Agenda Packet — Hercules City Council, May 12, 2026 (part 2 of 3)

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 62 192

COMMITMENT CONDITIONS

1. DEFINITIONS x
a. “Discriminatory Covenant”: Any covenant, condition, restriction, or limitation that is unenforceable under applicable law because it illegally discriminates against a class of individuals based on personal characteristics such as race, color, religion, sex, sexual orientation, gender identity, familial status, disability, national origin, or other legally protected class.
b. “Knowledge” or “Known”: Actual knowledge or actual notice, but not constructive notice imparted by the Public Records.
c. “Land”: The land described in Item 5 of Schedule A and improvements located on that land that by State law constitute real property. The term “Land” does not include any property beyond that described in Schedule A, nor any right, title, interest, estate, or easement in any abutting street, road, avenue, alley, lane, right-of-way, body of water, or waterway, but does not modify or limit the extent that a right of access to and from the Land is to be insured by the Policy.
d. “Mortgage”: A mortgage, deed of trust, trust deed, security deed, or other real property security instrument, including one evidenced by electronic means authorized by law. e. “Policy”: Each contract of title insurance, in a form adopted by the American Land Title Association, issued or to be issued by the Company pursuant to this Commitment.
f. “Proposed Amount of Insurance”: Each dollar amount specified in Schedule A as the Proposed Amount of Insurance of each Policy to be issued pursuant to this Commitment. g. “Proposed Insured”: Each person identified in Schedule A as the Proposed Insured of each Policy to be issued pursuant to this Commitment.
h. “Public Records”: The recording or filing system established under State statutes in effect at the Commitment Date under which a document must be recorded or filed to impart constructive notice of matters relating to the Title to a purchaser for value without Knowledge. The term “Public Records” does not include any other recording or filing system, including any pertaining to environmental remediation or protection, planning, permitting, zoning, licensing, building, health, public safety, or national security matters. i. “State”: The state or commonwealth of the United States within whose exterior boundaries the Land is located.

The term “State” also includes the District of Columbia, the Commonwealth of Puerto Rico, the U.S. Virgin Islands, and Guam.
j. “Title”: The estate or interest in the Land identified in Item 3 of Schedule A.

2. If all of the Schedule B, Part I - Requirements have not been met within the time period specified in the Commitment to Issue Policy, this Commitment terminates and the Company’s liability and obligation end.

3. The Company’s liability and obligation is limited by and this Commitment is not valid without: x a. the Notice;
b. the Commitment to Issue Policy;
c. the Commitment Conditions;
d. Schedule A;
e. Schedule B, Part I - Requirements;
f. Schedule B, Part II - Exceptions; and
g. a countersignature by the Company or its issuing agent that may be in electronic form.

4. COMPANY’S RIGHT TO AMEND
The Company may amend this Commitment at any time. If the Company amends this Commitment to add a defect, lien, encumbrance, adverse claim, or other matter recorded in the Public Records prior to the Commitment Date, any liability of the Company is limited by Commitment Condition 5. The Company is not liable for any other amendment to this Commitment.

This page is only a part of a 2021 ALTA® Commitment for Title Insurance. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I - Requirements; and Schedule B, Part II - Exceptions; and a countersignature by the Company or its issuing agent that may be in electronic form.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance (7-01-2021)

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City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 63 193

5. LIMITATIONS OF LIABILITY x
a. The Company’s liability under Commitment Condition 4 is limited to the Proposed Insured’s actual expense incurred in the interval between the Company’s delivery to the Proposed Insured of the Commitment and the delivery of the amended Commitment, resulting from the Proposed Insured’s good faith reliance to:
x
i. comply with the Schedule B, Part I - Requirements;
ii. eliminate, with the Company’s written consent, any Schedule B, Part II - Exceptions; or iii. acquire the Title or create the Mortgage covered by this Commitment. b. The Company is not liable under Commitment Condition 5.a. if the Proposed Insured requested the amendment or had Knowledge of the matter and did not notify the Company about it in writing. c. The Company is only liable under Commitment Condition 4 if the Proposed Insured would not have incurred the expense had the Commitment included the added matter when the Commitment was first delivered to the Proposed Insured.
d. The Company’s liability does not exceed the lesser of the Proposed Insured’s actual expense incurred in good faith and described in Commitment Condition 5.a. or the Proposed Amount of Insurance. e. The Company is not liable for the content of the Transaction Identification Data, if any. f. The Company is not obligated to issue the Policy referred to in this Commitment unless all of the Schedule B, Part I - Requirements have been met to the satisfaction of the Company. g. The Company’s liability is further limited by the terms and provisions of the Policy to be issued to the Proposed Insured.

