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Special Board of Aldermen 09-28-2020 Page 7

We are working on starting the Public Phase. That Public Phase of the campaign, part of it is we plan to
sell naming rights for all of the seats. That has the potential of raising over $700,000.00.

We have had about 176 personal, small business, corporate and foundation donors to date and we have
about 855 people who have liked the Facebook page. We are confident that we can meet the $2.5 million
dollar goal of the Capital Campaign. Finally, | want to thank the Board of Aldermen personally, for the
support and the confidence and the patience that you had with us, with the entire Committee as we worked
with major donors to get through the quiet portion of the campaign successfully. | urge all of the members
of the board to join in the passion and positivity we have seen from our donors and we truly believe that
this project is going to help to support the investment of the pandemic recovery as well as the future
prosperity of Nashua. Thank you.

Chairman Dowd

Ok, Director Cummings, are you going to take it back now?

Director Cummings

| am, yes, thank you Mr. Chair. So | stopped sharing my screen and | am happy to put my document back
up if it so the pleasure or | can continue on with just my closing comments. | am not sure what the
pleasure of the group may be. | think sharing my screen may be helpful just for another minute or two.
Chairman Dowd

Ok.

Alderwoman Kelly

Alderman Dowd?

Chairman Dowd

Yes, Shoshanna?

Alderwoman Kelly

If | could just request that Director Cummings also send that along for our discussion in the Budget
Committee Meeting.

Chairman Dowd
Say that again, you want?

Alderwoman Kelly

I’m asking him to send us the documents so we can have it while we have our discussion after the public
hearing.

Chairman Dowd

Oh OK. Director Cummings, can you do that and e-mail it to the Board?

Board of Aldermen — 2/10/16 Page 8
Alderman Siegel

There is a Substandard Living Conditions Committee tomorrow evening at 7:00 p.m. here in the Chamber.
Alderwoman Melizzi-Golja

The Planning and Economic Development Committee has been cancelled for next Tuesday so the Human
Affairs Committee can have their meeting because of the need to get going on the CDBG.

ADJOURNMENT

MOTION BY ALDERMAN WILSHIRE THAT THE FEBRUARY 10, 2016, MEETING OF THE BOARD OF
ALDERMEN BE ADJOURNED

MOTION CARRIED

The meeting was declared adjourned at 7:56 p.m.

Attest: Patricia D. Piecuch, City Clerk

Special Board of Aldermen 09-28-2020 Page 8

Director Cummings

Yes, of course, happy to send this along. | know it will become a public document and it will be attached to
the minutes. | will also make sure that any member who is interested can have a separate copy e-mailed to
them. So if | may Mr. Chair, | guess for just one second | want to take a moment and thank and recognize
the entire Capital Campaign Committee along with the leadership of Debbie and Rich. They have done a
great job and they have done yeoman’s work especially during the times that we are under to bring us to a
point where we are at 60% of our goal. Our goal is $2.5 million, they are at about $1.5 and that is definitely
something to be celebrated.

With that being said though, that is only part of the conversation this evening. I’m sure the next question
folks want to dive into is the New Market Tax Credits. So | am going to pivot and talk a little bit about our
financing plan as | move this presentation forward.

New Market Tax Credit update: So overall, there had been some misinformation reported, | am not exactly
sure where that came from. But nonetheless, we are very much working with Mascoma Community
Development. They have given us a verbal commitment of approximately $2.8 million dollars which at the
end of the day will translate into about $2.5 million. So we are well on our way in terms of the New Market
Tax Credit. There are some conditions and some details that we are still working out and this has been a
conversation we've had in earnest over the last two weeks with Mascoma. | wouldn’t have been able to do
it without Celia Leonard or Neil Cannon. Both of them have been very helpful to me as we advance this
part of the funding plan for this project.

So | am hopeful that we will continue to have these positive conversations with Mascoma. They are
committed to the project under the condition that we close the transaction this year. If that’s the case we
will net $2.5 million again for this project. So how does that translate into our overall financing plan? So
with $15.5 million of already authorized money through a general obligation bond, if the Board so adopts
the TIF bond that is before you this evening with hopefully a positive recommendation out of this
Committee, you'll be at $5.5 million or about $21 million. And then with the local Capital Campaign on
target to make $1.6 million and the New Market Tax Credit at $2.4 or $2.5 million, we are well within
striking distance of making that $4 mill dollar private sector commitment that was made when we first
endeavored a long to making this project happen. Between the local Capital Campaign’s efforts, the New
Market Tax Credit, we are targeting $4 million dollars and that will allow us to move forward with that $25
million dollar project.

