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Calculating NMTC Amount

Qualified Equity Investment ("QEI"): S 18,500,000
Credit Rate: 39%
Total Credits: S 7,215,000
Credit Price/$1.00: S 0.85
TOTAL EQUITY INVESTMENT: S 6,132,750

Calculating Loan B Amount (Net NMTC Equity)

Total NMTC Equity Investment: S 6,132,750
Less Fees S (930,000)

LOAN B AMOUNT: S$ 5,202,750

Keene — Example: Library Project ($15.5M)

City of Keene
$2.5M (equity)
$8.96M (Loan)

76 Winter Street, LLC CDE Equity Investor (“US Bank”)
“Sr. Leveraged Lender” S$8.96M Sr. Lev Lender S5.07M NMTC Credit
S8.96M S4.36M NMTC Investment $4.36 Net NMTC Capital
$13.32 Total
§ 13.32M
S -200K (fees/expenses)
§ 13.1M
$2.5M equity Heberton Advancement, LLC
“QALICB”
S 2.5M
: ey City of Keene
, “Master Tenant”
Operator

SPECIAL BOARD OF ALDERMEN

DECEMBER 20, 2018

7:00 PM Aldermanic Chamber

PRESIDENT LORI WILSHIRE CALLS ASSEMBLY TO ORDER PRAYER
OFFERED BY CITY CLERK PATRICIA D. PIECUCH

PLEDGE TO THE FLAG LED BY ALDERMAN RICHARD A. DOWD
ROLL CALL

COMMUNICATIONS

From: Lori Wilshire, President, Board of Aldermen
Re: Special Board of Aldermen Meeting

PRESENTATIONS

New Market Tax Credit Program for the Performing Arts Center Presentation by Niel Cannon, Finance &
Development Consultant

PERIOD FOR GENERAL PUBLIC COMMENT

REMARKS BY THE MEMBERS OF THE BOARD OF ALDERMEN

ADJOURNMENT

ORDINANCE Proposed Amendment 4/22/2016
(Proposed Amendment 3/7/2016 incorporated)

O-16-003
G. The name and address of the office to which the payment of the penalty may be made.
H. The time period during which a reduced penalty may be paid in full satisfaction of the
citation.
I. Notification that failure to pay the penalty may result in court action.
J. The signature and printed name and department of the individual issuing the citation.

§ 74-3. Service of citation.
A. Any citation shall be served by the official issuing it in any one of the following ways:
(1) — Inhand to the person responsible for the violation; or

(2) By certified, registered or U.S. Postal Service first class mail, to the last known
address of the person responsible for the violation, or as listed with the NH
Division of Motor Vehicles.

B. The official serving the citation shall maintain a record of the date, time, and manner of
service of the citation including the post office receipt if service was accomplished by
registered or certified mail.

§ 74-4. Citation penalties.

A. (1) The penalties for any offense relating to the following ordinances for which a
citation has been issued shall be as follows:

Table 4-1

NRO TNS eeaei
§ 182-28 $ 50.00 $ 100.00 $ 250.00 Exterior standards.
§ 182-29 $ 50.00 $ 100.00 $ 250.00 Interior standards.
§ 182-30 $ 50.00 $ 100.00 $ 250.00 Premises and accessory structure standards.
§ 182-31 $ 50.00 $ 100.00 $ 250.00 Emergency and Code Enforcement Dept Information
§ 182-32 $ 50.00 $ 100.00 $ 250.00 Standards.
§ 182-33 $ 50.00 $ 100.00 $ 250.00 Sanitary facilities
§ 182-34 $ 50.00 $ 100.00 $ 250.00 Mechanical requirements
§ 182-35 $ 50.00 $ 100.00 $ 250.00 Electrical requirements
§ 182-36 $ 50.00 $ 100.00 $ 250.00 Means of Egress Standards
§ 182-37 $ 50.00 $ 100.00 $ 250.00 Lodging Units
§ 182-38 $ 50.00 $ 100.00 $ 250.00 Number of exitways
§ 182-39 $ 50.00 $ 100.00 $ 250.00 Egress Doors
§ 182-40 $ 50.00 $ 100.00 $ 250.00 Fire Escapes and Ladders
§ 182-41 $ 50.00 $ 100.00 $ 250.00 Smoke detectors/alarm devices
§ 182-42 $ 50.00 $ 100.00 $ 250.00 Fire Suppression systems
§ 170-2 $ 100.00 | $250.00 Court Appearance | pg License required
he-P 2303.01 + .02 (a)-(0) oe ae ee CV 01-Food source, condition, spoilage
He-P 2304.04.22 $ 100.00 $250.00 $500.00 CV 03-Food protection-PHF meets temp requirements