6. LIABILITY OF THE COMPANY MUST BE BASED ON THIS COMMITMENT; CHOICE OF LAW AND CHOICE OF FORUM x
a. Only a Proposed Insured identified in Schedule A, and no other person, may make a claim under this Commitment.
b. Any claim must be based in contract under the State law of the State where the Land is located and is restricted to the terms and provisions of this Commitment. Any litigation or other proceeding brought by the Proposed Insured against the Company must be filed only in a State or federal court having jurisdiction. c. This Commitment, as last revised, is the exclusive and entire agreement between the parties with respect to the subject matter of this Commitment and supersedes all prior commitment negotiations, representations, and proposals of any kind, whether written or oral, express or implied, relating to the subject matter of this Commitment.
d. The deletion or modification of any Schedule B, Part II - Exception does not constitute an agreement or obligation to provide coverage beyond the terms and provisions of this Commitment or the Policy. e. Any amendment or endorsement to this Commitment must be in writing and authenticated by a person authorized by the Company.
f. When the Policy is issued, all liability and obligation under this Commitment will end and the Company’s only liability will be under the Policy.

7. IF THIS COMMITMENT IS ISSUED BY AN ISSUING AGENT
The issuing agent is the Company’s agent only for the limited purpose of issuing title insurance commitments and policies. The issuing agent is not the Company’s agent for closing, settlement, escrow, or any other purpose.

8. PRO-FORMA POLICY
The Company may provide, at the request of a Proposed Insured, a pro-forma policy illustrating the coverage that the Company may provide. A pro-forma policy neither reflects the status of Title at the time that the pro-forma policy is delivered to a Proposed Insured, nor is it a commitment to insure.

9. CLAIMS PROCEDURES
This Commitment incorporates by reference all Conditions for making a claim in the Policy to be issued to the Proposed Insured. Commitment Condition 9 does not modify the limitations of liability in Commitment Conditions 5 and 6.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance (7-01-2021)

Page 3 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 64 194

10. CLASS ACTION

ALL CLAIMS AND DISPUTES ARISING OUT OF OR RELATING TO THIS COMMITMENT, INCLUDING ANY

SERVICE OR OTHER MATTER IN CONNECTION WITH ISSUING THIS COMMITMENT, ANY BREACH OF A

COMMITMENT PROVISION, OR ANY OTHER CLAIM OR DISPUTE ARISING OUT OF OR RELATING TO THE TRANSACTION GIVING RISE TO THIS COMMITMENT, MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY. NO

PARTY MAY SERVE AS PLAINTIFF, CLASS MEMBER, OR PARTICIPANT IN ANY CLASS OR REPRESENTATIVE PROCEEDING. ANY POLICY ISSUED PURSUANT TO THIS COMMITMENT WILL CONTAIN A CLASS ACTION CONDITION.

11. ARBITRATION
The Policy contains an arbitration clause. All arbitrable matters when the Proposed Amount of Insurance is $2,000,000 or less may be arbitrated at the election of either the Company or the Proposed Insured as the exclusive remedy of the parties. A Proposed Insured may review a copy of the arbitration rules at http://www.alta.org/arbitration.

STEWART TITLE GUARANTY COMPANY
All notices required to be given the Company and any statement in writing required to be furnished the Company shall be addressed to it at: Stewart Title Guaranty Company, P.O. Box 2029, Houston, Texas 77252-2029.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance (7-01-2021)

Page 4 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 65 195 Transaction Identification Data, for which the Company assumes no liability as set forth in Commitment Condition 5.e.:

Issuing Agent: Stewart Title Guaranty Company
Issuing Office: 5291 California Ave, Suite 300, Irvine, CA 92617 Issuing Office's ALTA® Registry ID:

Loan ID Number:

Commitment Number: 25000501058
Issuing Office File Number: 25000501058
Property Address: 0 San Pablo Avenue, Hercules, CA 94547 Revision Number:

1. Commitment Date: December 16, 2025 at 7:30 am

2. Policy to be issued: Proposed Amount of Insurance
(a) 2021 ALTA® Owner's Policy $0.00
Proposed Insured:
(b) 2021 ALTA® Loan Policy - Extended
Proposed Insured:

3. The estate or interest in the Land at the Commitment Date is:

Fee

4. The Title is, at the Commitment Date, vested in:

Hercules Hospitality, LLC, a California limited liability company

5. The Land is described as follows:

SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF

STEWART TITLE GUARANTY COMPANY
ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE A

ISSUED BY

STEWART TITLE GUARANTY COMPANY
This page is only a part of a 2021 ALTA® Commitment for Title Insurance. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I - Requirements; and Schedule B, Part II - Exceptions; and a countersignature by the Company or its issuing agent that may be in electronic form.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment for Title Insurance Schedule A (07-01-2021) CLTA COM

Page 1 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 66 196 EXHIBIT "A"

LEGAL DESCRIPTION
The land referred to herein is situated in the State of California, County of Contra Costa, City of Hercules and described as follows:

Being all of Lot 1, as said Lot is described in Lot Line Adjustment 2017-01, recorded May 19, 2017, as Document Number 2017-0087541, of Contra Costa County Records;
Together therewith the following described land (transfer Parcel 1):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Beginning at the Southwesterly corner of said Lot 1;
Thence, from said point of beginning, along the Southerly line of said lot, North 87°43'07" East 69.78 feet; Thence, leaving said Southerly line, South 06°05'00" West 18.14 feet; Thence, along the arc of a tangent 12.00 foot radius curve to the right, through a central angle of 76°27'10", an arc distance of 16.01 feet;
Thence, South 82°32'10" West 19.12 feet;
Thence, North 82°41'00" West 41.23;
Thence, North 05°59'51" East 23.24 feet to said point of beginning.

