase in temporarily or permanently restricted net assets, depending on the nature of the restriction.
When a restriction expires (that is, when a stipulated time restriction ends or purpose restriction is accomplished),
temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statements of
activities as net assets released from restrictions.
7
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 1 – Organization and Summary of Significant Accounting Policies, continued
Revenue and Support, continued
Revenue from grants/contracts is recognized to the extent of eligible costs incurred up to an amount not to
exceed the total grant/contract authorized. Deferred revenue results from grant awards received that are
applicable to the subsequent period.
Use of Estimates
The preparation of consolidated financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Accounts Receivable
Accounts receivable consist of grants, contracts, and other receivables that arise in the normal course of
operations. It is the policy of management to review the outstanding receivables at year end, as well as the bad
debts experienced in the past, and establish an allowance for doubtful accounts for uncollectible amounts.
Property and Equipment and Investment in Rental Property
Acquisitions of property and equipment of $5,000 or more are capitalized for MAAC. Property and equipment are
stated at cost, or if donated, at the approximate fair market value at the date of donation. Expenditures for
maintenance and repairs are charged against operations. Depreciation is computed using the straight-line
method over the estimated useful lives of the related assets of three to 40 years. Amortization of leasehold
improvements is included in depreciation expense. Land, buildings and equipment acquired with grant funds are
considered to be owned by the Organizations while used in the program or in future authorized programs.
However, the funding source may have a reversionary interest in the property as well as the right to determine the
use of any proceeds from the sale of assets purchased with their respective funds.
Impairment losses are recorded on long-lived assets when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets (excluding interest) are less than the carrying
amount of the assets. In such cases, the carrying value of assets to be held and used are adjusted to their
estimated fair value and assets held for sale are adjusted to their estimated fair value less selling expenses. No
impairment losses were recognized in the year ended December 31, 2012.
Contributed Materials and Services
Contributed materials are recorded at their fair market value where an objective basis is available to measure
their value. Such items are capitalized or charged to operations as appropriate. The Organizations received a
substantial amount of services donated by volunteers in carrying out the Organizations’ program services. No
amounts have been recorded for those services as they do not meet the requirements for recognition as
contributions in the consolidated financial statements. However, the fair market value of contributed professional
services is reported as support and expense in the period in which the services are performed.
Income Taxes
MAAC is a qualified nonprofit organization that is exempt from income taxes under Section 501(c)(3) of the
Internal Revenue Code and Section 23701(d) of the California Revenue and Taxation Code. This exemption is for
all income taxes except for those assessed on unrelated business income, if any. MAAC has had no such
unrelated business income. MAAC is not a private foundation.
The Organizations recognize accrued interest and penalties associated with uncertain tax positions as part of the
income tax provision, when applicable. There are no amounts accrued in the financial statements related to
uncertain tax positions for the year ended December 31, 2012.
8
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 1 – Organization and Summary of Significant Accounting Policies, continued
Income Taxes, continued
The Organizations file informational and income tax returns in the United States and various state and local
jurisdictions. The Organizations’ Federal income tax and informational returns for the year ended December 31,
2012, 2011 and 2010 are subject to examination by the Internal Revenue Service, generally for 3 years after the
returns were filed. State and local jurisdictions have statutes of limitation that generally range from 3 to 5 years.
Fair Value Measurements
The Organizations define fair value as the exchange price that would be received for an asset or paid for a liability
in the principal or most advantageous market. The Organizations apply fair value measurements to assets and
liabilities that are required to be recorded at fair value under generally accepted accounting principles. Fair value
measurement techniques maximize the use of observable inputs and minimize the use of unobservable inputs.
The carrying value of cash, receivables, and payables approximates fair value as of December 31, 2012, due to
the relative short maturities of these instruments.
Subsequent Events
The Organizations have evaluated subsequent events through August 20, 2013 which is the date the
consolidated financial statements were available to be issued.
Note 2 – Restricted Cash
Cash balances are held in restricted cash accounts to comply with the terms of certain loan and other regulatory
agreements. Withdrawals from these accounts are allowed only for specific purposes. The financial institutions
maintain a security interest in the cash account balances. Restricted cash consists of the following:
Replacement reserve
Operating reserve
Exit tax reserve
Impound escrows
Tenant security deposits
Other
$
976,065
2,081,328
228,377
10,823
480,632
47,486
$
3,824,711
Note 3 – Concentration of Credit Risk
The Organizations maintain its cash in bank deposit accounts that are either insured by the Federal Deposit
Insurance Corporation (FDIC) up to a limit of $250,000 per depositor or certain non-interest bearing accounts that
are fully insured by the FDIC. The Organizations have not experienced any losses in its bank deposit accounts
and believes they are not exposed to any significant credit risk on cash. Effective January 1, 2013, the FDIC
coverage is limited to $250,000 per depositor per financial institution. The Organization manages the risk by using
only high quality financial institutions.
9
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 4 – Accounts Receivable
Accounts receivable consist of the following:
Weatherization and Low Income Home Energy Assistance program
Head Start
Charter school
Childcare food program
Job training program
Youthbuild program
Recovery homes
Affiliates
Other receivables
$
699,138
677,042
574,044
168,585
103,937
100,705
65,356
20,276
358,006
2,767,089
(74,581)
$
2,692,508
Less: allowance for doubtful accounts
Note 5 – Rental Property
MAAC owns and operates rental properties. The Mayberry Townhomes project was acquired in 2003 and
consists of a 70 unit apartment complex located in San Diego, California. The Villa Lakeshore project was
acquired in 2003 and consists of a 34 unit apartment complex located in Lakeside, California. Mercado
Apartments was acquired in 2011 and consists of 144 residential units in San Diego, California. The MAAC
Community Center is a 73,000 square foot commercial property located in Chula Vista, California that was
acquired in 2002.
The Affiliates own and operate low-income housing projects. The rental property consists of the following:
Buildings and improvements
Land
Land improvements
Equipment
$
Less: accumulated depreciation
$
MAAC
25,916,301 $
7,216,822
1,264,948
34,398,071
(12,046,761)
22,351,310
$
Affiliates
47,147,155 $
4,296,249
4,583,228
2,150,042
58,176,674
(18,704,311)
39,472,363
Total
73,063,456
11,513,071
4,583,228
3,414,990
92,574,745
(30,751,072)
$
61,823,673
A substantial portion of the Organizations’ rental property is identified as collateral for the related notes payable.
Note 6 – Property and Equipment
Property and equipment consists of the following:
Buildings and improvements
Land
Leasehold improvements
Vehicles
Furniture and equipment
$
1,529,450
94,988
2,049,984
1,617,314
1,355,309
6,647,045
(4,369,900)
$
2,277,145
Less: accumulated depreciation
10
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 7 – Lines of Credit
MAAC has an unsecured $250,000 line of credit with Raza Development Fund with interest only payments due
monthly at 7.5%. The funds are to be used in connection with predevelopment costs associated with the COMM
22 LLC project. The line of credit had a balance of $252,500 as of December 31, 2012. The principal and any
unpaid interest were due in April 2012, however MAAC is currently negotiating a new maturity date.
MAAC also has a $750,000 line of credit with City National Bank with interest only payments due monthly at the
greater of 2.5% or Prime plus 1%. The line of credit had a balance of $637,306 as of December 31, 2012. The
principal and any unpaid interest were due in December 2012, however MAAC is currently negotiating a new
maturity date.
Note 8 – Ground Lease
One of the affiliates, Seniors on Broadway Limited Partnership, entered into a ground lease agreement on
March 1, 2005 (Ground Lease) with the Chula Vista Elementary School District (District). The lease expires
on March 1, 2080. Ground lease payments are due on the last day of each year, subject to Available Cash
Flow, as defined, for the first 15 years. To the extent the full lease payment is not paid in a given year from
year 1 through 15, the unpaid balance shall accrue interest at an annual rate of 6 percent. All accrued or
unpaid amounts that were not paid are due and payable to the District no later than the end of the 15 year
period. Initial annual lease payments are $5,000 with each subsequent annual lease payment increasing by
$5,000 until the annual payment reaches $60,000 in year 12. Beginning in year thirteen through the
remaining term of the lease, the annual payment shall increase by 2.5 percent.
Seniors on Broadway Limited Partnership has normalized the lease increases over the life of the ground
lease. As of December 31, 2012 the ground lease payable was $811,578, which includes $759,078 of
deferred ground lease payable. The annual expense of $107,593 was recorded to reflect the expense on a
straight-line basis over the life of the lease. The difference between the payment and the accrual is shown
as deferred ground lease for financial statement purposes.
Scheduled ground lease payments as of December 31, 2012 are required as follows:
Year Ending
December 31,
2013
2014
2015
2016
2017
Thereafter
$
$
Payments
Required
35,000
40,000
45,000
50,000
51,250
7,854,152
8,075,402
$
Ground
Lease
Expense
107,593
107,593
107,593
107,593
107,593
6,778,359
7,316,324
$
$
Deferred
Ground
Lease
(72,593)
(67,593)
(62,593)
(57,593)
(56,343)
1,075,793
759,078
11
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 9 – Notes Payable
Notes payable of the Organizations consist of the following:
MAAC and MAAC R/E
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of variable rate demand revenue bonds. The loan proceeds
were used to acquire and rehabilitate a facility in Chula Vista, California. The note is
secured by a Deed of Trust covering the land, improvements and other property. The note
requires monthly payments of $19,703, including interest at a fixed rate of 3.72% and it
matures April 2032. The principal portion of monthly payments is deposited into a restricted
account and will be applied to the principal balance of the note at certain times as set forth
in the loan and reimbursement agreements. The note is also secured by an irrevocable
letter of credit for $4,263,000. MAAC is required to pay quarterly letter of credit fees of
$10,247.
$
3,300,000
Note payable to ARCS Commercial Mortgage with monthly payments of $22,071 including
interest at 6.75%, matures November 2031. The note is secured by a Deed of Trust
covering the land, improvements and certain other property located at the Mayberry Street
property in San Diego, California.
2,825,561
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of variable rate demand multi-family housing revenue bonds.