Board of Aldermen

City of Nashua
229 Main Street Lori Wilshire
Nashua, NH 03061-2019 President, Board of Aldermen

(603) 589-3030

December 13, 2018

Som CITE Ge ET

Patricia D. Piecuch, City Clerk REG'D CID:
City of Nashua Drh, Lo” Lo
229 Main Street

Nashua, NH 03061-2019

Dear Ms. Piecuch:

Please be advised | am hereby calling a Special Meeting of the Board of Aldermen on Thursday,
December 20, 2018, at 7:00 p.m. in the Aldermanic Chamber. Finance and Development Consultant
Niel Cannon will be in attendance to give a presentation and update regarding the New Market Tax
Credit Program for the Performing Arts Center.

Thank you.
Sincerely,
Lori Wilshire

President

cc: Mayor Jim Donchess
Steven A. Bolton, Corporation Counsel

A regular meeting of the Board of Aldermen was held Tuesday, December 11, 2018, at 7:30 p.m. in the
Aldermanic Chamber.

President Lori Wilshire presided; City Clerk Patricia D. Piecuch recorded.

Prayer was offered by City Clerk Patricia D. Piecuch; Alderman Jan Schmidt led in the Pledge to the
Flag.

The roll call was taken with 14 members of the Board of Aldermen present.
Mayor James W. Donchess and Corporation Counsel Steven A. Bolton were also in attendance.

REMARKS BY THE MAYOR

Mayor Donchess

Yes Madam President. First | wanted to mention a sad note which is that a good friend of mine and a very
active community member, a person who has served as a Selectman on Election Day down in Ward 9,
Vivian McGuire passed away a short time ago. She was a person who was really full of life and loved
Nashua and | know some of you know her and she will definitely be missed.

| also wanted to welcome all of the people who are here. | see a number of people who are going to be
sworn into our various Boards and Commissions. We really appreciate volunteers willing to serve; it is what
really makes Nashua a strong, strong community. | look forward to see you all begin your or continue your
service. | see some people who are going to be sworn in tonight to the Planning Board, the TIF District, and
a whole bunch of other things. We all really appreciate your willingness to volunteer.

Madam President | did want to spend a little time discussing R-18-092 which is the amendment to the
Resolution which authorized the bond for the Performing Arts Center. To go back to the beginning, the
Performing Arts Center is of course an economic development project. It will bring business, 70,0000+
people to downtown, help us build a stronger downtown tax base; help to attract new people downtown.
When we talked to our larger employers, they are always struggling to attract new, younger residents to
Nashua, BAE and Fidelity and the other employers, trying to get them to take the jobs that are available.

It is amenities like the Performing Arts Center, like Rail, if we can persuade the legislature or bring that
about in some other way. It is these kinds of initiatives that make Nashua a place where people want to live
and want to stay; and where they can build strong lives and strong families. So | think this is a very
important project.

Now in the months since we have kicked the project off, we acquired the building in May we have a taken a
good plan and made it a better, stronger plan. Many people have worked on this, the people who are
raising money, who have worked together to now, they are about to initiate the fund-raising campaign. All of
the people who have worked on the Steering Committee to interview the architects, the construction
manager, the operator, everybody working together has really improved the plan in many respects.

One important aspect is that we have increased the amount that we believe that we can obtain from outside
sources from around $4 million dollars to over $6 million dollars. This will enable us potentially to reduce the
commitment of Nashua tax payers to the project, reduce the cost to Nashua tax payers and in a very
significant way strengthens a good plan into a great plan. We have worked to interview and select a very
creative architect by the name of Icon. This was done in a series of 10 open meetings by the Performing
Steering Committee, many of them devoted to the selection of architects and construction manager and
operator. We have received many, many creative ideas and | think at least some people who attended
some of those meetings and saw the imagination, the creativity, and the potential that this Performing Arts
Center actually offers, were converted from skeptics to supporters of this project.

