B 23-0829 — Reunion Square Tax Increment Financing Second Emergency Act of 2020

___________________________ENROLLED CouncilmemberORIGINAL TrayonAN White,ACT Sr.__________ IN THE COUNCIL OF THE DISTRICT OF COLUMBIA _______________________ To authorize, on an emergency basis, the issuance of tax increment financing bonds to support the development project on a portion of the land known as Reunion Square, located to the east of Martin Luther King Jr.

4 A BILL __________ IN THE COUNCIL OF THE DISTRICT OF COLUMBIA __________ To authorize, on an emergency basis, the issuance of tax increment financing bonds to support the development project on a portion of the land known as Reunion Square, located to the east of Martin Luther King Jr.

(3) “AvailableRealPropertyTaxRevenues”meanstherevenues“Available resultingfromReal Property Tax Revenues” means the revenues resulting from the imposition of the tax provided for in Chapter 8 of Title 47 of the District of Columbia Official Code, inclusive of any penalties and interest charges, exclusive of the special tax provided for in section 481 of the Home Rule Act pledged to payment of general obligation indebtedness of the District.

Law ENROLLED ORIGINAL 10-188;

Official Code § 10-1202.08), and any amounts to be made available to the Washington Metropolitan Transit Authority pursuant to section 7101 of the Revised Revenue Contingency List Act of 2017, effective December 13, 2017 (64 DCR 7652), and section 2 of the Stable and Reliable Source of WMATA Revenues act of 1982, effective April 30, 1982 (D.C.

Law 22-33;

64 DCR 7652), and section 2 of the Stable and Reliable Source of WMATA Revenues act of 1982, effective April 30, 1982 (D.C.

(5) “Available Tax Increment,”Increment” means, with respect to any series of bonds, means the sum of the Available Sales Tax Revenues and Available Real Property Tax Revenues generated in the Reunion Square TIF Area in any fiscal year of the District minus the sum of Available Sales Tax Revenues and Available Real Property Tax Revenues generated in the Reunion Square TIF Area in the base year.

(7) “Bonds” means the District of Columbia Class A Bonds, Class B BondsBonds, and any other revenue bonds, notes, or other obligations, in one or more series, authorized to be issued pursuant to this act.

(8) “Chairman”means“Chairman” theChairmanoftheCouncilmeans oftheDistrictthe ofColumbia.Chairman of the Council of the District of Columbia.

(9) “Chief Financial Officer” means the Chief Financial Officer of the District of Columbia established by section 424(a)(1)424(a) of the Home Rule Act.

Law 12-143;12- 143;

Official Code § 2-1217.01(13))2-1217.01(13)), and may include any costs for District tenant improvements in the Project.

ENROLLED ORIGINAL (18) “Project” means the financing, refinancing, or reimbursing of Development Costs incurred within the Reunion Square TIF Area.

(c) If, at the end of any fiscal year of the District, the balance of cash and investments in the Reunion Square TIF Fund exceeds the amount of debt service (including prepayment of principal and interest), reserves on any bonds, and any approved bond-related administrative expenses during the upcoming fiscal year, 50% of the excess shall be used to prepay the principal 94 of the bonds and the remaining 50% of the excess shall be transferred to the unrestricted balance of the General Fund of the District of Columbia.

(c)(1)The(c)(1) The base year for determination of Available Sales Tax Revenues from locations within the Reunion Square TIF Area shall be the tax year preceding the year in which this act becomes effective.

(A)ENROLLED $121,ORIGINAL 881(A) $121,881 in base year 2020;

(B) $121,$121,881 881 in base year 2021;

(D) $129,$129,193 193inin base year 2023;

(E) $136,$136,945 945 in base year 2024;

(a) The Council approves and authorizes the issuance of one or more series of Class A Bonds in an aggregate principal amount not to exceed $16.9 million to fund the Project.

The Class A Bonds, which may be issued from time to time, in one or more series, shall be tax-exempttax- exempt or taxable as the Mayor shall determine and shall be payable and secured as provided in section 7(a).

Class B Bond authorizationauthorization. (a) The Council approves and authorizes the issuance of one or more series of Class B Bonds in an aggregate principal amount not to exceed $45.8 million, less the issued gross Class A Bond amount,toreimburseDevelopmentCostsoftheProjectandfinancingcostsincurredbytheDistrict and to fund capitalized interest and required reserves.

(a) The Council approves and authorizes the issuance of one or more series of Class B Bonds in an aggregate principal amount not to exceed $45.8 million, less the issued gross Class A Bond amount, to reimburse Development Costs of the Project and financing costs incurred by the District and to fund capitalized interest and required reserves.