The note is secured by a Deed of Trust covering the land, improvements and other property
located at the Lakeshore property in Lakeside, California. The note requires monthly
principal payments of $4,167 until the note becomes due in May 2033. Monthly interest
payments are also due based on weekly interest rates determined by the bond remarketing
agent. The monthly principal payments are deposited into a restricted account and will be
applied to the principal balance of the note at certain times as set forth in the loan and
reimbursement agreements. The note is also secured by an irrevocable letter of credit for
$2,557,282.
2,370,000
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of Qualified Zone Academy Bonds. The loan proceeds were
used to renovate and rehabilitate qualified zone academy programs. Bi-monthly payments
of $27,546 are required until the remaining principal is due in January 2016. Payments are
deposited into a restricted account and will be applied to the principal of the note at the
maturity date. The note is secured by a lease agreement between MAAC and the
Sweetwater Union High School District.
2,500,000
Note payable to ARCS Commercial Mortgage with monthly payments of $11,711 including
interest at 6.26%, remaining principal and interest due November 2014. The note is
secured by a Deed of Trust covering the land, improvements and certain other property
located at the Mayberry Street property in San Diego, California.
1,636,753
Promissory note payable to the Redevelopment Agency of the City of San Diego (SDHC)
with monthly payments of $2,333 including interest of 3%. The note is secured by a Deed of
Trust covering the land, improvements and certain other property located in San Diego,
California. The outstanding principal balance and accrued interest are due January 2063.
799,957
12
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 9 – Notes Payable, continued
MAAC and MAAC R/E, continued
Note payable to the County of San Diego Redevelopment Agency (SDRA) with interest at
3% and principal payments beginning June 2035 in an amount equal to the lesser of
interest accrued over the past twelve months or the amount determined by SDRA to be
necessary to cover the costs of monitoring MAAC’s compliance with the loan agreement. If
residual revenues are generated from the property’s operations, SDRA will receive 25% of
the residual revenues each fiscal year. In the event that MAAC has repaid the $356,000
note payable to the County of San Diego Department of Housing and Community
Development, SDRA will receive 50% of the residual revenues each fiscal year. Per the
terms of the loan agreement, all payments received shall first be applied toward any costs
or charges incurred in connection with the loan, next to the payment of accrued interest,
then to the reduction of the principal balance. The outstanding balance including any
unpaid interest is due in June 2063. The note is secured by a Deed of Trust covering the
land, any improvements and certain other property located in Lakeside, California.
1,000,000
Note payable to the San Diego Housing Commission (SDHC) with interest at 3.0%. The
note is secured by a Deed of Trust covering the land, improvements and other property
located at the Mayberry Street property in San Diego, California. Annual payments are due
only to the extent that residual receipts are available from the operations of the property.
Per the terms of the loan agreement, SDHC will receive 23% and the Redevelopment
Agency will receive 27% of the residual receipts available. The outstanding principal
balance and all accrued interest are due in March 2029.
670,000
Note payable to Jerome Navarra with monthly payments of $9,314 including interest at
7.0%, all unpaid principal and interest is due in October 2013. The note is secured by a
Deed of Trust covering the land, improvements and other property located in Chula Vista,
California.
300,962
Promissory note payable to the Redevelopment Agency of the City of San Diego (SDHC)
bearing interest at 3% of the outstanding balance. The note is secured by a Deed of Trust
covering the land, improvements and certain other property located in San Diego,
California. Installment payments are due annually only from and to the extent that residual
receipts from the Agency’s operation of the property are available. The entire outstanding
principal and accrued interest of this Note shall be fully due and payable on October 9th,
2062.
799,370
Note payable to Wells Fargo Bank, unsecured, with a fixed interest rate of 3.0% requiring
quarterly interest-only payments. The principal balance including any unpaid interest is due
at the earlier of closing of normal business operations or the maturity date in July 2012.
Wells Fargo Bank extended the maturity date for an additional year.
500,000
Note payable to Wells Fargo Bank, unsecured, non-interest bearing, payable in quarterly
payments of $12,500, matures December 2016. All accrued interest owed from the period
of January 1, 2008 to October 1, 2009 (accrued at an annual rate of 8%) has been waived
by the bank unless MAAC becomes in default under the terms of the loan agreement. In
such case, MAAC’s interest obligation are reinstated retroactively back to December 1,
2008 at a rate of 4%.
337,500
13
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 9 – Notes Payable, continued
MAAC and MAAC R/E, continued
Note payable to the County of San Diego Department of Housing and Community
Development (HCD) requiring annual payments of $32,000 including interest at 3%
beginning in June 2034. The note is secured by a Deed of Trust covering the land,
improvements and other property located at the Lakeshore property in Lakeside, California.
In the event that the operations of the property generate residual revenue, HCD will receive
25% of the residual revenue each fiscal year to be applied toward accrued interest. The
principal balance and all unpaid interest are due in June 2062.
356,000
Note payable to Everyday Communications Corp., unsecured, with monthly payments of
$456 including interest at 3%, matures December 2016.
20,592
Note payable to Ideas and Actions, Inc. with monthly payments of $2,161 including interest
at 9.25%, matures February 2014. The note is secured by a Deed of Trust covering the land
and improvements located in San Marcos, California.
28,578
Note payable to Impact Funding LLC, which is serviced by Pacific Life Insurance Company,
secured by a First Deed of Trust covering the land and improvements located in San Diego,
California on the Project. Monthly installments of principal and interest of $22,641 are based
on a 30-year amortization period. Any unpaid principal and interest are due and payable on
July 1, 2025. The note bears interest at 8.25% annually.
2,122,902
Note payable to Bank of America Community Development Bank, secured by a Second
Deed of Trust. The note does not bear interest and no payments are due unless the
Mercado Apartments, L.P. is not in compliance with the terms of the Deed of Trust.
920,000
Note payable to the City of San Diego as the successor agency to the Redevelopment
Agency of the City of San Diego, secured by a Third Deed of Trust. The note accrues
simple interest at 6% annually. The principal and any unpaid interest are due and
payable in full on December 3, 2047.
1,425,000
Note payable to the City of San Diego as the successor agency to the Redevelopment
Agency of the City of San Diego, secured by a Fourth Deed of Trust. The note accrues
simple interest at 6% annually. The principal and any unpaid interest are due and
payable in full on December 3, 2047.
$
1,998,440
23,911,615
(1,917,533)
21,994,082
$
16,205,657
Less: amounts forwarded to reserve account
Affiliates
Notes payable to various entities, interest accrues at weighted average rate of 6.1% with
total monthly payments of principal and interest of $112,405. All unpaid principal and
interest are due from 2020 to 2036.
Notes payable to various government entities, simple interest of 3%, with interest and
principal payments due from specific project cash flow and/or at maturity. All unpaid
principal and interest are due from 2029 to 2063.
5,344,624
The Affiliates’ notes payable are secured by real estate with an aggregate cost of
approximately $70,000,000.
$
21,550,281
14
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 9 – Notes Payable, continued
Future principal payments of the Organizations at December 31, 2012 are due as follows:
Year Ending
December 31,
2013
2014
2015
2016
2017
Thereafter
$
$
MAAC
1,246,122
5,097,584
498,418
2,777,299
289,431
14,002,761
23,911,615
Affiliates
372,261
397,568
424,624
453,371
496,692
19,405,765
$
$
21,550,281
$
$
Total
1,618,383
5,495,152
923,042
3,230,670
786,123
33,408,526
45,461,896
Note 10 – Investment in Other Entities
MAAC is a member of COMM 22 Associates, LLC, a California limited liability company. COMM 22 Associates,
LLC was formed in 2004 for the purpose of developing a mixed-use affordable rental housing project, with retail
and commercial space and associated amenities. MAAC’s investment in COMM 22 Associates, LLC at
December 31, 2012 was $362,757.
Note 11 – Operating Leases
MAAC occupies facilities and leases vehicles and equipment under operating lease agreements which expire
through October 2017. Rent expense was $2,034,894 for the year ended December 31, 2012. Future minimum
payments under non-cancelable operating leases as of December 31, 2012 are as follows:
Year Ending
December 31,
2013
2014
2015
2016
2017
Thereafter
$
1,329,046
1,053,039
554,340
186,971
110,735
-
$
3,234,132
Note 12 – Indirect Costs
MAAC was granted an indirect cost rate of 9.3% by the U.S. Department of Health and Human Services, MAAC’s
federal cognizant agency for the year ended December 31, 2012.
15
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 13 – Contingencies
President John Adams Manor, L.P.
MAAC has made certain guarantees with respect to their involvement with President John Adams Manor, L.P.
MAAC agreed to guarantee the general partner’s (PJAM, Inc.) obligation under the partnership agreement. The
general partner is obligated to make additional contributions to the partnership to cover future potential operating
deficits up to $1.5 million in excess of the required reserves, as outlined in the partnership agreement. Any
contributions made shall be deemed as capital contributions by the general partner. MAAC would be able to
recover any such additional contributions upon availability of funds or upon the sale of the housing project. In
addition, MAAC is required to maintain net assets of not less than $268,000.
The general partner has indemnified the limited partner, with respect to certain benefits the limited partner
anticipates based on the economic projections, which are, in part, the basis of the limited partner’s investment
decision. The benefits to the limited partner are the sum of the Low Income Housing Credit plus the sum of the
interest, depreciation, amortization, and similar non-operating deductions multiplied by the marginal tax rate of the
limited partner less any income derived from operations. While MAAC and the general partner expect to meet all
of the conditions of the partnership agreement, the partnership agreement requires the general partner to
maintain net assets of not less than $134,000.
San Diego Mercado Associates
In connection with San Diego Mercado Associates (SDMA) partnership, MAAC executed a withdrawal,
redemption and release agreement in July 2006, which relinquished SDMA’s interests in the Mercado Alliance,
LLC. The other partner of SDMA refused to be a party of that settlement, and has made verbal claims that MAAC
owes him compensation for his prior investment in SDMA. While MAAC does not consider these claims to be
valid, attorneys engaged to handle the SDMA withdrawal agreement were unable to form a judgment, in
accordance with applicable standards, as to whether an ultimate outcome favorable to MAAC in this matter is
either probable or remote.