Icon can do a great job and has suggested changes such as moving the Performing Arts Center to the first
floor from the second which will make it much more friendly to the type of performers we want to bring to

Board of Aldermen 12-11-2018 Page 2

that Center. They have also suggested possibly reorienting the stage from the Main Street end to the
western end and opening the main entrance on Main Street, all these things can be considered as we go
forward. But these are very promising and exciting ideas that they have put forth regarding how the design
can be used just to make a striking statement in our downtown.

We are asking for two changes to the bond issue. Number 1: We have discovered that although we can
obtain $6 million of outside funds, that we need a designed project in order to do so. Our consultant for fund
raising, Betsy McNamara has said that in order to get sizeable contributions you need to have a design
project or at least have design underway. And also our New Market Tax Credit consultant, Neil Cannon,
says that in order to obtain the $4 million dollars which we think are available through the New Market Tax
Credit Program, that we need to have a design project underway and ultimately completed before we close
on any New Market Tax Credit funds. So that is a necessary amendment.

The second thing that we have suggested or which the amendment would do is provide us flexibility
regarding how the money that we bring in from the outside can be used. There is no suggestion that we no
longer need to raise at least $4 million dollars. As you can see, the $4 million dollars is still clearly stated
within the resolution. So we still need to bring in $4 million dollars of outside funds, this just gives us more
flexibility as to how to use those.

For example, we may wish to use some of these funds to reduce the cost of the project; pay for the
construction in part. So this would enable us to build a stronger project and provide a better product for the
tax payers and the citizens of Nashua.

Now some people have asked about New Market Tax Credit Funds. These are private funds, the New
Market Tax Credit program has been used successfully for public projects in Keene repeatedly and
Concord, in Manchester, in Portsmouth, and in fact Nashua is really the only significant community of those
larger cities that I've mentioned that has never used New Market Tax Credits. | just don’t agree with the
suggestion that somehow bringing in money in that fashion to help the tax payers of Nashua that that is not
a good thing. We, like other communities in this State, should pursue this and use this program that is
available to any distressed district which is what we downtown, in the Nation, to build a stronger downtown
like other communities in NH and throughout the country have done. We are late to the party, not early, so
keep that in mind please when you vote.

Now we have discussed the details of the New Market Tax Credit Program numerous times, we hired the
New Market Tax Credit consultant in May and that contract was approved and that came to the Board of
Aldermen. There have also been briefings in September on the 25", in October on the 29"", there was going
to be another personal presentation by Neil Cannon on November 8". Unfortunately as we all know Brian
passed away and therefore that was delayed but we have rescheduled that for December 20"".

In addition to that we had a Public Hearing on November 26", Niel Cannon wrote a memo explaining the
New Market Tax Credit Program back in September. Tim Cummings the Economic Development Director
has written another memo on the Tax Credit program. If you do a quick Google search you will find all kinds
of information, we have now e-mailed some of that to you, you barely scratch the surface of Google and you
will find a lot of information about New Market Tax Credit. So we have tried to make that all available and in
addition to all these public meetings, as | said, there have been 10 meetings of the Performing Arts Center
Steering Committee, all of which have been public. Members of the public have attended; so we really are
at the point where we need to release the potential that we have developed, enable the people who are
going to go out and get us private funds to do so.

The group of people who are going to be headed by Deborah Nevatne who is with the Enterprise Bank and
is going to raise money is meeting on Thursday and they are going to begin the campaign then. We really
need to submit the New Market Tax Credit Application; the delay caused by Brian’s passing the two or three
weeks there, we really need now to sort of get off the dime. So we need to approve this amendment tonight
in order to enable all of this to take place and for us to pursue this very significant project for the City. We
are on the verge of a major success. If we approve this amendment, we can begin on that journey
tomorrow.

Board of Aldermen 12-11-2018 Page 3

| guess | add on a personal note that we have been working on this for 30 years. When | was Mayor in the
80’s, we had a group of people looking at how to bring a Performing Arts Center to Nashua. Now we
weren't able to put it together at that time, it has been in Master Plans in 2000 and | think the Master Plan
before that. It has been studied many times, we are finally on the verge after decades of getting this off the
ground and making a major change for the City of Nashua. Therefore, | would ask you to consider strongly
endorsing this amendment and voting this through tonight so that we can be on our way.

