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What changed in Greystone Housing Impact Investors LP's 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of Greystone Housing Impact Investors LP's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+632 added556 removedSource: 10-K (2025-02-20) vs 10-K (2024-02-22)

Top changes in Greystone Housing Impact Investors LP's 2024 10-K

632 paragraphs added · 556 removed · 447 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

76 edited+22 added23 removed54 unchanged
Biggest changeThese properties also compete by offering quality apartments in attractive locations and provide tenants with amenities such as recreational facilities, garages, services and pleasant landscaping. 12 Recent Developments Recent Investment Activities The following table presents information regarding the investment activities of the Partnership for the years ended December 31, 2023 and 2022: Investment Activity # Amount (in 000`s) Retired Debt (in 000`s) Tier 2 income (loss) allocable to the General Partner (in 000`s) (1) Notes to the Partnership`s consolidated financial statements For the Three Months Ended December 31, 2023 Mortgage revenue bond acquisition and advances 4 $ 21,575 N/A N/A 6 Mortgage revenue bond paydown 1 2,072 $ 1,765 N/A 6 Governmental issuer loan acquisition and advances 4 7,000 N/A N/A 7 Governmental issuer loan redemption 1 40,000 36,000 N/A 7 Property loan acquisitions and advances 5 18,252 N/A N/A 8 Property loan redemption 1 13,387 12,030 N/A 8 Investments in unconsolidated entities 6 16,104 N/A N/A 9 MF property sold 1 40,736 25,000 - 10 Taxable mortgage revenue bond advance 1 3,000 N/A N/A 12 For the Three Months Ended September 30, 2023 Mortgage revenue bond advances 3 $ 7,665 N/A N/A 6 Mortgage revenue bond paydown 1 7,590 $ 9,980 N/A 6 Governmental issuer loan acquisition and advances 5 22,573 N/A N/A 7 Governmental issuer loan redemptions 3 70,636 61,459 N/A 7 Property loan advances 2 11,950 N/A N/A 8 Property loan redemption and paydowns 3 39,921 35,655 N/A 8 Investments in unconsolidated entities 4 10,194 N/A N/A 9 Taxable mortgage revenue bond advance 1 4,000 N/A N/A 12 Taxable mortgage revenue bond redemption 1 7,000 5,770 N/A 12 For the Three Months Ended June 30, 2023 Mortgage revenue bond acquisitions and advance 6 $ 51,150 N/A N/A 6 Governmental issuer loan advances 4 20,402 N/A N/A 7 Governmental issuer loan redemption 1 34,000 $ 30,600 N/A 7 Property loan advances 3 9,608 N/A N/A 8 Property loan redemption and paydowns 3 29,990 26,005 N/A 8 Investments in unconsolidated entities 2 3,744 N/A N/A 9 Return of investment in unconsolidated entities upon sale 1 9,025 N/A $ 813 9 Taxable mortgage revenue bond acquisitions and advance 3 4,500 N/A N/A 12 Taxable governmental issuer loan advance 1 2,573 N/A N/A 12 For the Three Months Ended March 31, 2023 Mortgage revenue bond advances 6 $ 60,547 N/A N/A 6 Mortgage revenue bond redemptions 3 11,856 $ 7,579 $ (1,428 ) 6 Governmental issuer loan advances 4 17,377 N/A N/A 7 Property loan advances 4 7,581 N/A N/A 8 Property loan redemption and paydowns 3 18,316 15,700 N/A 8 Investments in unconsolidated entities 2 5,698 N/A N/A 9 Return of investment in unconsolidated entities upon sale 2 12,283 N/A 3,843 9 Taxable mortgage revenue bond advances 2 1,805 N/A N/A 12 Taxable governmental issuer loan advance 1 3,000 N/A N/A 12 For the Three Months Ended December 31, 2022 Mortgage revenue bond advances 8 $ 91,040 N/A N/A 6 Mortgage revenue bond redemptions 2 6,029 N/A N/A 6 Governmental issuer loan advances 6 18,955 N/A N/A 7 Property loan advances 4 46,439 N/A N/A 8 Investments in unconsolidated entities 2 10,912 N/A N/A 9 MF property sold 1 29,033 $ 24,229 N/A 10 Taxable mortgage revenue bond advances 3 2,980 N/A N/A 12 Taxable governmental issuer loan advance 1 4,000 N/A N/A 12 For the Three Months Ended September 30, 2022 Mortgage revenue bond advance 1 $ 1,623 N/A N/A 6 Mortgage revenue bond redemption and paydown 2 11,577 $ 10,420 N/A 6 Governmental issuer loan advances 7 39,820 N/A N/A 7 Property loan advances 6 22,742 N/A N/A 8 Property loan redemptions 3 27,081 N/A N/A 8 Investments in unconsolidated entities 2 2,524 N/A N/A 9 Return of investment in unconsolidated entity upon sale 1 7,400 N/A N/A 9 Taxable mortgage revenue bond advance 1 2,300 N/A N/A 12 Taxable governmental issuer loan advances 3 3,000 N/A N/A 12 For the Three Months Ended June 30, 2022 Mortgage revenue bond advances 3 $ 20,307 N/A N/A 6 Mortgage revenue bond redemption 1 7,100 $ 7,100 N/A 6 Governmental issuer loan advances 5 39,806 N/A N/A 7 Property loan advances 7 23,527 N/A N/A 8 Investments in unconsolidated entities 4 7,824 N/A N/A 9 Return of investment in unconsolidated entity upon sale 1 7,341 N/A N/A 9 Taxable mortgage revenue bond advances 2 2,000 N/A N/A 12 For the Three Months Ended March 31, 2022 Mortgage revenue bond advances 3 $ 69,365 N/A N/A 6 Mortgage revenue bond redemptions 4 70,479 $ 45,109 N/A 6 Governmental issuer loan advances 6 16,882 N/A N/A 7 Property loan advances 5 38,412 N/A N/A 8 Property loan redemptions and principal paydowns 7 3,251 N/A N/A 8 Investments in unconsolidated entities 5 12,777 N/A N/A 9 Return of investment in unconsolidated entity upon sale 1 12,240 N/A $ 3,242 9 Taxable mortgage revenue bond advances 2 6,325 N/A N/A 12 13 (1) See “Cash Available for Distribution” in Item 7 of this Report.
Biggest changeThese properties also compete by offering quality apartments in attractive locations and provide tenants with amenities such as recreational facilities, garages, services and pleasant landscaping. 16 Recent Developments Recent Investment Activities The following table presents information regarding the investment activities of the Partnership for the years ended December 31, 2024 and 2023: 17 Investment Activity # Amount (in 000`s) Retired Debt (in 000`s) Tier 2 income (loss) allocable to the General Partner (in 000`s) (1) Notes to the Partnership`s consolidated financial statements For the Three Months Ended December 31, 2024 Mortgage revenue bond advances (2) 5 $ 29,318 N/A N/A 4 Mortgage revenue bond sale (2) 1 10,218 N/A $ 310 4 Governmental issuer loan acquisition and advances 3 19,500 N/A N/A 5 Property loan acquisition and advance 2 1,542 N/A N/A 6 Investments in unconsolidated entities 4 11,156 N/A N/A 7 Taxable mortgage revenue bond advances 3 7,450 N/A N/A 9 Taxable governmental issuer loan acquisition and advance 2 11,000 N/A N/A 9 For the Three Months Ended September 30, 2024 Mortgage revenue bond acquisition and advances 5 $ 36,503 N/A N/A 4 Mortgage revenue bond redemptions 3 21,980 $ 9,840 N/A 4 Governmental issuer loan advances 3 16,842 N/A N/A 5 Governmental issuer loan redemption and paydown 2 24,697 19,750 N/A 5 Property loan advance 1 500 N/A N/A 6 Property loan redemption 1 8,119 6,480 N/A 6 Investments in unconsolidated entities 4 10,443 N/A N/A 7 Taxable mortgage revenue bond advances 2 4,000 N/A N/A 9 Taxable mortgage revenue bond redemption 1 1,000 825 N/A 9 Taxable governmental issuer loan advance 1 158 N/A N/A 9 For the Three Months Ended June 30, 2024 Mortgage revenue bond acquisitions and advances 8 $ 78,375 N/A N/A 4 Mortgage revenue bond sale 1 8,221 N/A N/A 4 Governmental issuer loan advances 3 9,000 N/A N/A 5 Property loan acquisition and advance 2 9,321 N/A N/A 6 Property loan redemptions 2 454 N/A N/A 6 Investments in unconsolidated entities 5 11,669 N/A N/A 7 Taxable mortgage revenue bond acquisition and advance 2 5,077 N/A N/A 9 For the Three Months Ended March 31, 2024 Mortgage revenue bond acquisition and advances 5 $ 26,298 N/A N/A 4 Governmental issuer loan advances 3 6,000 N/A N/A 5 Governmental issuer loan redemption 1 23,390 $ 18,712 N/A 5 Property loan advances 2 3,073 N/A N/A 6 Property loan redemptions and paydown 6 72,323 60,575 N/A 6 Investments in unconsolidated entities 7 6,960 N/A N/A 7 Taxable mortgage revenue bond advance 1 1,000 N/A N/A 9 Taxable mortgage revenue bond paydown 1 11,500 9,480 N/A 9 Taxable governmental issuer loan redemption 1 10,573 9,515 N/A 9 For the Three Months Ended December 31, 2023 Mortgage revenue bond acquisition and advances 4 $ 21,575 N/A N/A 4 Mortgage revenue bond paydown 1 2,072 $ 1,765 N/A 4 Governmental issuer loan acquisition and advances 4 7,000 N/A N/A 5 Governmental issuer loan redemption 1 40,000 36,000 N/A 5 Property loan acquisitions and advances 5 18,252 N/A N/A 6 Property loan redemption 1 13,387 12,030 N/A 6 Investments in unconsolidated entities 6 16,104 N/A N/A 7 MF property sold 1 40,736 25,000 - 8 Taxable mortgage revenue bond advance 1 3,000 N/A N/A 9 For the Three Months Ended September 30, 2023 Mortgage revenue bond advances 3 $ 7,665 N/A N/A 4 Mortgage revenue bond paydown 1 7,590 $ 9,980 N/A 4 Governmental issuer loan acquisition and advances 5 22,573 N/A N/A 5 Governmental issuer loan redemptions 3 70,636 61,459 N/A 5 Property loan advances 2 11,950 N/A N/A 6 Property loan redemption and paydowns 3 39,921 35,655 N/A 6 Investments in unconsolidated entities 4 10,194 N/A N/A 7 Taxable mortgage revenue bond advance 1 4,000 N/A N/A 9 Taxable mortgage revenue bond redemption 1 7,000 5,770 N/A 9 For the Three Months Ended June 30, 2023 Mortgage revenue bond acquisitions and advance 6 $ 51,150 N/A N/A 4 Governmental issuer loan advances 4 20,402 N/A N/A 5 Governmental issuer loan redemption 1 34,000 $ 30,600 N/A 5 Property loan advances 3 9,608 N/A N/A 6 Property loan redemption and paydowns 3 29,990 26,005 N/A 6 Investments in unconsolidated entities 2 3,744 N/A N/A 7 Return of investment in unconsolidated entities upon sale 1 9,025 N/A $ 813 7 Taxable mortgage revenue bond acquisitions and advance 3 4,500 N/A N/A 9 Taxable governmental issuer loan advance 1 2,573 N/A N/A 9 For the Three Months Ended March 31, 2023 Mortgage revenue bond advances 6 $ 60,547 N/A N/A 4 Mortgage revenue bond redemptions 3 11,856 $ 7,579 $ (1,428 ) 4 Governmental issuer loan advances 4 17,377 N/A N/A 5 Property loan advances 4 7,581 N/A N/A 6 Property loan redemption and paydowns 3 18,316 15,700 N/A 6 Investments in unconsolidated entities 2 5,698 N/A N/A 7 Return of investment in unconsolidated entities upon sale 2 12,283 N/A 3,843 7 Taxable mortgage revenue bond advances 2 1,805 N/A N/A 9 Taxable governmental issuer loan advance 1 3,000 N/A N/A 9 (1) See “Cash Available for Distribution” in Item 7 of this Report. 18 (2) Excludes $89.2 million of MRBs that were sold and subsequently repurchased during the quarter related to temporary bridge financing to facilitate the termination of the M31 TEBS Financing and subsequent closings of alternative financing. 19 Recent Financing Activities The following table presents information regarding the debt financing, derivatives, Preferred Units and partners’ capital activities of the Partnership for the years ended December 31, 2024 and 2023, exclusive of retired debt amounts listed in the investment activities table above: 20 Financing, Derivative and Capital Activity # Amount (in 000`s) Secured Notes to the Partnership`s consolidated financial statements For the Three Months Ended December 31, 2024 Net borrowing on Acquisition LOC 10 $ 14,952 Yes 12 Borrowing on General LOC 1 9,500 Yes 12 Proceeds from TOB trust financings 12 82,752 Yes 13 Repayment of TOB trust financings 6 36,553 Yes 13 Repayment of term TOB trust financing 1 12,654 Yes 13 Redemption of M31 TEBS financing 1 65,486 Yes 13 Net paydown of TEBS Residual Financing 1 8,600 Yes 13 Proceeds from 2024 PFA Securitization Transaction 1 75,393 Yes 13 Interest rate swaps executed 2 - N/A 15 For the Three Months Ended September 30, 2024 Net paydown on Acquisition LOC 3 $ 10,850 Yes 12 Borrowing on General LOC 2 14,000 Yes 12 Proceeds from TOB trust financings 9 47,985 Yes 13 Interest rate swap executed 1 - N/A 15 For the Three Months Ended June 30, 2024 Net borrowing on Acquisition LOC 6 $ 14,750 Yes 12 Net borrowing on General LOC 1 10,000 Yes 12 Proceeds from TOB trust financings 10 75,360 Yes 13 Interest rate swap executed 2 - N/A 15 Redemption of Series A Preferred Units 1 10,000 N/A 17 Proceeds on issuance of BUCs, net of issuance costs 1 439 N/A N/A For the Three Months Ended March 31, 2024 Net paydown on Acquisition LOC 2 $ 16,900 Yes 12 Net activity on General LOC 2 - Yes 12 Proceeds from TOB trust financings 11 63,250 Yes 13 Interest rate swap executed 1 - N/A 15 Issuance of Series B Preferred Units 1 5,000 N/A 17 Exchange of Series A Preferred Units for Series B Preferred Units 1 17,500 N/A 17 Proceeds on issuance of BUCs, net of issuance costs 1 1,055 N/A N/A For the Three Months Ended December 31, 2023 Net borrowing on Acquisition LOC 4 $ 16,900 Yes 12 Proceeds from TOB trust financings 9 33,980 Yes 13 Proceeds from TEBS Residual Financing 1 61,500 Yes 13 Redemption of Secured Notes 1 102,318 Yes 13 Redemption of M24 TEBS financing 1 7,407 Yes 13 Return of restricted cash upon termination of total return swap 1 30,716 Yes 15 Interest rate swap executed 1 - N/A 15 Redemption of Series A Preferred Units 1 10,000 N/A 17 For the Three Months Ended September 30, 2023 Net repayment on Acquisition LOC 3 $ 6,000 Yes 12 Net borrowing on General LOC 1 10,000 Yes 12 Proceeds from TOB trust financings 12 41,520 Yes 13 Proceeds from mortgage payable 1 25,000 Yes 14 Interest rate swaps executed 3 - N/A 15 Redemption of Series A Preferred Units 1 20,000 N/A 17 For the Three Months Ended June 30, 2023 Net borrowing on Acquisition LOC 5 $ 6,000 Yes 12 Net activity on General LOC 2 - Yes 12 Proceeds from TOB trust financings 11 68,391 Yes 13 Interest rate swaps executed 3 - N/A 15 Issuance of Series A-1 Preferred Units 1 10,000 N/A 17 For the Three Months Ended March 31, 2023 Net repayment on Acquisition LOC 6 $ 49,000 Yes 12 Proceeds from TOB trust financings 11 110,061 Yes 13 Interest rate swaps executed 3 - N/A 15 Issuance of Series A-1 Preferred Units 1 8,000 N/A 17 Exchange of Series A Preferred Units for Series A-1 Preferred Units 1 7,000 N/A 17 21 Regulatory Matters We conduct our operations in reliance on an exemption from registration as an investment company under the Investment Company Act.
Some MRBs have optional call dates that may be exercised by the borrower which may be at either par or a premium to par. Some MRBs have optional repurchase dates whereby we can require a redemption prior to the contractual maturity, typically at par.
Some MRBs have optional call dates that may be exercised by the borrower which may be at either par or a premium to par. Some MRBs have optional repurchase dates whereby we can require redemption prior to the contractual maturity, typically at par.
The Partnership is able to issue Series A-1 Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series A-1 Preferred Units, is no less than three times the aggregate book value of all Series A Preferred Units and Series A-1 Preferred Units, inclusive of the amount to be issued.
The Partnership is able to issue Series A Preferred Units and Series A-1 Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series A-1 Preferred Units, is no less than three times the aggregate book value of all Series A Preferred Units and Series A-1 Preferred Units, inclusive of the amount to be issued.
The members of the Board of Managers of Greystone Manager act as the managers (and effectively as the directors) of the Partnership, in compliance with all NYSE listing rules and SEC rules applicable to the Partnership. In addition, certain employees of Greystone Manager act as executive officers of the Partnership.
The members of the Board of Managers act as the managers (and effectively as the directors) of the Partnership, in compliance with all NYSE listing rules and SEC rules applicable to the Partnership. In addition, certain employees of Greystone Manager act as executive officers of the Partnership.
With respect to private activity bonds issued under Section 142(d) of the IRC, the owner of the multifamily residential project may elect, at the time the MRBs are issued, whether to set aside a minimum of 20% of the units for tenants making less than 50% of area median income (as adjusted for household size) or 40% of the units for tenants making less than 60% of the area median income (as adjusted for household size).
With respect to private activity bonds issued under Section 142(d) of the IRC, the owner of the residential project may elect, at the time the MRBs are issued, whether to set aside a minimum of 20% of the units for tenants making less than 50% of area median income (as adjusted for household size) or 40% of the units for tenants making less than 60% of the area median income (as adjusted for household size).
Therefore, investment programs that promote private sector development and support for affordable housing through MRBs, GILs, tax credits and grant funding to developers, have become more prominent. The types of MRBs and GILs in which we invest offer developers of affordable multifamily housing a low-cost source of construction and/or permanent debt financing.
Therefore, investment programs that promote private sector development and support for affordable housing through MRBs, GILs, tax credits and grant funding to developers, have become more prominent. The types of MRBs and GILs in which we invest offer developers of 13 affordable multifamily housing a low-cost source of construction and/or permanent debt financing.
The borrowers associated with our GILs are syndicated partnerships formed to receive allocations of LIHTCs. We may also invest in taxable GILs secured by the same properties as our GILs. Interest earned on our taxable GILs is taxable for federal income tax purposes. Our taxable GILs share a senior mortgage interest in the property with the GILs.
The borrowers associated with all our GILs are syndicated partnerships formed to receive allocations of LIHTCs. We may also invest in taxable GILs secured by the same properties as our GILs. Interest earned on our taxable GILs is taxable for federal income tax purposes. Our taxable GILs share a senior mortgage interest in the property with the GILs.
To date, we acquired an MRB secured by a to-be-constructed seniors housing property in Michigan, and an MRB secured by an operating skilled nursing facility in New Jersey. 9 We continually assess opportunities to expand and/or reposition our existing portfolio of MRBs, GILs and other investments.
To date, we acquired an MRB secured by a to-be-constructed seniors housing property in Michigan, and an MRB secured by an operating skilled nursing facility in New Jersey. We continually assess opportunities to expand and/or reposition our existing portfolio of MRBs, GILs and other investments.
When we execute a TOB trust financing, we retain a residual interest that is pledged as our initial collateral under the ISDA master agreement based on the market value of the investment asset(s) at the time of initial closing.
When we execute a TOB trust financing, we retain a residual interest that is pledged as our initial 14 collateral under the ISDA master agreement based on the market value of the investment asset(s) at the time of initial closing.
Under applicable Treasury Regulations, any affordable multifamily residential project financed with tax-exempt MRBs (other than essential function bonds as described in the third bullet above) must set aside a percentage of its total rental units for occupancy by tenants whose incomes do not exceed stated percentages of the median income in the local area.
Under applicable Treasury Regulations, any affordable multifamily or seniors residential project financed with tax-exempt MRBs (other than essential function bonds as described in the third bullet above) must set aside a percentage of its total rental units for occupancy by tenants whose incomes do not exceed stated percentages of the median income in the local area.
The TOB trusts with Mizuho and Barclays are subject to ISDA master agreements with each counterparty that contain certain covenants and requirements.
The TOB trusts with Mizuho and Barclays are subject to respective ISDA master agreements with each counterparty that contain certain covenants and requirements.
We are not aware of any environmental contamination at any of these properties that would require any material capital expenditure by the underlying properties, and therefore the Partnership, for the remediation thereof. Management We are managed by our General Partner, AFCA 2, which is controlled by its general partner, Greystone Manager.
We are not aware of any environmental contamination at any of these properties that would require any material capital expenditure by the underlying properties, and therefore the Partnership, for the remediation thereof. Management We are managed by our General Partner, which is controlled by its general partner, Greystone Manager.
Hedging Strategy We actively manage both our fixed and variable rate debt financings and our exposure to changes in market interest rates. When possible, we attempt to obtain fixed-rate debt financing for our fixed-rate investment assets such that our net interest spread is not exposed to changes in market interest rates.
Hedging Strategy We actively manage both our portfolio of fixed and variable rate debt financings and our exposure to changes in market interest rates. When possible, we attempt to obtain fixed-rate debt financing for our fixed-rate investment assets such that our net interest spread is not exposed to changes in market interest rates.
We may acquire additional Tax Exempt Investments and Other Investments provided that the acquisition may not cause the aggregate book value of all Tax Exempt Investments plus Other Investments to exceed 25% of our total assets at the time of acquisition. We own no Tax Exempt Investments as of December 31, 2023.
We may acquire additional Tax Exempt Investments and Other Investments provided that the acquisition may not cause the aggregate book value of all Tax Exempt Investments plus Other Investments to exceed 25% of our total assets at the time of acquisition. We own no Tax Exempt Investments as of December 31, 2024.
Each GIL is secured by a mortgage on all real and personal property of the to-be-constructed affordable multifamily property. The GILs may share first mortgage lien positions with property loans and/or taxable GILs 7 also owned by us.
Each GIL is secured by a mortgage on all real and personal property of the to-be-constructed affordable 11 multifamily property. The GILs may share first mortgage lien positions with property loans and/or taxable GILs also owned by us.
This subsidiary files separate federal and state income tax returns and is subject to federal and state income taxes. We consolidate separate legal entities that record and report income taxes based upon their individual legal structure which may include corporations, limited partnerships, and limited liability companies.
The subsidiary files separate federal and state income tax returns and is subject to federal and state income taxes. We consolidate separate legal entities that record and report income taxes based upon their individual legal structure which may include corporations, limited partnerships, and limited liability companies.
Human Capital Resources As of December 31, 2023, the Partnership had no employees. Sixteen employees of Greystone Manager are responsible for the Partnership’s operations, inclusive of the Partnership’s chief executive officer and chief financial officer. Such employees are subject to the policies and compensation practices of Greystone.
Human Capital Resources As of December 31, 2024, the Partnership had no employees. Sixteen employees of Greystone Manager are responsible for the Partnership’s operations, inclusive of the Partnership’s chief executive officer and chief financial officer. Such employees are subject to the policies and compensation practices of Greystone.
We primarily invest in MRBs that are senior obligations of the secured properties, though we may also invest in subordinate and/or taxable MRBs. Our MRBs predominantly bear interest at fixed interest rates and require regular principal and interest payments on either a monthly or semi-annual basis. The majority of our MRBs have initial contractual terms of 15 years or more.
We primarily invest in MRBs that are senior obligations of the secured properties, though we may also invest in subordinate and/or taxable MRBs. Our MRBs predominantly bear interest at fixed interest rates and require regular principal and interest payments on a monthly basis. The majority of our MRBs have initial contractual terms of 15 years or more.