Grants and Contracts
MAAC has grants and contracts with government agencies which are subject to audit. No provision has been
made for any liability that may result from such audits since the amounts, if any, cannot be determined.
Management believes that any such liability will not be material.
Note 14 – Restrictions on Net Assets
Temporarily restricted net assets are available for the following purposes:
Self-sufficiency programs
Weatherization activities
Workforce development
Charter school activities
Recovery homes activities
$
49,300
14,428
12,594
9,087
475
$
85,884
Note 15 – Functional Allocation of Expenses
The costs of providing the various programs and other activities have been summarized on a functional basis in
the statements of activities. Accordingly, certain costs have been allocated among the programs and supporting
services benefited.
16
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2012
Note 16 – Contingent Liabilities
The Organizations may periodically be involved in litigation cases incidental to its business activities. While any
litigation or investigation has an element of uncertainty, management believes that the outcome of any of these
matters will not have a materially adverse effect on its financial position, results of operations or liquidity.
17
Supplemental Information
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Schedule I - Consolidating Statements of Financial Position
December 31, 2012
Metropolitan Area Advisory Committee
MAAC R/E *
Eliminations
MAAC
ASSETS
Current Assets:
Cash
Restricted cash
Accounts receivable, net of allowance for
doubtful accounts of $74,581
Prepaid expenses
Other current assets
Total Current Assets
$
Other Assets:
Rental property, net
Property and equipment, net
Investment in other entities
Permanent financing costs, net of accumulated
amortization of $1,098,354
Accrued developer fees, net of
discount of $414,199
Deposits and other assets
Total Other Assets
Total Assets
LIABILITIES AND NET ASSETS
Current Liabilities:
Accounts payable
Accrued expenses
Lines of credit
Current portion of accrued interest
Current portion of notes payable
Deferred revenue
Total Current Liabilities
$
656,474 $
1,340,687
- $
(243,025)
(243,025)
3,761,342
303,577
283,221
5,057,044
16,132
54,178
2,067,471
3,534,449
357,755
283,221
6,881,490
2,277,145
3,803,144
22,351,310
-
-
22,351,310
2,277,145
3,803,144
-
483,820
-
483,820
408,640
252,545
6,741,474
14,375
22,849,505
-
408,640
266,920
29,590,979
11,798,518
$
24,916,976 $
(243,025) $
36,472,469
$
2,448,876
1,307,838
889,806
736,515
824,311
6,207,346
$
1,096,911 $
10,727
509,607
22,750
1,639,995
(210,566) $
(210,566)
3,335,221
1,318,565
889,806
1,246,122
847,061
7,636,775
Net Assets:
Unrestricted:
General
Controlling interests in affiliates
Temporarily restricted
Noncontrolling interests in affiliates
Total Net Assets
$
(2,025,934)
(321,189)
12,678
3,872,901
3,960,605
2,025,934
21,069,149
32,459
152,757
28,880,899
7,839,733
85,884
7,925,617
206,815
(4,170,738)
(3,963,923)
11,798,518
$
24,916,976 $
(32,459)
(243,025)
(243,025) $
* MAAC R/E includes the real estate operations of Metropolitan Area Advisory Committee (see Note 5).
See independent auditors' report.
1,365,378
1,340,687
$
Ground lease payable
Accrued interest, net of current portion
Intercompany payable (receivable)
Notes payable, net of current portion
Advances payable to related parties
Other liabilities
Total Liabilities
Total Liabilities and Net Assets
708,904
-
Total
3,960,605
20,747,960
165,435
32,510,775
8,046,548
(4,170,738)
85,884
3,961,694
36,472,469
Affiliates
$
992,412 $
2,484,024
2,692,508
511,809
222,420
9,609,238
39,472,363
-
(3,440,358)
61,823,673
2,277,145
362,786
(408,640)
(3,848,998)
43,684,028 $ (4,772,016) $
171,697 $
634,300
83,616
372,261
388,039
1,649,913
811,578
964,567
$
2,357,790
3,824,711
(862,217)
(60,801)
(923,018)
40,033,262
$
- $
-
Total
20,276
154,054
3,650,766
560,899
$
Eliminations
(24,699) $
(24,699)
1,044,719
266,920
65,775,243
75,384,481
3,482,219
1,952,865
889,806
83,616
1,618,383
1,235,100
9,261,989
21,178,020
1,660,357
26,264,435
(1,660,357)
(1,685,056)
811,578
4,925,172
41,925,980
165,435
57,090,154
3,528,602
13,890,991
17,419,593
(3,086,960)
(3,086,960)
4,959,588
(642,136)
85,884
13,890,991
18,294,327
43,684,028 $ (4,772,016) $
75,384,481
18
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Schedule II - Consolidating Statements of Activities
Year Ended December 31, 2012
MAAC
Revenue and Support:
Contract revenue
$
Contributions
Program service fees
Contractual services
Charter school apportionments
Rents and tenants fees - real estate
Other income
Interest income
Rents and tenant fees - limited partnerships
Total Revenue and Support
Expenses:
Program services
Metropolitan Area Advisory Committee
Limited partnerships
Supporting services:
Management and general
Fundraising
Total Expenses
Metropolitan Area Advisory Committee
MAAC R/E *
Eliminations
Total
26,814,812 $
51,558
2,098,822
4,788,676
2,072,597
(562,663)
255,760
956
-
- $
3,292,388
79,998
40,022
-
- $
(402,344)
-
26,814,812
51,558
2,098,822
4,386,332
2,072,597
2,729,725
335,758
40,978
-
35,520,518
3,412,408
(402,344)
38,530,582
32,958,608
-
3,769,987
-
(402,344)
-
36,326,251
-
2,915,710
47,733
-
35,922,051
3,769,987
(402,344)
2,915,710
47,733
39,289,694
Change in Net Assets
$
(401,533) $
(357,579) $
- $
* MAAC R/E includes the real estate operations of Metropolitan Area Advisory Committee (see Note 5).
See independent auditors' report
(759,112)
Affiliates
$
5,872,918
$
- $
(1,025,340)
-
26,814,812
51,558
2,098,822
3,360,992
2,072,597
2,729,725
335,758
40,978
5,872,918
5,872,918
(1,025,340)
43,378,160
6,769,532
(1,025,340)
36,326,251
5,744,192
6,769,532
$
Consolidated
Eliminations
(896,614) $
-
2,915,710
47,733
(1,025,340)
-
45,033,886
$
(1,655,726)
19
INDEPENDENT AUDITORS’ REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON
COMPLI ANCE AND OTHER M ATTERS B ASED ON AN AUDIT OF FIN ANCIAL ST ATEMENTS PERFORMED
IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS
To the Board of Directors
Metropolitan Area Advisory Committee and Affiliates
We have audited, in accordance with the auditing standards generally accepted in the United States of America
and the standards applicable to financial audits contained in Government Auditing Standards issued by the
Comptroller General of the United States, the consolidated financial statements of Metropolitan Area Advisory
Committee and Affiliates (collectively the Organization) which comprise the consolidated statements of financial
position as of December 31, 2012, and the related consolidated statements of activities, changes in net assets,
and cash flows for the year then ended and the related notes to the consolidated financial statements and have
issued our report thereon dated August 20, 2013.
Internal Control Over Financial Reporting
In planning and performing our audit of the consolidated financial statements, we considered the Organization’s
internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in
the circumstances for the purpose of expressing our opinion on the consolidated financial statements, but not for
the purpose of expressing an opinion on the effectiveness of the Organization’s internal control. Accordingly, we
do not express an opinion on the effectiveness of the Organization’s internal control.
A deficiency in internal control exists when the design or operation of a control does not allow management or
employees, in the normal course of performing their assigned functions, to prevent, or detect and correct,
misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal
control such that there is a reasonable possibility that a material misstatement of the entity’s financial statements
will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a
combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough
to merit attention by those charged with governance.
Our consideration of internal control was for the limited purpose described in the first paragraph of this section
and was not designed to identify all deficiencies in internal control that might be material weaknesses or
significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that were not
identified. Given these limitations, during our audit we did not identify any deficiencies in internal control that we
consider to be material weaknesses. However, material weaknesses may exist that have not been identified.
Compliance and Other Matters
As part of obtaining reasonable assurance about whether the Organization’s consolidated financial statements
are free from material misstatement, we performed tests of its compliance with certain provisions of laws,
regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect
on the determination of consolidated financial statement amounts. However, providing an opinion on compliance
with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The
results of our tests disclosed no instances of noncompliance or other matters that are required to be reported
under Government Auditing Standards.
Purpose of this Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the
result of that testing, and not to provide an opinion on the effectiveness of the entity’s internal control or on
compliance. This report is an integral part of an audit performed in accordance with Government Auditing
Standards in considering the Organization’s internal control and compliance. Accordingly, this communication is
not suitable for any other purpose.
San Diego, California
August 20, 2013
INDEPENDENT AUDITORS’ REPORT ON COMPLI ANCE FOR E ACH M AJ OR FEDER AL PROGR AM ;
REPORT ON INTERN AL CONTROL OVER COMPLI ANCE; AND REPORT ON SCHEDULE OF
EXPENDITURES OF FEDER AL AW AR DS REQUIRED BY OMB CIRCUL AR A-133
To the Board of Directors
Metropolitan Area Advisory Committee and Affiliates
Report on Compliance for Each Major Federal Program
We have audited Metropolitan Area Advisory Committee and Affiliates’ (collectively the Organization) compliance
with the types of compliance requirements described in the OMB Circular A-133 Compliance Supplement that
could have a direct and material effect on each of the Organization’s major federal programs for the year ended
December 31, 2012. The Organization’s major federal program is identified in the summary of auditors’ results
section of the accompanying schedule of findings and questioned costs.
Management’s Responsibility
Management is responsible for compliance with the requirements of laws, regulations, contracts, and grants
applicable to its federal programs.
