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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?

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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

Special Board of Aldermen 09-28-2020 Page 16

very successful. So | think that’s where they tie together. And to make one successful to make the other
successful | think is what they are striving to achieve with this Legislation.

Mayor Donchess

Mr. Chair, could | add to that just a little bit?
Chairman Dowd

Mayor, go ahead.

Mayor Donchess

Yes, so we have said from the beginning that the Performing Arts Center would attract private development
and, in fact, it has already done that. The Developer said that the reason he decided to go forward with
this is because of the Performing Arts Center being close by. And to demonstrate the point that private
investment will ultimately pay for the Performing Arts Center, this one project is going to pay for this
additional bonding authority. And that’s the connection. This developer decided to go forward with the
School Street Housing, based upon the City’s investment in the Performing Arts Center.

Chairman Dowd

All set, Alderman Cleaver?

Alderman Cleaver

Well put another way, | am in full support of the Performing Arts Center, full support. And | believe it’s
going to be invaluable to Nashua and Nashua residents. | fully support that project. | have very serious
questions, however, about School Street and | don’t think they should be combined for those reasons.
They are very different as | say and they are very different ideas and concept that have nothing to do with
each other. | understand what you said as far as financing and public support and private financing and
attracting businesses and so and so forth. But to me they are very, very different and should be
considered separately.

Chairman Dowd

OK are there any other Aldermen that have any questions for any of the presenters? Hearing none....
President Wilshire

Alderman Clemons.

Alderman Clemons

Mr. Chairman?

Chairman Dowd

OK you’ve got to jump in fast, Alderman Clemons.

Alderman Clemons

Thank you. My question is related to the bond payments and | wanted to make sure that this was clear and
understood. The bond payments for both projects - let me ask this question is a very specific way. How

Special Board of Aldermen 09-28-2020 Page 17

many existing Nashua taxpayers will be paying for this project? Can anyone answer that question? How
many existing Nashua taxpayers will be paying for this bond?

Director Cummings

If | may Mr. Chairman, if | am understanding the question correctly how many existing Nashua taxpayers
would be paying for the $5.5 bond, the TIF bond, the answer is none of the existing Nashua residents will
be paying for it. It will be solely supported by the future tax dollars of the School Street Development.
Alderman Clemons

Thank you.

Chairman Dowd

OK, all set Alderman Clemons? Alright, Alderman Lu did you have a follow up or is it something that would
wait for the Budget Meeting. We can’t hear you. It says your phone is on mute.

(Technical issues)

Alderwoman Lu

Oh, can you hear me now?

Chairman Dowd

| can hear you, yes.

Alderwoman Lu

Well that question, | mean you don’t really know. | mean how can you answer that question as “none of
them”. Because people that will be paying for the bond are people that own the property going forward.
They may be the same people, they may not. But how can you say, no one, none of the current owners
will. So to me that answer doesn’t make sense, so could you help me understand it?

Chairman Dowd

Director Cummings?

Director Cummings

Yeah if | may, Mr. Chairman, | think the question specifically was “existing residents/existing taxpayers”
and so that’s one. And then two, the whole purpose of a TIF is to be able to isolate the expenses of a
certain capital project, typically. And be able to segregate it and then use the revenue stream available,
typically a future project, that allows for an increment to be created to then be dedicated to pay for said
expense which means that the project itself or the development itself or the property itself that is subject to
the TIF would then be able to finance the bond that’s authorized.

Alderwoman Lu

Can | follow up?

Special Board of Aldermen 09-28-2020 Page 18

Chairman Dowd
Follow up, Alderman Lu?
Alderwoman Lu

Well sure but there will be taxpayers that are paying those taxes right? And they are not necessarily going
to be different taxpayers than exist today. So | don’t understand how you say, how you gave that answer
that no current taxpayers will be paying towards the TIF.

Chairman Dowd

| think it’s clearer if you look at it as current properties. The properties that are being built will be the ones
paying. Yes somebody from Nashua that owns another property could move in there, but those properties
don’t exist yet to be taxed. And those properties in the School Street Apartments, now when they are
taxed will be paying for the TIF, not any other locations in Nashua that are current taxpayers.

Alderwoman Lu
Follow up please?
Chairman Dowd
Follow up.
Alderwoman Lu

Well | know one parking lot is going to be developed. But hypothetically there will be captured value in the
other parcels in the TIF District that will also be earmarked for the payment of bonds. So it doesn’t seem
like we are talking about the same thing. I’m not only talking about School Street; there are other properties
in the TIF proposal which any appreciation that happens becomes earmarked for development within that
district. So unless there’s a change — and those are mostly, many of them are buildings that already exist.
There are improvements on the parcels so most of them currently have owners and we don’t know that the
owners are going to change. So how can you say that none of those owner's tax payments will go towards
the bond payments.

