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Relative: Installment_No._4_Email_Feb_16-28__292_/RE Redmond PSH Omnibus Financing Resolution - Redmond review.msg
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From: "Daniel P. Kenny" <dpkenny@omwlaw.com>
To: Josey Ennis <jennis@kantortaylor.com>
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review
Date: 2025-04-10 06:57:54-10:00

Thanks! We just chatted about a small question the City had. I think we’ve resolved it and I’ll relay it to the City.  I’ll reply to your email with the City’s response later today.

 

Daniel P. Kenny  |  Attorney

 

Ogden Murphy Wallace P.L.L.C.

701 Fifth Ave. 

Suite 5600

Seattle, WA 98104-7045
Phone: 206.447.2258  |  Email: dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> 



 

CONFIDENTIAL COMMUNICATION - This communication constitutes an electronic communication within the meaning of the Electronic Communications Privacy Act, 18 U.S.C. Section 2510, and its disclosure is strictly limited to the recipient intended by the sender.  It may contain information that is proprietary, privileged, and/or confidential.  If you are not the intended recipient, any disclosure, copying, distribution, or use of any of the contents is STRICTLY PROHIBITED.  If you have received this message in error, please notify the sender immediately and destroy the original transmission and all copies.

 

 

From: Josey Ennis <jennis@kantortaylor.com> 
Sent: Thursday, April 10, 2025 9:48 AM
To: Daniel P. Kenny <dpkenny@omwlaw.com>
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Hi Daniel,

 

I’m sorry I missed you. I’m on the East Coast, so I think you called when I was picking up my kids. 

 

In any event, Andrea will try to reach out this morning. I think she’s the better person to follow up with if there are questions about what remedies may be acceptable to the investor.

 

Thanks,

Josey

 

Josephine Klepack Ennis (she/her)
Associate



Kantor Taylor PC

206.812.2499| www.KantorTaylor.com <http://www.kantortaylor.com/> 

 

This statement is required by IRS regulations: The advice expressed in this email, if it is an opinion at all, is an opinion limited to the Federal tax issues addressed in it.  Additional issues may exist that could affect Federal tax treatment of the transaction or matter that is the subject of this advice, and the advice does not consider or provide a conclusion with respect to any additional issues. With respect to any significant Federal tax issues outside the limited scope of the advice provided, the advice cannot be used by any person for the purpose of avoiding penalties that may be imposed on that person.

 

From: Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> > 
Sent: Wednesday, April 9, 2025 5:21 PM
To: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> >
Cc: Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >; Elizabeth Murphy <emurphy@plymouthhousing.org <mailto:emurphy@plymouthhousing.org> >; Seraphie Allen <sallen@redmond.gov <mailto:sallen@redmond.gov> >; Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Josey, 

 

I just tried your line. Let me know when you have 2 minutes to chat about the proposed revisions to the restrictive covenant.  Thanks!

 

Daniel P. Kenny  |  Attorney

 

Ogden Murphy Wallace P.L.L.C.

701 Fifth Ave. 

Suite 5600

Seattle, WA 98104-7045
Phone: 206.447.2258  |  Email: dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> 

 

CONFIDENTIAL COMMUNICATION - This communication constitutes an electronic communication within the meaning of the Electronic Communications Privacy Act, 18 U.S.C. Section 2510, and its disclosure is strictly limited to the recipient intended by the sender.  It may contain information that is proprietary, privileged, and/or confidential.  If you are not the intended recipient, any disclosure, copying, distribution, or use of any of the contents is STRICTLY PROHIBITED.  If you have received this message in error, please notify the sender immediately and destroy the original transmission and all copies.

 

 

From: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> > 
Sent: Monday, April 7, 2025 2:15 PM
To: Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> >
Cc: Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >; Elizabeth Murphy <emurphy@plymouthhousing.org <mailto:emurphy@plymouthhousing.org> >; Seraphie Allen <sallen@redmond.gov <mailto:sallen@redmond.gov> >; Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Hi Daniel,

 

Thank you for your patience as we gathered comments from the investor (Enterprise) and their counsel, Jessica Weston at Gallagher Evelius & Jones.  Our comments, combined with Jessica’s are in the attached.

 

Jessica has let us know that Enterprise is not comfortable with the right of reverter included in the restrictive covenant. In her view, it’s very unusual for an equity investor to be comfortable with any reverter and this type of ongoing reverter presents an unacceptable risk of loss of the project.  Please let us know if it would be helpful to set up a call to discuss a way forward.

 

Thank you,

Josey

 

Josephine Klepack Ennis (she/her)
Associate



Kantor Taylor PC

206.812.2499| www.KantorTaylor.com <http://www.kantortaylor.com/> 

 

This statement is required by IRS regulations: The advice expressed in this email, if it is an opinion at all, is an opinion limited to the Federal tax issues addressed in it.  Additional issues may exist that could affect Federal tax treatment of the transaction or matter that is the subject of this advice, and the advice does not consider or provide a conclusion with respect to any additional issues. With respect to any significant Federal tax issues outside the limited scope of the advice provided, the advice cannot be used by any person for the purpose of avoiding penalties that may be imposed on that person.