The four types of MRBs which we may acquire as investments are as follows: Private activity bonds issued under Section 142(d) of the Internal Revenue Code (“IRC”); Bonds issued under Section 145 of the IRC on behalf of not-for-profit entities qualified under Section 501(c)(3) of the IRC; Essential function bonds issued by a public instrumentality to finance a multifamily residential property owned by such instrumentality; and Existing “80/20 bonds” that were issued under Section 103(b)(4)(A) of the IRC.
The four types of MRBs which we may acquire as investments are as follows: Private activity bonds issued under Section 142(d) of the IRC; Bonds issued under Section 145 of the IRC on behalf of not-for-profit entities qualified under Section 501(c)(3) of the IRC; Essential function bonds issued by a public instrumentality to finance a multifamily residential property owned by such public instrumentality; and Existing “80/20 bonds” that were issued under Section 103(b)(4)(A) of the IRC.
The accrued preferred return for our JV Equity Investments held through our wholly owned subsidiary, ATAX Vantage Holdings, LLC (the “Vantage JV Equity Investments”), is guaranteed by an unrelated third party through the fifth anniversary of construction commencement up to a certain dollar amount on an individual project basis.
The accrued preferred return for our JV Equity Investments held through our wholly owned subsidiary, ATAX Vantage 12 Holdings, LLC, is guaranteed by an unrelated third-party through the fifth anniversary of construction commencement up to a certain dollar amount on an individual project basis.
Our ownership of the membership interests entitles us to shares of certain cash flows generated by the JV Equity Investments from operations and upon the occurrence of certain capital transactions, such as a refinancing or sale. Upon the sale of a property, net proceeds will be distributed according to the entity's operating agreement.
Our membership interests entitle us to shares of certain cash flows generated by the JV Equity Investments from operations and upon the occurrence of certain capital transactions, such as a refinancing or sale. Upon the sale of a property, net proceeds will be distributed according to the entity's operating agreement.
We may commit to provide funding for MRBs on a draw-down basis during construction and/or rehabilitation of the secured property, and we may require recourse to the borrower during the construction or rehabilitation period in certain instances. We expect and believe that the interest received on our MRBs is excludable from gross income for federal income tax purposes.
We may commit to provide funding for MRBs on a draw-down basis during construction and/or rehabilitation of the secured property, and we typically require recourse to the borrower during the construction or rehabilitation period. We expect and believe that the interest received on our MRBs is excludable from gross income for federal income tax purposes.
As a result, we may experience significant income recognition for these investments in those quarters when a property is sold and our equity investment is redeemed. As of December 31, 2023, we owned membership interests in 12 unconsolidated entities located in four states in the United States. Eight of the 12 JV Equity Investments are located in Texas.
As a result, we may experience significant income recognition for these investments in those quarters when a property is sold and our equity investment is redeemed. As of December 31, 2024, we owned membership interests in 12 JV Equity Investments located in four states in the United States. Eight of the 12 JV Equity Investments are located in Texas.
Access to these filings is free of charge. The information on our website is not incorporated by reference into this Report. 16
Access to these filings is free of charge. The information on our website is not incorporated by reference into this Report. 23
AFCA 2 also earns mortgage and investment placement fees resulting from the identification and evaluation of additional investments that are acquired by the Partnership. Any fees related to the acquisition of our investment assets are paid by the property owner. The fees, if any, will be subject to negotiation between AFCA 2 and such property owners.
The General Partner also earns mortgage and investment placement fees resulting from the identification and evaluation of additional investments that are acquired by the Partnership. Any fees related to the acquisition of our investment assets are paid by the property owner. The fees, if any, will be subject to negotiation between the General Partner and such property owners.
The distributive share of income, deductions and credits is reported to our Unitholders on Internal Revenue Service (“IRS”) Schedule K-1 and Unitholders should include such amount in their respective federal and state income tax returns. We hold certain property loans and real estate through a wholly owned subsidiary that is a “C” corporation for income tax purposes.
The distributive share of income, deductions and credits is reported to our Unitholders on IRS Schedule K-1 and Unitholders should include such amount in their respective federal and state income tax returns. We hold certain property loans and real estate through a wholly owned subsidiary that is a “C” corporation for income tax purposes.
We calculate our Leverage Ratio as total outstanding debt divided by total assets using cost (adjusted for paydowns) for MRBs, GILs, property loans, taxable MRBs and taxable GILs, and initial cost for deferred financing costs and real estate assets. As of December 31, 2023, our overall Leverage Ratio was approximately 72%.
We calculate our Leverage Ratio as total outstanding debt divided by total assets using cost (adjusted for paydowns) for MRBs, GILs, property loans, taxable MRBs and taxable GILs, and initial cost for deferred financing costs and real estate assets. As of December 31, 2024, our overall Leverage Ratio was approximately 75%.
AFCA 2 is entitled to an administrative fee equal to 0.45% per annum of the average outstanding principal balance of any MRBs, GILs, property loans, Tax Exempt Investments or Other Investments for which an unaffiliated party is not obligated to pay.
The General Partner is entitled to an administrative fee equal to 0.45% per annum of the average outstanding principal balance of any MRBs, GILs, property loans, Tax Exempt Investments or Other Investments for which an unaffiliated party is not obligated to pay.
Governmental Issuer Loans (“GILs”) We invest in governmental issuer loans ("GILs") that are issued by state or local governmental authorities to finance the construction and/or rehabilitation of affordable multifamily properties.
Governmental Issuer Loans We invest in GILs that are issued by state or local governmental authorities to finance the construction and/or rehabilitation of affordable multifamily and seniors residential properties.
Upon stabilization, the servicer will purchase our GIL at par and then immediately sell the GIL to Freddie Mac pursuant to a financing commitment between the servicer and Freddie Mac. As of December 31, 2023, the servicer for eight of our GILs is an affiliate of Greystone.
Upon stabilization, the servicer will purchase our GIL at par and then immediately sell the GIL to Freddie Mac pursuant to a financing commitment between the servicer and Freddie Mac. As of December 31, 2024, the servicer for nine of our GILs is an affiliate of Greystone.
Item 1. B usiness. Organization The Partnership was formed in 1998 for the primary purpose of acquiring a portfolio of mortgage revenue bonds (“MRBs”) that are issued by state and local housing authorities to provide construction and/or permanent financing for affordable multifamily housing, seniors housing and commercial properties.
Item 1. B usiness. Organization The Partnership was formed in 1998 for the primary purpose of acquiring a portfolio of MRBs that are issued by state and local housing authorities to provide construction and/or permanent financing for affordable multifamily housing, seniors housing and commercial properties.
Interest earned on our taxable MRBs is taxable for federal income tax purposes. Our taxable MRBs may share senior mortgage interest in the property with the MRBs or may be subordinate to the MRBs. We owned 14 taxable MRBs with outstanding principal of $23.2 million as of December 31, 2023.
Interest earned on our taxable MRBs is taxable for federal income tax purposes. Our taxable MRBs may share senior mortgage interest in the property with the MRBs or may be subordinate to the MRBs. We owned 14 taxable MRBs with outstanding principal of $28.3 million as of December 31, 2024.
The Partnership has also invested in governmental issuer loans (“GILs”), which are similar to MRBs, to provide construction financing for affordable multifamily properties. We expect and believe the interest received on our MRBs and GILs is excludable from gross income for federal income tax purposes.
The Partnership has also invested in GILs, which, similar to MRBs, provide financing for affordable multifamily properties. We expect and believe the interest received on our MRBs and GILs is excludable from gross income for federal income tax purposes.
The TEBS financings and TEBS Residual Financing are non-recourse to the Partnership such that our shortfall funding for each financing is limited to the stated amount of our residual interests. The TOB trust and term TOB trust financings are recourse obligations of the Partnership.
The TEBS financings, 2024 PFA Securitization Transaction, and TEBS Residual Financing are non-recourse to the Partnership such that our shortfall funding for each financing is limited to the stated amount of our residual interests. The TOB trust financings are recourse obligations of the Partnership.
The Board of Managers of Greystone Manager has established an overall maximum leverage level (the “Leverage Ratio”) of 80% and retains the right to change the Leverage Ratio in the future based on the consideration of factors the Board of Managers considers relevant.
The Board of Managers has established an overall maximum Leverage Ratio of 80% and retains the right to change the Leverage Ratio in the future based on the consideration of factors the Board of Managers considers relevant.
Certain services are provided to the Partnership by employees of Greystone Manager and the Partnership reimburses Greystone Manager for its allocated share of their salaries and benefits. The Partnership’s initial limited partner, which has the obligation to perform certain actions on behalf of the BUC holders under the Partnership Agreement, is Greystone ILP, Inc., a Delaware corporation.
Certain services are provided to the Partnership by employees of Greystone Manager and the Partnership reimburses Greystone Manager for its allocated share of their salaries and benefits. The Partnership’s Initial Limited Partner has the obligation to perform certain actions on behalf of the BUC holders under the Partnership Agreement.
Similarly, we attempt to obtain variable-rate debt financing for our variable-rate investment assets such that we are largely hedged against rising interest rates without the need for separate hedging instruments. We leverage certain fixed-rate investment assets with variable-rate debt financings, such as the TOB trusts and one TEBS financing.
Similarly, we attempt to obtain variable-rate debt financing for our variable-rate investment assets such that we are largely hedged against rising interest rates without the need for separate hedging instruments. We leverage certain fixed-rate investment assets with variable-rate debt financings, primarily with our TOB trust financings.
Greystone and the Partnership are committed to diversity, equity and inclusion (“DEI”). Specific Greystone DEI initiatives include formal diversity training and employee resources groups to support a diverse workforce as well as a formal DEI committee and DEI Leadership Council to lead and advise all DEI related work, events, and learning.
Specific Greystone DEI initiatives include formal diversity training and employee resources groups to support a diverse workforce as well as a formal DEI committee and DEI Leadership Council to lead and advise all DEI related work, events, and learning.
The Partnership also makes noncontrolling equity investments in unconsolidated entities for the construction, stabilization, and ultimate sale of market-rate multifamily properties ("JV Equity Investments"). The Partnership is entitled to distributions if, and when, cash is available for distribution either through operations, a refinance, or a sale of the property.
The Partnership also makes JV Equity Investments for the construction, stabilization, and ultimate sale of market-rate multifamily and seniors housing properties. The Partnership is entitled to distributions if, and when, cash is available for distribution either through operations, a refinance, or a sale of the property. The Partnership previously held interests in market-rate multifamily MF Properties.
We retain the residual interests which entitle us to certain rights to the investment assets and to residual cash proceeds. We generally structure our debt financings such that principal, interest, and any trust expenses are payable from the cash flows of the secured investment assets, and we are generally entitled to all residual cash flows for our general use.
We generally structure our debt financings such that principal, interest, and any trust expenses are payable from the cash flows of the secured investment assets, and we are generally entitled to all residual cash flows for our general use.
We do not believe the consolidation of these entities for reporting under accounting principles generally accepted in the United States of America (“GAAP”) will impact our tax status, amounts reported to Unitholders on IRS Schedule K-1, our ability to distribute income to Unitholders that we believe is tax-exempt, or the current level of quarterly distributions.
We do not believe the consolidation of these entities for reporting under GAAP will impact our tax status, amounts reported to Unitholders on IRS Schedule K-1, our ability to distribute income to Unitholders that we believe is tax-exempt, or the current level of quarterly distributions.
We may utilize other types of secured or unsecured borrowings in the future, including more complex financing structures and diversification of our leverage sources and counterparties. We refer to our TEBS, TOB trust, term TOB trust, and TEBS Residual Financing securitizations as our debt financings. These debt financing securitizations are accounted for as consolidated VIEs for reporting purposes.
We may utilize other types of secured or unsecured borrowings in the future, including more complex financing structures and diversification of our leverage sources and counterparties. We refer to our TEBS Financings, TOBs, term TOB, 2024 PFA Securitization Transaction and TEBS Residual Financing securitizations as our debt financings.
Our BUCs are traded on the New York Stock Exchange ("NYSE") under the symbol “GHI.” The Partnership has designated three series of non-cumulative, non-voting, non-convertible preferred units that represent limited partnership interests in the Partnership consisting of the Series A Preferred Units, the Series A-1 Preferred Units, and the Series B Preferred Units (collectively, the “Preferred Units”).
Our BUCs are traded on the NYSE under the symbol “GHI.” The Partnership has designated three series of non-cumulative, non-voting, non-convertible preferred units that represent limited partnership interests in the Partnership consisting of the Series A, Series A-1, and Series B Preferred Units. The Partnership does not intend to issue additional Series A Preferred Units in the future.
Employees providing services to the Partnership are eligible for awards under the Amended and Restated Greystone Housing Impact Investors LP 2015 Equity Incentive Plan (the “Plan”), which is designed to provide incentive compensation awards that encourage superior performance.
Employees providing services to the Partnership are eligible for awards under the Equity Incentive Plan, which is designed to provide incentive compensation awards that encourage superior performance.
See Item 1A, “Risk Factors” in this Report for additional details. Investment Types Mortgage Revenue Bonds (“MRBs”) We invest in MRBs that are issued by state and local governments, their agencies, and authorities to finance the construction or acquisition and rehabilitation of income-producing multifamily rental properties.
Investment Types Mortgage Revenue Bonds We invest in MRBs that are issued by state and local governments, their agencies, and authorities to finance the construction or acquisition and rehabilitation of income-producing multifamily and seniors rental properties and skilled nursing facilities.
The following table summarizes our GIL investments as of December 31, 2023: Total GILs Total Properties Total Units Total States Aggregate Outstanding Principal Outstanding Funding Commitments GIL investments 10 9 1,627 5 $ 222,947,300 $ 51,120,535 Our GILs have been issued under Section 142(d) of the Internal Revenue Code (“IRC”) and are subject to the same set aside and tenant income restrictions noted in the “Mortgage Revenue Bonds” description above.
The following table summarizes our GIL investments as of December 31, 2024: Total GILs Total Properties Total Units Total States Aggregate Outstanding Principal Outstanding Funding Commitments GIL investments 9 8 1,459 6 $ 226,202,222 $ 18,778,207 Our GILs have been issued under Section 142(d) of the IRC and are subject to the same set aside and tenant income restrictions noted in the “Mortgage Revenue Bonds” description above.
In addition, one JV Equity Investment in San Marcos, Texas is reported as a consolidated VIE. 8 MF Properties Segment The Partnership has and may acquire controlling interests in multifamily, student or senior citizen residential properties.
In addition, one JV Equity Investment in San Marcos, Texas is reported as a consolidated VIE. MF Properties The Partnership has previously owned controlling interests in multifamily, student or senior citizen residential properties. The MF Properties were managed to optimize property values.
LIHTC-eligible projects are attractive to developers of affordable housing because it helps them raise equity and debt financing. Under the LIHTC program, developers that receive an allocation of private activity bonds will also receive an allocation of federal LIHTCs as a method to encourage the development of affordable multifamily housing.
Under the LIHTC program, developers that receive an allocation of private activity bonds will also receive an allocation of federal LIHTCs as a method to encourage the development of affordable multifamily housing.
These arrangements are structured such that we transfer our investment assets to an entity, such as a trust or special purpose entity, which then issues senior securities and residual interests. The senior securities are sold to third-party investors in exchange for debt proceeds.
These debt financing securitizations are accounted for as consolidated VIEs for reporting purposes. These arrangements are structured such that we transfer our investment assets to an entity, such as a trust or special purpose entity, which then issues senior securities and residual interests.
Such property loans may be secured by property, other collateral, or may be unsecured. As of December 31, 2023, we owned seven property loans related to our GIL investment properties, three property loans related to our MRB investments, and two property loans to other borrowers.
Such property loans may be secured by property, other collateral, or may be unsecured. As of December 31, 2024, we owned one property loan related to a GIL investment property, one property loan related to an MRB investment, and four property loans to other borrowers.
Greystone provides formal and informal training programs to enhance the skills of employees providing services to the Partnership and to instill Greystone’s corporate policies and practices. The Partnership also reimburses the cost of formal training for those programs that are directly related to the tasks and responsibilities of the employees who perform the operations of the Partnership.
The Partnership also reimburses the cost of formal training for those programs that are directly related to the tasks and responsibilities of the employees who perform the operations of the Partnership. Greystone and the Partnership are committed to DEI.
An inability to access debt financing at an acceptable cost may result in adverse effects on our financial condition and results of operations. There can be no assurance that we will be able to finance additional acquisitions of MRBs, GILs and other investments through additional debt financing. We set target constraints for each type of debt financing utilized.
There can be no assurance that we will be able to finance additional acquisitions of MRBs, GILs and other investments through additional debt financing. We set target constraints for each type of debt financing utilized.
The Plan is also intended to attract and retain the services of individuals who are essential for the Partnership’s growth and profitability and to encourage those individuals to devote their 15 best efforts to advancing the Partnership’s business. Greystone also supports employees with an annual confidential employee survey, an Employee Assistance Program and ethics hotline.
The Equity Incentive Plan is also intended to attract and retain the services of individuals who are essential for the Partnership’s growth and profitability and to encourage those individuals to devote their best efforts to advancing the Partnership’s business.
The holders of the BUCs and Preferred Units are referred to herein as “Unitholders.” Our Unitholders will incur tax liability if any interest earned on our MRBs or GILs is determined to be taxable, for gains related to our MRBs or GILs and for income and gains related to our taxable investments such as our investments in unconsolidated entities and property loans.
Our Unitholders will incur tax liability if any interest earned on our MRBs or GILs is determined to be taxable, for gains related to our MRBs or GILs and for income and gains related to our taxable investments such as our investments in unconsolidated entities and property loans. See Item 1A, “Risk Factors” in this Report for additional details.
In addition, both the Mizuho and Barclays ISDA master agreements have cross-default previsions whereby default(s) on the Partnership’s 10 other senior debts above a specified dollar amount, in the aggregate, will constitute a default under the ISDA master agreements.
In addition, both the Mizuho and Barclays ISDA master agreements have cross-default provisions whereby default(s) on the Partnership’s other senior debts above a specified dollar amount, in the aggregate, will constitute a default under the ISDA master agreements. If the Partnership is not in compliance with any of these covenants, a termination event of the financing facilities would be triggered.
In December 2023, we sold the Suites on Paseo MF Property to an unaffiliated buyer. We have no MF Property investments as of December 31, 2023. General Investment Matters Our investments are categorized as either Mortgage Investments, Tax Exempt Investments or Other Investments as defined in our Partnership Agreement.
The Partnership sold its last remaining MF Property investment in December 2023 and we do not have plans to acquire additional MF Properties. General Investment Matters Our investments are categorized as either Mortgage Investments, Tax Exempt Investments or Other Investments as defined in our Partnership Agreement.
The borrowers associated with our MRBs are either syndicated partnerships formed to receive allocations of LIHTCs or not-for-profit entities. We do not directly or indirectly invest in LIHTCs. We do invest in MRBs that are issued in association with federal LIHTC allocations because such MRBs bear interest that we expect and believe is exempt from federal income taxes.
The borrowers associated with our MRBs are either syndicated partnerships formed to receive allocations of LIHTCs, for-profit entities that have obtained non-LIHTC private activity bonds, or not-for-profit entities. We do not directly or indirectly invest in LIHTCs.
The following table summarizes our MRB investments as of December 31, 2023: 6 Total MRBs Total Properties Total Units Total States Aggregate Outstanding Principal Outstanding Funding Commitments MRB investments 85 73 (1) 11,819 15 $ 884,664,326 $ 148,829,966 (1) Properties secured by our MRB investments consist of 71 multifamily properties, one seniors housing property, and one skilled nursing facility.
The following table summarizes our MRB investments as of December 31, 2024: Total MRBs Total Properties Total Units Total States Aggregate Outstanding Principal Outstanding Funding Commitments MRB investments 86 72 (1) 11,212 13 $ 1,002,151,235 $ 34,386,043 10 (1) Properties secured by our MRB investments consist of 70 multifamily properties, one seniors housing property, and one skilled nursing facility.
The following table summarizes the amount of our MRB investments with LIHTC-associated borrowers and non-profit borrowers based on principal outstanding as of December 31, 2023: Borrower Type MRB Principal Outstanding Percentage of all MRB Investments LIHTC-associated borrowers $ 407,928,063 46 % Non-profit borrowers 439,631,263 50 % Non-LIHTC private activity bonds 37,105,000 4 % Totals $ 884,664,326 100 % We may also invest in taxable MRBs secured by the same properties as our MRBs.
The following table summarizes the amount of our MRB investments with LIHTC-associated borrowers, borrowers that have received non-LIHTC private activity bonds, and non-profit borrowers based on principal outstanding as of December 31, 2024: Borrower Type MRB Principal Outstanding Percentage of all MRB Investments LIHTC-associated borrowers $ 474,040,301 47 % Non-profit borrowers 470,695,934 47 % Non-LIHTC private activity bonds 57,415,000 6 % Totals $ 1,002,151,235 100 % We may also invest in taxable MRBs secured by the same properties as our MRBs.
Through our various investments, we may be in competition with other real estate investments in the same geographic areas. Multifamily residential rental properties also compete with single-family housing that is either owned or leased by potential tenants. To compete effectively, the properties underlying our investments must offer quality rental units at competitive rental rates.
Multifamily residential rental properties also compete with single-family housing that is either owned or leased by potential tenants. To compete effectively, the properties underlying our investments must offer quality rental units at competitive rental rates. To maintain occupancy rates and attract quality tenants, the properties may offer rental concessions, such as reduced rent to new tenants for a stated period.
We also continue to make additional strategic JV Equity Investments for the development of market-rate multifamily and seniors residential properties, through noncontrolling membership interests. We currently have investments with four joint venture partners, of which two were new in 2023.
We also continue to make additional strategic JV Equity Investments for the development of market-rate multifamily and seniors residential properties, through noncontrolling membership interests. We currently have investments with four different joint venture partners. We believe the diversity of joint venture sponsors, geographic markets, and property types reduces risks from concentration while also providing attractive risk-adjusted returns for our Unitholders.
The properties are predominately managed by a property management company affiliated with our joint venture partner. Decisions on when to sell an individual property are made by our joint venture partner based on its view of the local market conditions and current leasing trends.
Decisions regarding when to sell an individual property are made by our joint venture partner based on its view of the local market conditions and current leasing trends. We account for our JV Equity Investments using the equity method and recognize a preferred return on our contributed equity during the hold period.
As of December 31, 2023, we had interest rate swap positions with notional amounts totaling $333.3 million and one interest rate cap with a notional amount of $73.4 million.
As of December 31, 2024, we had interest rate swap positions with notional amounts totaling $417.0 million.
In addition, we filed a registration statement on Form S-3 for the registration of up to 10,000,000 of Series B Preferred Units, which was declared effective by the SEC on September 9, 2021, and subsequently amended pursuant to a Post-Effective Amendment to the Form S-3, which was declared effective by the Commission on June 15, 2023.
As of December 31, 2024, we had $22.5 million of Series B Preferred Units outstanding. We filed a registration statement on Form S-3 for the registration of up to 10,000,000 of Series B Preferred Units, which was declared effective by the SEC on September 27, 2024.
We may also obtain capital through the issuance of additional BUCs, Preferred Units or debt securities pursuant to our Registration Statement on Form S-3 (“Registration Statement”), which was declared effective by the SEC in December 2022. Under the Registration Statement we may offer up to $300.0 million of BUCs, Preferred Units or debt securities for sale from time to time.
We have not yet issued any Series B Preferred Units under this offering as of December 31, 2024. We may also obtain capital through the issuance of additional BUCs, Preferred Units or debt securities pursuant to our Shelf Registration Statement, which was declared effective by the SEC in December 2022.
Our borrowers that are either non-profit entities or owned by non-profit entities typically have missions to provide affordable multifamily rental units to underserved populations in their market areas. The affordable housing properties securing 501(c)(3) bonds also must comply with the IRS safe harbors for tenant incomes and rents.
Projects owned by for-profit entities that have obtained non-LIHTC private activity bonds are typically subject to rent and/or tenant income restrictions similar to LIHTC-associated borrowers. Our borrowers that are non-profit entities typically have missions to provide affordable multifamily rental units to underserved populations in their market areas.
We currently obtain leverage on our investments and assets through various sources that include: Our secured line of credit facilities; Tax-Exempt Bond Securitization (“TEBS”) programs with Freddie Mac; Tender Option Bond (“TOB”) and term TOB trust securitizations with Mizuho Capital Markets (“Mizuho”), Barclays Bank PLC (“Barclays”), and Morgan Stanley; and A TEBS residual securitization (the “TEBS Residual Financing”) through a governmental issuer.