Auditors’ Responsibility
Our responsibility is to express an opinion on compliance for each of the Organization’s major federal programs
based on our audit of the types of compliance requirements referred to above. We conducted our audit of
compliance in accordance with auditing standards generally accepted in the United States of America; the
standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller
General of the United States; and OMB Circular A-133, Audits of States, Local Governments, and Non-Profit
Organizations. Those standards and OMB Circular A-133 require that we plan and perform the audit to obtain
reasonable assurance about whether noncompliance with the types of compliance requirements referred to above
that could have a direct and material effect on a major federal program occurred. An audit includes examining, on
a test basis, evidence about the Organization’s compliance with those requirements and performing such other
procedures as we considered necessary in the circumstances.
We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal
program. However, our audit does not provide a legal determination of the Organization’s compliance.
Opinion on Each Major Federal Program
In our opinion, the Organization complied, in all material respects, with the types of compliance requirements
referred to above that could have a direct and material effect on each of its major federal programs for the year
ended December 31, 2012.
Report on Internal Control Over Compliance
Management of the Organization is responsible for establishing and maintaining effective internal control over
compliance with the types of compliance requirements referred to above. In planning and performing our audit of
compliance, we considered the Organization’s internal control over compliance with the types of requirements that
could have a direct and material effect on each major federal program to determine the auditing procedures that
are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major
federal program and to test and report on internal control over compliance in accordance with OMB Circular A133, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance.
Accordingly, we do not express an opinion on the effectiveness of the Organization’s internal control over
compliance.
A deficiency in internal control over compliance exists when the design or operation of a control over compliance
does not allow management or employees, in the normal course of performing their assigned functions, to
prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a
timely basis. A material weakness in internal control over compliance is a deficiency, or combination of
deficiencies, in internal control over compliance, such that there is a reasonable possibility that material
noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and
corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a
combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal
program that is less severe than a material weakness in internal control over compliance, yet important enough to
merit attention by those charged with governance.
Our consideration of internal control over compliance was for the limited purpose described in the first paragraph
of this section and was not designed to identify all deficiencies in internal control over compliance that might be
material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over
compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not
been identified.
The purpose of this report on internal control over compliance is solely to describe the scope of our testing of
internal control over compliance and the results of that testing based on the requirements of OMB Circular A-133.
Accordingly, this report is not suitable for any other purpose
San Diego, California
August 20, 2013
METROPOLITAN AREA ADVISORY COMMITTEE
Schedule of Expenditures of Federal Awards
Year Ended December 31, 2012
Federal/Pass-Through Grantor and Program Title
Federal
CFDA
Number
Agency or
Pass-Through
Grantor No.
Expenditures
U.S. Department of Health and Human Services
Direct program:
Head Start/Early Head Start
93.600
Pass-through the State of California Department of Community
Services and Development:
Low Income Home Energy Assistance Program:
Weatherization
93.568
ECIP, HEAP & Assurance 16
93.568
Weatherization
93.568
ECIP, HEAP & Assurance 16
93.568
Weatherization
93.568
Pass-through County of San Diego Health and Human Services:
Drug and Alcohol Programs:
Nosotros and Casa de Milagros
93.959
Pass-through San Diego Workforce Partnership
SWITCH
93.093
SWITCH
93.093
225-06; 225-07; 225-08; 225-09
166-10; 166-11; 166-10
U.S. Department of Energy
Pass-through the State of California Department of Community
Services and Development:
Low Income Home Energy Assistance Program
81.042
Weatherization Assistance Program
81.042
09C-1781
09C-1833
69,356
352,087
421,443
17.274
17.274
YB-19034-09-60-A-6
YB-21737-11-60-A-6
3,783
441,681
17.274
OJJDF2009JVFX004
59,178
17.275
GJ-19441-10-60-A-11
136,713
641,355
U.S. Department of Agriculture
Pass-through California Department of Education:
Child Care Food Program
10.558
37-1807-0J
877,649
U.S. Department of Housing and Urban Development
Pass-through from LISC (HUD Section IV)
Neighborhoods First Initiative
14.252
N/A
Corporation for National and Community Service
Pass-through National Council of La Raza
Americorps
Americorps
94.006
94.006
10NDHDC003
LENS
U.S. Department of Labor
Pass-through Youthbuild, USA:
American Recovery and Reinvestment Act Funds:
Youth Re-entry Program
Youth Re-entry Program
Pass-through Youthbuild, USA:
Youthbuild Mentoring
Pass-through National Council of La Raza
Pathways from Poverty
09CH0028/28
$
21,365,365
11B-5735
11B-5735
12B-5834
12B-5834
09B-5355
621,501
538,338
246,330
183,486
52,517
44766
123,884
4,660
$
See independent auditors' report and notes to schedule of expenditures of federal awards.
447,139
103,921
23,682,481
50,075
34,539
84,614
25,712,202
23
METROPOLITAN AREA ADVISORY COMMITTEE
Notes to Schedule of Expenditures of Federal Awards
Year Ended December 31, 2012
Note 1 – Basis of Presentation
The accompanying schedule of expenditures of federal awards includes the federal grant activity of Metropolitan
Area Advisory Committee and is presented on the accrual basis of accounting. The information in this schedule is
presented in accordance with the requirements of OMB Circular A-133, Audits of States, Local Governments, and
Non-Profit Organizations.
Note 2 – Amounts Provided to Subrecipients
The following amounts were provided to subrecipients from the Head Start/Early Head Start Program during the
year ended December 31, 2012:
North County Community Services
International Rescue Committee
Escondido Community Child Development Center
Casa de Amparo
See independent auditors’ report.
$
361,466
273,261
101,400
25,520
$
761,647
24
METROPOLITAN AREA ADVISORY COMMITTEE
Schedule of Findings and Questioned Costs
Year Ended December 31, 2012
Section I – Summary of Auditors’ Results
Financial statements
Type of auditors’ report issued:
Internal control over financial reporting:
Significant deficiency(ies) identified?
Material weakness(es) identified?
Noncompliance material to the financial statements noted?
Unqualified
yes
yes
x no
x no
yes
x no
yes
yes
x no
x no
Federal Awards
Internal control over major programs:
Significant deficiency(ies) identified?
Material weakness(es) identified?
Type of auditors’ report issued on compliance
for major programs
Unqualified
Any audit findings disclosed that are required
to be reported in accordance with OMB
Circular A-133, Section 510(a)?
yes
x no
Identification of major programs:
CFDA Number
93.600
93.568
10.558
Dollar threshold used to distinguish
between Type A and Type B programs:
Auditee qualified as a low-risk auditee
under OMB Circular A-133, Section 530?
Name of Federal Program or Cluster
Head Start/Early Head Start
Low Income Home Energy Assistance Program
Child Care Food Program
$771,000
yes
x no
Section II – Financial Statement Findings
None
Section III – Federal Award Findings
None
25
METROPOLITAN AREA ADVISORY COMMITTEE
Schedule of Prior Year Findings
Year Ended December 31, 2012
2011-1 Internal controls over compliance for the LIHEAP & Weatherization programs (CFDA #s 93.568 & 81.042)
Criteria:
Under Exhibit F of the 2010 LIHEAP, 2009 DOE WAP and 2009 DOE ARRA Contracts, Record Keeping
Responsibility states that the contractor should maintain client intake/needs assessment forms.
Cause and Effect:
There were five instances from a sample of 40 in which the CSD Dwelling Assessment Form was not signed by
the tenant, homeowner, or landlord. Signature by the one of these parties is necessary acknowledge the work to
be performed, that the installed items are subject to inspection, and various other rules and restrictions regarding
the work performed.
Status: We did not identify similar findings during the 2012 audit.
26
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Financial Statements and
Supplemental Information
Year Ended December 31, 2011
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Financial Statements and Supplemental Information
Year Ended December 31, 2011
Table of Contents
Page
Independent Auditors’ Report
1
Consolidated Financial Statements:
Consolidated Statement of Financial Position
2
Consolidated Statement of Activities
3
Consolidated Statement of Changes in Net Assets
4
Consolidated Statement of Cash Flows
5
Notes to Consolidated Financial Statements
6
Supplemental Information:
Schedule I – Consolidating Statements of Financial Position
17
Schedule II – Consolidating Statements of Activities
18
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors
Metropolitan Area Advisory Committee and Affiliates
Chula Vista, California
We have audited the accompanying consolidated statement of financial position of Metropolitan Area Advisory
Committee (a nonprofit organization) and Affiliates (limited partnerships) as of December 31, 2011, and the
related statements of activities, changes in net assets, and cash flows for the year then ended. These
consolidated financial statements are the responsibility of Metropolitan Area Advisory Committee’s management.
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We did
not audit the financial statements of its affiliates, Senior on Broadway, LP, Carlsbad Laurel Tree Apartments, LP,
Mercado Apartments, LP, San Martin De Porres Apartments, LP, and President John Adams Manor Apartments,
LP. These affiliates reflect total assets of $51,851,584 as of December 31, 2011, total revenue of $7,125,062, and
a net loss of $1,240,253 for the year then ended. Those statements were audited by other auditors whose reports
have been furnished to us, and our opinion, insofar as it relates to the amounts included for its affiliates is based
solely on the report of the other auditors.
We conducted our audit in accordance with auditing standards generally accepted in the United States of
America. Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the consolidated financial statements are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the
financial position of Metropolitan Area Advisory Committee and Affiliates as of December 31, 2011, and the
changes in their net assets and their cash flows for the year then ended in conformity with accounting principles
generally accepted in the United States of America.
Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The
consolidating information in Schedule I and II is presented for purposes of additional analysis and is not a
required part of the basic consolidated financial statements. Such information is the responsibility of management
and was derived from and relates directly to the underlying accounting and other records used to prepare the
consolidated financial statements. The information has been subjected to the auditing procedures applied in the
audit of the consolidated financial statements and certain additional records used to prepare the consolidated
financial statements or to the consolidated financial statements themselves and other additional procedures in
accordance with auditing standards generally accepted in the United States of America. We did not audit the
financial statements of the affiliates. Those statements were audited by other auditors whose reports have been
furnished to us, and our opinion, insofar as it relates to the amounts included for its affiliates is based solely on
the report of the other auditors. In our opinion, based on our audit and the reports of the other auditors, the
consolidating information in Schedules I and II is fairly presented in all material respects in relation to the
consolidated financial statements as a whole.