 

From: Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> > 
Sent: Friday, March 21, 2025 4:32 PM
To: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> >; Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> >
Cc: Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >; Elizabeth Murphy <emurphy@plymouthhousing.org <mailto:emurphy@plymouthhousing.org> >; Seraphie Allen <sallen@redmond.gov <mailto:sallen@redmond.gov> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Josey, 

 

Sorry I missed your call. Just tried your line but I think you might be out.  Let’s connect on Monday if possible to discuss the request for additional language noted in your email below.  I can explain the City’s position on that by phone.  

 

Attached for your review is the restrictive covenant addressing the requirements of 2.2 of the transfer option agreement. 

 

Thanks and talk soon,

 

Daniel P. Kenny  |  Attorney

 

Ogden Murphy Wallace P.L.L.C.

701 Fifth Ave. 

Suite 5600

Seattle, WA 98104-7045
Phone: 206.447.2258  |  Email: dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> 

 

CONFIDENTIAL COMMUNICATION - This communication constitutes an electronic communication within the meaning of the Electronic Communications Privacy Act, 18 U.S.C. Section 2510, and its disclosure is strictly limited to the recipient intended by the sender.  It may contain information that is proprietary, privileged, and/or confidential.  If you are not the intended recipient, any disclosure, copying, distribution, or use of any of the contents is STRICTLY PROHIBITED.  If you have received this message in error, please notify the sender immediately and destroy the original transmission and all copies.

 

 

From: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> > 
Sent: Tuesday, March 18, 2025 11:34 AM
To: Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> >
Cc: Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >; Elizabeth Murphy <emurphy@plymouthhousing.org <mailto:emurphy@plymouthhousing.org> >; Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> >; Seraphie Allen <sallen@redmond.gov <mailto:sallen@redmond.gov> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Hi Brooke,

 

We have had another request from the investor for a draft of the City covenant associated with the land transfer. What is the ETA on that initial draft?  

 

We had a request (from ARCH I believe) to suggest language for the City covenant related to a possible loss of subsidy.  Below is our proposed draft language, which is modeled on ARCH’s language. Please let us know of any questions or feedback on this language:

 

A.  Loss of Permanent Supportive Services Funding.  City of Redmond and Owner agree that the following provision shall apply in the event of loss of permanent supportive services funding for the [Units]: 

(i)            It is acknowledged that Owner anticipates receiving permanent supportive services funding for the [Units]. If Owner does not receive such permanent supportive services funding, or if such funding is eliminated or substantially reduced in the future, Owner’s ability to manage the Units could be negatively affected. Therefore, in the event that Owner does not receive, or experiences a total loss or substantial reduction of permanent supportive services funding through no fault of Owner, and if sufficient replacement funding cannot be secured within 180 days, then the requirement to operate the Property as permanent supportive housing may be modified after a review of the property cashflow, expenses, senior debt service payments, and supportive services plan at the City’s sole discretion. 

(ii)           Owner shall notify the City of anticipated impacts to Owner’s operations within ten (10) days after receiving written notice that permanent supportive services funding is being terminated or not renewed. Owner shall use reasonable efforts to secure sufficient replacement funding.

 

B. Loss of Subsidies. In the event the Project suffers a loss or reduction in operating, rental, or service subsidies (including Section 8 funding) beyond the control of the Owner which results in the Project no longer receiving sufficient operating income to pay its mandatory operating and service expenses, Owner shall notify the City in writing and promptly identify, apply for and diligently pursue alternative sources of operating, rental, or service subsidies that would enable Owner to continue operations as permanent supportive housing. If such replacement operating, rental, or service subsidies cannot be obtained within a commercially reasonable amount of time, Owner shall give written notice of that fact to the City, along with any request to rent to households not needing permanent supportive housing. Any such request shall identify the minimum number of units that need to be released from the requirement to operate as permanent supportive housing and shall be accompanied by an explanation including the backup detail showing the basis for the estimate, steps taken to date, and a plan to obtain additional subsidies or funding to restore the Project to compliance with the Covenant. Upon receipt of such request, the City will meet and confer with Owner and the City shall determine whether, in the City’s reasonable discretion, the Owner may suspend operations as permanent supportive housing. Owner shall continue to diligently pursue replacement subsidies or other funding to cover the shortfall and shall update the City every ninety (90) days, or as otherwise requested by the City, on Owner’s efforts and progress. If the Project subsequently receives replacement operating, rental, or service subsidies, or other sources of funding, the requirement to operate as permanent supportive housing shall be restored to the maximum extent possible while preserving the Project’s ability to pay its mandatory operating and service expenses, as determined in the City’s reasonable discretion.