We currently obtain leverage on our investments and assets through various sources that include: Our secured line of credit facilities; TEBS Financings with Freddie Mac; TOB securitizations with Mizuho and Barclays; and Securitization transactions such as the TEBS Residual Financing and 2024 PFA Securitization Transaction through governmental issuers.
The Partnership separately reports its consolidation and elimination information because it does not allocate certain items to the segments. Competition We compete with private investors, lending institutions, trust funds, investment partnerships, Freddie Mac, Fannie Mae and other entities with objectives similar to ours for the acquisition of MRBs, GILs and other investments.
Competition We compete with private investors, lending institutions, trust funds, investment partnerships, Freddie Mac, Fannie Mae and other entities with objectives similar to ours for the acquisition of MRBs, GILs and other investments. These competitors often have greater access to capital and can acquire investments with interest rates and terms that do not meet our return requirements.
If the Partnership is not in compliance with any of these covenants, a termination event of the financing facilities would be triggered. The willingness of leverage providers to extend financing is dependent on various factors such as their underwriting standards, regulatory requirements, available lending capacity, and existing credit exposure to the Partnership.
The willingness of leverage providers to extend financing is dependent on various factors such as their underwriting standards, regulatory requirements, available lending capacity, and existing credit exposure to the Partnership. An inability to access debt financing at an acceptable cost may result in adverse effects on our financial condition and results of operations.
These competitors often have greater access to capital and can acquire investments with interest rates and terms that do not meet our return requirements. This competition may reduce the availability of investments for acquisition by us and may reduce the interest rate that issuers are willing to pay on our future investments.
This competition may reduce the availability of investments for acquisition by us and may reduce the interest rate that issuers are willing to pay on our future investments. Through our various investments, we may be in competition with other real estate investments in the same geographic areas.
JV Equity Investments We invest in non-controlling membership interests in unconsolidated entities for the construction of market-rate multifamily and seniors real estate properties. Our JV Equity Investments are passive in nature. Operational oversight of each property is controlled by our joint venture partner according to the entity’s operating agreement.
The total outstanding principal of our property loans was approximately $57.1 million as of December 31, 2024. JV Equity Investments We invest in non-controlling membership interests in unconsolidated entities for the construction of market-rate multifamily and seniors residential properties. Our JV Equity Investments are passive in nature.
We will continue to assess if and when to issue BUCs under this program going forward. Reportable Segments As of December 31, 2023, we had four reportable segments: (1) Affordable Multifamily MRB Investments, (2) Seniors and Skilled Nursing MRB Investments, (3) Market-Rate Joint Venture Investments, and (4) MF Properties.
Reportable Segments As of December 31, 2024, we had four reportable segments: (1) Affordable Multifamily Investments, (2) Seniors and Skilled Nursing Investments, (3) Market-Rate Joint Venture Investments, and (4) MF Properties. The Partnership separately reports its consolidation and elimination information because it does not allocate certain items to the segments.
We account for our JV Equity Investments using the equity method and recognize a preferred return on our contributed equity during the hold period. Our preferred returns are paid from distributable cash flow before any distributions are made to our joint venture partner.
Our preferred returns are paid from distributable cash flow before any distributions are made to our joint venture partners.
We owned four taxable GILs with outstanding principal of $13.6 million as of December 31, 2023. Property Loans We also invest in property loans to finance the construction, finance capital improvements, or otherwise support property operations of multifamily residential properties. Multifamily residential properties financed with property loans may or may not be properties securing our MRB and GIL investments.
We owned four taxable GILs with outstanding principal of $14.2 million as of December 31, 2024. In October 2024, we formed the Construction Lending JV to invest in loans to finance the construction and/or rehabilitation of affordable multifamily housing properties across the United States.
Greystone & Co., together with its affiliated companies (collectively “Greystone”), is a real estate lending, investment, and advisory company with an established reputation as a leader in multifamily and healthcare finance, having ranked as a top Federal Housing Administration (“FHA”), Federal National Mortgage Association (“Fannie Mae”), and Federal Home Loan Mortgage Corporation (“Freddie Mac”) lender in these sectors.
Greystone is a real estate lending, investment, and advisory company with an established reputation as a leader in multifamily and healthcare finance, having ranked as a top FHA, Fannie Mae, and Freddie Mac lender in these sectors. The Partnership has issued BUCs representing assigned limited partnership interests to BUC holders.
The Series A-1 Preferred Units are subject to optional redemption by the holder upon the sixth anniversary of the closing of the sale of Series A-1 Preferred Units and the holders are entitled to distributions at a fixed rate of 3.0% per annum.
If declared by the General Partner, distributions to the holders of Series A Preferred Units, Series A-1 Preferred Units, and Series B Preferred Units, are paid quarterly at annual fixed rates of 3.0%, 3.0% and 5.75%, respectively.
Removed
In addition, the Partnership may acquire and hold interests in multifamily, student and senior citizen residential properties (“MF Properties”) until the “highest and best use” can be determined by management.
Added
The Partnership sold its last remaining MF Property investment in December 2023. The conduct of the Partnership’s business and affairs is governed by the Partnership Agreement. Our sole general partner is the General Partner. The general partner of our General Partner is Greystone Manager, which is an affiliate of Greystone.
Removed
The conduct of the Partnership’s business and affairs is governed by the Partnership’s Second Amended and Restated Agreement of Limited Partnership dated December 5, 2022, as further amended (the “Partnership Agreement”). Our sole general partner is America First Capital Associates Limited Partnership Two (“AFCA 2” or the “General Partner”).
Added
We do invest in MRBs that are issued in association with federal LIHTC allocations because such MRBs bear interest that we expect and believe is exempt from federal income taxes. LIHTC-eligible projects are attractive to developers of affordable housing because it helps them raise equity and debt financing.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeRisks Related to Debt Financings and Derivative Instruments Our investment strategy involves significant leverage, which could adversely affect our financial condition and results of operations. Our access to financing sources, which may not be available on favorable terms, or at all, may be limited, and our lenders and derivative counterparties may require us to post additional collateral which may materially impact our financial condition and results of operations. 17 There are risks associated with debt financing programs that involve securitization of our investment assets. o Changes in interest rates can adversely affect the cost of the asset securitization financing. o Payments on our residual interests are subordinate to payments on the senior securities and to payment of all trust-related fees. o Termination of an asset securitization financing may occur under certain circumstances and could result in the liquidation of the securitized assets resulting in losses. o An insolvency or receivership of the program sponsor could impair our ability to recover the assets and other collateral pledged in connection with a bond securitization financing. o We may be required to post additional collateral if the securitized investment assets and related derivative instruments experience declines in value. o There is risk that we will not meet financial covenants, non-financial covenants and risk retention requirements. We are subject to various risks associated with our derivative agreements. We are subject to various risks associated with our secured line of credit arrangements.
Biggest changeRisks Related to Debt Financings and Derivative Instruments 24 Our investment strategy involves significant leverage, which could adversely affect our financial condition and results of operations. Our access to financing sources, which may not be available on favorable terms, or at all, may be limited, and our lenders and derivative counterparties may require us to post additional collateral which may materially impact our financial condition and results of operations. There are risks associated with debt financing programs that involve securitization of our investment assets. We are subject to various risks associated with our derivative agreements. We are subject to various risks associated with our secured line of credit arrangements.
Due to the illiquid nature of our investments, valuations may be difficult to obtain, may not be reliable, or may be sensitive to assumptions used in our valuation processes. Depending on the complexity and illiquidity of an asset, valuations of the same asset can vary substantially from one market participant to another.
Due to the illiquid nature of our investments, valuations may be difficult to obtain, may not be reliable, or may be sensitive to assumptions used in the valuation processes. Depending on the complexity and illiquidity of an asset, valuations of the same asset can vary substantially from one market participant to another.
Instead, each GIL is a non-recourse obligation of the owner of the secured property. In addition, certain property loans are on parity with the related GIL investments and share a first mortgage lien position on all real and personal property. Contractual interest payments during the contractual term are initially paid using capitalized interest in the property’s development budget.
Instead, each GIL is a non-recourse obligation of the owner of the secured property. In addition, certain property loans are on parity with the related GIL investments and share a first mortgage lien position on all real and personal property. Contractual interest payments during the contractual term are initially paid using capitalized interest in each property’s development budget.
Potential termination triggers related to a trust include a downgrade in the investment rating of the trust credit enhancer, a ratings downgrade of the liquidity provider for the trust, increases in short term interest rates in excess of the interest paid on the underlying assets, an inability to remarket the senior securities, or an inability to obtain credit or liquidity support for the trust.
Potential termination triggers related to a trust include a downgrade in the investment rating of the trust credit enhancer, a ratings downgrade of the trust liquidity provider, increases in short term interest rates in excess of the interest paid on the underlying assets, an inability to remarket the senior securities, or an inability to obtain credit or liquidity support for the trust.
In addition, if the General Partner determines that the ratio of the aggregate market value of issued and outstanding BUCs to the aggregate value of issued and outstanding Series A Preferred Units and Series A-1 Preferred Units has fallen below 1.0 and has remained below 1.0 for a period of 15 30 consecutive business days, then each holder of Series A, Series A-1 and Series B Preferred Units will have the right to redeem, in whole or in part, the Preferred Units held by such holder at a per unit redemption price equal to $10.00 per unit plus all declared and unpaid distributions thereon to the date of redemption.
In addition, if the General Partner determines that the ratio of the aggregate market value of issued and outstanding BUCs to the aggregate value of issued and outstanding Series A Preferred Units and Series A-1 Preferred Units has fallen below 1.0 and has remained below 1.0 for a period of 15 consecutive business days, then each holder of Series A, Series A-1 and Series B Preferred Units will have the right to redeem, in whole or in part, the Preferred Units held by such holder at a per unit redemption price equal to $10.00 per unit plus all declared and unpaid distributions thereon to the date of redemption.
The net cash flow from the operation of multifamily properties is affected by many factors, including but not limited to, the number of tenants, rental and fee rates, payroll costs, operating expenses, the cost of repairs and maintenance, taxes, government regulation, competition from other similar multifamily or student residential properties, mortgage rates for single-family housing, adverse developments or conditions resulting from or associated with climate change, and general and local economic conditions.
The net cash flow from the operation of multifamily properties is affected by many factors, including but not limited to, the number of tenants, rental and fee rates, payroll costs, operating expenses, the cost of repairs and maintenance, taxes, government regulation, competition from other similar multifamily or student residential properties, mortgage rates for single-family housing, adverse 28 developments or conditions resulting from or associated with climate change, and general and local economic conditions.
All such third-party vendors face risks relating to cybersecurity incidents that could disrupt their businesses and therefore adversely impact us. While we provide guidance and specific requirements in 35 some cases, we do not directly control any of such parties’ information technology security operations, or the amount of investment they place in guarding against cybersecurity threats.
All such third-party vendors face risks relating to cybersecurity incidents that could disrupt their businesses and therefore adversely impact us. While we provide guidance and specific requirements in some cases, we do not directly control any of such parties’ information technology security operations, or the amount of investment they place in guarding against cybersecurity threats.
Though our investment assets are not cross collateralized with each other, management or other issues with an individual developer or its affiliates may impact multiple investment assets associated with the developer, resulting in potential lower debt service coverage, and investment or asset impairments. 24 Recourse guaranties related to our GIL investments and property loans are concentrated in certain entities.
Though our investment assets are not cross collateralized with each other, management or other issues with an individual developer or its affiliates may impact multiple investment assets associated with the developer, resulting in potential lower debt service coverage, and investment or asset impairments. Recourse guaranties related to our GIL investments and property loans are concentrated in certain entities.
In addition, the Preferred Units will rank junior to all Partnership current and future indebtedness (including indebtedness 32 outstanding under the Partnership’s senior bank credit facility) and other liabilities, and any other senior securities we may issue in the future with respect to assets available to satisfy claims against the Partnership. Treatment of distributions on our Preferred Units is uncertain.
In addition, the Preferred Units will rank junior to all Partnership current and future indebtedness (including indebtedness outstanding under the Partnership’s senior bank credit facility) and other liabilities, and any other senior securities we may issue in the future with respect to assets available to satisfy claims against the Partnership. Treatment of distributions on our Preferred Units is uncertain.
The amount of the cash per BUC distributed by the Partnership may increase or decrease at the sole determination of the Partnership’s general partner based on its assessment of the amount of cash available to us for this purpose, as well as other factors it deems to be relevant. We may supplement our cash available for distribution with unrestricted cash.
The amount of the cash per BUC distributed by the Partnership may increase or decrease at the sole determination of the General Partner based on its assessment of the amount of cash available to us for this purpose, as well as other factors it deems to be relevant. We may supplement our cash available for distribution with unrestricted cash.
Increases in area median income are not necessarily correlated to increases in property operating costs. A significant mismatch between area median income growth and property operating cost increases could negatively impact net operating cash flows available to pay debt service. Inflation may cause increases in construction costs for properties under construction that secure our investments.
Increases in area median income are not necessarily correlated to increases in property operating costs. A significant mismatch between area median income growth and property operating cost increases could negatively impact net operating cash flows available to pay debt service. A resurgence in inflation may cause increases in construction costs for properties under construction that secure our investments.
If a property owner does not carry rental interruption insurance, the loss of rental income would reduce the cash flow available to pay principal and interest on MRBs, GILs and property loans secured by these properties. In addition, the property owner could also lose their LIHTCs if the property was not repaired.
If a property owner does not carry rental interruption insurance, the loss of rental income would reduce the cash flow available to pay principal and interest on MRBs, GILs and property loans secured by these properties. In addition, the property owner could also lose their allocation of LIHTCs if the property was not repaired.
In such a scenario, rising interest rates may increase our interest expense, even though our interest income from investments is not increasing in a corresponding manner as a result of such floor rates. 19 Further increases in interest rates may make it more costly for us to service the debt under our financing arrangements.
In such a scenario, rising interest rates may increase our interest expense, even though our interest income from investments is not increasing in a corresponding manner as a result of such floor rates. Further increases in interest rates may make it more costly for us to service the debt under our financing arrangements.
The recognition of other-than-temporary impairment, provisions for credit losses, provisions for loan loss are subject to a considerable degree of judgment, the results of which, when applied under different conditions or assumptions, could have a material impact on the Partnership’s consolidated financial statements.
The recognition of other-than-temporary impairment, provisions for credit losses, and provisions for loan loss are subject to a considerable degree of judgment, the results of which, when applied under different conditions or assumptions, could have a material impact on the Partnership’s consolidated financial statements.
If we are unable to generate sufficient cash from operations, we may need to reduce the level of cash distributions per BUC from current levels. In addition, there is 29 no assurance that we will be able to maintain our current level of annual cash distributions per BUC even if we complete our current investment plans.
If we are unable to generate sufficient cash from operations, we may need to reduce the level of cash distributions per BUC from current levels. In addition, there is no assurance that we will be able to maintain our current level of annual cash distributions per BUC even if we complete our current investment plans.
During periods of low prevailing interest rates, the interest rates we earn on new interest-bearing assets we acquire may be lower than the interest rates on our existing portfolio of interest-bearing assets. In order to maintain or grow our investment portfolio size and earnings, we must reinvest repayment proceeds in new investment assets.
During periods of low prevailing interest rates, the interest rates we earn on new interest-bearing assets we acquire may be lower than the interest rates on our existing portfolio of interest-bearing assets. In order to maintain or grow our investment portfolio size and earnings, we must reinvest repayment proceeds in new investment 33 assets.
Alternatively, we may decide to finance the remaining construction of the property, in which event we will need to invest additional funds into the property, either as equity or a property loan. Our returns on these additional investments would be taxable to our 23 Unitholders.
Alternatively, we may decide to finance the remaining construction of the property, in which event we will need to invest additional funds into the property, either as equity or a property loan. Our returns on these additional investments would be taxable to our Unitholders.
The Partnership’s general partner has the authority to declare cash distributions related to the Preferred Units. The holders of Preferred Units are entitled to receive non-cumulative cash distributions, when, as, and if declared by the Partnership’s general partner, out of funds legally available therefor, at stated annual rates.
The General Partner has the authority to declare cash distributions related to the Preferred Units. The holders of Preferred Units are entitled to receive non-cumulative cash distributions, when, as, and if declared by the General Partner, out of funds legally available therefor, at stated annual rates.
The costs associated with the remediation of any such contamination may be 25 significant and may exceed the value of a property or result in the property owner defaulting on the MRB, GIL or property loan secured by the property or otherwise result in a loss of our investment in the property.
The costs associated with the remediation of any such contamination may be significant and may exceed the value of a property or result in the property owner defaulting on the MRB, GIL or property loan secured by the property or otherwise result in a loss of our investment in the property.
If a lender’s valuations for individual asset classes are lower than expected, the advance rate from the lender will be lower resulting in a net increase in our retained interests in the overall transaction and cause a decrease in our leveraged returns.
If a lender’s valuations for individual asset classes are lower than expected, the advance rate from the lender will be lower resulting in a net increase in our retained interests in the overall transaction and a decrease in our leveraged returns.
Under the terms of the Partnership Agreement, the Partnership’s General Partner has the authority, based on its assessment of the amount of cash available to us for distributions, not to declare distributions to the holders of the Preferred Units. Holders of Preferred Units may have liability to repay distributions.
Under the terms of the Partnership Agreement, the General Partner has the authority, based on its assessment of the amount of cash available to us for distributions, not to declare distributions to the holders of the Preferred Units. Holders of Preferred Units may have liability to repay distributions.
The loss of tax-exemption for any individual MRB or GIL 33 would not, in and of itself, result in the loss of tax-exemption for any unrelated MRBs or GILs. However, the loss of such tax-exemption could result in the distribution to our Unitholders of taxable income relating to such MRBs and GILs.
The loss of tax-exemption for any individual MRB or GIL would not, in and of itself, result in the loss of tax-exemption for any unrelated MRBs or GILs. However, the loss of such tax-exemption could result in the distribution to our Unitholders of taxable income relating to such MRBs and GILs.
The amount of collateral posting required is dependent on the valuation of the investment assets and related derivative instruments in relation to thresholds set by the lenders on each business day.
The amount of collateral posting required is dependent on the valuation of the investment assets and related derivative instruments, in the aggregate, in relation to thresholds set by the lenders on each business day.
Market interest rates may adversely affect the value of the Preferred Units. One of the factors that will influence the value of the Preferred Units will be the distribution rate on the Preferred Units (as a percentage of the price of the units) relative to market interest rates.
Market interest rates may adversely affect the value of the Preferred Units. 40 One of the factors that will influence the value of the Preferred Units will be the distribution rate on the Preferred Units (as a percentage of the price of the units) relative to market interest rates.
While we believe that all interest income is qualifying income, some of our income is non-qualifying income and it is possible that the IRS may not consider some or all our income that we consider qualifying income to be non-qualifying income.
While we believe that all 41 interest income is qualifying income, some of our income is non-qualifying income and it is possible that the IRS may not consider some or all our income that we consider qualifying income to be non-qualifying income.
By their nature, related party transactions may not be considered to have been negotiated at arm’s length. These relationships may also cause a conflict of interest in other situations where we are negotiating with Greystone or its affiliates. See Note 23 of the Partnership’s consolidated financial statements for additional details.
By their nature, related party transactions may not be considered to have been negotiated at arm’s length. These relationships may also cause a conflict of interest in other situations where we are negotiating with Greystone or its affiliates. See Note 20 of the Partnership’s consolidated financial statements for additional details.
There are various risks associated with our JV Equity Investments including, but not limited to, risks normally associated with the ownership of such multifamily real estate, sales or refinancing, third-party property management, and variable interest costs. Our JV Equity Investments represent equity investments in entities created to develop, construct and operate market-rate multifamily and seniors housing rental properties.
There are various risks associated with our JV Equity Investments including, but not limited to, risks normally associated with the ownership of such multifamily real estate, sales or refinancing, third-party property management, and variable interest costs. Our JV Equity Investments represent equity investments in entities created to develop, construct and operate market-rate multifamily and seniors housing residential properties.
Moreover, there is no guarantee that future changes to the CRA or future interpretations by the FFIEC will not affect the continuing eligibility of the Partnership’s investments.
Moreover, there is no guarantee that future changes to the CRA or future interpretations by the FFIEC will not affect the continuing 39 eligibility of the Partnership’s investments.
While we may require owners and their affiliates to provide certain payment guaranties during the construction and lease-up phases, we may not be able to do so in all cases or such guaranties may not fully protect us in the event a property is not leased to an adequate level of rents or economic occupancy as anticipated.
While we may require borrowers and their affiliates to provide certain payment guaranties during the construction and lease-up phases, we may not be able to do so in all cases or such guaranties may not fully protect us in the event a property is not leased to an adequate level of rents or economic occupancy as anticipated.
In the event of default, we may, either individually or collectively, contribute additional equity to cure a default on behalf of the borrower, remove the managing member, or arrange for alternative financing that may be at less economical rates. In all cases, our return on investment will likely be lower than if a default had not occurred.
In the event of default, we may, either individually or collectively, contribute additional capital to cure a default on behalf of the borrower, remove the managing member, or arrange for alternative financing that may be at less economical rates. In all cases, our return on investment will likely be lower than if a default had not occurred.
We can offer no assurance that continued significant changes in market interest rates would not have a material adverse effect on our net income and CAD. In periods of rising interest rates, our cost of funds may further increase, which could reduce our net income and CAD. We are subject to risks related to inflation.
We can offer no assurance that continued significant changes in market interest rates will not have a material adverse effect on our net income and CAD. In periods of rising interest rates, our cost of funds may further increase, which could reduce our net income and CAD. We are subject to risks related to inflation.
Potential changes in the value of our variable rate assets are primarily driven by market credit spreads, not changes in the absolute level of market interest rates, such that valuations are typically at or near par. We were not required to post any additional collateral with Barclays during 2023.
Potential changes in the value of our variable rate assets are primarily driven by market credit spreads, not changes in the absolute level of market interest rates, such that valuations are typically at or near par. We were not required to post any additional collateral with Barclays during 2024.
If the lease-up of the related properties is either not completed on schedule or rent levels are less than anticipated, then proceeds from Freddie Mac may be less than anticipated or fail to meet the conditions for execution of the commitment which may negatively impact the redemption of our investment.
If the lease-up of the related properties is either not completed on schedule or rent levels are less than anticipated, then permanent financing proceeds from Freddie Mac may be less than anticipated or fail to meet the conditions for execution of the commitment which may negatively impact the redemption of our investment.
In addition, our GIL investments and most property loans are prepayable at any time without penalty. Borrowers may choose to redeem our investments if prevailing market interest rates are lower than the interest rate on our investment assets or for other reasons.
In addition, our GIL investments and most property loans are prepayable at any time without penalty. Borrowers may choose to redeem our investments if prevailing market interest rates for alternative financing are lower than the interest rate on our investment assets or for other reasons.
We are subject to various risks associated with our secured line of credit arrangements. We have two secured line of credit facilities that we utilize as temporary financing for our investment acquisitions and for general working capital needs. Balances on our secured line of credit facilities are secured by certain investment assets pledged as collateral.
We are subject to various risks associated with our secured line of credit arrangements. We have two secured lines of credit that we utilize as temporary financing for our investment acquisitions and for general working capital needs. Balances on our secured lines of credit are secured by certain investment assets pledged as collateral.
Similarly, we are subject to reinvestment risk on the return of capital from redemption of our JV Equity Investments. Our initial equity contributions are returned upon sale of the underlying properties, at which time we will reinvest the capital into new JV Equity Investment or other investments.
Similarly, we are subject to reinvestment risk on the return of capital from the sale or redemption of our JV Equity Investments. Our initial equity contributions are returned upon sale of the underlying properties, at which time we will reinvest the capital into either new JV Equity Investments or other investments.
Under the terms of the Series A, Series A-1 and Series B Preferred Units, upon the sixth anniversary of the closing of the sale to an investor, and upon each anniversary thereafter, each holder of such Preferred Units will have the right, but not the obligation, to cause the Partnership to redeem, in whole or in part, the units held by such holder at a per unit redemption price equal to $10.00 per unit plus an amount equal to all declared and unpaid distributions thereon to the date of redemption.