Carlsbad, California
August 15, 2012
AKT LLP, CPAs and Business Consultants | CARLSBAD | 5946 Priestly Drive, Suite 200 Carlsbad, CA 92008
Phone: 760.431.8440 Fax: 760.431.9052
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Financial Position
December 31, 2011
ASSETS
Current Assets:
Cash
Restricted cash
Accounts receivable, net of allowance for doubtful accounts of $77,355
Prepaid expenses
Other current assets
$
Total Current Assets
9,277,721
Other Assets:
Rental property, net of accumulated depreciation
Property and equipment, net of accumulated depreciation
Investment in other entities
Permanent financing costs, net of accumulated amortization of $1,037,499
Deposits and other assets
63,769,424
2,240,394
592,082
1,105,243
212,009
Total Other Assets
Total Assets
2,644,621
3,844,978
1,871,062
530,709
386,351
67,919,152
$
77,196,873
$
3,398,639
1,793,863
764,806
165,494
935,686
731,537
LIABILITIES AND NET ASSETS
Current Liabilities:
Accounts payable
Accrued expenses
Lines of credit
Current portion of accrued interest
Current portion of notes payable
Deferred revenue
Total Current Liabilities
7,790,025
Ground lease payable
Accrued interest, net of current portion
Notes payable, net of current portion
Other liabilities
703,985
4,583,357
44,055,016
84,980
Total Liabilities
57,217,363
Net Assets:
Unrestricted:
General
Controlling interests in affiliates
Temporarily restricted
Noncontrolling interests in affiliates
5,280,313
(225,291)
107,608
14,816,880
Total Net Assets
Total Liabilities and Net Assets
See accompanying notes to consolidated financial statements.
19,979,510
$
77,196,873
2
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Activities
Year Ended December 31, 2011
Unrestricted
Revenue and Support:
Contract revenue
Contributions
Program service fees
Contractual services
Charter school apportionments
Rents and tenants fees - real estate
Other income
Interest income
Rents and tenant fees - limited partnerships
Net assets released from restrictions,
satisfaction of program restrictions
$
Total Revenue and Support
Expenses:
Program services:
Metropolitan Area Advisory Committee
Limited partnerships
Supporting services:
Management and general
Fundraising
Total Expenses
Change in Net Assets
See accompanying notes to consolidated financial statements.
$
27,348,137 $
23,042
1,248,630
3,979,277
2,171,064
1,458,175
299,374
37,783
7,125,062
Temporarily
Restricted
Total
- $ 27,348,137
74,071
97,113
1,248,630
3,979,277
2,171,064
1,458,175
299,374
37,783
7,125,062
126,818
(126,818)
-
43,817,362
(52,747)
43,764,615
33,416,259
7,532,267
-
33,416,259
7,532,267
2,749,360
43,610
-
2,749,360
43,610
43,741,496
-
43,741,496
75,866 $
(52,747) $
23,119
3
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Changes in Net Assets
Year Ended December 31, 2011
General
Balance, beginning
$ 3,964,194 $
Change in Net Assets
1,316,119
Distributions
-
Transfer (Note 17)
-
Balance, ending
$ 5,280,313 $
Unrestricted
Controlling
Interests in
Affiliates
3,248,246 $
178,617
Totals
(225,291) $
Noncontrolling
Interests in
Affiliates
Total
7,212,440 $
160,355 $
12,880,539 $ 20,253,334
1,494,736
(52,747)
(1,418,870)
(3,652,154)
Temporarily
Restricted
(3,652,154)
5,055,022 $
See accompanying notes to consolidated financial statements.
107,608 $
(296,943)
3,652,154
23,119
(296,943)
-
14,816,880 $ 19,979,510
4
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Consolidated Statement of Cash Flows
Year Ended December 31, 2011
Cash Flows from Operating Activities:
Change in net assets
Adjustments to reconcile change in net assets
to net cash provided by operating activities:
Depreciation
Amortization
Deferred ground lease payable
Changes in operating assets and liabilities:
Restricted cash
Accounts receivable, net
Prepaid expenses
Deposits and other assets
Accounts payable
Accrued expenses
Accrued interest
Deferred revenue
Ground lease payable
Other liabilities
$
23,119
3,020,697
43,728
82,593
(13,693)
(389,721)
(82,960)
70,299
132,460
(36,771)
294,316
(104,744)
(23,750)
301,970
Net Cash Provided by Operating Activities
3,317,543
Cash Flows from Investing Activities:
Purchases of property and equipment
Improvements to rental property
(651,132)
(671,399)
Net Cash Used by Investing Activities
(1,322,531)
Cash Flows from Financing Activities:
Net proceeds from lines of credit
Payments of notes payable
Distributions to noncontrolling interests
514,806
(1,345,337)
(296,943)
Net Cash Used by Financing Activities
(1,127,474)
Net Increase in Cash
867,538
Cash, beginning
1,777,083
Cash, ending
$
2,644,621
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest
$
1,884,375
$
4,000
Cash paid for income taxes
See accompanying notes to consolidated financial statements.
5
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 1 – Organization and Summary of Significant Accounting Policies
Nature of Activities
The Metropolitan Area Advisory Committee on Anti-Poverty of San Diego County, Incorporated (Metropolitan
Area Advisory Committee or MAAC) is a California nonprofit corporation organized to provide an extensive
network of services to the residents of San Diego County. MAAC offers various programs to meet a variety of
social, economic, and health needs for low income people, and is supported primarily through federal, state and
county award programs.
MAAC is the general partner in the following entities:
Organization Name
Seniors on Broadway Limited Partnership
Carlsbad Laurel Tree Apartments, L.P.
San Martin De Porres Apartments, L.P.
President John Adams Manor Apartments, L.P.
MAAC’s
Ownership
Percentage
.01%
.009%
.05%
.1%
During the year ended December 31, 2011, the limited partner of Mercado Apartments, L.P. transferred its
ownership to MAAC. The entities listed above and Mercado Apartments, L.P. are collectively referred to as the
“Affiliates”. All the entities are California limited partnerships organized under the laws of the State of California,
for the purpose of developing or acquiring, and operating low-income housing projects.
Principles of Consolidation
The consolidated financial statements include the accounts of Metropolitan Area Advisory Committee and its
Affiliates (collectively the Organizations). All significant intercompany accounts and transactions have been
eliminated.
Financial Statement Presentation
The Organizations reports information regarding its consolidated financial position and activities according to
three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted
net assets.

Unrestricted net assets represent expendable funds available for operations, which are not otherwise
limited by donor restrictions.

Temporarily restricted net assets consist of contributed funds subject to donor-imposed restrictions
contingent upon specific performance of a future event or a specific passage of time before the
Organizations may spend the funds.

Permanently restricted net assets are subject to irrevocable donor restrictions requiring that the assets be
maintained in perpetuity usually for the purpose of generating investment income to fund current
operations.
The Organizations had no permanently restricted net assets during the year ended December 31, 2011.
Revenue and Support
Contributions received are recorded as unrestricted, temporarily restricted, or permanently restricted support,
depending on the existence and/or nature of any donor restrictions. All donor-restricted support is reported as an
increase in temporarily or permanently restricted net assets, depending on the nature of the restriction.
When a restriction expires (that is, when a stipulated time restriction ends or purpose restriction is accomplished),
temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statements of
activities as net assets released from restrictions.
6
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 1 – Organization and Summary of Significant Accounting Policies, continued
Revenue and Support, continued
Revenue from grants/contracts is recognized to the extent of eligible costs incurred up to an amount not to
exceed the total grant/contract authorized. Deferred revenue results from grant awards received that are
applicable to the subsequent period.
Use of Estimates
The preparation of consolidated financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Accounts Receivable
Accounts receivable consist of grants, contracts, and other receivables that arise in the normal course of
operations. It is the policy of management to review the outstanding receivables at year end, as well as the bad
debts experienced in the past, and establish an allowance for doubtful accounts for uncollectible amounts.
Property and Equipment and Investment in Rental Property
Acquisitions of property and equipment of $5,000 or more are capitalized for MAAC. Property and equipment are
stated at cost, or if donated, at the approximate fair market value at the date of donation. Expenditures for
maintenance and repairs are charged against operations. Depreciation is computed using the straight-line
method over the estimated useful lives of the related assets of three to 40 years. Amortization of leasehold
improvements is included in depreciation expense. Land, buildings and equipment acquired with grant funds are
considered to be owned by the Organizations while used in the program or in future authorized programs.
However, the funding source may have a reversionary interest in the property as well as the right to determine the
use of any proceeds from the sale of assets purchased with their respective funds.
Impairment losses are recorded on long-lived assets when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets (excluding interest) are less than the
carrying amount of the assets. In such cases, the carrying value of assets to be held and used are adjusted
to their estimated fair value and assets held for sale are adjusted to their estimated fair value less selling
expenses. No impairment losses were recognized in the year ended December 31, 2011.
Contributed Materials and Services
Contributed materials are recorded at their fair market value where an objective basis is available to measure
their value. Such items are capitalized or charged to operations as appropriate. The Organizations received a
substantial amount of services donated by volunteers in carrying out the Organizations’ program services. No
amounts have been recorded for those services as they do not meet the requirements for recognition as
contributions in the consolidated financial statements. However, the fair market value of contributed professional
services is reported as support and expense in the period in which the services are performed.
Income Taxes
MAAC is a qualified nonprofit organization that is exempt from income taxes under Section 501(c)(3) of the
Internal Revenue Code and Section 23701(d) of the California Revenue and Taxation Code. This exemption is for
all income taxes except for those assessed on unrelated business income, if any. MAAC had no such unrelated
business income in either year. MAAC is not a private foundation.
The Organizations recognize accrued interest and penalties associated with uncertain tax positions as part of the
income tax provision, when applicable. There are no amounts accrued in the financial statements related to
uncertain tax positions for the year ended December 31, 2011.