Chairman Dowd

Director Cummings?

Director Cummings

Yeah thank you. And | try really hard not to answer hypothetical questions or scenarios because you can
kind of go own a rabbit hole. But! want to try to answer the question here. So there’s two specific reasons
why. One, there’s no new value being created in the other properties most of them are built out, the
improvements are there so you are not going to really see any incremental change in their properties so
that’s why | am saying | am segregating it to the School Street side itself. And then in addition to that and
we started on this comment earlier, | started making this point earlier, which is any excess funds are going
to get reverted back to the General Fund in the TIF. So that’s something that we, you know, | want to
make clear is what we are trying to do here.

Alderwoman Lu

Follow up?

Special Board of Aldermen 09-28-2020 Page 19

Chairman Dowd

Certainly.

Alderman Lopez

Mr. Chair can | raise a point of order here, please. We are well down a rabbit hole. This is a public
hearing. Can we let the public speak?

Chairman Dowd

Yeah, | think these questions probably ought to be better handled when we get to the Budget meeting
where we are actually talking about the legislation. Usually we just let the Aldermen ask questions to
clarify something the presenters said. We don’t want to get into too much of a debate or get into too much
detail. This is a public hearing and we are looking for public testimony. So I'd like to proceed with that, if
there are no objections.

Alderman Lopez

Thank you.
Chairman Dowd

So now again the public hearing is on R-20-071, Authoring the Mayor and the City Treasurer to issue
bonds not to exceed the amount of $8 million dollars for two construction projects consisting of a publicly
accessible ground level parking garage, $2,500,000.00 and additional funding for the proposed Performing
Arts Center, $5,500,000.00. | will now take testimony of favor and | ask you to try and limit your comments
to three minutes. If it gets over three minutes, when it gets to five minutes, | will definitely move on to
someone else because we have 52 people on tonight and we do have to get through two of these public
hearings.

So would any member of the public like to speak in favor of R-20-071?
TESTIMONY IN FAVOR

Brian Grip Yes, Mr. Chairman, can you hear me ok? My name is Brian Grip and | am resident with my wife
at Ledgewood Hills, (inaudible) We are constituents of Alderman Jette and neighbors and really pleased
and proud to be here to speak in favor of this project. VWe’ve been residents of Nashua for 4 years; we
actually moved here from Bow, New Hampshire where we lived for 25 years and raised our family. | will
tell you that | started my career here in downtown Nashua in 1982. It is really exciting and | will speak for
my wife, we really are very excited about what we see, the energy going into downtown Nashua right now.

| will tell you that | work for Bank of America and | was really pleased to have an opportunity to meet some
of you at a reception that | know the Chamber held to help our company which | am very proud of
announce that $250,000.00 grant to this project. And | will tell you the years that | worked for the company
here in New Hampshire that is one of the largest single commitments that the foundation has made here in
New Hampshire. So our roots for the company are here in Nashua. Many of you recall Indian Head Bank
and our roots date back in New Hampshire to Indian Head Bank. And we have three banking center
offices and employees here in Nashua. In fact, one of them is right in the downtown as | think many of you
know which is just right down the street from the future Performing Arts Center.

So we are really, really pleased to be part of this. We are proud of it. | also just want to give credit to the
Mayor for his leadership and Tim and frankly all the volunteers that are working on this. It has taken a lot
of vision. And also, just briefly just mention to all of you as you are working through these issues and

Special Board of Aldermen 09-28-2020 Page 20

asking all of these appropriate questions. | had the good fortune of serving on the Board of Trustees at the
Capital Center for the Arts in Concord, New Hampshire back in 2001 to 2007 period, actually 2 consecutive
3 year terms. | will just say to all of you having been part of that amazing organization, if any of you have
had an opportunity to be in Concord recently and seen what has happened to downtown, it is just an
amazing story. And | can remember being part of that board and hearing conversations about what
needed to happen to the Capitol Center for the Arts.

The investments that were happening a lot of the same questions frankly that | am hearing here with this
project and looking today what has become a beautiful story in Concord. So just to assure all of you by the
way that it has been an amazing place; center for not just businesses but it is education leaders, non-
profits leaders have been part of that board but also part of being able to take advantage of that amazing
facility in Concord. So | see a lot of the same energy going into this project in Nashua and | just wanted to
be able to take a moment personally on behalf of our family, just to thank all of you that have been working
so hard on it. We see a lot of energy. | happened to find and I’ll close with this, | happened to find an
article that was in Money Magazine this goes back to 2018 | believe but it really speaks very, very
powerfully for the decisions that you are being asked to make and why you are making them, right? But
this article came out, | think it was in December of ’82 that said and | am quoting, Nashua is the best place
to live in New Hampshire according to a new survey, Money Magazine said it is selecting the charming
Gate City for the top spot due to it’s up and coming downtown recreation options and proximity to Boston.
So all of that is certainly playing out right now and | am certainly here to speak personally. But | can just
say also working for a company that has made what | think is the lead commitment, we are really proud of
what is happening here and we support Nashua and we wish you all good luck in making this really
important decision. So thank you, Mr. Chairman.