Under the terms of the Preferred Units, upon the sixth anniversary of the closing of the sale to an investor, and upon each anniversary thereafter, each holder of such Preferred Units will have the right, but not the obligation, to cause the Partnership to redeem, in whole or in part, the units held by such holder at a per unit redemption price equal to $10.00 per unit plus an amount equal to all declared and unpaid distributions thereon to the date of redemption.
If there are no net cash flows from operations or insufficient proceeds from a sale or a refinancing event, we are unlikely to receive distributions from our investments and we may be unable to recover our investments in these entities.
If there are no net cash flows from operations or insufficient proceeds from a sale or a refinancing event, we are unlikely to receive distributions from our investments and we may be unable to recover our capital invested in these entities.
By their nature, such properties have different operational and financial risks than traditional affordable multifamily properties that may negatively impact a property’s ability to pay contractual debt service on our MRB or property loan investment. Such differences will also impact the availability and cost of debt financing associated with such investments.
By their nature, such properties have different operational and financial risks than traditional affordable multifamily properties that impact a property’s 29 ability to pay contractual debt service on our MRB or property loan investment. Such differences will also impact the availability and cost of debt financing associated with such investments.
Specific risks generally associated with these asset securitization programs include the following: Changes in interest rates can adversely affect the cost of the asset securitization financing. The interest rates payable on certain senior securities are variable. The senior securities associated with our M33 TEBS and TOB trust securitizations have variable interest rates that reset on a weekly or daily basis.
Specific risks generally associated with these asset securitization programs include the following: Changes in interest rates can adversely affect the cost of the asset securitization financing. The interest rates payable on certain senior securities are variable. The senior securities associated with our TOB trust securitizations have variable interest rates that reset on a weekly or daily basis.
Two entities, which are affiliates of one of our developer relationships, have provided limited-to-full payment guaranties of the principal and interest for five of our GIL investments and six property loans. The guarantor affiliates are required to meet certain net worth and liquidity covenants during the term of the guaranties.
Two entities, which are affiliates of one of our developer relationships, have provided limited-to-full payment guaranties of the principal and interest for five of our GIL investments and one property loan. The guarantor affiliates are required to meet certain net worth and liquidity covenants during the term of the guaranties.
Whether because of a global or local financial crisis or other circumstances, such as if one or more of our lenders experiences severe financial difficulties, they or other lenders could become unwilling or unable to provide us with financing, could increase our retained interests required for such financing, or could increase the costs of financing.
Whether because of a global or local financial crises or other circumstances, such as if one or more of our lenders experiences severe financial difficulties, lenders could become unwilling or unable to provide us with financing, could increase our retained interests required for such financing, or could increase the costs of financing.
In such instances, we may enter into derivative instruments related to different interest rate indices, such as SOFR, that we believe correlate closely with our variable interest rate exposure.
In such instances, we will enter into derivative instruments related to different interest rate indices, such as SOFR, that we believe correlate closely with our variable interest rate exposure.
Risks Related to Debt Financings and Derivative Instruments Our investment strategy involves significant leverage, which could adversely affect our financial condition and results of operations. We typically fund a portion of investment assets with debt financing or other borrowing arrangements.
Risks Related to Debt Financings and Derivative Instruments Our investment strategy involves significant leverage, which could adversely affect our financial condition and results of operations. We typically fund a portion of investment assets with debt financing or other borrowing arrangements to achieve leveraged returns.
These conditions, as well as the cost and availability of financing has been, and may continue to be, adversely affected in all markets in which we operate.
These conditions, as well as the cost and availability of financing have been, and may continue to be, adversely affected in all markets in which we operate.
In addition, our risks from derivative instruments include the following: The costs of purchasing our derivative instruments may not be recovered over the contractual term. The counterparty may be unable to perform its obligations to us under the instrument. If a liquid secondary market does not exist for these instruments, we may be required to maintain a derivative position until exercise or expiration, which could result in losses. There may be a lack of available counterparties with acceptable credit profiles that are willing to originate derivative instruments for interest rate indices that match our variable interest rate exposure, such as the SIFMA index.
In addition, our risks from derivative instruments include the following: The costs of purchasing our derivative instruments, such as interest rate caps, may not be recovered over the contractual term. The counterparty may be unable to fulfil its obligations to us under the derivative instruments. 36 If a liquid secondary market does not exist for these derivative instruments, we may be required to maintain a derivative position until exercise or expiration, which could result in losses. There may be a lack of available counterparties with acceptable credit profiles that are willing to originate derivative instruments for interest rate indices that match our variable interest rate exposure, such as SIFMA.
If the value of the Partnership’s net aggregate position with Mizuho decreases then we will be required to post cash collateral for the net negative exposure.
If the value of the Partnership’s net aggregate position with Mizuho decreases, then we will be required to post cash collateral equal to the net negative exposure.
During 2023, we were required to post net additional collateral totaling $9.6 million with Mizuho due to declines in the value of our fixed interest rate investment assets funded with TOB trusts resulting from generally rising market interest rates. We satisfied all collateral calls using unrestricted cash on hand.
During 2024, we were required to post net additional collateral totaling $6.2 million with Mizuho due to declines in the value of our fixed interest rate investment assets funded with TOB trusts resulting from generally rising market interest rates. We satisfied all collateral calls using unrestricted cash on hand.
The trust administrator receives all the principal and interest payments from the underlying assets and distributes proceeds to holders of the various security interests. The senior securities are paid contractual principal and interest at a variable or fixed rate, depending on the terms of the security.
The trust administrator receives all the principal and interest payments from the underlying assets and distributes proceeds to holders of the various security interests. The senior securities are paid contractual principal and interest at variable or fixed rates, depending on the terms of the security.
Summary Risk Factors These risks are discussed more fully below and include, but are not limited to, risks related to: Risks Related to our Business and Investments We are managed by our general partner and engage in transactions with related parties. Global economic, political and market conditions, including uncertainty about the financial stability of the United States, could have a significant adverse effect on our business, financial condition and results of operations. We are subject to risks associated with the current interest rate environment, and changes in interest rates may affect our cost of capital and, consequently, our net income and Cash Available for Distribution. We are subject to risks related to inflation. Our investment assets are generally illiquid and our valuation estimates are subject to inherent uncertainty. The market value of our investment assets may be adversely impacted by increasing interest rates. The receipt of contractual interest and principal payments on our debt investments will be affected by the economic results of the secured properties. The rent restrictions and occupant income limitations imposed on properties securing our MRBs and GILs may limit the revenues of such properties. There are risks related to the lease-up of newly constructed or renovated properties that may affect our debt investments secured by these properties. The repayment of principal of our debt investments is principally dependent upon proceeds from the sale or refinancing of the secured properties. We are subject to various risks associated with our debt investments secured by seniors housing and skilled nursing properties. There are various risks associated with our JV Equity Investments including, but not limited to, risks normally associated with the ownership of such multifamily real estate, sales or refinancing, third-party property management, and variable interest costs. There are risks related to the construction of properties underlying our investment assets. Conditions in the low income housing tax credit markets due to known or potential changes in U.S. corporate tax rates may increase our cost of borrowing, make financing difficult to obtain or restrict our ability to invest in MRB and other investments, each of which may have a material adverse effect on our results of operations and our business. There are various risks associated with our commitments to fund investments on a draw-down or forward basis. If we acquire ownership of properties securing our investment assets through foreclosure or otherwise, we will be subject to all the risks normally associated with the ownership of such properties. Properties related to our MRB investments and JV Equity Investments are geographically concentrated in certain states. Our investments in certain asset classes may be concentrated with certain developers and related affiliates. Recourse guaranties related to our GIL investments and property loans are concentrated in certain entities. There is risk that a third-party developer that has provided guaranties of preferred returns on our Vantage JV Equity Investments may not perform. Our reserves for credit losses are based on estimates and may prove inadequate, which could have a material adverse effect on our financial results. Properties related to our investment assets may not be completely insured against damages from natural disasters. The properties related to our investment assets may be subject to liability for environmental contamination which could increase the risk of default or loss on our investment. We are subject to reinvestment risk from maturities and prepayments of our investment assets. Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.
Summary Risk Factors These risks are discussed more fully below and include, but are not limited to, risks related to: Risks Related to our Business and Investments We are managed by our General Partner and engage in transactions with related parties. Global economic, political and market conditions, including uncertainty about the financial stability of the United States, could have a significant adverse effect on our business, financial condition and results of operations. We are subject to risks associated with the current interest rate environment, and changes in interest rates may affect our cost of capital and, consequently, our net income and Cash Available for Distribution. We are subject to risks related to inflation. Our investment assets are generally illiquid and our valuation estimates are subject to inherent uncertainty. The market value of our investment assets may be adversely impacted by elevated interest rate levels. The receipt of contractual interest and principal payments on our debt investments will be affected by the economic results of the secured properties. The rent restrictions and occupant income limitations imposed on properties securing our MRBs and GILs may limit the revenues of such properties. There are risks related to the lease-up of newly constructed or renovated properties that may affect our debt investments secured by these properties. The repayment of principal of our debt investments is principally dependent upon proceeds from the sale or refinancing of the secured properties. We are subject to various risks associated with our debt investments secured by seniors housing and skilled nursing properties. There are various risks associated with our JV Equity Investments including, but not limited to, risks normally associated with the ownership of such multifamily real estate, sales or refinancing, third-party property management, and variable interest costs. There are risks related to the construction of properties underlying our investment assets. Conditions in the low income housing tax credit markets due to known or potential changes in U.S. corporate tax rates may increase our cost of borrowing, make financing difficult to obtain or restrict our ability to invest in MRB and other investments, each of which may have a material adverse effect on our results of operations and our business. There are various risks associated with our commitments to fund investments on a draw-down or forward basis. If we acquire ownership of properties securing our investment assets through foreclosure or otherwise, we will be subject to all the risks normally associated with the ownership of such properties. Properties related to our MRB investments and JV Equity Investments are geographically concentrated in certain states. Our investments in certain asset classes may be concentrated with certain developers and related affiliates. Recourse guaranties related to our GIL investments and property loans are concentrated in certain entities. There is risk that a third-party developer that has provided guaranties of preferred returns on our Vantage JV Equity Investments may not perform. Our reserves for credit losses are based on estimates and may prove inadequate, which could have a material adverse effect on our financial results. Properties related to our investment assets may not be completely insured against damage from natural disasters. Several of California’s largest property insurance providers have recently paused or severely limited their issuance of new policies, or their renewal of existing policies, in the state, which could increase the Partnership’s risk of loss in its MRB portfolio. The properties related to our investment assets may be subject to liability for environmental contamination which could increase the risk of default or loss on our investment. We are subject to reinvestment risk from maturities and prepayments of our investment assets. Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.
Recent increases in market interest rates and increases in market cap rates have and may continue to put downward pressure on property sales prices.
Sustained higher market interest rates and recent increases in market cap rates have and may continue to put downward pressure on property sales prices.
In such case, we may be forced to foreclose on the incomplete property and sell it in order to recover the principal and accrued interest on our investments, resulting in losses.
In such cases, we may be forced to foreclose on an incomplete property and sell it in order to recover the principal and accrued interest on our investments, resulting in losses.
There are various risks associated with our commitments to fund investments on a draw-down or forward basis. We have committed to advance funds for various investments on a draw-down basis during construction. We may also forward commit to purchase MRBs at a future date, contingent upon stabilization of an affordable multifamily rental property.
There are various risks associated with our commitments to fund investments on a draw-down or forward basis. We have committed to advance funds for various investments on a draw-down basis during construction. We may also forward commit to purchase MRBs at future dates, contingent upon stabilization of affordable multifamily rental properties.
Certain rights of our BUC holders are limited by and subordinate to the rights of the holders of our Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units, and these rights may have a negative effect on the value of the BUCs.
Certain rights of our BUC holders are limited by and subordinate to the rights of the holders of our Preferred Units, and these rights may have a negative effect on the value of the BUCs.
In particular, current military conflicts, including comprehensive international sanctions, the impact on inflation and increased disruption to supply chains may impact our counterparties with which we do business, and specifically our financing counterparties and financial institutions from which we obtain financing for the purchase of our investments, result in an economic downturn or recession either globally or locally in the U.S. or other economies, reduce business activity, spawn additional conflicts (whether in the form of traditional military action, reignited “cold” wars or in the form of virtual warfare such as cyberattacks) with similar and perhaps wider ranging impacts and consequences and have an adverse impact on the Partnership’s returns, net income, and Cash Available for Distribution (“CAD”).
In particular, current military conflicts (including the Russia-Ukraine war and the Israel-Hamas war), including comprehensive international sanctions, the impact on inflation and increased disruption to supply chains may impact our counterparties with which we do business, and specifically our financing counterparties and financial institutions from which we obtain financing for the purchase of our investments, result in an economic downturn or recession either globally or locally in the U.S. or other economies, reduce business activity, spawn additional conflicts (whether in the form of traditional military action, reignited “cold” wars or in the form of virtual warfare such as cyberattacks) with similar and perhaps wider ranging impacts and consequences and have an adverse impact on the Partnership’s returns, net income, and CAD.
Risks Related to Ownership of Beneficial Unit Certificates and Preferred Units Cash distributions related to BUCs may change at the discretion of the Partnership’s general partner. Sustained high levels of inflation may cause the real value of distributions on our BUCs and Preferred Units to decline. Any future issuances of additional BUCs could cause the market value of all outstanding BUCs to decline. Certain rights of our BUC holders are limited by and subordinate to the rights of the holders of our Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units, and these rights may have a negative effect on the value of the BUCs. Holders of Preferred Units have extremely limited voting rights. The Partnership’s general partner has the authority to declare cash distributions related to the Preferred Units. Holders of Preferred Units may have liability to repay distributions. We may be required to redeem Preferred Units in the future. The assets held by the Partnership may not be considered qualified investments under the Community Reinvestment Act (“CRA”) by the bank regulatory authorities. Under certain circumstances, investors may not receive CRA credit for their investment in the Preferred Units. The Partnership’s portfolio investment decisions may create CRA strategy risks. The Preferred Units are subordinated to existing and future debt obligations, and the interests could be diluted by the issuance of additional units, including additional Preferred Units, and by other transactions. Holders of the Preferred Units may be required to bear the risks of an investment for an indefinite period of time. Treatment of distributions on our Preferred Units is uncertain. There is no public market for the Preferred Units, which may prevent an investor from liquidating its investment. Market interest rates may adversely affect the value of the Preferred Units.
Risks Related to Ownership of Beneficial Unit Certificates and Preferred Units Cash distributions related to BUCs may change at the discretion of the Partnership’s general partner. A resurgence of higher than expected inflation may cause the real value of distributions on our BUCs and Preferred Units to decline. Future issuances of additional BUCs could cause the market value of all outstanding BUCs to decline. Certain rights of our BUC holders are limited by and subordinate to the rights of the holders of our Preferred Units, and these rights may have a negative effect on the value of the BUCs. Holders of Preferred Units have extremely limited voting rights. The General Partner has the authority to declare cash distributions related to the Preferred Units. Holders of Preferred Units may have liability to repay distributions. We may be required to redeem Preferred Units in the future. The assets held by the Partnership may not be considered qualified investments under the CRA by the bank regulatory authorities. Under certain circumstances, investors may not receive CRA credit for their investment in the Preferred Units. The Partnership’s portfolio investment decisions may create CRA strategy risks. The Preferred Units are subordinated to existing and future debt obligations, and the interests could be diluted by the issuance of additional units, including additional Preferred Units, and by other transactions. Holders of the Preferred Units may be required to bear the risks of an investment for an indefinite period of time. Treatment of distributions on our Preferred Units is uncertain. There is no public market for the Preferred Units, which may prevent an investor from liquidating its investment. Market interest rates may adversely affect the value of the Preferred Units.
The valuation of our interest rate swaps move inversely with the change in valuation of our investment assets, so the change in valuation of our interest rate swaps partially offset the change in value of our investment assets when determining the amount of collateral posting requirements.
The valuation of our interest rate swaps generally moves inversely with the change in valuation of our investment assets, so the change in valuation of our interest rate swaps partially offset the change in value of our investment assets when determining the amount of collateral posting requirements.
Risks Related to Income Taxes Income from various investments is subject to taxation. To the extent we generate taxable income, Unitholders will be subject to income taxes on this income, whether or not they receive cash distributions. There are limits on the ability of our Unitholders to deduct Partnership losses and expenses allocated to them. Unitholders may incur tax liability if any of the interest on our MRB or GIL investments is determined to be taxable. If we are determined to be an association taxable as a corporation, it will have adverse economic consequences for us and our Unitholders.
Risks Related to Income Taxes Income from various investments is subject to taxation. To the extent we generate taxable income, Unitholders will be subject to income taxes on this income, whether or not they receive cash distributions. There are limits on the ability of our Unitholders to deduct Partnership losses and expenses allocated to them. Unitholders may incur tax liability if any of the interest on our MRB or GIL investments is determined to be taxable. If we are determined to be an association taxable as a corporation, it will have adverse economic consequences for us and our Unitholders. Certain income may be considered UBTI for certain tax-exempt or tax-deferred owners of BUCs and Preferred Units.
Our gross outstanding investment commitments were approximately $366.4 million as of December 31, 2023. We believe our liquidity sources and debt financing arrangements are sufficient to fund our current investment commitments over time.
Our gross outstanding investment commitments were approximately $171.4 million as of December 31, 2024. We believe our liquidity sources and debt financing arrangements are sufficient to fund our current investment commitments over time.
Income from our property loans, taxable MRBs, taxable GILs, MF Properties, and JV Equity Investments and related gains or losses on sale are subject to federal and potentially state income taxes.
Income from our property loans, taxable MRBs, taxable GILs, and JV Equity Investments and related gains or losses on sale are subject to federal and potentially state income taxes. Income from our former and any future MF Properties are also subject to federal and potentially state income taxes.
Inflation may cause increases to variable interest rates of our GILs and certain MRBs and property loans, increasing the cost of construction.
A resurgence in inflation may cause increases to variable interest rates of our GILs and certain MRBs and property loans, increasing the cost of construction.
We report our derivative instruments at fair value on our financial statements with changes recorded in current earnings which can be significant in periods of high interest rate volatility such as during 2022 and 2023. Further interest rate volatility may result in significant period to period volatility in our reported net income over the term of the derivative instruments.
We report our derivative instruments at fair value on our financial statements with changes recorded in net income, which can be significant in periods of high interest rate volatility such as during 2022 through 2024. Further interest rate volatility may result in significant period to period volatility in our reported net income over the term of the derivative instruments.
Our results of operations, financial condition and business could be materially adversely affected if our fair value estimates are materially higher than what could actually be realized in the market. The market value of our investment assets may be adversely impacted by increasing interest rates.
Our results of operations, financial condition and business could be materially adversely affected if our fair value estimates are materially higher than what could actually be realized in the market. The market value of our investment assets may be adversely impacted by elevated interest rate levels.
However, such relationships may diverge in the near term, which may result in us being required to post collateral with Mizuho. Our total cash collateral posted at Mizuho was approximately $9.6 million and our net aggregate exposure, as calculated by Mizuho, was approximately zero as of December 31, 2023.
However, such relationships may diverge in the near term, which may result in us being required to post collateral with Mizuho. Our total cash collateral posted at Mizuho was approximately $15.8 million and our net aggregate exposure, as calculated by Mizuho, was approximately zero as of December 31, 2024.
Our net aggregate exposure, as calculated by Barclays, was in favor of the Partnership in an amount of approximately $6.3 million as of December 31, 2023. If the value of the Partnership’s net aggregate position with Barclays decreases over $6.3 million then we will be required to post cash collateral for the net negative exposure.
Our net aggregate exposure, as calculated by Barclays, was in favor of the Partnership in an amount of approximately $6.5 million as of December 31, 2024. If the value of the Partnership’s net aggregate position with Barclays decreases over $6.5 million then we will be required to post cash collateral equal to the net negative exposure.
We may be required to post additional collateral if the securitized investment assets and related derivative instruments experience declines in value. We may be required to post collateral, typically in cash, related to the TOB trusts and derivative instruments with Mizuho and Barclays as our counterparties.
We may be required to post additional collateral if the securitized investment assets and related derivative instruments experience declines in value. We may be required to post collateral, typically in cash, related to the TOB trusts and derivative instruments with Mizuho and Barclays as our counterparties subject to respective ISDA master agreements.
Termination of an asset securitization financing may occur under certain circumstances and could result in the liquidation of the securitized assets resulting in losses. 27 In general, the trust or other special purpose entity formed for an asset securitization financing can terminate for many different reasons relating to issues with the assets or issues with the trust itself.
Termination of an asset securitization financing may occur under certain circumstances and could result in the liquidation of the securitized assets resulting in losses. In general, the trust or other special purpose entity formed for an asset securitization financing can terminate for various events relating to the assets or with the trust itself.
Events occurring in 2023 involving bank failures, reduced or limited liquidity within the banking industry, defaults, non-performance, and other adverse developments affecting financial institutions or other companies within the financial services industry generally, or concerns or rumors regarding any of these types of events, led to market-wide disruptions and dislocations, and may in the future lead to further liquidity constraints affecting the banking industry.
Events such as bank failures, reduced or limited liquidity within the banking industry, defaults, non-performance, and other adverse developments affecting financial institutions or other companies within the financial services industry generally, or concerns or rumors regarding any of these types of events, could lead to market-wide disruptions and dislocations, and may in the future lead to liquidity constraints affecting the banking industry.
Further, rising interest rates could also adversely affect our performance if we hold investments with variable interest rates, subject to specified minimum interest rates (such as a Secured Overnight Financing Rate (“SOFR”) floor, as applicable), while at the same time engaging in borrowings subject to variable interest rates not subject to such minimums.
Further, rising interest rates could also adversely affect our performance if we hold investments with variable interest rates, subject to 26 specified minimum interest rates (such as a SOFR floor, as applicable), while at the same time engaging in borrowings subject to variable interest rates not subject to such minimums.
Because our methodology for determining CECL allowances may differ from the methodologies employed by other companies, our CECL allowances may not be comparable with the CECL allowances reported by other companies. Properties related to our investment assets may not be completely insured against damages from natural disasters.
Because our methodology for determining allowances may differ from the methodologies employed by other companies, our allowance for credit losses may not be comparable with allowances reported by other companies. Properties related to our investment assets may not be completely insured against damage from natural disasters.
There are limits on the ability of our Unitholders to deduct Partnership losses and expenses allocated to them. The ability of Unitholders to deduct their proportionate share of the losses and expenses generated by us will be limited in certain cases, and certain transactions may result in the triggering of the Alternative Minimum Tax for Unitholders who are individuals.
The ability of Unitholders to deduct their proportionate share of the losses and expenses generated by us will be limited in certain cases, and certain transactions may result in the triggering of the Alternative Minimum Tax for Unitholders who are individuals.
There are risks related to the construction of properties underlying our investment assets. Our various investments are related to new construction or acquisition/rehabilitation of affordable multifamily properties, seniors housing properties, skilled nursing facilities, and market-rate multifamily rental properties. Construction of such properties generally takes 18 to 36 months to complete.
Our various investments are related to new construction or acquisition/rehabilitation of affordable multifamily, seniors housing, skilled nursing, and market-rate multifamily rental properties. Construction of such properties generally takes 18 to 36 months to complete.
Any change in our distribution policy could have a material adverse effect on the market price of our BUCs. Sustained high levels of inflation may cause the real value of distributions on our BUCs and Preferred Units to decline.
Any change in our distribution policy could have a material adverse effect on the market price of our BUCs. A resurgence of higher than expected inflation may cause the real value of distributions on our BUCs and Preferred Units to decline.
Though we have increased the number of development relationships, we cannot ensure that we will be presented with additional investment opportunities from these development groups in the future, which could negatively impact our ability to redeploy capital or achieve continuing investment returns.
Though we have increased the number of developer relationships within our JV Equity Investments portfolio in recent years, we cannot ensure that we will be presented with additional investment opportunities from these groups in the future, which could negatively impact our ability to redeploy capital or achieve continuing investment returns.
An increase in market interest rates, which continue to remain at low levels relative to historical rates, may lower the value of the Preferred Units and also would likely increase the Partnership’s borrowing costs. Risks Related to Income Taxes Income from various investments is subject to taxation.
An increase in market interest rates may lower the value of the Preferred Units and also would likely increase the Partnership’s borrowing costs. Risks Related to Income Taxes Income from various investments is subject to taxation.