7
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 1 – Organization and Summary of Significant Accounting Policies, continued
Income Taxes, continued
The Organizations file informational and income tax returns in the United States and various state and local
jurisdictions. The Organizations’ Federal income tax and informational returns for the year ended December 31,
2011, 2010 and 2009 are subject to examination by the Internal Revenue Service, generally for 3 years after the
returns were filed. State and local jurisdictions have statutes of limitation that generally range from 3 to 5 years.
Fair Value Measurements
The Organizations define fair value as the exchange price that would be received for an asset or paid for a liability
in the principal or most advantageous market. The Organizations apply fair value measurements to assets and
liabilities that are required to be recorded at fair value under generally accepted accounting principles. Fair value
measurement techniques maximize the use of observable inputs and minimize the use of unobservable inputs.
The carrying value of cash, receivables, and payables approximates fair value as of December 31, 2011, due to
the relative short maturities of these instruments.
Subsequent Events
The Organizations have evaluated subsequent events through August 15, 2012 which is the date the
consolidated financial statements were available to be issued.
Note 2 – Restricted Cash
Cash balances are held in restricted cash accounts to comply with the terms of certain loan and other regulatory
agreements. Withdrawals from these accounts are allowed only for specific purposes. The financial institutions
maintain a security interest in the cash account balances. Restricted cash consists of the following:
Replacement reserve
Operating reserve
Exit tax reserve
Capital reserve
Tenant security deposits
Other
$
926,676
1,956,369
147,785
228,033
475,744
110,371
$
3,844,978
Note 3 – Concentration of Credit Risk
The Organizations maintain its cash in bank deposit accounts that are either insured by the Federal Deposit
Insurance Corporation (FDIC) up to a limit of $250,000 per depositor or certain non-interest bearing accounts that
are fully insured by the FDIC. The Organizations have not experienced any losses in its bank deposit accounts
and believes they are not exposed to any significant credit risk on cash.
8
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 4 – Accounts Receivable
Accounts receivable consist of the following:
Charter school
Head Start
Weatherization and Low Income Home Energy Assistance program
Job training program
Childcare food program
Youthbuild program
Recovery homes
Subsidiaries
Rental properties
Other receivables
$
621,577
392,689
289,902
229,942
150,586
101,673
56,899
46,644
20,790
37,715
1,948,417
(77,355)
$
1,871,062
Less: allowance for doubtful accounts
Note 5 – Rental Property
MAAC owns and operates two rental properties. The Mayberry Townhomes project was acquired in 2003 and
consists of a 70 unit apartment complex located in San Diego, California. The Villa Lakeshore project was
acquired in 2003 and consists of a 34 unit apartment complex located in Lakeside, California. The MAAC
Community Center is a 73,000 square foot commercial property located in Chula Vista, California that was
acquired in 2002.
The Affiliates own and operate low-income housing projects. The rental property consists of the following:
Buildings and improvements
Land
Land improvements
Equipment
$
Less: accumulated depreciation
$
MAAC
16,003,338 $
5,456,397
259,543
21,719,278
(4,159,156)
17,560,122
$
Affiliates
56,656,813 $
6,056,674
4,551,310
2,908,315
70,173,112
(23,963,810)
46,209,302
Total
72,660,151
11,513,071
4,551,310
3,167,858
91,892,390
(28,122,966)
$
63,769,424
A substantial portion of the Organizations’ rental property is identified as collateral for the related notes payable.
Note 6 – Property and Equipment
Property and equipment consists of the following:
Buildings and improvements
Land
Leasehold improvements
Vehicles
Furniture and equipment
$
1,321,259
94,988
1,946,483
1,534,304
1,261,168
6,158,202
(3,917,808)
$
2,240,394
Less: accumulated depreciation
9
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 7 – Lines of Credit
MAAC has an unsecured $250,000 line of credit with Raza Development Fund with interest only payments due
monthly at 7.5%. The funds are to be used in connection with predevelopment costs associated with the COMM
22 LLC project. The line of credit had a balance of $252,500 as of December 31, 2011. The principal and any
unpaid interest were due in April 2012, however MAAC is currently negotiating a new maturity date.
MAAC also has a $750,000 line of credit with City National Bank with interest only payments due monthly at the
greater of 2.5% or Prime plus 1%. The line of credit had a balance of $512,306 as of December 31, 2011. The
principal and any unpaid interest are due in December 9, 2012.
Note 8 – Ground Lease
One of the affiliates, Seniors on Broadway Limited Partnership, entered into a ground lease agreement on
March 1, 2005 (Ground Lease) with the Chula Vista Elementary School District (District). The lease expires
on March 1, 2080. Ground lease payments are due on the last day of each year, subject to Available Cash
Flow, as defined, for the first 15 years. To the extent the full lease payment is not paid in a given year from
year 1 through 15, the unpaid balance shall accrue interest at an annual rate of 6 percent. All accrued or
unpaid amounts that were not paid are due and payable to the District no later than the end of the 15 year
period. Initial annual lease payments are $5,000 with each subsequent annual lease payment increasing by
$5,000 until the annual payment reaches $60,000 in year 12. Beginning in year thirteen through the
remaining term of the lease, the annual payment shall increase by 2.5 percent.
Seniors on Broadway Limited Partnership has normalized the lease increases over the life of the ground
lease. As of December 31, 2011 the ground lease payable was $703,985. As of December 31, 2011
$678,985 is the deferred ground lease payable. The annual expense of $107,593 was recorded to reflect the
expense on a straight-line basis over the life of the lease. The difference between the payment and the
accrual is shown as deferred ground lease for financial statement purposes.
Scheduled ground lease payments as of December 31, 2011 are required as follows:
Year Ending
December 31,
2012
2013
2014
2015
2016
Thereafter
$
$
Payments
Required
30,000
35,000
40,000
45,000
50,000
7,977,068
8,177,068
$
$
Ground
Lease
Expense
107,593
107,593
107,593
107,593
107,593
7,639,103
8,177,068
$
$
Deferred
Ground
Lease
(77,593)
(72,593)
(67,593)
(62,593)
(57,593)
337,965
-
10
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 9 – Notes Payable
Notes payable of the Organizations consist of the following:
MAAC and MAAC R/E
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of variable rate demand revenue bonds. The loan proceeds
were used to acquire and rehabilitate a facility in Chula Vista, California. The note is
secured by a Deed of Trust covering the land, improvements and other property. The note
requires monthly payments of $19,703, including interest at a fixed rate of 3.72% and it
matures April 2032. The principal portion of monthly payments is deposited into a restricted
account and will be applied to the principal balance of the note at certain times as set forth
in the loan and reimbursement agreements. The note is also secured by an irrevocable
letter of credit for $4,263,000. MAAC is required to pay quarterly letter of credit fees of
$10,247.
$
3,500,000
Note payable to ARCS Commercial Mortgage with monthly payments of $22,071 including
interest at 6.75%, matures November 2031. The note is secured by a Deed of Trust
covering the land, improvements and certain other property located at the Mayberry Street
property in San Diego, California.
2,897,047
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of variable rate demand multi-family housing revenue bonds.
The note is secured by a Deed of Trust covering the land, improvements and other property
located at the Lakeshore property in Lakeside, California. The note requires monthly
principal payments of $4,167 until the note becomes due in May 2033. Monthly interest
payments are also due based on weekly interest rates determined by the bond remarketing
agent. The monthly principal payments are deposited into a restricted account and will be
applied to the principal balance of the note at certain times as set forth in the loan and
reimbursement agreements. The note is also secured by an irrevocable letter of credit for
$2,557,282.
2,420,000
Note payable to California Statewide Communities Development Authority to repay funds
acquired through issuance of Qualified Zone Academy Bonds. The loan proceeds were
used to renovate and rehabilitate qualified zone academy programs. Bi-monthly payments
of $27,546 are required until the remaining principal is due in January 2016. Payments are
deposited into a restricted account and will be applied to the principal of the note at the
maturity date. The note is secured by a lease agreement between MAAC and the
Sweetwater Union High School District.
2,500,000
Note payable to ARCS Commercial Mortgage with monthly payments of $11,711 including
interest at 6.26%, remaining principal and interest due November 2014. The note is
secured by a Deed of Trust covering the land, improvements and certain other property
located at the Mayberry Street property in San Diego, California.
1,673,564
Promissory note payable to the Redevelopment Agency of the City of San Diego (SDHC)
with monthly payments of $2,333 including interest of 3%. The note is secured by a Deed of
Trust covering the land, improvements and certain other property located in San Diego,
California. The outstanding principal balance and accrued interest are due January 2063.
799,957
11
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 9 – Notes Payable, continued
MAAC and MAAC R/E, continued
Note payable to the County of San Diego Redevelopment Agency (SDRA) with interest at
3% and principal payments beginning June 2035 in an amount equal to the lesser of
interest accrued over the past twelve months or the amount determined by SDRA to be
necessary to cover the costs of monitoring MAAC’s compliance with the loan agreement. If
residual revenues are generated from the property’s operations, SDRA will receive 25% of
the residual revenues each fiscal year. In the event that MAAC has repaid the $356,000
note payable to the County of San Diego Department of Housing and Community
Development, SDRA will receive 50% of the residual revenues each fiscal year. Per the
terms of the loan agreement, all payments received shall first be applied toward any costs
or charges incurred in connection with the loan, next to the payment of accrued interest,
then to the reduction of the principal balance. The outstanding balance including any
unpaid interest is due in June 2063. The note is secured by a Deed of Trust covering the
land, any improvements and certain other property located in Lakeside, California.
1,000,000
Note payable to the San Diego Housing Commission (SDHC) with interest at 3.0%. The
note is secured by a Deed of Trust covering the land, improvements and other property
located at the Mayberry Street property in San Diego, California. Annual payments are due
only to the extent that residual receipts are available from the operations of the property.
Per the terms of the loan agreement, SDHC will receive 23% and the Redevelopment
Agency will receive 27% of the residual receipts available. The outstanding principal
balance and all accrued interest are due in March 2029.