Mr. Chair, if | may, | am just going to stop right there and talk a little bit about the Legislation that is before
you this evening. | am going to stop sharing my screen now. And | am happy to pull up some other
documents as may be necessary but | don’t want to necessarily have documents up when | know folks like
to see the screen and be able to see people. So | don’t want to unnecessarily share my screen.

But essentially my closing comments on this is you have before you now two pieces of Legislation. One is
relative to the adoption of the TIF District. The second is the authorization for the $8 million dollars. |
wanted to talk a little bit about how TIF’s work. So what a TIF is, is the capturing of the increment above
the base taxes or the base valuation that the general coffers or the general fund receive. You take that
dedicated increment and you apply it to certain priorities, certain goals, certain objectives. In this case,
we’d be looking to capture about a half a million dollars of tax revenue and we would be dedicating it to
very specific projects. And this would only come about because of the project that is actually contemplated
or being brought to fruition. You oftentimes do this type of municipal financing, this is a tool that is readily
available to everyone to help bring about projects such as these that we are talking about this evening;
parking, reinvestments in your downtown, a Performing Arts Center, sometimes operational expenses as
well.

| have a chart that | could show to everyone exactly what it is that | am talking about, but | don’t want to
necessarily pull up a document so | am not going to do that unless | start getting questions. This document

Special Board of Aldermen 09-28-2020 Page 9

| had sent to a previous Board of Aldermen back in 2018. | gave a Memo on how do TIF’s work and I'll be
happy to send that around again. It gives people just basic information as to who, what, where, when, why
TIF’s are used in the mechanics of TIF’s are put into place.

Relative to this specific TIF we are looking at $8 million dollars is about just about $400,000.00 to
$450,000.00 in debt that will be 100% covered by this School Street Project itself. Of course we would also
need to include the $900,000.00 that would be coming from the direct appropriation, as a direct
appropriation that would be coming through the Master Developer Agreement and help with some cash
flow matters up front. But nonetheless, this is a TIF that would be self-supported and it would not take any
additional taxpayer money to effectuate this transaction and to make this happen. That’s one of the
reasons why we looked at using TIF to help move both projects forward.

How or why did we decide to use TIF? It became abundantly clear as we were continuing with the School
Street development project this summer, that there was a lot of neighbors and abutters who were
interested in preserving the parking along School Street. We understood that. We also knew that we
needed to move the development forward. And so a creative way of doing that was to institute this TIF, it’s
one of the reasons why we have this type of tool at our disposal. It was at that time that | thought killing
two birds with one stone may make sense. So | recommended knowing that the developer was a big
supporter of the Performing Arts Center and one of the reasons why he was interested in this project to
begin with, is because of the investments we were making in the downtown, that we look to structure the
TIF so we could do two projects at the same time.

So l’ve heard some questions about timing and whether this would be able to be done in time. | think we
can make the timing. I’ve heard questions about the mapping and how we structured the map. | structured
the map to be a concise as possible to try to keep it as tight, if you will, of a district and not to make it too
expansive. And | think | am going to leave my comments there and happy to answer any questions that
may come up, Mr. Chair. But | think ultimately the one thing that | want to just again reemphasize is we are
in striking distance and have the $4 million dollars in hand, predicated on some other additional
developments occurring in short order. It looks as though we would be able to start the Performing Arts
Center under construction, if it is the pleasure of this Board right after the first of the year. So thank you.

Chairman Dowd

Ok before | open it up to public testimony, are there any Aldermen that have questions for any of the
presenters?

Mayor Donchess

Mr. Chair, could | just give a quick conclusion?
Chairman Dowd
Sure, Mayor?

Mayor Donchess

| just wanted to thank everyone who’s been involved in this project, especially those who’ve been raising
money, Rich Lannan and Debbie Novotny, who have raised $1,500,000.00 plus thousand dollars before
the public phase. And Tim Cummings and Celia Leonard, Neil Cannon, who have worked hard to secure
the New Market Tax Credits. Together the private fundraising, again even before the public phase, and the
New Market Tax Credits, total the $4 million dollars or within $100,000.00 if they don’t reach it. So | am
confident we will reach our $4 million dollar goal. Of course, we can’t proceed with the project unless we
do. But things obviously are looking very good, so | wanted to thank everyone involved.