Increasing market interest rates will generally result in declining investment asset valuations, which may decrease the amount realized on the sale of our investments or the amount of debt financing that can be obtained from lenders, each resulting in lower net returns on our investment assets.
Continued elevated market interest rate levels will generally result in sustained lower investment asset valuations, and increasing interest rates will generally result in declining valuations, both of which may negatively impact the amount realized on the sale of our investments or the amount of debt financing that can be obtained from lenders, each resulting in lower net returns on our investment assets.
Our lenders may revise their eligibility requirements for the types of investment assets that they are willing to finance or the terms of such financing arrangements, including increases in our retained interest requirements, based on, among other factors, the regulatory environment and their management of actual and perceived risk.
Lenders may revise their eligibility requirements for the types of investment assets that can be financed or the terms of such financing arrangements, including increases in 34 our retained interest requirements, based on, among other factors, the regulatory environment and the lenders' management of actual and perceived risk.
We cannot assure you that we will have access to adequate equity or debt capital on favorable terms (including, without limitation, cost, advance rates, and term) at the desired times, or at all, which may cause us to curtail our new investment activities and/or dispose of assets, which could materially adversely affect our operating cash flows and results of operations.
We cannot assure you that we will have access to adequate equity or debt capital on favorable terms (including, without limitation, cost, advance rates, and term) at the desired times, or at all, which may cause us to curtail our new investment activities and/or dispose of assets, which could materially adversely affect our operating cash flows and results of operations. 31 If we acquire ownership of properties securing our investment assets through foreclosure or otherwise, we will be subject to all the risks normally associated with the ownership of such properties.
General Risk Factors We face possible risks associated with the effects of climate change and severe weather. We are increasingly dependent on information technology, and potential disruption, cyber-attacks, security issues, and expanding social media vehicles present new risks. 18 Risks Related to our Business and Investments We are managed by our general partner and engage in transactions with related parties.
General Risk Factors We face possible risks associated with the effects of climate change and severe weather. We are increasingly dependent on information technology, and potential disruption, cyber-attacks, security issues, and expanding social media vehicles present new risks. Developments related to artificial intelligence could result in reputational or competitive harm, legal liability, and other adverse effects on our business. 25 Risks Related to our Business and Investments We are managed by our General Partner and engage in transactions with related parties.
In the event the sponsor of an asset securitization financing program becomes insolvent, it could be placed in receivership. In that situation, it is possible that we may not be able to recover the investment assets or other collateral pledged in connection with the securitization financing or that we will not receive all payments due on our residual interests.
In that situation, it is possible that we may not be able to recover the investment assets or other collateral pledged in connection with the securitization financing or that we will not receive all payments due on our residual interests.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeRisks from Cybersecurity Incidents The Partnership has not encountered a cybersecurity incident that has materially impaired our operations or financial condition.
Biggest changeRisks from Cybersecurity Incidents The Partnership has not encountered, to its knowledge, a cybersecurity incident that has materially impaired, or is reasonably likely to materially impair, our business strategy, operations, or financial condition. There can be no assurance that such effects may not occur in the future.
The Chief Executive Officer and the Chief Financial Officer are notified of cybersecurity incidents as soon as the Partnership receives notification from a third-party service provider or is informed by other means, and will determine if additional internal and/or external resources are needed to evaluate, mitigate, and 36 remediate the cybersecurity incident.
The Chief Executive Officer and the Chief Financial Officer are notified of cybersecurity incidents as soon as the Partnership receives notification from a third-party service provider or is informed by other means, and will determine if additional internal and/or external resources are needed to evaluate , mitigate, and remediate the cybersecurity incident.
These individuals will also consult with experts from Greystone’s affiliate that provides information technology managed services systems, particularly the Chief Information Security Officer (“CISO”) of the Greystone affiliate, when assessing and evaluating risks of cybersecurity threats.
These individuals will also consult with experts from Greystone’s affiliate that provides information technology managed services systems, particularly the Chief Information Security Officer of the Greystone affiliate, when assessing and evaluating risks of cybersecurity threats.
Management has also developed procedures to assess the operations and internal controls of material service providers through the use of questionnaires, reviews of available policy statements, and evaluation of System and Organization Controls assurance reports, which are assessed in the aggregate to determine if the service providers have adequately addressed the risks of cybersecurity threats within their operations.
Management has also developed procedures to assess the operations and internal controls of material service providers through questionnaires, inquiries, reviews of available policy statements, and evaluation of System and Organization Controls assurance reports, which are assessed in the aggregate to determine if the service providers have adequately addressed the risks of cybersecurity threats within their operations.
These consultations with the CISO typically encompass a broad range of topics, including the current cybersecurity landscape and emerging threats; the status of ongoing cybersecurity initiatives and strategies; incident reports and learnings from any cybersecurity events; and compliance with regulatory requirements and industry standards.
These consultations with the Chief Information Security Officer typically encompass a broad range of 44 topics, including the current cybersecurity landscape and emerging threats; the status of ongoing cybersecurity initiatives and strategies; incident reports and learnings from any cybersecurity events; and compliance with regulatory requirements and industry standards.
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Management regularly communicates with the Greystone affiliate regarding the information technology managed services system including ongoing threats or cybersecurity incidents, monitoring of third-party vendors used by the Greystone affiliate, and review of System and Organization Controls assurance reports.
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Risk management processes in place at the Greystone affiliate include an annual cybersecurity risk assessment, third-party network security assessments, continuous employee training, regular internal information technology audits, and ongoing threat monitoring.
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The Greystone affiliate's Chief Information Security officer and Information Security Committee (made up of key information technology personnel) are responsible for establishing, maintaining, and monitoring the cybersecurity ecosystem at the Greystone affiliate. The Chief Information Security Officer and Information Security Committee together have over 25 years of experience in information technology managed services systems and cybersecurity.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur real estate assets are summarized as follows: Real Estate Assets as of December 31, 2023 Property Name Location Number of Units Land and Land Improvements Buildings and Improvements Carrying Value Vantage at San Marcos San Marcos, TX (1) 2,660,615 946,043 3,606,658 Land held for development (2) 1,109,482 - 1,109,482 $ 4,716,140 Less accumulated depreciation - Real estate assets, net $ 4,716,140 (1) The assets are owned by a consolidated VIE for the development of a market-rate multifamily property.
Biggest changeOur real estate assets are summarized as follows: December 31, 2024 December 31, 2023 Property Name Location Land and Land Improvements Buildings and Improvements Carrying Value Land and Land Improvements Buildings and Improvements Carrying Value Vantage at San Marcos (1) San Marcos, TX 2,660,615 1,136,167 3,796,782 2,660,615 946,043 3,606,658 Land held for development Richland County, SC 1,109,482 - 1,109,482 1,109,482 - 1,109,482 $ 4,906,264 $ 4,716,140 Less accumulated depreciation - - Real estate assets, net $ 4,906,264 $ 4,716,140 45 (1) The assets are owned by a consolidated VIE for the development of a market-rate multifamily property.
Item 2. Pr operties. The Partnership conducts its business operations from and maintains its corporate office at 14301 FNB Parkway, Suite 211, Omaha, Nebraska 68154. The Partnership believes that this office is adequate to meet its business needs for the foreseeable future. Each of our MRB and GIL investments are collateralized by multifamily, senior housing or commercial properties.
Item 2. Pr operties. The Partnership conducts its business operations from and maintains its corporate office at 14301 FNB Parkway, Suite 211, Omaha, Nebraska 68154. The Partnership believes that this office is adequate to meet its business needs for the foreseeable future. Each of our MRB and GIL investments are collateralized by multifamily, seniors housing or skilled nursing properties.
We recorded one JV Equity Investment as a consolidated VIE and it is reported within the Market-Rate Joint Venture Investments segment as of December 31, 2023. We own certain land held for development that is reported within the Affordable Multifamily MRB Investments segment as of December 31, 2023.
We recorded one JV Equity Investment, Vantage at San Marcos, as a consolidated VIE and is reported within the Market-Rate Joint Venture Investments segment as of December 31, 2024. We own certain land held for development that is reported within the Affordable Multifamily Investments segment as of December 31, 2024.
See Note 5 of the consolidated financial statements in Item 8 for further information. (2) Land held for development consists of land and development costs for parcels of land in Richland County, SC.
See Note 3 of the consolidated financial statements in Item 8 for further information.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeUnregistered Sale of Equity Securities The Partnership did not sell any BUCs in 2023 or 2022 that were not registered under the Securities Act of 1933, as amended. There were no sales of unregistered Preferred Units in 2023 or 2022. The Partnership did not repurchase any outstanding BUCs during the fourth quarter of 2023. 38
Biggest changeUnregistered Sale of Equity Securities The Partnership did not sell any BUCs or Preferred Units in 2024, 2023, or 2022 that were not registered under the Securities Act of 1933, as amended. The Partnership did not repurchase any outstanding BUCs during the fourth quarter of 2024. 47
Distributions to the BUCs rank junior to distributions to the Preferred Units, and, therefore, such distributions may be limited under certain circumstances. See Note 20 to the Partnership’s consolidated financial statements for a further description of the Preferred Units. The Partnership currently expects to continue to pay distributions on its Preferred Units and BUCs in the future.
Distributions to the BUCs rank junior to distributions to the Preferred Units, and, therefore, such distributions may be limited under certain circumstances. See Note 17 to the Partnership’s consolidated financial statements for a further description of the Preferred Units. The Partnership currently expects to continue to pay distributions on its Preferred Units and BUCs in the future.
Equity Compensation Plan Information The following table provides information with respect to compensation plans under which equity securities of the Partnership are currently authorized for issuance as of December 31, 2023: Number of shares to be issued upon exercise of outstanding options, warrants, and rights Weighted-average price of outstanding options, warrants, and rights Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in column (a)) Plan Category (a) (b) (c) Equity compensation plans approved by Unitholders 95,600 $ - 401,595 (1) Equity compensation plan not approved by Unitholders - - - Total 95,600 $ - 401,595 (1) Represents the BUCs which remain available for future issuance under the Amended and Restated Greystone Housing Impact Investors LP 2015 Equity Incentive Plan.
Equity Compensation Plan Information The following table provides information with respect to compensation plans under which equity securities of the Partnership are currently authorized for issuance as of December 31, 2024: Number of shares to be issued upon exercise of outstanding options, warrants, and rights Weighted-average price of outstanding options, warrants, and rights Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in column (a)) Plan Category (a) (b) (c) Equity compensation plans approved by Unitholders 99,459 $ - 311,771 (1) Equity compensation plan not approved by Unitholders - - - Total 99,459 $ - 311,771 (1) Represents the BUCs which remain available for future issuance under the Amended and Restated Greystone Housing Impact Investors LP 2015 Equity Incentive Plan.
Item 5. Market for the Registrant’s Common Equity, Related Security Holder Matters and Issuer Purchases of Equity Securities. Market Information The Partnership’s BUCs trade on the NYSE under the trading symbol “GHI.” BUC Holder Information As of January 31, 2024, we had 22,897,082 BUCs outstanding held by a total of approximately 16,800 holders of record.
Item 5. Market for the Registrant’s Common Equity, Related Security Holder Matters and Issuer Purchases of Equity Securities. Market Information The Partnership’s BUCs trade on the NYSE under the trading symbol “GHI.” BUC Holder Information As of December 31, 2024, we had 23,171,226 BUCs outstanding held by a total of approximately 15,700 holders of record.
In addition, the Partnership had outstanding unvested restricted unit awards (“RUA” or “RUAs”) for 95,600 BUCs held by 18 individuals as of December 31, 2023. Distributions Future distributions paid by the Partnership per BUC will be at the sole discretion of its General Partner and will be based upon financial, capital, and cash flow considerations.
In addition, the Partnership had outstanding unvested RUAs for 99,459 BUCs held by 18 individuals as of December 31, 2024. Distributions Future distributions paid by the Partnership per BUC will be at the sole discretion of its General Partner and will be based upon financial, capital, and cash flow considerations.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following table summarizes our outstanding investment commitments as of December 31, 2023: 63 Projected Funding by Year (1) Property Name Commitment Date Asset Maturity Date Total Initial Commitment Remaining Commitment as of December 31, 2023 2024 2025 Interest Rate (2) Related Debt Financing (3) Mortgage Revenue Bonds Meadow Valley December 2021 December 2029 $ 44,000,000 $ 23,245,000 $ 17,400,000 $ 5,845,000 6.25% Variable TOB Residency at the Entrepreneur- Series J-3 April 2022 March 2040 26,080,000 13,780,000 13,780,000 - 6.00% Variable TOB Residency at the Entrepreneur- Series J-4 April 2022 March 2040 16,420,000 16,420,000 16,420,000 - SOFR + 3.60% (4) Variable TOB Residency at the Entrepreneur- Series J-5 February 2023 April 2025 (5) 5,000,000 4,000,000 3,300,000 700,000 SOFR + 3.60% Variable TOB (6) Residency at Empire - Series BB-3 December 2022 December 2040 14,000,000 8,945,000 8,945,000 - 6.45% (7) Variable TOB Residency at Empire - Series BB-4 December 2022 December 2040 47,000,000 47,000,000 29,755,000 17,245,000 6.45% (8) (9) The Safford October 2023 October 2026 (5) 43,000,000 35,439,966 35,439,966 - 7.59% Variable TOB Subtotal 195,500,000 148,829,966 125,039,966 23,790,000 Taxable Mortgage Revenue Bonds Residency at the Mayer Series A-T October 2021 October 2024 $ 12,500,000 $ 1,000,000 $ 1,000,000 $ - SOFR + 3.70% Variable TOB Residency at the Entrepreneur Series J-T April 2022 April 2025 (5) 8,000,000 7,000,000 - 7,000,000 SOFR + 3.65% Variable TOB (6) Residency at Empire - Series BB-T December 2022 December 2025 (5) 9,404,500 8,404,500 - 8,404,500 7.45% Variable TOB (6) Village at Hanford Square - Series H-T May 2023 May 2030 10,400,000 9,400,000 9,400,000 - 7.25% Variable TOB (6) 40rty on Colony - Series P-T June 2023 June 2030 5,950,000 4,950,000 4,395,000 555,000 7.45% Variable TOB (6) Subtotal 46,254,500 30,754,500 14,795,000 15,959,500 Governmental Issuer Loans Poppy Grove I September 2022 April 2025 (5) $ 35,688,328 $ 15,842,328 $ 15,842,328 $ - 6.78% Variable TOB Poppy Grove II September 2022 April 2025 (5) 22,250,000 12,708,700 12,708,700 - 6.78% Variable TOB Poppy Grove III September 2022 April 2025 (5) 39,119,507 22,569,507 22,569,507 - 6.78% Variable TOB Subtotal 97,057,835 51,120,535 51,120,535 - Taxable Governmental Issuer Loans Poppy Grove I September 2022 April 2025 (5) $ 21,157,672 $ 20,157,672 $ 20,157,672 $ - 6.78% Variable TOB Poppy Grove II September 2022 April 2025 (5) 10,941,300 9,941,300 9,941,300 - 6.78% Variable TOB Poppy Grove III September 2022 April 2025 (5) 24,480,493 23,480,493 19,980,493 3,500,000 6.78% Variable TOB Subtotal 56,579,465 53,579,465 50,079,465 3,500,000 Property Loans Osprey Village July 2021 August 2024 (5) $ 25,500,000 $ 10,501,704 $ 10,501,704 $ - SOFR + 3.07% Variable TOB Willow Place Apartments September 2021 October 2024 (5) 21,351,328 2,475,722 2,475,722 - SOFR + 3.30% Variable TOB Sandy Creek Apartments August 2023 September 2026 (5) 7,830,000 5,410,124 5,410,124 - 8.63% (10) Variable TOB (6) Willow Place Apartments Supplemental November 2023 October 2024 (5) 1,838,254 1,499,254 1,499,254 - SOFR + 3.45% (9) Subtotal 56,519,582 19,886,804 19,886,804 - Equity Investments Vantage at San Marcos (11), (12) November 2020 N/A $ 9,914,529 $ 8,943,914 $ 8,943,914 $ - N/A N/A Vantage at Loveland (13) April 2021 N/A 18,215,000 1,065,061 1,065,061 - N/A N/A Freestone Greeley (12) October 2022 N/A 16,035,710 11,137,993 11,137,993 - N/A N/A The Jessam at Hays Farm July 2023 N/A 16,532,636 9,153,867 9,153,867 - N/A N/A Freestone Greenville (12) December 2023 N/A 19,934,456 14,597,244 14,597,244 - N/A N/A Freestone Ladera (12) December 2023 N/A 17,097,624 13,449,494 13,449,494 - N/A N/A Subtotal 97,729,955 58,347,573 58,347,573 - Bond Purchase Commitments Anaheim & Walnut September 2021 Q3 2024 (14) $ 3,900,000 $ 3,900,000 $ 3,900,000 $ - 4.85% N/A Subtotal 3,900,000 3,900,000 3,900,000 - Total Commitments $ 553,541,337 $ 366,418,843 $ 323,169,343 $ 43,249,500 (1) Projected fundings by year are based on current estimates and the actual funding schedule may differ materially due to, but not limited to, the pace of construction, adverse weather conditions, delays in governmental approvals or permits, the availability of materials and contractors, and labor disputes.
Biggest changeThe following table summarizes our outstanding investment commitments as of December 31, 2024: 76 Projected Funding by Year (1) Property Name Commitment Date Asset Maturity Date Total Initial Commitment Remaining Commitment as of December 31, 2024 2025 2026 2027 Interest Rate Related Debt Financing (2) Mortgage Revenue Bonds Meadow Valley December 2021 December 2029 $ 44,000,000 $ 2,935,000 $ 2,935,000 $ - $ - 6.25% Variable TOB Residency at Empire Series BB-4 December 2022 December 2040 47,000,000 25,800,000 25,800,000 - - 6.45% (4) Variable TOB The Safford October 2023 October 2026 (3) 43,000,000 5,651,043 5,651,043 - - 7.59% Variable TOB Subtotal 134,000,000 34,386,043 34,386,043 - - Taxable Mortgage Revenue Bonds Residency at the Entrepreneur Series J-T April 2022 April 2025 (3) $ 8,000,000 $ 4,600,000 $ 4,600,000 $ - $ - SOFR + 3.65% (5) Variable TOB Residency at Empire Series BB-T December 2022 December 2025 (3) 9,404,500 8,404,500 8,404,500 - - 7.45% Variable TOB Village at Hanford Square Series H-T May 2023 May 2030 10,400,000 1,400,000 1,400,000 - - 7.25% Variable TOB 40rty on Colony Series P-T June 2023 June 2030 5,950,000 1,400,000 1,400,000 - - 7.45% Variable TOB Subtotal 33,754,500 15,804,500 15,804,500 - - Governmental Issuer Loans Poppy Grove II September 2022 April 2025 (3) $ 22,250,000 $ 708,700 $ 708,700 $ - - 6.78% Variable TOB Poppy Grove III September 2022 April 2025 (3) 39,119,507 5,569,507 5,569,507 - - 6.78% Variable TOB Natchitoches Thomas Apartments December 2024 July 2027 (3) 19,000,000 12,500,000 6,000,000 6,500,000 - 7.92% (6) Subtotal 80,369,507 18,778,207 12,278,207 6,500,000 - Taxable Governmental Issuer Loans Poppy Grove I September 2022 April 2025 (3) $ 21,157,672 $ 10,000,000 $ 10,000,000 $ - $ - 6.78% Variable TOB Poppy Grove II September 2022 April 2025 (3) 10,941,300 9,941,300 9,941,300 - - 6.78% Variable TOB Poppy Grove III September 2022 April 2025 (3) 24,480,493 23,480,493 23,480,493 - - 6.78% Variable TOB Natchitoches Thomas Apartments December 2024 July 2027 (3) 4,000,000 3,000,000 - 3,000,000 - 7.92% (6) Subtotal 60,579,465 46,421,793 43,421,793 3,000,000 - Property Loans Sandoval Flats November 2024 December 2027 (3) $ 29,846,000 $ 28,846,000 $ - $ 24,150,000 $ 4,696,000 7.48% (6) Subtotal 29,846,000 28,846,000 - 24,150,000 4,696,000 Equity Investments Vantage at San Marcos (7), (8) November 2020 N/A $ 9,914,529 $ 8,943,914 $ 8,943,914 $ - $ - N/A N/A Freestone Greeley (8) October 2022 N/A 16,035,710 10,562,345 10,562,345 - - N/A N/A Freestone Ladera December 2023 N/A 17,097,624 7,704,782 7,704,782 - N/A N/A Subtotal 43,047,863 27,211,041 27,211,041 - - Total Commitments $ 381,597,335 $ 171,447,584 $ 133,101,584 $ 33,650,000 $ 4,696,000 (1) Projected fundings by year are based on current estimates and the actual funding schedule may differ materially due to, but not limited to, the pace of construction, adverse weather conditions, delays in governmental approvals or permits, the availability of materials and contractors, and labor disputes.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. General In this Management’s Discussion and Analysis, all references to “we,” “us,” and the “Partnership” refer to Greystone Housing Impact Investors LP, its subsidiaries, and consolidated VIEs for all periods presented.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. General In this Management’s Discussion and Analysis, all references to “we,” “us,” and the “Partnership” refer to Greystone Housing Impact Investors LP, its consolidated subsidiaries, and consolidated VIEs for all periods presented.
Freddie Mac, through a servicer, has forward committed to purchase each GIL at maturity at par if the property has reached stabilization and other conditions are met. Each Freddie Mac forward commitment includes a forward committed interest rate that was set at the original closing of the GIL, with many committed rates being well below current market interest rates.
Freddie Mac, through a servicer, has forward committed to purchase each GIL at maturity at par if the property has reached stabilization and other conditions are met. The Freddie Mac forward commitment includes a forward committed interest rate that was set at the original closing of the GIL, with many committed rates being well below current market interest rates.
(2) Economic occupancy is defined as the net rental income received divided by the maximum amount of rental income to be derived from each property. This statistic is reflective of rental concessions, delinquent rents and non-revenue units such as model units and employee units.
(2) Economic occupancy is defined as the net rental income received divided by the maximum amount of rental income to be derived from each property. This statistic is reflective of rental concessions, delinquent rents and non-revenue units such as model units and employee units.
The provision for credit losses for the year ended December 31, 2023 relates to declining expected credit losses for our portfolio of GIL, taxable GIL and property loan investments and is primarily due to GIL and property loan redemptions during 2023, a decrease in the weighted average life of the remaining investment portfolio, and updates of market data used as quantitative assumptions in the Partnership’s model to estimate the allowance for credit losses.
The provision for credit losses for the year ended December 31, 2023 relates to declining expected credit losses for our portfolio of GIL, taxable GIL and property loan investments and is primarily due to GIL and property loan redemptions during 2023, a decrease in the weighted average life of the remaining investment portfolio, and updates of market data used as quantitative assumptions in the Partnership’s model to estimate the allowance for credit losses.
The following table summarizes the components of this line item for the years ended December 31, 2023 and 2022 (dollar amounts in thousands): For the Years Ended December 31, 2023 2022 Realized gains on derivatives, net $ (10,545 ) $ (5,856 ) Unrealized (gains) losses on derivatives, net 3,173 (7,240 ) Net result from derivative transactions $ (7,372 ) $ (13,096 ) General and administrative expenses .
The following table summarizes the components of this line item for the years ended December 31, 2023 and 2022 (dollar amounts in thousands): For the Years Ended December 31, 2023 2022 Realized (gains) losses on derivatives, net $ (10,545 ) $ (5,856 ) Unrealized (gains) losses on derivatives, net 3,173 (7,240 ) Net result from derivative transactions $ (7,372 ) $ (13,096 ) General and administrative expenses .
In addition, we will consider the issuance of additional BUCs, Series A-1 Preferred Units, Series B Preferred Units, or other series of limited partnership interests in the Partnership based on needs and opportunities for executing our strategy.
In addition, we will consider the issuance of additional BUCs, Series A-1 Preferred Units, Series B Preferred Units, or other series of limited partnership interests in the Partnership based on needs and opportunities for executing our strategy.
Recent increases in short-term interest rates have resulted in increases in the interest costs associated with our variable rate debt financing arrangements. We actively manage our portfolio of fixed and variable rate debt financings and our exposure to changes in market interest rates.
Recent increases in short-term interest rates have resulted in increases in the interest costs associated with our variable rate debt financing arrangements. We actively manage our portfolio of fixed rate and variable rate debt financings and our exposure to changes in market interest rates.