(c) The Class B Bonds also may be issued as a TIF note to the Development Sponsor and may be held and used as securityforsecurity for debt incurred or to be incurred bytheby the Development Sponsor, an agent of the Development Sponsor, or another party selected by the Development sponsor and approved by the District.

ENROLLED ORIGINAL Sec.

(2) There is further allocated to the payment of debt service, on the Class A Bonds the Available Increment, subordinate to the allocation of Available Increment to the Budgeted Reserve, as defined in the Reserve Agreement, all as more fully described in the Reserve Agreement and to the extent that the Reserve Agreement continues to apply to the Available Increment, to be used for the payment of debt service on the Class A Bonds to the extent that the revenues allocated in subsection paragraph (1) of this subsection are inadequate to pay debt service on the Class A Bonds.

(3)Payment(3) ofthePayment of the Class ABondsA Bonds shall besecuredbe secured as providedinprovided in the FinancingDocumentsFinancing Documents and by an assignment by the District for the benefit of the Class A Bondholders of certain of its rights undertheunder the Financing Documents andClosingDocumentsand Closing Documents to thetrusteethe forthetrustee ClassAfor the Class A Bonds pursuant to the Financing Documents.

ENROLLED ORIGINAL (2) Payment of debt service on the Class B Bonds from monies deposited in the Reunion Square TIF Fund or income realized from the temporaryinvestmenttemporary investment of those monies shall be subordinate to:

(3)Payment(3) ofthePayment of the Class B Bonds shall besecuredbe secured as provided in the Financing Documents and by an assignment by the District for the benefit of the Class B Bondholders of certain of its rights under the Financing Documents and ClosingDocumentsClosing Documents to the trustee for the Class B Bonds pursuant to the Financing Documents.

and ENROLLED ORIGINAL (11) The terms and types of any credit enhancement under which the bonds may be secured.

(b) The bonds shall contain a legend which shall provide that the bonds are special obligations of the District, are without recourse to the District, are not a pledge of, and do not involve, the faith and credit or the taxing power of the District (other than the Available Tax Increment, the Available Increment, and any other taxes and fees deposited in the Reunion Square TIF Fund), do not constitute a debt of the District, and do not constitute lendingoflending of the public credit for private undertakings as prohibited in section 602(a)(2) of the Home Rule Act.

(g) ThebondsThe aredeclaredbonds are declared to beissuedforessentialpublicandbe issued for essential public and governmental purposes.

(h) The District pledges, covenants, and agrees with the holders of the bonds that, subject to the provisions of the Financing Documents, the District will not limit or alter the revenues pledged to secure the bonds or the basis on which such revenues are collected or allocated, will not impair the contractual obligations of the District to fulfill the terms of any agreement made with the holders of the bonds, will not in any way impair the rights or remedies oftheholdersofthebonds,andwillnotmodify,inanyway,theexemptionsfromtaxationprovidedof the holders of the bonds, and will not modify, in any way, the exemptions from taxation provided for in this act, until the bonds, together with interest thereon, and all costs and expenses in connection with any suit, action, or proceeding by or on behalf of the holders of the bonds, are fully met and discharged.

(1) A pledge made and security interest created in respect of the bonds or pursuant to any related Financing Document shall be valid, binding, and perfected from the time the ENROLLED ORIGINAL security interest is created, with or without physical delivery of any funds or any property and with or without any further action;

ENROLLED ORIGINAL (d) The Mayor’s execution and delivery of the Financing Documents and the Closing Documents to which the District is a party shall constitute conclusive evidence of the Mayor’s approval, on behalf of the District, of the final form and content of the executed Financing Documents and the executed Closing Documents.

(e) The Mayor is authorized to deliver the executed and sealed Financing Documents and Closing Documents, on behalf of the District, prior to or simultaneously with the issuance, sale, and deliveryofdelivery of the bonds, and to ensure the due performance of the obligations of the District contained in the executed, sealed, and delivered Financing Documents and Closing Documents.

(b) The bonds shall not give rise to any pecuniary liability of the DistrictDistrict, and the District shall have no obligation with respect to the purchase of the bonds.

(b) The signature, countersignature, facsimile signature, or facsimile countersignature of any official appearing on the bonds, the Financing Documents, or the Closing Documents shall be valid and sufficient for all purposes notwithstanding the fact that the individual signatoryceasessignatory ceases to hold that office before delivery of the bonds, the Financing Documents, or the Closing Documents.

ENROLLED ORIGINAL Sec.