Finally Madam Chair, | am only going to briefly mention R-18-066 which we have discussed many times. |
don’t think this is a good idea because of the expenditure of tax payer funds that it will require, but there may
be another opportunity to discuss this later, again | am just echoing what | have told the Committee a couple
of times that | think the fairest thing to do here is to do nothing.

In any event, Madam Chair, that is all | have.

RESPONSE TO REMARKS OF THE MAYOR

Alderman O’Brien

Thank you Madam President. Mr. Mayor can you clarify the December 20'" meeting because | am
interested where is that going to be held with Mr. Cannon.

Mayor Donchess

Well that is up to Madam President - we can hold it at whatever venue you prefer.

Alderman O’Brien

Ok thank you.

RECOGNITION PERIOD - None

READING MINUTES OF PREVIOUS MEETINGS AND PUBLIC HEARING

There being no objection, President Wilshire declared the minutes of the Board of Aldermen
meetings of November 26, 2018, November 27, 2018, and the public hearing conducted by the
Committee on Infrastructure on November 28, 2018, accepted, placed on file, and the readings

suspended.

COMMUNICATIONS REQUIRING ONLY PROCEDURAL ACTIONS AND WRITTEN REPORTS
FROM LIAISONS

From: Tim Cummings, Director, Economic Development
Re: | Communication Notification of PAC Steering Committee’s Recommendations(s)

There being no objection, President Wilshire accepted the communication, placed it on file and
referred it to the Planning and Economic Development Committee.

From: Alderman June M. Caron, Ward 7
Re: Summary of Expenditures — Nashua Senior Activity Center

There being no objection, President Wilshire accepted the communication and placed it on file.

Board of Aldermen 12-11-2018 Page 4

PERIOD FOR PUBLIC COMMENT RELATIVE TO ITEMS EXPECTED TO BE ACTED UPON THIS
EVENING

Bob Oot | am Robert Oot | am President of Symphony New Hampshire, 9 Mendelssohn Drive, in Hollis,
New Hampshire. A lot of what | have intended to say has been said very eloquently by the Mayor.
While the symphony would not be able to use performance space for our concert series, we would
certainly be using it for many other events, including things like family concerts and the like and we are
strongly in favor of the Arts Center.

| think what Jim said is so clear, that the original intent was that no money be spent on any construction
until the $4 million dollars has been raised. Unless we really have a clear and concrete plan, it is really
harder to raise money from major donors, from corporations and the like. They need to see that we
have skin in the game, we have spent the amount of money to hire an architect to develop a concrete
plan so that they will both know that we are invested in it and they will know that they are investing in.
For those and a number of other reasons, | am strongly in favor of Resolution 18-092 and encourage
you to pass it tonight and not defer it, in a timely fashion so that we can get going. | am on the
Committee that is raising funds for this and having a plan is so important to us as we start to approach
donors. Thank you for your time.

Mary Lou Blaisdell Good evening, Mary Lou Blaisdell, 32 Webster Street, Nashua. | am here also to
encourage you to vote for the release of the funding for the Performing Arts Center. | do sit on the
Steering Committee and on the Capital Campaign. | just want to ensure the Board and the Public that
we are committed to raising the $4 million dollars. We do understand how important that is to this
project and what the commitment is that we have all agreed to. We have a great committee formed, we
are working very diligently. But on the guidance on the professionals who are working with us, we
understand that we do need, as the Mayor outlined, a lot of plans; architectural drawings to show to
potential donors what the plan is, the schematic, the design is for this building in order for them to make
a sizeable contribution to this.

So on the guidance of the professionals that are working with us, we do see what we do need and we
need a foundation to build from and we do need the funding to do that. So | do thank you for
considering this and | hope you do vote in favor of it this evening.

Rich Lannon Good evening, Rich Lannon, home address is McGrath Road in Pelham. | am the new
Chair of the Performing Arts Center Steering Committee. If | may, | don’t know if you actually received
it, it was dropped off earlier today, a letter that I'd like to read. It is relatively brief from Tracy Hall our
Executive Director of the Nashua Chamber of Commerce. So bear with me while | read this.

