Harris Beach attorneys have considerable experience in the formation and certification of CDEs. Our CDE client base is comprised primarily of municipal and state economic development authorities and agencies, and community and economic development tax-exempt entities. We currently represent these clients in New York, New Jersey, Virginia, Florida, Pennsylvania and California. Through this representation, we have developed unique experience and insight into mission-driven CDEs and in structuring and implementing NMTC programs for our clients.

Harris Beach has closed hundreds of millions of dollars of NMTC structured transactions representing allocated CDE clients, and hundreds of millions more of NMTC transactions representing Qualified Active Low-Income Community Businesses (QALICBs), lenders or investors. Our attorneys’ knowledge and experience in all aspects of NMTC transaction closing requirements, details and structure allows them to provide creative solutions to what often are difficult structures, and find the means to get the deal closed in compliance with strict program requirements. We have worked with all known leveraged capital types, from state and federal grants, HUD 108 and other federal or state loan programs, as well as in transactions coupling the historic tax credit with NMTCs. Our attorneys have earned a reputation for their ability to efficiently close even the most complex NMTC transactions within tight deadlines, and at a cost that is highly competitive in the industry.

Our attorneys’ vast knowledge of federal, state and local economic development financing incentives has proven an invaluable resource. We have experience combining NMTCs with other tax credits and financing sources, including Historic Tax Credits (HTCs) and Brownfield tax credits. Federal HTCs are available to developers and owners of certain certified historic buildings at a rate of up to 20 percent of qualified rehabilitation expenditures, and are often partnered with state HTCs to subsidize real estate investment and community revitalization. We also couple NMTCs with available state tax credits for the restoration of contaminated brownfield sites.

Through our involvement with the NMTC program since its inception, Harris Beach is a recognized industry participant that has developed relationships with all of the national investor groups that have become recognized industry investors and providers of debt in NMTC-structured transactions. We have also successfully added regional-based investors and lenders to our relationship network. Our attorneys have spent considerable time educating these regional investment sources in the NMTC program, as well as the nuances of leveraged lending and credit investing in NMTC program transactions. Our deep relationships with these industry participants has helped us establish a proven track record of attracting investment in connection with development projects, both as leveraged debt and as credit investment providers, for CDEs and QALICBs.

Harris Beach has developed a NMTC training program to educate CDE clients and staff on transactional and compliance matters. Our NMTC compliance training includes CDE-level, transactional level, Allocation Agreement compliance, and the latest guidance, as well as training on CDE certification, CDE amendment process (board roster, service area amendments) and CDE maintenance matters. Training also includes the process of soliciting and intaking project proposals requesting allocation, how best to review and screen such proposals, and best practices in underwriting a NMTC project. Additionally, we train CDEs on the NMTC allocation application process and preparation, and review with clients the latest Notice of Allocation Availability, program guidance, and the scoring and review process.

We have worked on numerous allocation applications and apply our experience, insight and best practices to help our clients achieve awards on multiple NMTC rounds. Along with assisting clients in developing well-articulated business strategies which conform with clearly defined community impacts, we assist in achieving requisite financing commitments as part of the application to assure implementation of the business strategy over a two-year horizon post-award. We also recommend any changes to the advisory board to facilitate appropriate information sharing with the governing board to document that community impact is achievable.

We work with our CDE clients to refine their business strategy and its attendant community impacts, articulate those impacts, and coordinate impacts consistent with developed business strategies. We also assist in the development of advisory boards and roles, and how those boards assist in achieving community impacts. Our attorneys leverage their relationships in the NMTC investment community to provide commitments to clients to assure that their investment strategy has the ability to deploy awards within two years of award. We also assist clients with maintaining their CDE status and impart all new guidance, regulatory change, industry trends and approaches as part of our on-going training.

Our attorneys help clients screen potential NMTC transactions for eligibility to build a project pipeline. Eligibility screening includes whether projects are located in a qualified tract, exhibit the requisite distress criteria and align with our clients’ articulated strategies and impacts, consistent with its allocation agreement. We work with advisory boards and governing boards in presenting competing projects and their level of adherence with a CDE’s NMTC program details and specifics.

Our Representative Projects:

Harris Beach has helped many clients realize the benefits of the NMTC program, including the credit investor, the leveraged lender, the CDE and the developer. We have participated in NMTC transactions involving community investments with municipal and state agencies, regional development authorities, not-for-profit organizations, and regional and national companies. Our attorneys have leveraged public funds, private investments and commercial financings in the generation of NMTC investment in support of projects involving:

• Alternative Energy Projects
• College and University Projects
• Healthcare and Hospital Facilities
• Hotel Development
• Manufacturing Facility Developments
• Municipal Facilities
• Office Building Developments
• Rehabilitation and Revitalization Projects
• Retail Developments
• Technology Centers
• Waterfront and Pier Development

Government Entity Representative Experience:

New Jersey Community Development Entity, LLC (NJCDE). The NJCDE, organized under the auspices of the New Jersey Economic Development Authority (NJEDA), was awarded a $125 million NMTC allocation in the program’s second round. Since that award, Harris Beach attorneys have worked with NJCDE in developing and designing all aspects of its NMTC program. This has included QLICI product design; negotiation, structure and terms of QEI commitments with third-party investors, including leveraged transactions using a variety of other funding sources; and the coupling of NMTCs with other tax benefits, such as the rehabilitation credit. We have also conducted training programs for NJEDA staff in NMTC transactional and compliance matters; provided counsel on the NMTC program application process to be used by the QALICB-public, and designed QLICI transactional documents to satisfy the strict NMTC program requirements, including the “reasonable expectations” test of QALICB status.