Chairman Dowd
So anyone else that would like to speak in favor? Yes, certainly Mike.

Mike Apfelberg Yes, Alderman Dowd, I’d like to speak in favor if that’s ok. Hi, Mike Apfelberg, I’m the
president of the United Way of Greater Nashua. You know we are not an arts organization so you might
think it odd that somebody from the social service, representing a social services agency would speak in
favor of an arts project. However, as we did three years ago when the project was first conceptualized, I’d
like to reinforce that we are strongly in favor of this project. You know, the study by Americans for the Arts
shows that the arts have a 7 to 1 return on investment in any community. Now, 7 to 1 is a big number and
of course that’s an average and a generalization but what we do know is that arts have a strong positive
return on investment. And that return in our community comes in the form of improved property values,
increased tax revenues, a downtown that’s more vibrant, vitality in the community and just a general
improvement of the qualify of life for our community.

So you know | am just going to reinforce many of the comments that Brian made previously. We believe
that the rising tide really does raise all boats. And in our community, we'd really like to see this arts center
come to fruition because it will ultimately benefit all of us and we appreciate that. And thanks again to the
Capital Committee in particular. When this project was first conceptualized, we were a little concerned
about what it meant to build a $4 million dollar Capital Campaign in the middle of a number of a number of
other very significant projects in the social services. But it does appear that they have been able to do their
work without negatively affecting some of the other projects in place and we appreciate that as well. That’s
all | have to say and thank you so much. We hope you support this.

Chairman Dowd
Thank you. | see Kate Luczko.

Kate Luczko Thank you. Good evening everyone, I’m Kate Luczko, I’m the President and CEO of the
Greater Nashua Chamber of Commerce located at 4 Water Street in Nashua. I’m here tonight on behalf of

Special Board of Aldermen 09-28-2020 Page 21

the Chamber, our Board, and our Membership to speak in support of the Performing Arts Center and the
economic impact it will have on the greater Nashua Community. Using methodology from the Americans
for the Arts Economic Impact Studies, by year three, the Performing Arts Center will generate over $3.5
million dollars in annual spending and create jobs. This projected economic activity can be measured and
will create 135 direct and 113 indirect jobs.

It will also increase vibrancy in Nashua’s downtown by decreasing Main Street vacancy rates by at least
20%; attracting 70,000 audience members to downtown by year three of operations and increasing
investment in upgrades by downtown property owners, worth at least $10 million dollars by year five of
operations. In addition it will provide a tool for employee recruitment and retention for regional employers.
Having had a previous role running Stay, Work, Play New Hampshire encouraging 20 and 30-year old’s to
stay in, come to or come back to New Hampshire and working with businesses statewide. And now in my
role with the chamber, one of the things | heard then and continue to hear most often is the need to attract
and retain talent in our State. And especially when it comes to a younger generation of up and coming
leaders, quality of life, culture and community investment all rank very high and all of these are
components of the Performing Arts Center.

So the Chamber and our Board on behalf of our membership stand in support of the Performing Arts
Center. And thank you for your time and thanks to everyone who has contributed to the project thus far.

Chairman Dowd

Thank you. | have someone named James?

James Rafferty Jim Rafferty from the River Casino and Sports Bar.
Chairman Dowd

Hey Jim, how are you doing?

Mr. Rafferty Good Alderman, thank you very much for the time, I’ll be short. | got involved with this project
because my concerns over how the School Street Building would harm our current parking allotment down
on the street, my concerns were shared with the Lafayette Club and the Polish American Club and Harbor
Homes and East Hardware. I’m not speaking for them tonight, but they all shared the concern that taking
those 88 spots out would seriously affect the ability to compete. We met with the Mayor several times, Tim
Cummings, Aldermen — so many of you were very, very helpful. When we came forward with this proposal
to lift the building and change the allocation rather than losing 88 spots that we would have 53 spots
underneath the building, which we believe is a serious step forward and we really appreciate the efforts of
the City and of the Aldermen to help us. The expansion of the TIF Zone into embracing the Art Center was
a natural | think. We are, certainly my business that | can speak for, is in downtown Nashua because we
believe in the Arts Center. We believe in the ability of these things to work together to make it a more
powerful customer attraction. So we are all in favor of the TIF and | wanted to come here and | appreciate
the time to express that. Thank you.

Chairman Dowd

Thank you very much. | do not see anybody else with their hand up, is there any other member of the
public who wishes to speak in favor.

Fred Teeboom | would like to speak.
Chairman Dowd

Mr. Teeboom, glad to see you.