Dear Alderman Wilshire and Members of the Board, On behalf of the Board of Directors and hundreds
of members of the Greater Nashua Chamber of Commerce, | am writing to express our strong support
for R-18-092 amending R-18-001 authorizing the Mayor and City Treasurer to issue bonds not to
exceed the amount of $15,500,000.00 for the Performing Arts Center located at 201 Main Street. |
regret that a previous commitment prevents me from joining you this evening expressing our strong
support in person. The Chamber was an enthusiastic supporter of the original bond resolution
introduced last year, we were active in endorsing and promoting the passage of a non-binding ballot
question last November and we carry that support through to the passage of R-18-001, however at the
time we also had concerns about the impact of the working around the $4 million endowment
requirement on the ability to raise the money in the first place. In essence, the requirement
handicapped the ability to raise funds by requiring that the funds be raised before any of the bond
money could be spent for design and design is essential for raising the funds. Few, if any donors,
regardless of how passionate they are about the project will commit significant dollars towards the
building project without being able to see what that project will look like. Amending the bond resolution
to allow for funds to be used for the design phase removes that barrier and helps ensure the success of
the project. The proposed language around the New Market Tax Credits simply clarifies that those
funds are in fact private dollars provided by companies investing in approved community development

Board of Aldermen 12-11-2018 Page 5

activities such as the proposed Performing Arts Center. | ask you to please vote in favor of R-18-092
and thank you in advance for your support.

Again, Tracy Hall, Executive Director of the Chamber. | had a lot to say but again | think the Mayor said
pretty much everything | had to say. | just know how hard | have been involved not for 30 years, but |
have been involved in the last few years, from the beginning of hiring the consultant to do this, helping
to select him and all the way to now. It has been a long slow process, | like things to move quickly but |
understand that in the municipal arena it doesn’t happen as quickly as the private sector. But | will tell
you that the last few months have been amazing with the progress. As has been mentioned, there has
been many meetings, great support, excellent attendance at every one of those meetings. We have
pushed forward selecting and | think before you tonight will be our request to approve both — all three —
architect, construction manager and operator. That was unanimous decisions of every member of the
Steering Committee for all three.

There was a lot of discussion but it came down pretty quickly wnat we needed and what we want and it
has just been clear from the start even though we didn’t realize it in the words of the ordinance that we
can’t go out, if we came to you and you are say BAE or Fidelity or somebody and we ask you to be a
large donor for six or seven figures and they say, “Well can we see the plans, can we see this” and we
say, “Well we really don’t have them yet”. You are not not going to get any donors. The small donors,
possibly; but the mid to large range you need very detailed plans as has already been said a couple
times and we’ve got an architect ready to go and we think we could have at least conceptual plans
within a couple of months that will help the finance or Capital Campaign Committee move forward
quickly. We are very optimistic to raise the funds that we need to raise. Thank you.

Dave Grebowski Good evening, Dave Grebowski, 42 Wood Street. | am also a small business owner
here in town and would like to speak in favor of this amendment, it is a necessary and important action
that will allow the Steering Committee to fulfill their obligations in soliciting funds and also in educating
the public as to exactly what they can expect to see in terms of a completed design and what they will

be getting for their money.

Anecdotally we are in the home remodeling business and | can assure you that there is no customer
who is willing to make any investment without first seeing detailed designs and a comprehensive cost
estimate as to what they can expect to receive. No major donor, whether is through philanthropic
donation or a marketing investment in the form of naming rights would do the same for the Performing
Arts Center. | think it is important that we allow the Steering Committee to do their due diligence and to
be able to present the Performing Arts Center with confidence and to be able to build the confidence in
the public and in the investors to know that their money is being well spent. Thank you.

Judith Carlson Hi my name is Judith Carlson and | live at 15 Manchester Street and have been a
resident of Nashua since 1973. | apologize | am getting over a very bad sinus infection and | hope
don’t sound like | am coming from the bottom a tin can here. | wrote down a few things that | would just
like to say. Many of them were said by the Mayor and | think another thing | would like to add is that the
architect that we have recommended is willing and has a great deal of experience working on other
projects and helping out in fund raising for projects is very common that the architect get involved in
fund raising and this firm has a lot of experience in doing that and is willing to work with us once on
board.

I’d also like to just mention a few things, being an ex-journalist myself, as far as both the Federal and
State Credit programs go, these programs are the power of public and private collaboration at work.
Many of you may not know that Nashua was selected as the creative community by the NH State
Council on the Arts at the Governor’s Awards last year. | would just like to share what Mayor Donchess
said when accepting that award. He said, “With limited funds and many demands on budget, no City or
Town Government can become a creative community on its own. It requires public and private
partnership and volunteers working together with support from the City leveraging their efforts.”