Distributions to the holders of Series B Preferred Units, if declared by the General Partner, are paid quarterly at an annual fixed rate of 5.75%. The Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units are non-cumulative, non-voting and non-convertible.
Distributions to the holders of Series B Preferred Units, if declared by the General Partner, are paid quarterly at an annual fixed rate of 5.75%. The Series A-1 Preferred Units and Series B Preferred Units are non-cumulative, non-voting and non-convertible.
To calculate CAD, the Partnership begins with net income as computed in accordance with GAAP and adjusts for non-cash expenses or income consisting of depreciation expense, 58 amortization expense related to deferred financing costs, amortization of premiums and discounts, fair value adjustments to derivative instruments, provisions for credit and loan losses, impairments on MRBs, GILs, real estate assets and property loans, deferred income tax expense (benefit), and restricted unit compensation expense.
To calculate CAD, the Partnership begins with net income as computed in accordance with GAAP and adjusts for non-cash expenses or income consisting of depreciation expense, amortization expense related to deferred financing costs, amortization of premiums and discounts, fair value adjustments to derivative instruments, provisions for credit and loan losses, impairments on MRBs, GILs, real estate assets and property loans, deferred income tax expense (benefit), and restricted unit compensation expense.
(3) The Partnership committed to provide total funding of MRBs up to $64.0 million and a taxable MRB up to $8.0 million during the acquisition and rehabilitation phase of the property on a draw-down basis. The taxable MRB has a maturity date of 4/1/2025 with an option to extend the maturity six months if stabilization has not occurred.
(3) The Partnership committed to provide total funding of MRBs up to $64.0 million and a taxable MRB up to $8.0 million during the acquisition and rehabilitation phase of the property on a draw-down basis. The taxable MRB has a maturity date of 4/1/2025 with an option to extend the maturity six months if stabilization has 84 not occurred.
Decisions on when to sell an individual property are made by our respective joint venture partners based on their views of the local market conditions and current leasing trends. 47 We account for all our JV Equity Investments using the equity method and recognize our preferred returns during the hold period.
Decisions on when to sell an individual property are made by our respective joint venture partners based on their views of the local market conditions and current leasing trends. We account for all our JV Equity Investments using the equity method and recognize our preferred returns during the hold period.
(6) The Partnership determined there was a recovery of previously recognized impairment recorded for the Live 929 Apartments Series 2022A MRB prior to the adoption of the CECL standard effective January 1, 2023. The Partnership is accreting the recovery of prior credit loss for this MRB into investment income over 59 the term of the MRB consistent with applicable guidance.
(6) The Partnership determined there was a recovery of previously recognized impairment recorded for the Live 929 Apartments Series 2022A MRB prior to the adoption of the CECL standard effective January 1, 2023. The Partnership is accreting the recovery of prior credit loss for this MRB into investment income over the term of the MRB consistent with applicable guidance.
We separately report our consolidation and elimination information because we do not allocate certain items to the segments. All “General and administrative expenses” on the consolidated statements of operations are reported within the Affordable Multifamily MRB Investments segment. See Notes 2 and 25 to the Partnership’s consolidated financial statements for additional details.
We separately report our consolidation and elimination information because we do not allocate certain items to the segments. All “General and administrative expenses” on the Partnership's consolidated statements of operations are reported within the Affordable Multifamily Investments segment. See Notes 2 and 25 to the Partnership’s consolidated financial statements for additional details.
When considering whether to fund such requests, we will consider various factors including, but not limited to, the economic 64 return on additional investments in the entity, the impact to the Partnership’s credit and investment risk from either funding or withholding funding, and the requesting entity’s other available sources of funding.
When considering whether to fund such requests, we will consider various factors including, but not limited to, the economic return on additional investments in the entity, the impact to the Partnership’s credit and investment risk from either funding or withholding funding, and the requesting entity’s other available sources of funding.
Specifically for our Vantage JV Equity Investments, an affiliate of our Vantage joint venture partner provides a guaranty of our preferred returns through a date approximately five years after commencement of construction. Upon the sale of a property, net proceeds will be distributed according to the entity operating agreement.
Specifically for our Vantage JV Equity Investments, an affiliate of our Vantage joint venture partner provides a guaranty of our preferred returns for Vantage Properties through a date approximately five years after commencement of construction. Upon the sale of a property, net proceeds will be distributed according to the entity operating agreement.
To date, the Partnership has not recorded any impairments on its JV Equity Investment portfolio, although future impairments and losses may occur. Recently Issued Accounting Pronouncements For a discussion on recently issued accounting pronouncements, see Note 2 to the Partnership’s consolidated financial statements which is incorporated by reference.
To date, the Partnership has not recorded any impairments on its JV Equity Investment portfolio, although future impairments and losses may occur. Recently Issued Accounting Pronouncements For a discussion of recently issued accounting pronouncements, see Note 2 to the Partnership’s consolidated financial statements which is incorporated by reference.
The senior securities rate on TOB financings structured as taxable to the senior securities holders are typically correlated to taxable short-term securities indices, such as SOFR. We have hedged a portion of our overall exposure to changes in market interest rates on our variable rate debt financings through various interest rate swaps.
The senior securities rate on debt financings structured as taxable to the senior securities holders are typically correlated to taxable short-term securities indices, such as SOFR. We have hedged a portion of our overall exposure to changes in market interest rates on our variable rate debt financings through various interest rate swaps.
All the members of the Audit Committee of Greystone Manager are independent under the applicable SEC and NYSE independence requirements, two of whom qualify as “audit committee financial experts.” Of the seven Managers of Greystone Manager, one Manager is female. 42 The Greystone Manager Board of Managers is highly engaged in the governance and operations of the Partnership.
All the members of the Audit Committee are independent under the applicable SEC and NYSE independence requirements, two of whom qualify as “audit committee financial experts.” Of the seven Managers of Greystone Manager, one Manager is female. The Board of Managers is highly engaged in the governance and operations of the Partnership.
The gain on sale of JV Equity Investments for the year ended December 31, 2022 primarily consisted of the following: The sale of Vantage at Murfreesboro in March 2022 for a gain of approximately $16.5 million; The sale of Vantage at Westover Hills in May 2022 for a gain of approximately $12.7 million; and The sale of Vantage at O'Connor in July 2022 for a gain of approximately $10.6 million.
The gain on sale of JV Equity Investments for the year ended December 31, 2022 primarily consisted of the following: The sale of Vantage at Murfreesboro in March 2022 for a gain of approximately $16.5 million; 54 The sale of Vantage at Westover Hills in May 2022 for a gain of approximately $12.7 million; and The sale of Vantage at O'Connor in July 2022 for a gain of approximately $10.6 million.
The financing arrangements generally involve the securitization of these investment assets into trusts whereby we retain beneficial interests in the trusts that provide us certain rights to the underlying investment assets. The senior securities are sold to unaffiliated parties in exchange for debt proceeds.
The financing arrangements generally involve the securitization of these investment assets into trusts whereby we retain beneficial interests in the trusts that provide us certain rights to the underlying 77 investment assets. The senior securities are sold to unaffiliated parties in exchange for debt proceeds.
These underlying properties are subject to risks usually 60 associated with direct investments in multifamily real estate, which include (but are not limited to) reduced occupancy, tenant defaults, falling rental rates, and increasing operating expenses.
These underlying properties are subject to risks usually associated with direct investments in multifamily real estate, which include (but are not limited to) reduced occupancy, tenant defaults, falling rental rates, and increasing operating expenses.
We also invest in other types of securities that may or may not be secured by real estate and may make property loans to multifamily properties which may or may not be financed by MRBs or GILs held by us and may or may not be secured by real estate.
We also invest in other types of securities and investments that may or may not be secured by real estate and may make property loans to multifamily properties which may or may not be financed by MRBs or GILs held by us and may or may not be secured by real estate.
There was no net result from derivative transactions for this segment in 2022. The gain on sale of real estate assets for 2023 was due to the sale of the Suites on Paseo MF Property in December 2023.
There was no net result from derivative transactions for this segment in 2022. 72 The gain on sale of real estate assets for 2023 was due to the sale of the Suites on Paseo MF Property in December 2023.
Our interest rate swaps are subject to monthly settlements whereby we pay a stated fixed rate and our 65 counterparty pays a variable rate equal to the compounded SOFR rate for the settlement period.
Our interest rate swaps are subject to monthly settlements whereby we pay a stated fixed rate and our counterparty pays a variable rate equal to the compounded SOFR rate for the settlement period.
As restricted rents adjust over time on a lag, increasing maximum rental income amounts may contribute to a temporary decline in economic occupancy even though property rental revenues are increasing overall. 53 Non-Consolidated Properties - Not Stabilized The owners of the following residential properties do not meet the definition of a VIE and/or we have evaluated and determined we are not the primary beneficiary of each VIE.
As restricted rents adjust over time on a lag, increasing maximum rental income amounts may contribute to a temporary decline in economic occupancy even though property rental revenues are increasing overall. 60 Non-Consolidated Properties - Not Stabilized The owners of the following residential properties do not meet the definition of a VIE and/or we have evaluated and determined we are not the primary beneficiary of each VIE.
We are subject to various affirmative and negative covenants that, among others, require us to maintain consolidated liquidity of not less than $5.0 million (which will increase up to a maximum of $7.5 million if the maximum available commitment is fully increased to $60.0 million) and maintain a consolidated tangible net worth of not less than $200.0 million.
We are subject to various affirmative and negative covenants that, among others, require us to maintain consolidated liquidity of not less than $6.3 million (which will increase up to a maximum of $7.5 million if the maximum available commitment is fully increased to $60.0 million) and maintain a consolidated tangible net worth of not less than $200.0 million.
We anticipate making additional investments in certain JV Equity Investments during 2024 though the ultimate amount is uncertain. The amount of such additional funding will depend on various future developments, including, but not limited to, the pace of development, changes in interest rates, the pace of lease-up, and overall operating results of the underlying properties.
We anticipate making additional investments in certain JV Equity Investments during 2025 though the ultimate amount is uncertain. The amount of such additional funding will depend on various future developments, including, but not limited to, the pace of development, changes in interest rates, the pace of lease-up, and overall operating results of the underlying properties.
We are also committed to ensuring the safety of personnel that work for third-party contractors that perform services at properties that underlie our investment assets. Specifically for properties under construction, we consider the safety record of contractors and monitor safety incidents through reviews of independent construction monitoring reports. Greystone and the Partnership are committed to diversity, equity and inclusion (“DEI”).
We are also committed to ensuring the safety of personnel that work for third-party contractors that perform services at properties that underlie our investment assets. Specifically for properties under construction, we consider the safety record of contractors and monitor safety incidents through reviews of independent construction monitoring reports. 51 Greystone and the Partnership are committed to diversity, equity, and inclusion.
Fair Value of Mortgage Revenue Bonds The fair value of the Partnership’s investments in MRBs as of December 31, 2023 and 2022, is based upon prices obtained from third-party pricing services, which are estimates of market prices. There is no active trading market for these securities, and price quotes for the securities are not available.
Fair Value of Mortgage Revenue Bonds The fair value of the Partnership’s investments in MRBs as of December 31, 2024 and 2023, is based upon prices obtained from third-party pricing services, which are estimates of market prices. There is no active trading market for these securities, and price quotes for the securities are not available.
Physical occupancy as of December 31, 2023 decreased from the same period in 2022 due primarily to occupancy declines at Live 929 Apartments and Avistar at the Parkway. Live 929 Apartments occupancy is lower than in recent years due to on-site management issues during the Fall 2023 lease-up process.
Comparison of the years ended December 31, 2023 and 2022 Physical occupancy as of December 31, 2023 decreased from the same period in 2022 due primarily to occupancy declines at Live 929 Apartments and Avistar at the Parkway. Live 929 Apartments occupancy is lower than in recent years due to on-site management issues during the Fall 2023 lease-up process.
The Acquisition LOC contains a covenant, among others, that our senior debt will not exceed a specified percentage of the market value of our assets to be consistent with the Leverage Ratio (as defined by the Partnership). We were in compliance with all covenants as of December 31, 2023.
The Acquisition LOC contains a covenant, among others, that our senior debt will not exceed a specified percentage of the market value of our assets to be consistent with the Leverage Ratio (as defined by the Partnership). We were in compliance with all covenants as of December 31, 2024.
We account for these equity interests using the equity method of accounting and the assets, liabilities, and operating results of the underlying entities are not included in our consolidated financial statements. We have entered into various financial commitments and guaranties. For additional discussions related to commitments and guaranties, see Note 19 to the consolidated financial statements.
We account for these equity interests using the equity method of accounting and the assets, liabilities, and operating results of the underlying entities are not included in our consolidated financial statements. We have entered into various financial commitments and guaranties. For additional discussions related to commitments and guaranties, see Note 16 to the consolidated financial statements.
The Partnership also deducts Tier 2 income (see Note 3 to the Partnership’s consolidated financial statements) distributable to the General Partner as defined in the Partnership Agreement and distributions and accretion for the Preferred Units. Net income is the GAAP measure most comparable to CAD.
The Partnership also deducts Tier 2 income (see Note 23 to the Partnership’s consolidated financial statements) distributable to the General Partner as defined in the Partnership Agreement and distributions and accretion for the Preferred Units. Net income is the GAAP measure most comparable to CAD.
(5) As described in Note 3 to the Partnership’s consolidated financial statements, Net Interest Income representing contingent interest and Net Residual Proceeds representing contingent interest (Tier 2 income) will be distributed 75% to the limited partners and BUC holders, as a class, and 25% to the General Partner.
(5) As described in Note 23 to the Partnership’s consolidated financial statements, Net Interest Income representing contingent interest and Net Residual Proceeds representing contingent interest (Tier 2 income) will be distributed 75% to the limited partners and BUC holders, as a class, and 25% to the General Partner.
When possible, we structure the debt financing maturity dates associated with our GIL, taxable GIL, and property loan investments to match the investment maturity dates such that investment redemption proceeds will paydown the outstanding debt financing. Our debt financing arrangements include various fixed and variable rate debt arrangements.
When possible, we structure the debt financing maturity dates associated with our GIL, taxable GIL, and property loan investments to match the investment maturity dates such that investment redemption proceeds will redeem the outstanding debt financing. Our debt financing arrangements include various fixed rate and variable rate debt arrangements.
We have no equity interest in these entities and do not guarantee any obligations of these entities. As of December 31, 2023, we own noncontrolling equity interests in various unconsolidated entities for the development of market rate multifamily and seniors housing properties.
We have no equity interest in these entities and do not guarantee any obligations of these entities. As of December 31, 2024, we own noncontrolling equity interests in various unconsolidated entities for the development of market rate multifamily and seniors housing properties.
As a result, we do not report the assets, liabilities and results of operations of these properties on a consolidated basis. As of December 31, 2023, these residential properties have not met the stabilization criteria (see footnote 3 below the table).
As a result, we do not report the assets, liabilities and results of operations of these properties on a consolidated basis. As of December 31, 2024, these residential properties have not met the stabilization criteria (see footnote 3 below the table).
(7) The Partnership declared three separate distributions during 2023 payable in the form of additional BUCs equal to $0.07 per BUC for outstanding BUCs as of the record dates of June 30, September 29, and December 29, 2023.
The Partnership declared three separate distributions during 2023 (the 2023 BUCs Distributions) each payable in the form of additional BUCs equal to $0.07 per BUC for outstanding BUCs as of the record dates of June 30, September 29, and December 29, 2023.
Interest on the senior securities is either taxable or tax-exempt to the holders based on the structure of the TOB financing. The senior securities rate on TOB financings structured as tax-exempt to the senior securities holders are typically correlated to tax-exempt municipal short-term securities indices, such as SIFMA.
Interest on the senior securities is either taxable or tax-exempt to the holders based on the structure of the debt financing. The senior securities rate on debt financings structured as tax-exempt to the senior securities holders are typically correlated to tax-exempt municipal short-term securities indices, such as SIFMA.
Each of the properties securing our MRB and GIL investments is required to 41 maintain a minimum percentage of units set-aside for a combination of very low-income (50% or less of area median income or "AMI") and low-income (80% or less of AMI) tenants in accordance with IRC guidelines, and the owners of the properties often agree to exceed the minimum IRC requirements.
Each of the properties securing our MRB and GIL investments is required to maintain a minimum percentage of units set aside for a combination of very low-income (50% or less of AMI) and low-income (80% or less of AMI) tenants in accordance with IRC guidelines, and the owners of the properties often agree to exceed the minimum IRC requirements.
The General LOC is secured by first priority security interests in our JV Equity Investments. We have the ability to increase the total maximum commitment by $20.0 million to $60.0 million, subject to the identification of lenders to provide the additional commitment, the payment of certain fees, and other conditions.
The General LOC is secured by first priority security interests in our JV Equity Investments. We have the ability to increase the total maximum commitment by an additional $10.0 million to $60.0 million, subject to the identification of lenders to provide the additional commitment, the payment of certain fees, and other conditions.
Critical Accounting Estimates Our significant accounting policies are more fully described in Note 2 and 24 to the Partnership’s consolidated financial statements, which are incorporated by reference.
Critical Accounting Estimates Our significant accounting policies are more fully described in Note 2 and 21 to the Partnership’s consolidated financial statements, which are incorporated by reference.
The valuation of our interest rate swaps move inversely with the change in valuation of our investment assets, so the change in valuation of our interest rate swaps partially offset the change in value of our investment assets when determining the amount of collateral posting requirements.
The valuation of our interest rate swaps generally change inversely with the change in valuation of our investment assets, so the change in valuation of our interest rate swaps partially offset the change in value of our investment assets when determining the amount of collateral posting requirements.
As such, the reported amount of variable debt financing in the table above exceeds the stated notional amount of the SOFR-indexed interest rate swaps as of December 31, 2023.
As such, the reported amount of variable debt financing in the table above exceeds the stated notional amount of the SOFR-indexed interest rate swaps as of December 31, 2024.
As of January 31, 2024, the Partnership has successfully converted six of its GIL investments to permanent financing and received all principal and accrued interest in full, including property loans and taxable GIL amounts associated with the secured properties. However, the Partnership may realize losses on its existing investments, related contractual funding commitments, and future investment commitments.
As of December 31, 2024, the Partnership has successfully converted seven of its GIL investments to permanent financing and received all principal and accrued interest in full, including property 82 loans and taxable GIL amounts associated with the secured properties. However, the Partnership may realize losses on its existing investments, related contractual funding commitments, and future investment commitments.
Held-to-Maturity Debt Securities, Held-for-Investment Loans and Related Unfunded Commitments The Partnership estimates allowances for credit losses for its GILs, taxable GILs, property loans and related non-cancelable funding commitments using a Weighted Average Remaining Maturity (“WARM”) method loss-rate model, combined with qualitative factors that are sensitive to changes in forecasted economic conditions.
Held-to-Maturity Debt Securities, Held-for-Investment Loans and Related Unfunded Commitments The Partnership estimates allowances for credit losses for its GILs, taxable GILs, property loans and related non-cancelable funding commitments using a WARM method loss-rate model, combined with qualitative factors that are sensitive to changes in forecasted economic conditions.
We are currently a net receiver on our portfolio of interest rate swaps and received net settlement proceeds totaling $5.6 million during the year ended December 31, 2023. The majority of our variable-rate debt financings that are hedged through interest rate swaps have interest that is tax-exempt to the senior securities holders.
We are currently a net receiver on our portfolio of interest rate swaps and received net settlement proceeds totaling approximately $6.5 million and $5.6 million during the years ended December 31, 2024 and 2023, respectively. The majority of our variable rate debt financings that are hedged through interest rate swaps have interest that is tax-exempt to the senior securities holders.
These resources are allocated by individual states to our property sponsors through a competitive application process under a state-specific qualified allocation plan (“QAP”) as required under Section 42 of the IRC. Each state implements its public policy objectives through an application scoring or ranking system that rewards certain property features.
These resources are allocated by individual states to our property sponsors through a competitive application process under a state-specific QAP as required under Section 42 of the IRC. Each state implements its public policy objectives through an application scoring or ranking system that rewards certain property features.
The recognition of an impairment, provision for credit loss, and the potential impairment analysis are subject to a considerable degree of judgment, specifically relating to fair value estimates (discussed previously), projections of future cash flows, and present value factors applied in the analysis.
The recognition of impairments, provisions for credit loss, and the potential impairment analysis are subject to a considerable degree of judgment, specifically relating to fair value estimates (discussed previously), projections of future cash flows, and present value factors applied in the analysis.
Part of the construction financing is provided through a Commercial Property Assessed Clean Energy (C-PACE) program, which is a state policy-enabled financing mechanism that allows developers to access the capital needed to make renewable energy accessible and cost-effective.
Part of the construction financing is provided through a C-PACE program, which is a state policy-enabled financing mechanism that allows developers to access the capital needed to make renewable energy accessible and cost-effective.
We have noted that some properties that are complete or nearing construction completion have incurred interest costs that have exceeded capitalized interest reserves, and such properties have utilized construction contingencies and developers have deferred a portion of their developer fee payments.
We have noted that some properties that are complete or nearing construction completion are incurring interest costs that exceed capitalized interest reserves, and such properties have utilized construction contingencies and developers have deferred a portion of their developer fee payments.
Construction and rehabilitation activities continue at properties securing our GILs, taxable GILs and related property loans. Five of the nine underlying affordable multifamily properties had commenced leasing operations as of December 31, 2023. To date, these properties have not experienced any material supply chain disruptions for either construction materials or labor.
Construction and rehabilitation activities continue at properties securing our GILs, taxable GILs and related property loans. Four of the eight underlying affordable multifamily properties had commenced leasing operations as of December 31, 2024. To date, these properties have not experienced any material supply chain disruptions for either construction materials or labor.
Property revenues . The decrease in property revenues for the year ended December 31, 2023 as compared to the same period in 2022 is primarily due to the sale of the Partnership's ownership interest in The 50/50 MF Property in December 2022.
Comparison of the years ended December 31, 2023 and 2022 The decrease in total revenues for the year ended December 31, 2023 as compared to the same period in 2022 is primarily due to the sale of the Partnership's ownership interest in The 50/50 MF Property in December 2022.
The following table sets forth the assets of the Partnership the General Partner believes are eligible for regulatory credit under the CRA and are available for allocation to Preferred Unit investors as of February 21, 2024: 71 Property Name Investment Available for Allocation Senior Bond Maturity Date (1) Street City County State Zip The Safford Apartments $ 7,560,034 10/10/2026 8740 North Silverbell Road Marana Pima AZ 85743 CCBA Senior Garden Apartments 3,807,000 7/1/2037 438 3rd Ave San Diego San Diego CA 92101 Courtyard Apartments 7,305,000 12/1/2033 4127 W.
The following table sets forth the assets of the Partnership the General Partner believes are eligible for regulatory credit under the CRA and are available for allocation to Preferred Unit investors as of February 19, 2025: 83 Property Name Investment Available for Allocation Senior Bond Maturity Date (1) Street City County State Zip The Safford $ 43,000,000 10/10/2026 8740 North Silverbell Road Marana Pima AZ 85743 CCBA Senior Garden Apartments 3,807,000 7/1/2037 438 3rd Ave San Diego San Diego CA 92101 Courtyard Apartments 10,230,000 12/1/2033 4127 W.
On December 13, 2023, we announced that the Board of Managers of Greystone Manager, which is the general partner of the General Partner, declared a quarterly cash distribution of $0.37 per BUC to unitholders of record on December 29, 2023 and payable on January 31, 2024.
On December 16, 2024, we announced that the Board of Managers of Greystone Manager, which is the general partner of the General Partner, declared a quarterly cash distribution of $0.37 per BUC to unitholders of record on December 31, 2024 and payable on January 31, 2025.
In addition, the Partnership may acquire and hold interests in multifamily, student and senior citizen residential properties (“MF Properties”). As of December 31, 2023, we had four reportable segments: (1) Affordable Multifamily MRB Investments, (2) Seniors and Skilled Nursing MRB Investments, (3) Market-Rate Joint Venture Investments and (4) MF Properties.
In addition, the Partnership may acquire and hold interests in multifamily, student or senior citizen residential MF Properties. As of December 31, 2024, we had four reportable segments: (1) Affordable Multifamily Investments, (2) Seniors and Skilled Nursing Investments, (3) Market-Rate Joint Venture Investments and (4) MF Properties.