670,000
Note payable to Jerome Navarra with monthly payments of $9,314 including interest at
7.0%, matures October 2013. The note is secured by a Deed of Trust covering the land,
improvements and other property located in Chula Vista, California.
388,318
Promissory note payable to the Redevelopment Agency of the City of San Diego (SDHC)
bearing interest at 3% of the outstanding balance. The note is secured by a Deed of Trust
covering the land, improvements and certain other property located in San Diego,
California. Installment payments are due annually only from and to the extent that residual
receipts from the Agency’s operation of the property are available. The entire outstanding
principal and accrued interest of this Note shall be fully due and payable on October 9th,
2062.
799,370
Note payable to Wells Fargo Bank, unsecured, with a fixed interest rate of 3.0% requiring
quarterly interest-only payments. The principal balance including any unpaid interest is due
at the earlier of closing of normal business operations or the maturity date in July 2012.
Wells Fargo Bank extended the maturity date for an additional year.
500,000
Note payable to Wells Fargo Bank, unsecured, non-interest bearing, payable in quarterly
payments of $12,500, matures December 2016. All accrued interest owed from the period
of January 1, 2008 to October 1, 2009 (accrued at an annual rate of 8%) has been waived
by the bank unless MAAC becomes in default under the terms of the loan agreement. In
such case, MAAC’s interest obligation are reinstated retroactively back to December 1,
2008 at a rate of 4%.
387,500
12
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 9 – Notes Payable, continued
MAAC and MAAC R/E, continued
Note payable to the County of San Diego Department of Housing and Community
Development (HCD) requiring annual payments of $32,000 including interest at 3%
beginning in June 2034. The note is secured by a Deed of Trust covering the land,
improvements and other property located at the Lakeshore property in Lakeside, California.
In the event that the operations of the property generate residual revenue, HCD will receive
25% of the residual revenue each fiscal year to be applied toward accrued interest. The
principal balance and all unpaid interest are due in June 2062.
356,000
Note payable to Local Initiative Support Corporation, unsecured, with quarterly interest only
payments at 6.75%. The principal and any unpaid interest were due April 2012. MAAC is
currently negotiating a new maturity date.
100,000
Note payable to Ideas and Actions with monthly payments of $2,161 including interest at
9.25%, matures February 2014. The note is secured by a Deed of Trust covering the land
and improvements located in San Marcos, California.
$
50,744
18,042,500
(1,788,337)
16,254,163
$
17,534,794
Less: amounts forwarded to reserve account
Affiliates
Notes payable to various entities, interest accrues at weighted average rate of 6.82% with
total monthly payments of principal and interest of $135,046. All unpaid principal and
interest are due from 2025 to 2036.
Notes payable to various government entities, interest at 0% on outstanding notes payable
of $2,161,339 in 2011, and simple interest of 3% to 6% on outstanding notes payable of
$9,040,406 in 2011, with interest and principal payments due from specific project cash flow
and/or at maturity. All unpaid principal and interest are due from 2029 to 2063.
11,201,745
The Affiliates’ notes payable are secured by real estate with an aggregate cost of
approximately $70,173,000.
$
28,736,539
Future principal payments of the Organizations at December 31, 2011 are due as follows:
Year Ending
December 31,
2012
2013
2014
2015
2016
Thereafter
$
$
MAAC
494,908
935,659
427,018
626,690
291,322
15,266,903
18,042,500
$
$
Affiliates
440,778
472,551
506,452
542,838
581,715
26,192,205
28,736,539
$
$
Total
935,686
1,408,210
933,470
1,169,528
873,037
41,459,108
46,779,039
13
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 10 – Investment in Other Entities
MAAC is a member of COMM 22 Associates, LLC, a California limited liability company. COMM 22 Associates,
LLC was formed in 2004 for the purpose of developing a mixed-use affordable rental housing project, with retail
and commercial space and associated amenities. MAAC’s investment in COMM 22 Associates, LLC at
December 31, 2011 was $592,082.
Note 11 – Operating Leases
MAAC occupies facilities and leases vehicles and equipment under operating lease agreements which expire
through December 2015. Rent expense was $2,105,748 for the year ended December 31, 2011. Future minimum
payments under non-cancelable operating leases as of December 31, 2011 are as follows:
Year Ending
December 31,
2012
2013
2014
2015
2016
Thereafter
$
829,085
679,785
581,207
257,222
50,530
43,113
$
2,440,943
Note 12 – Indirect Costs
MAAC was granted an indirect cost rate of 9.3% by the U.S. Department of Health and Human Services, MAAC’s
federal cognizant agency for the year ended December 31, 2011.
Note 13 – Contingencies
President John Adams Manor, L.P.
MAAC has made certain guarantees with respect to their involvement with President John Adams Manor, L.P.
MAAC agreed to guarantee the general partner’s (PJAM, Inc.) obligation under the partnership agreement. The
general partner is obligated to make additional contributions to the partnership to cover future potential operating
deficits up to $1.5 million in excess of the required reserves, as outlined in the partnership agreement. Any
contributions made shall be deemed as capital contributions by the general partner. MAAC would be able to
recover any such additional contributions upon availability of funds or upon the sale of the housing project. In
addition, MAAC is required to maintain net assets of not less than $268,000.
The general partner has indemnified the limited partner, with respect to certain benefits the limited partner
anticipates based on the economic projections, which are, in part, the basis of the limited partner’s investment
decision. The benefits to the limited partner are the sum of the Low Income Housing Credit plus the sum of the
interest, depreciation, amortization, and similar non-operating deductions multiplied by the marginal tax rate of the
limited partner less any income derived from operations. While MAAC and the general partner expect to meet all
of the conditions of the partnership agreement, the partnership agreement requires the general partner to
maintain net assets of not less than $134,000.
14
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Notes to Consolidated Financial Statements
Year Ended December 31, 2011
Note 13 – Contingencies
San Diego Mercado Associates
In connection with San Diego Mercado Associates (SDMA) partnership, MAAC executed a withdrawal,
redemption and release agreement in July 2006, which relinquished SDMA’s interests in the Mercado Alliance,
LLC. The other partner of SDMA refused to be a party of that settlement, and has made verbal claims that MAAC
owes him compensation for his prior investment in SDMA. While MAAC does not consider these claims to be
valid, attorneys engaged to handle the SDMA withdrawal agreement were unable to form a judgment, in
accordance with applicable standards, as to whether an ultimate outcome favorable to MAAC in this matter is
either probable or remote.
Grants and Contracts
MAAC has grants and contracts with government agencies which are subject to audit. No provision has been
made for any liability that may result from such audits since the amounts, if any, cannot be determined.
Management believes that any such liability will not be material.
Note 14 – Restrictions on Net Assets
Temporarily restricted net assets are available for the following purposes:
Self-sufficiency programs
Workforce development
Charter school activities
Weatherization activities
$
60,828
12,594
19,757
14,429
$
107,608
Note 15 – Functional Allocation of Expenses
The costs of providing the various programs and other activities have been summarized on a functional basis in
the statements of activities. Accordingly, certain costs have been allocated among the programs and supporting
services benefited.
Note 16 – Contingent Liabilities
The Organizations may periodically be involved in litigation cases incidental to its business activities. While any
litigation or investigation has an element of uncertainty, management believes that the outcome of any of these
matters will not have a materially adverse effect on its financial position, results of operations or liquidity.
Note 17 – Transfer of Limited Partnership
In accordance with the articles of limited partnership, the limited partner of Mercado Apartments, L.P. transferred
its interest to MAAC during the year ended December 31, 2011. As a result, negative equity of $3,652,154 was
transferred from the noncontrolling interest in limited partnerships to the controlling interest in limited partnerships
on the consolidated statement of net assets.
15
Supplemental Information
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Schedule I - Consolidating Statements of Financial Position
December 31, 2011
Metropolitan Area Advisory Committee
MAAC
MAAC R/E *
Total
ASSETS
Current Assets:
Cash
Restricted cash
Accounts receivable, net of allowance for doubtful
accounts of $77,355
Prepaid expenses
Other current assets
Total Current Assets
$
Other Assets:
Rental property, net
Property and equipment, net
Investment in other entities
Permanent financing costs, net of accumulated
amortization of $1,037,499
Accrued developer fees, net of discount of $441,822
Deposits and other assets
Total Other Assets
Total Assets
LIABILITIES AND NET ASSETS
Current Liabilities:
Accounts payable
Accrued expenses
Lines of credit
Current portion of accrued interest
Current portion of notes payable
Deferred revenue
Total Current Liabilities
364,952 $
259,339
1,437,209
259,714
2,249,746
327,907
386,351
4,036,636
16,749
32,496
673,536
2,266,495
360,403
386,351
4,710,172
2,240,394
3,840,328
17,560,122
(3,473,537)
17,560,122
2,240,394
366,791
381,017
853,433
7,315,172
449,488
9,650
14,545,723
449,488
381,017
863,083
21,860,895
$
11,351,808 $
15,219,259 $
26,571,067
$
2,474,088 $
1,240,117
764,806
122,551
262,958
4,864,520
763,701 $
1,922
372,357
3,524
1,141,504
3,237,789
1,242,039
764,806
494,908
266,482
6,006,024
Ground lease payable
Accrued interest, net of current portion
Intercompany payable (receivable)
Notes payable, net of current portion
Advances payable to related parties
Other liabilities
Total Liabilities
Net Assets:
Unrestricted:
General
Controlling interests in affiliates
Temporarily restricted
Noncontrolling interests in affiliates
Total Net Assets
Total Liabilities and Net Assets
1,072,257 $
375
$
(1,986,941)
414,939
12,676
3,305,194
1,986,941
15,344,316
72,304
18,545,065
15,759,255
84,980
21,850,259
7,939,006
107,608
8,046,614
(3,325,806)
(3,325,806)
4,613,200
107,608
4,720,808
11,351,808 $
15,219,259 $
26,571,067
* MAAC R/E includes the real estate operations of Metropolitan Area Advisory Committee (see Note 5).
See independent auditors' report.