Special Board of Aldermen 09-28-2020 Page 10

Chairman Dowd

Ok thank you Mayor. Are there any members of the Board of Aldermen that have questions for any of the
presenters? | don’t see anyone.

Alderman Tencza

Alderwoman Lu, Mr. Chairman has her hand up.
Chairman Dowd

Alderman Lu? We can’t hear you, you must be on mute.

Alderwoman Lu
Can you hear me now?

Chairman Dowd

We can hear you now, yes.

Alderwoman Lu

Ok. The only question | have is | thought that we would be able to know the tax credits were — | mean the
tax credits seem a bit fuzzy. And this $2.5 or $5.5 million dollar bond seems to fill an amount that was
originally not predicted. So | am concerned about the understanding of the public about this. | am jumping
around to different desks So it is really hard for me. | wish | could speak more clearly but | don’t know when
| log into the meeting where | need to have my paperwork. So | just think we should consider it would be
nice to know that the tax credits were definitely received. | am not clear on whether they are.

Chairman Dowd

Why don’t we get the answer to that question first?

Alderwoman Lu

OK.

Chairman Dowd

Director Cummings?

Director Cummings

Yes, | can confirm for you that the New Market Tax Credits are imminently in hand and subject to the fact
that we close by this year, which is a big condition Mascoma has put on us. We are in receipt of a New
Market Tax Credit of what would not be more than $2.5 million dollars.

Chairman Dowd

Follow up, Alderman Lu.

Special Board of Aldermen 09-28-2020 Page 11

Alderwoman Lu

Yes, please. | also mentioned in my communications with you, you know, | wish for these situations we
could know what questions everyone had asked. So you mentioned there were a lot of questions but | kind
of wish there had been a public forum to know the questions that you were asked personally. But | am also
concerned about the TIF District because this whole concept came up very late in the process. | had not
heard of the TIF District plan until recently and | have some questions about how that works going into like
for 30 years after this is established. But that’s all.

Chairman Dowd

Alright. Any other questions from any of the Aldermen? Director Cummings.

Director Cummings

Yeah if | may Mr. Chair, | just want to make sure it’s understood. | don’t have the date in front of me but |
am going to suggest it was in the last week in August. | know Alderwoman Klee, Alderwoman Schmidt was
on it for a few minutes but | held a New Market Tax Credit Forum actually so members of the Board of
Aldermen and the public and anyone else who was interested in this had the opportunity to actually ask
questions at that time. So | tried as best | could to create the types of environments to get everyone’s
questions answered in a public forum as well as | am always available for questions with one-on-one types
of conversations.

Chairman Dowd

Alright thank you, | saw Alderman Tencza, then Alderman Lopez, then Alderman Jette. Alderman Tencza?
Alderman Tencza

Thank you, Mr. Cummings and maybe Mr. Fredette as well. The note that we got for the TIF Legislation
says that the average annually for this bond is going to be about or little over $426,000.00 for that, but it is
undeterminable whether the TIF would be able to cover that, those payments for the first two years. Am |

correct in assuming that then it is the General Fund that has to pay the $426,000.00 or how does that
work?

Director Cummings

If | may, Mr. Chair.

Chairman Dowd

Director Cummings, do you want to answer that or Treasurer Fredette?

Director Cummings

Yes, if | may because it goes and it is upon the Finance Team’s recommendation. What we would be
looking to do is part of the School Street Development Project calls for the City to get an amount of money
of about $900,000.00. We would take that an appropriate it to the bond for the first couple of years to
make sure that we were covering the costs until the value is fully realized on the project.

Chairman Dowd

Does that answer your questions Alderman Tencza? Do you have a follow up?

Special Board of Aldermen 09-28-2020 Page 12

Alderman Tencza

| do, | guess | have a follow up on the other end of the bond because hopefully at some point the bond
exceeds the taxes collected exceed the $425,000.00, you know, 25 years into the future. | think it’s a fairly
reasonable assumption. So there’s no, and correct me again, there’s no plan in this TIF that if the
proceeds exceed the amount of the bond, that the excess proceeds go back to the General Fund. They
would still go into this TIF District for | guess further investment just into this area, correct?