 

Thank you,

Josey

 

 

Josephine Klepack Ennis (she/her)
Associate



Kantor Taylor PC

206.812.2499| www.KantorTaylor.com <http://www.kantortaylor.com/> 

 

This statement is required by IRS regulations: The advice expressed in this email, if it is an opinion at all, is an opinion limited to the Federal tax issues addressed in it.  Additional issues may exist that could affect Federal tax treatment of the transaction or matter that is the subject of this advice, and the advice does not consider or provide a conclusion with respect to any additional issues. With respect to any significant Federal tax issues outside the limited scope of the advice provided, the advice cannot be used by any person for the purpose of avoiding penalties that may be imposed on that person.

 

From: Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> > 
Sent: Wednesday, March 12, 2025 5:52 PM
To: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> >; Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> >
Cc: Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >; Elizabeth Murphy <emurphy@plymouthhousing.org <mailto:emurphy@plymouthhousing.org> >; Seraphie Allen <sallen@redmond.gov <mailto:sallen@redmond.gov> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Thank you, all.  City staff is huddling this Friday to finalize next steps.  

 

Brooke Buckingham (she/her)

Human Services Manager, City of Redmond

  425-556-2416    bbuckingham <mailto:bbuckingham@redmond.gov> @ <mailto:bbuckingham@redmond.gov> redmond.gov <mailto:bbuckingham@redmond.gov>     www.redmond.gov <http://www.redmond.gov/> 

MS:4SCC • 15670 NE 85th St • PO Box 97010 • Redmond, WA 98073-9710

 

Notice of Public Disclosure: This e-mail account is public domain. Any correspondence from or to this e-mail account is a public record. Accordingly, this e-mail, in whole or in part, may be subject to disclosure pursuant to RCW 42.56, regardless of any claim of confidentiality or privilege asserted by an external party.

  

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	Book time to meet with me <https://outlook.office.com/bookwithme/user/041dc336fdeb44aeb64847a8237457c0@redmond.gov?anonymous&ep=signature> 

	

 

 

From: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> > 
Sent: Tuesday, March 11, 2025 7:02 AM
To: Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> >
Cc: Brooke Buckingham <BBUCKINGHAM@redmond.gov <mailto:BBUCKINGHAM@redmond.gov> >; Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >; Andrea Sato <Asato@kantortaylor.com <mailto:Asato@kantortaylor.com> >
Subject: RE: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

External Email Warning! Use caution before clicking links or opening attachments.

 

Hi Daniel,

 

Thank you for reaching out. I’ve made your requested updates and I’m including a redline of all changes made to the last version. Please let me know if anything further is required.

 

As expected, the investor did raise the question of when they can see an initial draft of the Regulatory Agreement/Covenant association with the land transfer. Have you had a chance to discuss that with the City and do you have a sense of when that draft will be circulated?

 

Thanks,

Josey

 

Josephine Klepack Ennis (she/her)
Associate



Kantor Taylor PC

206.812.2499| www.KantorTaylor.com <http://www.kantortaylor.com/> 

 

This statement is required by IRS regulations: The advice expressed in this email, if it is an opinion at all, is an opinion limited to the Federal tax issues addressed in it.  Additional issues may exist that could affect Federal tax treatment of the transaction or matter that is the subject of this advice, and the advice does not consider or provide a conclusion with respect to any additional issues. With respect to any significant Federal tax issues outside the limited scope of the advice provided, the advice cannot be used by any person for the purpose of avoiding penalties that may be imposed on that person.

 

From: Daniel P. Kenny <dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> > 
Sent: Monday, March 10, 2025 8:44 PM
To: Josey Ennis <jennis@kantortaylor.com <mailto:jennis@kantortaylor.com> >; Brooke Buckingham <bbuckingham@redmond.gov <mailto:bbuckingham@redmond.gov> >; Carol Helland <chelland@redmond.gov <mailto:chelland@redmond.gov> >
Subject: Redmond PSH: Omnibus Financing Resolution - Redmond review

 

Josey, 

 

Thank you for your time today.  

 

The City has two requests for the resolution.  First, can you please remove the two clauses stating that the city’s funding goes up to a not to exceed amount. Those references would be only to the approved amounts. Second, can you please amend H(12) in the exhibit and replace that with “Documents required by Redmond Zoning Code 21.57.”  That will most accurately capture the potential scope of agreements required by code. 

 

Thank you for the opportunity to review. Please let me know if you’d like to discuss further tomorrow. 

 

Sincerely,

 

Daniel P. Kenny  |  Attorney

 

Ogden Murphy Wallace P.L.L.C. 
701 Fifth Avenue, Suite 5600

Seattle, WA 98104 
Phone: 206.447.2258  |  fax: 206.926.2861  |  email: dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> 

CONFIDENTIAL COMMUNICATION - This communication constitutes an electronic communication within the meaning of the Electronic Communications Privacy Act, 18 U.S.C. Section 2510, and its disclosure is strictly limited to the recipient intended by the sender.  It may contain information that is proprietary, privileged, and/or confidential.  If you are not the intended recipient, any disclosure, copying, distribution, or use of any of the contents is STRICTLY PROHIBITED.  If you have received this message in error, please notify the sender immediately and destroy the original transmission and all copies.

 

 



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