Our long-term liquidity requirements will be primarily for maturities of debt financings and funding and purchase of additional investment assets (net of leverage secured by the investment assets).
Our long-term liquidity requirements will be primarily for maturities of debt financings and funding and purchase of additional investment assets (net of leverage secured by the investment assets), and repayments of our secured lines of credit balances.
In December 2022, the Partnership’s Registration Statement on Form S-3 (the “Shelf Registration Statement”) was declared effective by the SEC under which the Partnership may, from time to time, offer and sell BUCs, Preferred Units, or debt securities, in one or more offerings, with a maximum aggregate offering price of $300.0 million.
In December 2022, the Partnership’s Shelf Registration Statement was declared effective by the SEC under which the Partnership may, from time to time, offer and sell BUCs, Preferred Units, or debt securities, in one or more offerings, with a maximum aggregate offering price of $300.0 million.
The following table summarizes the Partnership's current Preferred Unit offerings: Preferred Unit Series Initial Registration Effectiveness Date Expiration Date Unit Offering Price Distribution Rate Optional Redemption Date Units Issued as of December 31, 2023 Remaining Units Available to Issue as of December 31, 2023 Series A-1 September 2021 September 2024 $ 10.00 3.00% Sixth anniversary 1,800,000 1,700,000 (1) Series B September 2021 September 2024 10.00 5.75% Sixth anniversary - 10,000,000 (2) Total 1,800,000 11,700,000 (1) The Partnership is able to issue Series A-1 Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series A-1 Preferred Units, is no less than three times the aggregate book value of all Series A Preferred Units and Series A-1 Preferred Units, inclusive of the amount to be issued.
The following table summarizes the Partnership's current Preferred Unit offering: Preferred Unit Series Initial Registration Effectiveness Date Expiration Date Unit Offering Price Distribution Rate Optional Redemption Date Units Issued as of December 31, 2024 Remaining Units Available to Issue as of December 31, 2024 Series B September 2024 September 2027 $ 10.00 5.75% Sixth anniversary - 10,000,000 (1) 75 (1) The Partnership is able to issue Series B Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series B Preferred Units, is no less than two times the aggregate book value of all Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units, inclusive of the amount to be issued.
As such, the Partnership uses historical annual charge-off data for similar assets from publicly available loan data through the Federal Financial Institution Examination Council (“FFIEC”). The selection and evaluation of FFEIC data is subjective and requires judgment in determining whether the underlying data is sufficiently similar to our investments in nature and overall risk.
As such, the Partnership uses historical annual charge-off data for similar assets from publicly available loan data through the FFIEC. The selection and evaluation of FFEIC data is subjective and requires judgment in determining whether the underlying data is sufficiently similar to our investments in nature and overall risk.
We also make noncontrolling equity investments in unconsolidated entities, also known as our JV Equity Investments, for the construction, stabilization, and ultimate sale of market-rate multifamily and seniors housing properties. We are entitled to distributions if, and when, cash is available for distribution either through operations, a refinance or sale of the property.
We also make JV Equity Investments for the construction, stabilization, and ultimate sale of market-rate multifamily and seniors housing properties. We are entitled to distributions if, and when, cash is available for distribution either through operations, a refinance or sale of the property.
Ardenwood Drive Baton Rouge East Baton Rouge Parish LA 70806 Legacy Commons at Signal Hills 34,620,000 2/1/2024 50 Signal Hills Center West Saint Paul Dakota MN 55118 Jackson Manor Apartments 4,824,474 5/1/2038 332 Josanna Street Jackson Hinds MS 39202 Silver Moon Apartments 8,500,000 8/1/2055 901 Park Avenue SW Albuquerque Bernalillo NM 87102 Village at Avalon 16,400,000 1/1/2059 915 Park SW Albuquerque Bernalillo NM 87102 Columbia Gardens Apartments 15,000,000 12/1/2050 4000 Plowden Road Columbia Richland SC 29205 Companion at Thornhill Apartments 11,500,000 1/1/2052 930 East Main Street Lexington Lexington SC 29072 The Ivy Apartments 30,500,000 2/1/2030 151 Century Drive Greenville Greenville SC 29607 The Palms at Premier Park 20,152,000 1/1/2050 1155 Clemson Frontage Road Columbia Richland SC 29229 Park at Sondrio Apartments 39,200,000 1/1/2030 3500 Pelham Road Greenville Greenville SC 29615 Park at Vietti Apartments 27,865,000 1/1/2030 1000 Hunt Club Lane Spartanburg Spartanburg SC 29301 Village at River's Edge 10,000,000 6/1/2033 Gibson & Macrae Streets Columbia Richland SC 29203 Willow Run 15,000,000 12/18/2050 511 Alcott Drive Columbia Richland SC 29203 Windsor Shores Apartments 22,350,000 2/1/2030 1000 Windsor Shores Drive Columbia Richland SC 29223 Arbors of Hickory Ridge Apartments 11,581,925 1/1/2049 6296 Lake View Trail Memphis Shelby TN 38115 Angle Apartments 21,000,000 1/1/2054 4250 Old Decatur Rd Fort Worth Tarrant TX 76106 Avistar at Copperfield (Meadow Creek) 14,000,000 5/1/2054 6416 York Meadow Drive Houston Harris TX 77084 Avistar at the Crest Apartments 10,211,961 3/1/2050 12660 Uhr Lane San Antonio Bexar TX 78217 Avistar at the Oaks 8,985,774 8/1/2050 3935 Thousand Oaks Drive San Antonio Bexar TX 78217 Avistar at Wilcrest (Briar Creek) 3,470,000 5/1/2054 1300 South Wilcrest Drive Houston Harris TX 77042 Avistar at Wood Hollow (Oak Hollow) 40,260,000 5/1/2054 7201 Wood Hollow Circle Austin Travis TX 78731 Avistar in 09 Apartments 7,808,622 8/1/2050 6700 North Vandiver Road San Antonio Bexar TX 78209 Avistar on Parkway 13,425,000 5/1/2052 9511 Perrin Beitel Rd San Antonio Bexar TX 78217 Avistar on the Blvd 17,559,976 3/1/2050 5100 USAA Boulevard San Antonio Bexar TX 78240 Avistar on the Hills 5,769,327 8/1/2050 4411 Callaghan Road San Antonio Bexar TX 78228 Crossing at 1415 7,590,000 12/1/2052 1415 Babcock Road San Antonio Bexar TX 78201 Concord at Gulf Gate Apartments 9,185,000 2/1/2032 7120 Village Way Houston Harris TX 77087 Concord at Little York Apartments 13,440,000 2/1/2032 301 W Little York Rd Houston Harris TX 77076 Concord at Williamcrest Apartments 19,820,000 2/1/2032 10965 S Gessner Rd Houston Harris TX 77071 Esperanza at Palo Alto Apartments 19,540,000 7/1/2058 SWC of Loop 410 and Highway 16 South San Antonio Bexar TX 78224 Heights at 515 6,435,000 12/1/2052 515 Exeter Road San Antonio Bexar TX 78209 Heritage Square Apartments 11,185,000 9/1/2051 515 S.
Ardenwood Drive Baton Rouge East Baton Rouge Parish LA 70806 Woodington Gardens Apartments 33,727,000 5/1/2029 201 South Athol Avenue Baltimore Baltimore MD 21229 Legacy Commons at Signal Hills 34,620,000 8/1/2025 50 Signal Hills Center West Saint Paul Dakota MN 55118 Jackson Manor Apartments 4,828,000 5/1/2038 332 Josanna Street Jackson Hinds MS 39202 Silver Moon Apartments 8,500,000 8/1/2055 901 Park Avenue SW Albuquerque Bernalillo NM 87102 Village at Avalon 16,400,000 1/1/2059 915 Park SW Albuquerque Bernalillo NM 87102 Columbia Gardens Apartments 15,000,000 12/1/2050 4000 Plowden Road Columbia Richland SC 29205 Companion at Thornhill Apartments 11,500,000 1/1/2052 930 East Main Street Lexington Lexington SC 29072 The Ivy Apartments 30,500,000 2/1/2030 151 Century Drive Greenville Greenville SC 29607 The Palms at Premier Park 20,152,000 1/1/2050 1155 Clemson Frontage Road Columbia Richland SC 29229 The Park at Sondrio Apartments 39,200,000 1/1/2030 3500 Pelham Road Greenville Greenville SC 29615 The Park at Vietti Apartments 27,865,000 1/1/2030 1000 Hunt Club Lane Spartanburg Spartanburg SC 29301 Village at River's Edge 10,000,000 6/1/2033 Gibson & Macrae Streets Columbia Richland SC 29203 Willow Run 15,000,000 12/18/2050 511 Alcott Drive Columbia Richland SC 29203 Windsor Shores Apartments 22,350,000 2/1/2030 1000 Windsor Shores Drive Columbia Richland SC 29223 Angle Apartments 21,000,000 1/1/2054 4250 Old Decatur Rd Fort Worth Tarrant TX 76106 Avistar at Copperfield (Meadow Creek) 14,000,000 5/1/2054 6416 York Meadow Drive Houston Harris TX 77084 Avistar at the Crest Apartments 10,147,160 3/1/2050 12660 Uhr Lane San Antonio Bexar TX 78217 Avistar at the Oaks 8,899,048 8/1/2050 3935 Thousand Oaks Drive San Antonio Bexar TX 78217 Avistar at Wilcrest (Briar Creek) 3,470,000 5/1/2054 1300 South Wilcrest Drive Houston Harris TX 77042 Avistar at Wood Hollow (Oak Hollow) 40,260,000 5/1/2054 7201 Wood Hollow Circle Austin Travis TX 78731 Avistar in 09 Apartments 7,743,037 8/1/2050 6700 North Vandiver Road San Antonio Bexar TX 78209 Avistar on Parkway 13,425,000 5/1/2052 9511 Perrin Beitel Rd San Antonio Bexar TX 78217 Avistar on the Blvd 17,422,805 3/1/2050 5100 USAA Boulevard San Antonio Bexar TX 78240 Avistar on the Hills 5,670,016 8/1/2050 4411 Callaghan Road San Antonio Bexar TX 78228 Crossing at 1415 7,590,000 12/1/2052 1415 Babcock Road San Antonio Bexar TX 78201 Concord at Gulf Gate Apartments 9,185,000 2/1/2032 7120 Village Way Houston Harris TX 77087 Concord at Little York Apartments 13,440,000 2/1/2032 301 W Little York Rd Houston Harris TX 77076 Concord at Williamcrest Apartments 19,820,000 2/1/2032 10965 S Gessner Rd Houston Harris TX 77071 Esperanza at Palo Alto Apartments 19,540,000 7/1/2058 SWC of Loop 410 and Highway 16 South San Antonio Bexar TX 78224 Heights at 515 6,435,000 12/1/2052 515 Exeter Road San Antonio Bexar TX 78209 Heritage Square Apartments 11,185,000 9/1/2051 515 S.
The amounts presented below were obtained from records provided by the property owners and their related property management service providers. 51 Number of Units as of December 31, Physical Occupancy (1) as of December 31, Economic Occupancy (2) for the year ended December 31, Property Name State 2023 2023 2022 2023 2022 MRB Multifamily Properties-Stabilized (3) CCBA Senior Garden Apartments CA 45 91 % 100 % 94 % 95 % Courtyard CA 108 98 % 100 % 98 % 96 % Glenview Apartments CA 88 92 % 97 % 84 % 86 % Harden Ranch CA 100 100 % 99 % 98 % 96 % Harmony Court Bakersfield CA 96 95 % 96 % 93 % 90 % Harmony Terrace CA 136 99 % 95 % 136 % 132 % Las Palmas II CA 81 100 % 99 % 98 % 98 % Lutheran Gardens CA 76 97 % 91 % 94 % 90 % Montclair Apartments CA 80 100 % 98 % 91 % 93 % Montecito at Williams Ranch Apartments CA 132 98 % 90 % 104 % 101 % Montevista CA 82 94 % 93 % 97 % 90 % San Vicente CA 50 100 % 98 % 90 % 88 % Santa Fe Apartments CA 89 100 % 93 % 96 % 91 % Seasons at Simi Valley CA 69 97 % 97 % 121 % 118 % Seasons Lakewood CA 85 99 % 100 % 109 % 102 % Seasons San Juan Capistrano CA 112 97 % 96 % 102 % 100 % Solano Vista CA 96 100 % 99 % 89 % 86 % Summerhill CA 128 93 % 98 % 93 % 90 % Sycamore Walk CA 112 95 % 96 % 93 % 84 % The Village at Madera CA 75 99 % 96 % 104 % 98 % Tyler Park Townhomes CA 88 99 % 100 % 98 % 98 % Vineyard Gardens CA 62 100 % 100 % 103 % 100 % Westside Village Market CA 81 98 % 99 % 95 % 91 % Ocotillo Springs CA 75 100 % 100 % 99 % 93 % Brookstone IL 168 98 % 97 % 100 % 100 % Copper Gate Apartments IN 129 96 % 98 % 97 % 101 % Renaissance LA 208 89 % 95 % 90 % 91 % Live 929 Apartments MD 575 67 % 91 % 78 % 78 % Jackson Manor Apartments MS 60 98 % 95 % 97 % 96 % Silver Moon NM 151 95 % 94 % 95 % 96 % Village at Avalon NM 240 99 % 96 % 98 % 96 % Columbia Gardens SC 188 89 % 90 % 100 % 99 % Companion at Thornhill Apartments SC 180 100 % 100 % 81 % 81 % The Palms at Premier Park Apartments SC 240 97 % 98 % 86 % 88 % Village at River's Edge SC 124 95 % 95 % 92 % 95 % Willow Run SC 200 85 % 89 % 102 % 100 % Arbors at Hickory Ridge (4) TN 348 n/a n/a n/a n/a Avistar at Copperfield TX 192 95 % 100 % 89 % 86 % Avistar at the Crest TX 200 96 % 98 % 91 % 86 % Avistar at the Oaks TX 156 97 % 97 % 90 % 90 % Avistar at the Parkway TX 236 84 % 97 % 80 % 84 % Avistar at Wilcrest TX 88 94 % 90 % 83 % 77 % Avistar at Wood Hollow TX 409 92 % 97 % 88 % 88 % Avistar in 09 TX 133 99 % 98 % 94 % 93 % Avistar on the Boulevard TX 344 90 % 93 % 82 % 84 % Avistar on the Hills TX 129 96 % 96 % 87 % 84 % Bruton Apartments TX 264 81 % 84 % 49 % 63 % Concord at Gulfgate TX 288 93 % 90 % 80 % 85 % Concord at Little York TX 276 88 % 90 % 76 % 75 % Concord at Williamcrest TX 288 95 % 92 % 86 % 82 % Crossing at 1415 TX 112 95 % 96 % 85 % 87 % Decatur Angle TX 302 88 % 86 % 69 % 68 % Esperanza at Palo Alto TX 322 88 % 86 % 74 % 75 % Heights at 515 TX 96 92 % 93 % 86 % 89 % Heritage Square TX 204 95 % 97 % 87 % 84 % Oaks at Georgetown TX 192 94 % 97 % 91 % 91 % Runnymede TX 252 99 % 99 % 91 % 96 % Southpark TX 192 90 % 96 % 82 % 90 % 15 West Apartments WA 120 100 % 99 % 98 % 99 % 9,752 92.2 % 94.5 % 87.7 % 87.8 % (1) Physical occupancy is defined as the total number of units occupied divided by total units at the date of measurement.
Number of Units as of December 31, Physical Occupancy (1) as of December 31, Economic Occupancy (2) for the years ended December 31, Property Name State 2024 2024 2023 2022 2024 2023 2022 MRB Multifamily Properties-Stabilized (3) CCBA Senior Garden Apartments CA 45 100 % 91 % 100 % 107 % 94 % 95 % Courtyard (4) CA 108 98 % 98 % 100 % 95 % 98 % 96 % Glenview Apartments CA 88 98 % 92 % 97 % 91 % 84 % 86 % Harden Ranch (4) CA 100 99 % 100 % 99 % 97 % 98 % 96 % Harmony Court Bakersfield (4) CA 96 96 % 95 % 96 % 95 % 93 % 90 % Harmony Terrace (4) CA 136 97 % 99 % 95 % 131 % 136 % 132 % Las Palmas II (4) CA 81 100 % 100 % 99 % 98 % 98 % 98 % Lutheran Gardens CA 76 96 % 97 % 91 % 93 % 94 % 90 % Montclair Apartments CA 80 100 % 100 % 98 % 99 % 91 % 93 % Montecito at Williams Ranch Apartments CA 132 97 % 98 % 90 % 104 % 104 % 101 % Montevista CA 82 98 % 94 % 93 % 103 % 97 % 90 % Ocotillo Springs CA 75 97 % 100 % 100 % 100 % 99 % 93 % San Vicente (4) CA 50 100 % 100 % 98 % 97 % 90 % 88 % Santa Fe Apartments CA 89 97 % 100 % 93 % 96 % 96 % 91 % Seasons at Simi Valley CA 69 93 % 97 % 97 % 120 % 121 % 118 % Seasons Lakewood (4) CA 85 99 % 99 % 100 % 109 % 109 % 102 % Seasons San Juan Capistrano (4) CA 112 95 % 97 % 96 % 101 % 102 % 100 % Solano Vista (4) CA 96 97 % 100 % 99 % 91 % 89 % 86 % Summerhill CA 128 95 % 93 % 98 % 97 % 93 % 90 % Sycamore Walk (4) CA 112 100 % 95 % 96 % 94 % 93 % 84 % The Village at Madera (4) CA 75 96 % 99 % 96 % 104 % 104 % 98 % Tyler Park Townhomes (4) CA 88 98 % 99 % 100 % 98 % 98 % 98 % Vineyard Gardens CA 62 100 % 100 % 100 % 103 % 103 % 100 % Westside Village Market (4) CA 81 99 % 98 % 99 % 98 % 95 % 91 % Copper Gate Apartments IN 129 94 % 96 % 98 % 98 % 97 % 101 % Renaissance LA 208 90 % 89 % 95 % 79 % 90 % 91 % Live 929 Apartments MD 575 91 % 67 % 91 % 82 % 78 % 78 % Jackson Manor Apartments MS 60 100 % 98 % 95 % 96 % 97 % 96 % Silver Moon NM 151 96 % 95 % 94 % 95 % 95 % 96 % Village at Avalon NM 240 98 % 99 % 96 % 98 % 98 % 96 % Columbia Gardens SC 188 100 % 89 % 90 % 87 % 100 % 99 % Companion at Thornhill Apartments SC 180 99 % 100 % 100 % 84 % 81 % 81 % The Palms at Premier Park Apartments SC 240 96 % 97 % 98 % 88 % 86 % 88 % Village at River's Edge SC 124 85 % 95 % 95 % 91 % 92 % 95 % Willow Run SC 200 100 % 85 % 89 % 87 % 102 % 100 % Avistar at Copperfield TX 192 95 % 95 % 100 % 89 % 89 % 86 % Avistar at the Crest TX 200 90 % 96 % 98 % 88 % 91 % 86 % Avistar at the Oaks TX 156 93 % 97 % 97 % 86 % 90 % 90 % Avistar at the Parkway TX 236 90 % 84 % 97 % 74 % 80 % 84 % Avistar at Wilcrest TX 88 86 % 94 % 90 % 83 % 83 % 77 % Avistar at Wood Hollow TX 409 82 % 92 % 97 % 76 % 88 % 88 % Avistar in 09 TX 133 94 % 99 % 98 % 91 % 94 % 93 % Avistar on the Boulevard TX 344 83 % 90 % 93 % 75 % 82 % 84 % Avistar on the Hills TX 129 88 % 96 % 96 % 83 % 87 % 84 % Bruton Apartments TX 264 72 % 81 % 84 % 58 % 49 % 63 % Concord at Gulfgate TX 288 88 % 93 % 90 % 85 % 80 % 85 % Concord at Little York TX 276 82 % 88 % 90 % 77 % 76 % 75 % Concord at Williamcrest TX 288 90 % 95 % 92 % 83 % 86 % 82 % Crossing at 1415 TX 112 82 % 95 % 96 % 81 % 85 % 87 % Decatur Angle TX 302 82 % 88 % 86 % 63 % 69 % 68 % Esperanza at Palo Alto TX 322 85 % 88 % 86 % 73 % 74 % 75 % Heights at 515 TX 96 91 % 92 % 93 % 84 % 86 % 89 % Heritage Square TX 204 86 % 95 % 97 % 86 % 87 % 84 % Oaks at Georgetown (4) TX 192 90 % 94 % 97 % 82 % 91 % 91 % 15 West Apartments WA 120 99 % 100 % 99 % 97 % 98 % 99 % 8,792 91.2 % 91.9 % 94.2 % 85.6 % 87.6 % 87.4 % (1) Physical occupancy is defined as the total number of units occupied divided by total units at the date of measurement.
(4) Net interest spread equals interest income less interest expense, excluding amortization of deferred finance costs, and adjusted for realized gains (losses) on derivative instruments. 45 The following table summarizes the changes in interest income and interest expense between 2023 and 2022, and the extent to which these variances are attributable to 1) changes in the volume of interest-earning assets and interest-bearing liabilities, or 2) changes in the interest rates of the interest-earning assets and interest-bearing liabilities.
(5) Net interest spread equals interest income less interest expense, excluding amortization of deferred finance costs, and adjusted for realized gains (losses) on derivative instruments. 66 The following table summarizes the changes in interest income and interest expense between the periods indicated, and the extent to which these variances are attributable to 1) changes in the volume of interest-earning assets and interest-bearing liabilities, and 2) changes in the interest rates of interest-earning assets and interest-bearing liabilities.
Our short-term liquidity requirements over the next 12 months will be primarily operational expenses, investment commitments (net of leverage secured by the investment assets); debt service (principal and interest payments) related to our debt financings; repayments of our secured lines of credit balances; the exercise of redemption rights by the holders of the Series A Preferred Units; and distribution payments to Unitholders.
Our short-term liquidity requirements over the next 12 months will be primarily operational expenses, investment commitments (net of leverage secured by the investment assets); debt service (principal and interest payments) related to our debt financings; repayments of our secured lines of credit balances; and distribution payments to Unitholders.
Our TEBS Residual Financing is secured by the cash flows from the residual certificates of our TEBS financings. Interest due on the TEBS Residual Financing is at a fixed rate of 7.125% per annum and will be paid from receipts related to the TEBS financing residual certificates.
Our TEBS Residual Financing is secured by the cash flows from the residual certificates of our TEBS Financings and residual custodial receipts associated with the 2024 PFA Securitization Bonds. Interest due on the TEBS Residual Financing is at a fixed rate of 7.125% per annum and will be paid from receipts related to the TEBS Financing residual certificates.
Operational oversight of each property is controlled by our respective joint venture partners according to each respective entity’s operating agreement. The properties are predominately managed by property management companies affiliated with our joint venture partners.
Our JV Equity Investments are passive in nature. Operational oversight of each property is controlled by our respective joint venture partners according to each respective entity’s operating agreement. The properties are predominately managed by property management companies affiliated with our joint venture partners.
(3) This amount represents previous impairments recognized as adjustments to CAD in prior periods related to the Cross Creek property loans. Such adjustments were reversed in the third quarter of 2022 upon the settlement of the outstanding balances.
(2) This amount represents previous impairments recognized as adjustments to CAD in prior periods related to the Cross Creek property loans. Such adjustments were reversed in the third quarter of 2022 upon the settlement of the outstanding balances. 57 (3) This amount represents previous impairments recognized as adjustments to CAD in prior periods related to the Provision Center 2014-1 MRB.
These investments may be eligible for regulatory credit under the Community Reinvestment Act of 1977 ("CRA") and available for allocation to holders of our Preferred Units (see Note 20 to Partnership's consolidated financial statements).
These investments may be eligible for regulatory credit under the CRA and available for allocation to holders of our Preferred Units (see Note 17 to Partnership's consolidated financial statements).
We have also invested in taxable MRBs, GILs, taxable GILs and property loans which are included within this segment. All “General and administrative expenses” on our consolidated statements of operations are reported within this segment. Our MRBs, taxable MRBs, GILs, taxable GILs and certain property loans are secured by a mortgage or deed of trust.
All “General and administrative expenses” on our consolidated statements of operations are reported within this segment. Our MRBs, taxable MRBs, GILs, taxable GILs and certain property loans are secured by a mortgage or deed of trust.