Chairman Dowd

Director Cummings?

Director Cummings

Thank you. | am going to check and confirm what | am about to tell you. But it is my understanding and
one — at any time we could repurpose the funds. You can do that at any point in time. | am pretty sure we
structured it in a way that will allow for the excess funds to actually go to the General Fund. Once we cover
all debt, principal and interest, the intention is to have all the excess revenue to actually go into the General
Fund. And that is common and not atypical when you have a project specific type TIF which this is.

Chairman Dowd
Did that answer your question Alderman Tencza?
Alderman Tencza

It did, thank you very much. Alderman Lopez?

Alderman Lopez

For Director Cummings, | just have a quick question, but | guess a comment too. | notice that you got a
New Market Tax Credit which | was extremely skeptical of, so | definitely owe you a congratulations on
that. But it will not be the larger amount, | thought we were talking about $4.6, maybe even 6 came in at
one point. My numbers might be completely made up. My question is for the TIF congratulations, that’s
good. Is there any possibility we can still get, I’m sorry, | am saying “TIF” and | mean New Market Tax
Credit. We have a New Market Tax Credit, is there any possibility of getting another donor before that
window closes?

Chairman Dowd

Director Cummings?

Director Cummings

Thank you, | know the Capital Campaign Committee is working fast and furious to try to bring in every
dollar that they can. We have tentatively scheduled a closing on December 15". So every dollar we raise
between now and then and there could be larger donors that still come in, would be our goal and what we
are striving towards. | can’t commit to the fact that any new donors are going to appear beforehand. But
just because we reached the New Market Tax Credit and just because we have achieved that $4 million
dollar criteria, does that mean that the group of dedicated people working on this are going to take their
foot off the gas pedal. I’ve been so impressed with the leadership of these community volunteers who are
really passionate about this project. They’ve had curveball after curveball thrown at them and they have
managed to figure out a way to keep moving this project forward. Even in the times that we are in right
now, to even be having this conversation is | think really truly a sign that we are heading in the right

Special Board of Aldermen 09-28-2020 Page 13

direction and | think we are at the top of the hill now and | think we should really be pleased with how we
are doing.

So to answer your question specifically about New Market Tax Credits, you are absolutely correct, we were
originally looking at a $4 million dollar type of New Market Tax Credit. The world was a lot different two
years ago. The market has changed substantially. We are, | think, very fortunate to be able to have the
New Market Tax Credit in hand that we do have. And so it is my recommendation to proceed. Ultimately
costs are going to continue to go up and so if we wait, all we are gong to do is see the project cost continue
to go up on the other end and we’d be chasing our tail to some degree. This was a comment | made
actually months ago to Alderman Ben Clemons, he and | had this kind of exchange. We are talking about
10% and at the end of the day, typically construction costs can increase year over year by something of
10%. So you know, it would really not be wise to do and if we want to do this project, we should do it now.

Alderman Lopez

OK so just to make sure that I’m clear in what your response was, my impression is by people like me
being demure and saying there’s no way something is going to happen and there’s no way you are going to
raise the money. Not only did you raise the New Market Tax Credit money, you have the ability and there
is the opportunity, this is to further donate to that and (audio cuts in and out) and the New Market Tax
Credits. And the strength of the project is also borne out by the part of it where again | was on the “no way”
train that said, no way you are going to be able to raise private funding and donations of this amount, but
not only are they doing it, they are doing it in spite (audio cuts out). So the private donation fundraiser part
which | guess this may be the (inaudible) part, there’s the fundraising committee’s activities and then the
Tax Credit and not only is the fundraising committee knocking it out of the park completely, but they still
see the opportunity for the investors to want to be a part of this and get the visibility of being large donors
but the benefits of New Market Tax Credit, they can still get in on this. Is there a process for them to
contact your office about interest in that?

Chairman Dowd

Director Cummings?

Director Cummings

Thank you. So there are absolutely ways for people to still get involved in the project; they should be
contacting the Capital Campaign Committee. Deb Novotny and Rich Lannan are the two key individuals
that | would recommend that someone speak to, to be able to get involved if they have an interest in getting
involved.

Alderman Lopez

Is there a particular type of business that you would think that should be most aware of what New Market
Tax Credits are and that they may already have the ability to apply for this or benefit from this?