New Jersey Redevelopment Authority (NJRA). The New Jersey Redevelopment Authority (NJRA) invests financial and technical resources into redevelopment projects and plans that will create a positive impact in eligible New Jersey communities. NJRA functions as a comprehensive resource center that focuses on improving New Jersey’s urban communities. Its primary goal is to ensure that projects are urban-focused, neighborhood-based and investment driven. NJRA was awarded a $20 million NMTC allocation in 2014 and selected Harris Beach as its NMTC counsel. Harris Beach attorneys have worked with NJRA in implementing its NMTC program. This has included CDE structure; negotiation, structure and terms of QEI commitments with third-party investors; and the coupling of NMTCs with other tax benefits; staff training; counsel on the NMTC program application process.

Portsmouth Redevelopment and Housing Authority (PRHA). Southside Development Enterprises, under the sponsorship of the PRHA, was awarded a total of $31 million in NMTCs in the program’s second and sixth rounds. Our attorneys handled all aspects of PRHA’s NMTC program, including program design and implementation, its application process, participating in underwriting, negotiating and structuring every deal they have accomplished, managing all aspects of its CDE compliance and reporting requirements, and conducting training programs for PRHA staff in NMTC transactional and compliance matters.

Elizabeth Development Company (EDC). The EDC, the City of Elizabeth, New Jersey’s economic development office, was awarded a total of $35 million in NMTC allocations in the program’s fourth and fifth rounds. As with PRHA, our attorneys coordinated all aspects of the NMTC program, including program design and implementation, its application process, participating in underwriting, negotiating and structuring every deal they have accomplished, managing all aspects of its CDE compliance and reporting requirements, and conducting training programs for staff in NMTC transactional and compliance matters.

Empire State New Market Corporation (ESNMC).  Harris Beach worked as special counsel to Empire State Development Corporation in connection with a pending Round III NMTC Allocation Application. The firm played a central role in forming the ESNMC and securing CDE status in advance of ESNMC’s application for NMTC allocation in the program’s second round. This special counsel representation also entailed the development of ESNMC’s proposed NMTC QLICI funding and deployment structure.

The Port Authority of New York & New Jersey. Our attorneys formed and certified the Authority’s CDE and represented the Authority in its allocation application process, including its NMTC program design. We provided advice on projects that the Authority considered undertaking which incorporate NMTCs as part of the project’s overall financing.

Palm Beach County Economic Development Office (PBC-EDO). Our attorneys advised PBC-EDO on the process, utility and benefits of becoming a CDE. On its behalf, we formed and certified PBC-EDO’s CDE and provided representation in its allocation application process, including its NMTC program design. We provide advice and counsel on potential projects that PBC-EDO’s CDE considers undertaking which incorporate NMTCs as part of the project’s overall financing.

Private Entity Representative Experience:

Metropolitan Community Development Entity (MCDE). The MCDE is an entity comprised of the New York Business Development Corporation (NYBDC) and CenterState Corporation for Economic Opportunity in Syracuse, New York. Our attorneys formed the entity’s CDE and subsidiaries, achieved CDE certification, filed allocation applications, designed its NMTC program, assisted in coordinating projects utilizing the NMTC through deal structure, and participated in allocate identification, credit investment negotiation and leveraged debt negotiation.

Reading’s Future, LLC. Reading’s Future, a CDE sponsored by Boscov’s Department Stores LLC, was awarded a $15 million NMTC allocation in the program’s seventh round. Harris Beach attorneys handled all aspects of Reading’s NMTC program, including program design and implementation, its application process, participating in underwriting, negotiating and structuring every deal it has accomplished, managing all aspects of its CDE compliance and reporting requirements, and conducting training programs for staff in NMTC transactional and compliance matters. We closed an initial QEI transaction and a subsequent QLICI for this Pennsylvania CDE.

General Private Entity Experience. Harris Beach has represented regional bank credit investors in NMTC deals and numbers of QALICBs in a variety of project types, including manufacturing, cultural/theatre projects, broadcasting, office building development, college and university clients, and community-based projects. We typically have a broad range of QALICB-level deal pipeline of projects seeking NMTC financing. For these QALICB clients, we structure their deals in compliance with NMTC requirements and assist in attracting allocation, leveraged debt financing and credit investors, as well as negotiating and closing transactions. Our attorneys work on projects involving industrial development agencies and the applications of various federal, state and local tax incentives which further leverage NMTCs, including taxable and tax-exempt bond financings, Payment-in-Lieu-of- Tax (PILOT) Increment Financings and Tax Increment Financings. This includes such projects as a $70 million NMTC transaction we handled for a plant expansion that quadrupled our client’s production capability.