Affiliates
$
$
$
1,207,412 $
3,585,264
- $
-
Total
2,644,621
3,844,978
23,545
170,306
4,986,527
(418,978)
(418,978)
1,871,062
530,709
386,351
9,277,721
46,209,302
-
225,291
63,769,424
2,240,394
592,082
655,755
46,865,057
(381,017)
(651,074)
(806,800)
1,105,243
212,009
67,919,152
51,851,584 $ (1,225,778) $
173,096 $
551,824
165,494
440,778
465,055
1,796,247
703,985
4,583,357
28,295,761
1,880,645
37,259,995
(225,291)
14,816,880
14,591,589
$
Eliminating
Entries
(12,246) $
(12,246)
(1,880,645)
(1,892,891)
667,113
667,113
51,851,584 $ (1,225,778) $
77,196,873
3,398,639
1,793,863
764,806
165,494
935,686
731,537
7,790,025
703,985
4,583,357
44,055,016
84,980
57,217,363
5,280,313
(225,291)
107,608
14,816,880
19,979,510
77,196,873
17
METROPOLITAN AREA ADVISORY COMMITTEE AND AFFILIATES
Schedule II - Consolidating Statements of Activities
Year Ended December 31, 2011
Metropolitan Area Advisory Committee
MAAC
MAAC R/E *
Total
Revenue and Support:
Contract revenue
Contributions
Program service fees
Contractual services
Charter school apportionments
Rents and tenants fees - real estate
Other income
Interest income
Rents and tenant fees - limited partnerships
$
309,836
3,202
-
Total Revenue and Support
Expenses:
Program services
Metropolitan Area Advisory Committee
Limited partnerships
Supporting services:
Management and general
Fundraising
Total Expenses
Change in Net Assets
27,348,137 $
97,113
2,053,655
3,979,277
2,171,064
$
- $ 27,348,137
97,113
2,053,655
3,979,277
2,171,064
1,486,198
1,486,198
15,295
325,131
34,581
37,783
-
35,962,284
1,536,074
37,498,358
31,926,524
-
4,963,272
-
36,889,796
-
2,749,360
43,610
-
2,749,360
43,610
34,719,494
4,963,272
39,682,766
1,242,790 $
(3,427,198) $
(2,184,408)
* MAAC R/E includes the real estate operations of Metropolitan Area Advisory Committee (see Note 5).
See independent auditors' report
Eliminating
Entries
Affiliates
$
7,125,062
$
- $
(805,025)
(28,023)
(25,757)
-
27,348,137
97,113
1,248,630
3,979,277
2,171,064
1,458,175
299,374
37,783
7,125,062
7,125,062
(858,805)
43,764,615
8,365,315
(3,473,537)
(833,048)
33,416,259
7,532,267
8,365,315
$
Consolidated
(1,240,253) $
-
2,749,360
43,610
(4,306,585)
3,447,780
43,741,496
$
23,119
18
EXHIBIT C
CONTRACTOR’S INSURANCE COVERAGE
OP ID: VP
DATE (MM/DD/YYYY)
CERTIFICATE OF LIABILITY INSURANCE
09/05/13
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
619-937-0164
619-937-0168
PRODUCER
Rancho Mesa Insurance Services
250 Riverview Parkway #401
Santee, CA 92071
Barbara Fink
CONTACT
NAME:
PHONE
(A/C, No, Ext):
E-MAIL
ADDRESS:
PRODUCER
CUSTOMER ID #: MAACP-2
FAX
(A/C, No):
INSURER(S) AFFORDING COVERAGE
INSURED
Metropolitan Area Advisory
Committee; dba: MAAC
Project
1355 Third Avenue
Chula Vista, CA 91911
INSURER A : Cypress
NAIC #
Insurance Company
10855
INSURER B :
INSURER C :
INSURER D :
INSURER E :
INSURER F :
CERTIFICATE NUMBER: 1
COVERAGES
REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
ADDL SUBR
INSR WVD
POLICY NUMBER
POLICY EFF
POLICY EXP
(MM/DD/YYYY) (MM/DD/YYYY)
GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE
OCCUR
LIMITS
EACH OCCURRENCE
DAMAGE TO RENTED
PREMISES (Ea occurrence)
$
MED EXP (Any one person)
$
PERSONAL & ADV INJURY
$
$
GENERAL AGGREGATE
$
GEN'L AGGREGATE LIMIT APPLIES PER:
PROPOLICY
LOC
JECT
PRODUCTS - COMP/OP AGG
$
AUTOMOBILE LIABILITY
COMBINED SINGLE LIMIT
(Ea accident)
$
BODILY INJURY (Per person)
$
$
ANY AUTO
ALL OWNED AUTOS
BODILY INJURY (Per accident) $
SCHEDULED AUTOS
PROPERTY DAMAGE
(Per accident)
HIRED AUTOS
$
$
NON-OWNED AUTOS
$
UMBRELLA LIAB
OCCUR
EACH OCCURRENCE
EXCESS LIAB
CLAIMS-MADE
AGGREGATE
$
$
$
DEDUCTIBLE
A
RETENTION $
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
Y/N
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
$
X
N/A
3300061851-131
07/01/13
07/01/14
WC STATUTORY LIMITS
OTHER
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE $
E.L. DISEASE - POLICY LIMIT
$
1,000,000
1,000,000
1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required)
RE: PROOF OF INSURANCE
CERTIFICATE HOLDER
CANCELLATION
EVIDEN1
****EVIDENCE OF COVERAGE******
****EVIDENCE OF COVERAGE******
****EVIDENCE OF COVERAGE******
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2009/09)
© 1988-2009 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
ATTACHMENT 7
Development Summary – COMM 22 Senior Housing
Summary Details:
Location
Council District
Community Planning Area
Developer
Architect
Project Type
Housing Type
Number of Housing Units
Affordable Housing Units
Parking
Lot Size/Density
Gross Residential Square Footage
Commercial Space
Common Areas and Hallways
Garage
Gross Building Area
Construction Type
Prevailing Wages for Rehabilitation
Financing Structure
Affordability Term
690 Beardsley Street, San Diego, CA
8
Southeastern San Diego (Logan Heights and Sherman Heights)
COMM 22 Senior Housing L.P.
(BRIDGE Housing Corporation and MAAC)
McLarand Vasquez Emsiek & Partners
New construction (on leased land)
Housing for seniors
70
69
58 spaces
25,483 square feet (.595 acres); 118 dwelling units per acre
43,521 square feet
4,565 square feet
12,765 square feet
+23,664 square feet
84,515 total square feet
Type V
Yes, prevailing wages are applicable
4% tax credits with tax exempt multifamily housing bond
financing
55 years
Unit Affordability (estimated rent and occupancy restrictions are summarized below):
COMM 22 Senior Housing - 69 restricted units (72 total bedrooms), and 1 manager’s units.
Studios
One Bedrooms
Two Bedrooms
(one bath)
(one bath)
(1.5 baths)
Affordability Mix
(414-499 sq.ft.)
(497-703 sq.ft.)
(808-811 sq.ft.)
Studio Estimated 1 Bdrm Estimated 2 Bdrm Estimated
Non HUD 202 Units:
Units Net Rents
Units
Net Rents
Units
Net Rents
30% AMI units
3
$406 *
0
-1
$510 *
40% AMI units
6
$548 *
0
-0
-50% AMI units
6
$689 *
21
$732 *
2
$820 *
Subtotal Non-HUD Units
15
21
3
HUD 202 Units:
30% AMI - HUD 202
0
-11
$250 *
0
-40% AMI - HUD 202
0
-6
$250 *
0
-50% AMI - HUD 202
0
-13
$250 *
0
-Subtotal HUD 202 Units
0
30
0
Manager’s unit
0
-0
-1
Manager
---Total Units
15
51
4
* Developer’s estimated rents after utility allowance deduction.
7-1
Total
4
6
29
39
11
6
13
30
1
70
Attachment 7: Development Summary
COMM 22 Senior
Construction Financing - Estimated Sources and Uses:
Sources of Funds
Amount
Uses of Funds
Tax Exempt Bond Proceeds
$15,500,000
Lease Payment
San Diego Housing Commission
4,200,000
Infrastructure Costs
4 Percent Tax Credits
500,000
Construction Costs
(Structure and Garage)
State Transit Oriented
1,054,103
Construction Contingency
Development Loan and Grant
State Infrastructure Infill Grant
2,267,437
Architectural & Engineering
Cal ReUse Grant
123,737
Permits and Fees
SANDAG Grant
191,762
Financing & Carrying Costs
Indirect and Other Expenses,
Syndication
Developer fee
Total
$23,837,039
Total
Permanent Financing - Estimated Sources and Uses:
Sources of Funds
Amount
Tax Exempt Bond Proceeds
$0
San Diego Housing Commission
4,200,000
4 Percent Tax Credits
10,805,201
State Transit Oriented
Development Loan and Grant
State Infrastructure Infill Grant
Cal ReUse Grant
SANDAG Grant
HUD 202 Capital Advance
4,904,103
General Partner Equity
1,100,000
Deferred Interest
Total
2,267,437
123,737
191,762
4,868,300
Uses of Funds
Lease Payment
Infrastructure Costs
Construction Costs
(Structure and Garage)
Construction Contingency
Architectural & Engineering
Permits and Fees
Financing & Carrying Costs
Indirect and Other Expenses,
Syndication
Reserve for Housing
Commission Annual Fees
Operating, Fee, Expense and
Cash Flow Reserves
Developer Fee
Total
75,096
$28,535,636
Amount
$687,487
2,727,777
12,802,342
1,245,166
1,515,000
1,683,039
1,379,699
1,096,529
700,000
$23,837,039
Amount
$687,487
2,727,777
13,097,010
1,245,166
1,515,000
1,683,039
1,454,795
1,131,529
$233,408
$2,260,425
2,500,000
$28,535,636
Cash Flow
The Financial Advisor’s Feasibility Analysis (see Attachment 5, page 6) summarizes the project’s cash
flow during the first five years of operation.
COMM 22 Seniors Attach 7- Development Summary 091313
7-2