Director Cummings

OH Ok, actually so to be clear, yeah, I’m sorry Alderman Lopez. To be clear the way the New Market Tax
Credits Program works is once you are given an allocation, you have to go find the investor. So over the
last few weeks that’s what we have been working on, is finding someone to actually buy the credits from us
that Mascoma is giving to us, they have the legal ability to give to us. And so that’s what we have been
working on. Now we didn’t start out on this path, but after many conversations it looks as though and | am
pleased to say that actually Mascoma wants to be the investor of the Tax Credit as well, that’s how much
they believe in this project. So they have not only given their allocation but they are actually going to buy
and be in the investor of the tax credit so they can reduce their own business tax liability.

Special Board of Aldermen 09-28-2020 Page 14

Alderman Lopez

Are they utilizing the full amount of allocation that we have.

Director Cummings

100% and that’s the way the project works, that’s the way the program works. The investor buys 100% of
the allocation.

Chairman Dowd

All set Alderman Lopez?

Alderman Lopez

Yeah, | just wanted to make sure that those differences were clear.

Chairman Dowd

OK, alright. Thank you. Alderman Jette?

Alderman Jette

Thank you, Mr. Chairman. I’m sensitive to the fact that this is a public hearing and | am assuming that
there are members of the public that want to speak and ask questions. | am also assuming that Director
Cummings and Attorney Leonard and Deb Novotny and Rich Lannan are going to be available to
committee after the public hearing is concluded. So if my assumptions are correct, |’ll save my questions
for the Committee meeting and let the public ask their questions during the public hearing.

Chairman Dowd

Director Cummings, | believe you all are going to be available right?

Director Cummings

| can’t speak for Rich Lannan and Deb Novotny.

Chairman Dowd

His head is going in the right direction.

Director Cummings

So yes then, yes.

Chairman Dowd

Alright. And we also have two items that we have the public hearing on so we are going to be going right

through them and when we get to the second one, it’s related so | am probably not going to have, unless
they want to, speak again — the presenters. Alderman Cleaver?

Special Board of Aldermen 09-28-2020 Page 15

Alderman Cleaver

Yes, thank you Mr. Chairman. | am trying to understand why we are combining financing of the Performing
Arts Center with the project associated with School Street. To me, they are very, very different projects,
different pros and cons, different concepts entirely and not related except for both are in Nashua. | don’t
understand why one piece of Legislation is dealing with the financing of both together and it makes no
sense.

Chairman Dowd

Who wants to address that? Director Cummings?

Director Cummings

Thank you, so the answer is two-fold. First, when you create TIF’s you can do them and have them be
project specific. That’s one this one sort of is; it’s a little bit more of the traditional sense in terms of having
it broader than one project. And | really wanted to make it broader than one project so it could support the
downtown holistically which is why the Performing Arts Center was included. So it’s more of a
philosophical idea of using TIF to redevelop the downtown or redevelop a certain portion of your
community which this absolutely does. And second to that, but just as important, both projects wouldn't
move forward unless the developer was willing to do the project. The developer and | can share with you,
you know, provided us with a letter saying that they very much wanted the Performing Arts Center in the
City of Nashua. And the reason why he originally got involved with the project was because of the
Performing Arts Center coming. So it made sense to just create a structure where we could do both at the
same time. And that’s what ultimately is happening here, is just allowing us to be able to do both projects,
which are both priorities, through the TIF.

Chairman Dowd
Follow up, Alderman Cleaver?
Alderman Cleaver

Follow up. Thank you, the implication being that without School Street, the Performing Arts Center is not
going forward and | fail to understand the logic behind that.

Chairman Dowd

Director Cummings?

Director Cummings

Well we wouldn’t be able to make the timelines that Mascoma has asked for us to make to get the New
Market Tax Credit. We wouldn't be able to have the $4 million dollars of non-City money available and we
wouldn't be able to move the project along. So everything builds on top of one another. | don’t know how
often I’ve been saying this to various folks that this is just how, you know, it’s each side is working to build
towards a certain end goal and that’s how this got structured.

Chairman Dowd
I'll take a stab and if I’m wrong someone can clarify. But | think that the person that is involved with building

the School Street Apartments believes that if the Performing Arts Center is in place that the City, the
downtown will be thriving for many years to come. That increases the probability of his investment being