Additionally, in February 2024, we issued 500,000 Series B Preferred Units to a new investor under the registration statement on Form S-3 for the Series B Preferred Units offering referenced in the table above for gross proceeds of $5.0 million.
In February 2024, we issued 500,000 Series B Preferred Units to a new investor under a prior registration statement on Form S-3 for gross proceeds of $5.0 million.
Total interest expense increased for 2023 as compared to the same period in 2022 due primarily to: An increase of approximately $20.3 million due to higher average interest rates on debt financing, net of cash receipts received on interest rate swaps; An increase of approximately $4.3 million due to an increase in the average outstanding principal of our debt financing instruments of approximately $147.6 million; and A decrease of approximately $134,000 in amortization of deferred financing costs. 43 Net result from derivative transactions consists of realized and unrealized gains (losses) from our derivative financial instruments.
Total interest expense increased in 2023 as compared to the same period in 2022 due primarily to: An increase of approximately $20.3 million due to higher average interest rates on debt financing, net of cash receipts received on interest rate swaps; An increase of approximately $4.3 million due to an increase in the average outstanding principal of our debt financing instruments of approximately $147.6 million; and A decrease of approximately $134,000 in amortization of deferred financing costs.
Uses of Liquidity Our principal uses of liquidity consist of: General and administrative expenses; Investment funding commitments; Debt service on debt financings, the TEBS Residual Financing, mortgages payable, and secured lines of credit; Distributions paid to holders of Preferred Units and BUCs; Redemptions of Series A Preferred Units; and Other contractual obligations.
Uses of Liquidity Our principal uses of liquidity consist of: General and administrative expenses; Investment funding commitments; Debt service on debt financings, mortgage payable, and secured lines of credit; Distributions paid to holders of Preferred Units and BUCs; Redemptions of Preferred Units; and Other contractual obligations.
Operating Cash Flows from Investments Cash flows from operations are primarily comprised of regular principal and interest payments received on our investment assets that provide consistent cash receipts throughout the year. All MRBs, taxable MRBs, GILs, taxable GILs and property loans are current on contractual debt service payments as of December 31, 2023, except for the Provision Center 2014-1 MRB.
Operating Cash Flows from Investment Assets Cash flows from operations are primarily comprised of regular principal and interest payments received on our investment assets that provide consistent cash receipts throughout the year. All MRBs, taxable MRBs, GILs, taxable GILs and property loans are current on contractual debt service payments as of December 31, 2024.
The following table compares Partnership expenses for the periods presented (dollar amounts in thousands): For the Years Ended December 31, 2023 2022 $ Change % Change Expenses: Real estate operating (exclusive of items shown below) $ 2,664 $ 4,738 $ (2,074 ) -43.8 % Provision for credit losses (2,347 ) - (2,347 ) N/A Depreciation and amortization 1,537 2,717 (1,180 ) -43.4 % Interest expense 69,067 43,560 25,507 58.6 % Net result from derivative transactions (7,372 ) (13,095 ) 5,723 -43.7 % General and administrative 20,399 17,448 2,951 16.9 % Total Expenses $ 83,948 $ 55,368 $ 28,580 51.6 % 57 Discussion of the Total Expenses for the Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 Real estate operating expenses .
The following table compares Partnership expenses for the periods presented (dollar amounts in thousands): For the Years Ended December 31, For the Years Ended December 31, 2024 2023 $ Change % Change 2023 2022 $ Change % Change Expenses: Real estate operating (exclusive of items shown below) $ - $ 2,664 $ (2,664 ) -100.0 % $ 2,664 $ 4,738 $ (2,074 ) -43.8 % Provision for credit losses (1,036 ) (2,347 ) 1,311 -55.9 % (2,347 ) - (2,347 ) N/A Depreciation and amortization 24 1,537 (1,513 ) -98.4 % 1,537 2,717 (1,180 ) -43.4 % Interest expense 60,032 69,067 (9,035 ) -13.1 % 69,067 43,560 25,507 58.6 % Net result from derivative transactions (8,495 ) (7,372 ) (1,123 ) 15.2 % (7,372 ) (13,095 ) 5,723 -43.7 % General and administrative 19,653 20,399 (746 ) -3.7 % 20,399 17,448 2,951 16.9 % Total Expenses $ 70,178 $ 83,948 $ (13,770 ) -16.4 % $ 83,948 $ 55,368 $ 28,580 51.6 % Total Expenses for the year ended December 31, 2024 compared to the year ended December 31, 2023 Real estate operating expenses .
Secured Lines of Credit We maintain a secured line of credit (“General LOC”) with two financial institutions of up to $40.0 million to purchase additional investments and to meet general working capital and liquidity requirements. We may borrow, prepay and reborrow amounts at any time through the maturity date, subject to the limitations of a borrowing base.
Secured Lines of Credit We maintain a General LOC with a commitment of up to $50.0 million to purchase additional investments and to meet general working capital and liquidity requirements. We may borrow, prepay and reborrow amounts at any time through the maturity date, subject to the limitations of a borrowing base.
As of December 31, 2023, the properties were current on debt service for the Partnership’s related MRBs, taxable MRBs, GILs, taxable GILs and property loans. The amounts presented below were obtained from records provided by the property owners and their related property management service providers.
As of December 31, 2024, debt service on the Partnership’s MRBs and GILs for the non-consolidated, non-stabilized properties was current. The amounts presented below were obtained from records provided by the property owners and their related property management service providers.
We calculate our Leverage Ratio as total outstanding debt divided by total assets using cost adjusted for paydowns for MRBs, GILs, property loans, taxable MRBs and taxable GILs, and initial cost for deferred financing costs and real estate assets.
We calculate our Leverage Ratio as total outstanding debt divided by total assets using cost adjusted for paydowns for MRBs, GILs, property loans, taxable MRBs and taxable GILs, and initial cost for deferred financing costs and real estate assets. As of December 31, 2024, our overall Leverage Ratio was approximately 75%.
The composition of the Greystone Manager Board of Managers is in compliance with the NYSE listing rules and SEC rules applicable to the Partnership. Beginning on August 1, 2023, a majority of the members of the Greystone Manager Board of managers meet the independence standards established by the New York Stock Exchange listing rules and the rules of the SEC.
The composition of the Board of Managers is in compliance with the NYSE listing rules and SEC rules applicable to the Partnership. The majority of the members of the Board of Managers meet the independence standards established by the New York Stock Exchange listing rules and the rules of the SEC.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeOur GIL and property loan investments predominantly bear interest at variable rates and all are subject to interest rate floors. We regularly hedge our exposure to changes in interest rates where we have financed fixed rate investment assets with variable rate debt financing by executing SOFR-denominated interest rate swaps.
Biggest changeWe regularly hedge our exposure to changes in interest rates where we have financed fixed rate investment assets with variable rate debt financing by executing SOFR-denominated interest rate swaps. Though the variable rate indices of our debt financing and interest rate swaps may differ, the interest rate swaps have effectively synthetically fixed the interest rate of the related debt financing.
The effective yield for each MRB has historically trended with, although is not directly influenced by, medium and long-term interest rate movements. Our valuation service provider uses tax-exempt and taxable housing interest rate curves published by Municipal Market Data to estimate the value of our MRB investments.
The effective yield for each MRB has historically trended with, although is not directly influenced by, medium and long-term interest rate movements. Our valuation service provider uses tax-exempt and taxable housing curves published by Municipal Market Data to estimate the value of our MRB investments.
We have observed declining availability of credit and tighter credit underwriting standards for banks that provide construction financing for our JV Equity Investments, which may result in lower loan proceeds and higher rates on construction loans in the near-term such that new investment profitability is negatively impacted or more difficult to originate.
We have observed declining availability of credit and tighter credit underwriting standards for certain banks that provide construction financing for our JV Equity Investments, which may result in lower loan proceeds and higher rates on construction loans in the near-term such that new investment profitability is negatively impacted or more difficult to originate.
Reinvestment Risk 76 MRB investments may have optional call features that may be exercised by either the borrower or the Partnership that are earlier than the contractual maturity. These optional call features may be at either par or premiums to par. In addition, our GIL and most property loan investments are prepayable at any time without penalty.
Reinvestment Risk MRB investments may have optional call features that may be exercised by either the borrower or the Partnership that are earlier than the contractual maturity. These optional call features may be at either par or premiums to par. In addition, our GIL and most property loan investments are prepayable at any time without penalty.
Borrowers may choose to redeem our investments if prevailing market interest rates are lower than the interest rate on our investment asset or for other reasons. In order to maintain or grow our investment portfolio size and earnings, we must reinvest repayment proceeds in new assets.
Borrowers may choose to redeem our investments if prevailing market interest rates are lower than the interest rate on our investment asset or for other reasons. In order to maintain or grow our 88 investment portfolio size and earnings, we must reinvest repayment proceeds in new investment assets.
Fewer new investment opportunities may result from negative changes in various economic factors and those new investments that we do make may not generate the same returns as our prior investments due to factors including, but not limited to, increasing competition in the development of market-rate multifamily rental properties, rising interest rates on construction loans and increasing construction costs.
Fewer new investment opportunities may result from negative changes in various economic factors and those new investments that we do make may not generate the same returns as our prior investments due to factors including, but not limited to, increasing competition in the development of market-rate multifamily rental properties, elevated interest rates on construction loans and increasing construction costs.
New MRB, GIL and property loan investment opportunities may not generate the same returns as our current investments such that our reported operating results may decline over time. In addition, rising interest rates and construction costs could limit the ability of developers to initiate new projects for us to finance with MRB, GIL, and property loan investments.
New MRB, GIL and property loan investment opportunities may not generate the same returns as our current investments such that our reported operating results may decline over time. In addition, elevated interest rates and construction costs could limit the ability of developers to initiate new projects for us to finance with MRB, GIL, and property loan investments.
Operating results of real estate properties may be affected by many factors, such as the number of tenants, the rental and fee rates, operating expenses, the cost of repairs and maintenance, taxes, debt service requirements, competition from other similar multifamily rental properties and general and local economic conditions.
Operating results of real estate properties may be affected by many factors, such as the number of tenants, the rental and fee rates, insurance availability and cost, operating expenses, the cost of repairs and maintenance, taxes, debt service requirements, competition from other similar multifamily rental properties and general and local economic conditions.
Increases in area median income are not necessarily correlated to inflationary increases in property operating expenses. A significant mismatch between area median income growth and increased property operating expenses could negatively impact net operating cash flows available to pay debt service. If AMI declines on a year-over-year basis, rents could need to be reduced.
Increases in AMI are not necessarily correlated to inflationary increases in property operating expenses. A significant mismatch between AMI growth and increased property operating expenses could negatively impact net operating cash flows available to pay debt service. If AMI declines on a year-over-year basis, rents could need to be reduced.
We seek to actively manage these and other risks and to acquire and hold assets that we believe justify bearing those risks, and to maintain capital levels consistent with those risks. The recent rising interest rate environment, the recent inflationary environment, and the risk of a potential recession have contributed to increasing market risk.
We seek to actively manage these and other risks and to acquire and hold assets that we believe justify bearing those risks, and to maintain capital levels consistent with those risks. The current interest rate environment, the recent inflationary environment, and the risk of a potential recession have contributed to heightened market risk.
As the above information incorporates only those material positions or exposures that existed as of December 31, 2023, it does not consider those exposures or positions that have arisen or could arise after that date.
As the above information incorporates only those material positions or exposures that existed as of December 31, 2024, it does not consider those exposures or positions that have arisen 86 or could arise after that date.
The ultimate economic impact of these market risks will depend on the exposures that arise during the period, our risk mitigation strategies at that time and the overall business and economic environment. 74 We employ leverage to fund the acquisition of many of our fixed income assets. Approximately 69% of our leverage bears interest at short term variable interest rates.
The ultimate economic impact of these market risks will depend on the exposures that arise during the period, our risk mitigation strategies at that time and the overall business and economic environment. We employ leverage to finance the acquisition of many of our fixed income assets. Approximately 67% of our leverage bears interest at short term variable interest rates.
The table does not reflect any non-cash mark-to-market gains or losses on interest rate swaps caused by the assumed changes in interest rates. Assumptions include anticipated interest rates; relationships between different interest rate indices such as SOFR and SIFMA; and outstanding investment, debt financing and interest rate derivative positions.
The table does not reflect any non-cash unrealized gains (losses) on interest rate swaps caused by the assumed changes in interest rates. Assumptions include anticipated interest rates; relationships between different interest rate indices such as SOFR and SIFMA; and outstanding investment, debt financing and interest rate derivative positions.
Item 7A. Quantitative and Qualitat ive Disclosures About Market Risk. The primary components of our market risk as of December 31, 2023 are related to interest rate risk and credit risk. Our exposure to market risks relates primarily to our investments in MRBs, GILs, property loans and our debt financing.
Item 7A. Quantitative and Qualitat ive Disclosures About Market Risk. The primary components of our market risk as of December 31, 2024 are related to interest rate risk, credit risk, and valuation risk. Our exposure to market risks relates primarily to our investments in MRBs, GILs, property loans, our debt financing, and mortgage payable.
Lower returns on new investment opportunities will result in declining operating results over time. 77
Lower returns on new investment opportunities will result in declining operating results over time. 89
In addition, factors such as government regulation (e.g. zoning laws and permitting requirements), inflation, real estate and other taxes, labor issues, and natural disasters can affect the economic operations of a multifamily residential property. Rental rates for set-aside units at affordable multifamily properties are typically tied to certain percentages of the area median income.
In addition, factors such as government regulation (e.g. zoning laws and permitting requirements), inflation, insurance availability and cost, real estate and other taxes, labor issues, and natural disasters can affect the economic operations of a multifamily residential property. Rental rates for set-aside units at affordable multifamily properties are typically tied to certain percentages of AMI.
Our remaining 31% of leverage has fixed interest rates. Of those assets funded with short term variable rate debt facilities, approximately 35% bear interest at a variable rate as well.
Our remaining 33% of leverage has fixed interest rates. Of those assets funded with short-term variable rate debt facilities, approximately 21% bear interest at a variable rate as well.
The table below summarizes the geographic concentrations in these states as a percentage of the total MRB principal outstanding: December 31, 2023 December 31, 2022 Texas 32 % 37 % California 25 % 26 % South Carolina 21 % 17 % Mortgage Revenue Bonds Sensitivity Analysis Third-party pricing services are used to value our MRB investments.
The table below summarizes the geographic concentrations in these states as a percentage of the total MRB principal outstanding: December 31, 2024 December 31, 2023 California 30 % 25 % Texas 25 % 32 % South Carolina 18 % 21 % Mortgage Revenue Bonds Sensitivity Analysis Third-party pricing services are used to value our MRB investments.
In the event of default, we will likely be 75 required to repay debt secured by our investment using available liquidity or arrange alternative financing, if available, which is likely to be at less favorable terms. Such occurrences will negatively impact our overall available liquidity.
In the event of default, we will likely be required to repay debt secured by our investment using available liquidity or arrange alternative financing, if available, which is likely to be at less favorable terms.
For those fixed rate assets where we have variable rate funding, hedging instruments such as interest rate caps and interest rate swaps have been utilized to hedge some, but not all, of the potential increases in our funding cost that would result from higher short term interest rates.
For those fixed rate assets where we have variable rate financing, hedging instruments such as interest rate caps and interest rate swaps have been utilized to hedge some, but not all, of the potential increases in our funding cost that would result from higher short-term interest rates. In some cases, these positions have been hedged to their expected maturity date.
The 5 year and 10 year SOFR swap rate decreased 22 and 8 basis points, respectively, during 2023. These interest rate changes have a direct effect on the market value of our MRB portfolio, but do not directly impact a borrower's ability to meet its obligations.
The 5 year and 10 year SOFR swap rate increased 51 and 60 basis points, respectively, during 2024. These interest rate changes have a direct effect on the market value of our MRB portfolio, but do not directly impact a borrower's ability to meet its obligations as our MRB investments have predominantly fixed interest rates.
Our valuation service provider primarily uses the A rated Tax Exempt Housing Sector Yield Curve, which decreased by an average 29 basis points during 2023. The 10 year and 30 year United States Treasury yield increased zero and six basis points, respectively, during 2023.
Our valuation service provider primarily uses the A rated Tax Exempt Housing Sector Yield Curve, which increased by an average of 55 basis points across the curve during 2024. The 10 year and 30 year United States Treasury yield increased 70 and 75 basis points, respectively, during 2024.
Though the variable rate indices of our debt financing and interest rate swaps may differ, the interest rate swaps have effectively synthetically fixed the interest rate of the related debt financing. The majority of our variable-rate debt financings that are hedged through interest rate swaps have interest that is tax-exempt to the senior securities holders.
The majority of our variable-rate debt financings that are hedged through interest rate swaps have interest that is tax-exempt to the senior securities holders.
If a property is unable to sustain net rental revenues at a level necessary to pay current debt service obligations on our MRB, GIL or property loan investments, a default may occur.
Similarly, we typically require affiliates of the borrowers of our MRB investments to provide full-to-limited guaranties during the construction period, if applicable. If a property is unable to sustain net rental revenues at a level necessary to pay current debt service obligations on our MRB, GIL or property loan investments, a default may occur.
We actively manage the credit risks associated with our MRB, GIL, and property loan investments by performing a complete due diligence and underwriting process of the owners and the properties securing these investments prior to investing. In addition, we carefully monitor the on-going performance of the properties underlying these investments.
Such occurrences will negatively impact our overall available liquidity. 87 We actively manage the credit risks associated with our MRB, GIL, and property loan investments by performing a comprehensive due diligence and underwriting process of the sponsors, owners and the properties securing these investments prior to investing.
The nature of our MRB, GIL, and property loan investments and the debt used to finance these investments exposes us to financial risk due to fluctuations in market interest rates. The majority of our MRB investments bear interest at fixed rates.
Interest rates are highly sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations, and other factors beyond our control. The nature of our MRB, GIL, and property loan investments and the debt used to finance these investments, exposes us to financial risk due to fluctuations in market interest rates.
The table below summarizes the sensitivity analysis metrics related to our MRB investments as of December 31, 2023: Description Estimated Fair Value (in 000's) Range of Effective Yields used in Valuation Range of Effective Yields if 10% Adverse Applied Additional Unrealized Losses with 10% Adverse Change (in 000's) Mortgage Revenue Bonds (1) $ 930,675 2.3% - 7.7% 2.5 % -8.5% $ 23,890 (1) Mortgage revenue bonds excludes the Provision Center 2014-1 MRB for figures as of December 31, 2023 as the proton therapy center securing the MRB was successfully sold out of bankruptcy in July 2022 and we received liquidation proceeds of $3.7 million in January 2023.
The table below summarizes the sensitivity analysis metrics related to our MRB investments as of December 31, 2024: Description Estimated Fair Value (in 000's) Range of Effective Yields used in Valuation Range of Effective Yields if 10% Adverse Applied Additional Unrealized Losses with 10% Adverse Change (in 000's) Mortgage Revenue Bonds $ 1,026,484 3.7% - 8.4% 4.1 % -9.2% $ 23,145 Real Estate Valuation Risk Our JV Equity Investments fund the construction, stabilization and sale of market-rate multifamily real estate.
Credit risk is also present in the geographical concentration of the properties securing our MRB investments. We have significant geographic concentrations in Texas, California, and South Carolina.
We have significant geographic concentrations in Texas, California, and South Carolina.
In some cases, these positions have been hedged to their expected maturity date. In others, a shorter-term hedge has been executed due to uncertainty regarding the time period over which the individual fixed rate asset might be outstanding. The ICE Benchmark Association, or IBA, ceased publication of our relevant U.S. dollar LIBOR settings effective July 1, 2023.
In others, a shorter-term hedge has been executed due to uncertainty regarding the time period over which the individual fixed rate asset might be outstanding. For information on our debt financing and interest rate derivatives see Notes 13 and 15, respectively.
Increases in short-term interest rates will generally result in similar increases in the interest cost associated with our variable debt financing arrangements. Interest rates are highly sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations, and other factors beyond our control.
Changes in short-term interest rates will generally result in similar changes in the interest cost associated with our variable debt financing arrangements, though such changes are expected to be offset by changes in net receipts on our interest rate swap portfolio.
The following table sets forth information regarding the impact on our net interest income assuming various changes in short-term interest rates as of December 31, 2023: Description - 25 basis points + 50 basis points + 100 basis points + 150 basis points + 200 basis points TOB Debt Financings $ 1,121,527 $ (2,243,054 ) $ (4,486,107 ) $ (6,729,161 ) $ (8,972,215 ) TEBS Debt Financings 67,673 (135,347 ) (270,693 ) (406,040 ) (541,386 ) Other Financings & Derivatives (697,003 ) 1,394,006 2,788,011 4,182,017 5,576,022 Variable Rate Investments (383,427 ) 766,854 1,533,708 2,300,562 3,067,416 Net Interest Income Impact $ 108,770 $ (217,541 ) $ (435,081 ) $ (652,622 ) $ (870,163 ) Per BUC Impact (1) $ 0.005 $ (0.010 ) $ (0.019 ) $ (0.029 ) $ (0.038 ) (1) The net interest income change per BUC calculated based on 22,897,187 BUCs outstanding as of December 31, 2023.
The following table sets forth information regarding the impact on our net interest income assuming various changes in short-term interest rates as of December 31, 2024: Description - 100 basis points - 50 basis points + 50 basis points + 100 basis points + 200 basis points TOB Debt Financings $ 4,133,337 $ 2,066,668 $ (2,066,668 ) $ (4,133,337 ) $ (8,266,674 ) Other Financings & Derivatives (2,636,771 ) (1,318,386 ) 1,318,386 2,636,771 5,273,543 Variable Rate Investments (269,194 ) (134,597 ) 134,597 269,194 538,388 Net Interest Income Impact $ 1,227,372 $ 613,685 $ (613,685 ) $ (1,227,372 ) $ (2,454,743 ) Per BUC Impact (1) $ 0.053 $ 0.026 $ (0.026 ) $ (0.053 ) $ (0.106 ) (1) The net interest income impact per BUC calculated based on 23,171,226 BUCs outstanding as of December 31, 2024.
Removed
Interest Rate Risk Volatility in the fixed income markets continued throughout 2023. The Federal Reserve announced seven increases in short-term interest rates totaling 525 basis points during 2022 and 2023 to combat price inflation, with the last rate increase occurring in July 2023.
Added
Interest Rate Risk The Federal Reserve reduced the federal funds rate by 50 basis points in September 2024, which was the first reduction in the federal funds rate since the Federal Reserve began raising interest rates in March 2022 to combat inflation.
Removed
The Federal Reserve has recently maintained rates at the current levels as it analyzes further employment, price and economic data for indications of inflation declining to its long-term annual inflation target of 2%. The Federal Reserve continues to reduce its balance sheet of US treasury bonds and mortgage-backed securities which may cause further upward pressure on interest rates.
Added
The Federal Reserve also reduced the federal funds rate by 25 basis points in both November and December 2024, but left rates unchanged in January 2025, resulting in the current target range for the federal funds rate being 4.25-4.50%.
Removed
As of June 30, 2023, all Partnership contracts that were previously indexed to LIBOR were amended to replace such terms with SOFR or Term SOFR indexed rates such that our exposure to the cessation of LIBOR is minimal. Despite the LIBOR transition in various markets, multi-rate environments may persist in the near term.
Added
The Federal Reserve continues to evaluate economic data in assessing whether to make further changes to the federal funds rate, which in turn, influences market expectations for current and future interest rate levels.
Removed
However, we have not observed any material negative impacts to our investment or debt financing portfolios as a result of the cessation of LIBOR. For information on our debt financing and interest rate derivatives see Notes 16 and 18, respectively.
Added
The majority of our MRB investments bear interest at fixed rates. Our GIL, taxable GIL, and property loan investments bear interest at either variable rates subject to interest rate floors or fixed interest rates.
Removed
The valuation as of December 31, 2023 is based on expected additional liquidation proceeds of approximately $928,000 at final liquidation. Real Estate Valuation Risk Our JV Equity Investments fund the construction, stabilization and sale of market-rate multifamily real estate.
Added
In addition, we carefully monitor the on-going performance of the properties underlying these investments. For those investments where Freddie Mac has provided a forward commitment to purchase our GILs, the investment has also passed Freddie Mac’s required underwriting requirements. Credit risk is also present in the geographical concentration of the properties securing our MRB investments.

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