Also together therewith the following described land (transfer Parcel 3); The following land as described in that Quitclaim Deed recorded concurrently herewith, described as follows:

Beginning at an angle point on the Easterly line of said Lot 1, said point being the Southwesterly terminus of that course designated as "S47°24'07"W 279.04’" in said Lot Line Adjustment 2017-01; Thence, from said point of beginning along said Easterly line of Lot 1 the following two (2) courses;

1. North 47°24'07" East 279.04 feet,

SCHEDULE A

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment for Title Insurance Schedule A (07-01-2021) CLTA COM

Page 2 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 67 197 Thence, South 12°48'56" West 28.37 feet;
Thence, North 73°20'32" West 22.20 feet, to a point on said Easterly line of Lot 1; Thence, along said Easterly line, North 16°39'28" East 23.53 feet to said point of beginning.

Excepting therefrom the following described land (transfer Parcel 2):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Commencing at the Southwesterly corner of said Lot 1;
Thence, from said point of commencement, along the Southerly line of said lot, North 87°43'07" East 69.78 feet, to the point of beginning for this description;
Thence, from said point of beginning, leaving said Southerly line, North 06°05'00" East 83.12 feet; Thence, South 83°54'20" East 15.73 feet;
Thence, along the arc of a tangent 16.00 foot radius curve to the left, through a central angle of 86°29'24", an arc distance of 24.15 feet;
Thence, North 09°36'16" East 25.85 feet;
Thence, along the arc of a tangent 8.00 foot radius curve to the right, through a central angle of 14°24'46", an arc distance of 2.01 feet;
Thence, North 24°01'02" East 5.44 feet;
Thence, South 73°20'32" East 5.50 feet, to a point on the Easterly line of said Lot 1; thence, along said Easterly line of Lot 1 the following two (2) courses;

1. South 16°39'28" West 129.79 feet;

2. South 87°43'07" West 17.11 feet to said point of beginning.

This legal description is made pursuant to that certain Certificate approving a Lot Line Adjustment, Certificate No. LLA #22-02, recorded April 17, 2023, as Instrument No. 2023-0035460 of Official Records.

APN: 404-020-098-4

THE MAP ATTACHED THROUGH THE HYPERLINK ABOVE IS BEING PROVIDED AS A COURTESY AND FOR INFORMATION PURPOSES ONLY; THIS MAP SHOULD NOT BE RELIED UPON. FURTHERMORE, THE PARCELS SET OUT ON THIS MAP MAY NOT COMPLY WITH LOCAL SUBDIVISION OR BUILDING ORDINANCES. THERE

WILL BE NO LIABILITY, RESPONSIBILITY OR INDEMNIFICATION RELATED TO ANY MATTERS CONCERNING THE ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE A

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment for Title Insurance Schedule A (07-01-2021) CLTA COM

Page 3 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 68 198 CONTENTS OR ACCURACY OF THE MAP.

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE A

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment for Title Insurance Schedule A (07-01-2021) CLTA COM

Page 4 of 4 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 69 199 File No.: 25000501058
All of the following Requirements must be met:

1. 2.

3. 4.

The Proposed Insured must notify the Company in writing of the name of any party not referred to in this Commitment who will obtain an interest in the Land or who will make a loan on the Land. The Company may then make additional Requirements or Exceptions.

Pay the agreed amount for the estate or interest to be insured.

Pay the premiums, fees, and charges for the Policy to the Company.

Documents satisfactory to the Company that convey the Title or create the Mortgage to be insured, or both, must be properly authorized, executed, delivered, and recorded in the Public Records.

5. 6.

7. 8.

9. 10.

11. Pay all taxes, charges, assessments, levied and assessed against subject premises, which are due and payable. (See Schedule B - Part II).

This Company will require that an ALTA/NSPS Land Title Survey of the Land be submitted for review and approval. The right is reserved to add requirements or additional items after completion of such review.

This Company will require that full copies of any unrecorded leases, options to purchase, rights of first refusal, or other agreements be submitted to this Company, together with all supplements, assignments, and amendments.

The right is reserved to add requirements or additional items after completion of such review.

Discharges, releases, satisfactions and/or and reconveyances of the documents referred to in Exceptions None of Schedule B – Part II.

Please be advised that the search did not disclose any open deeds of trust. If you have knowledge of any outstanding obligations, please contact your title officer immediately for further review.

In order to insure a conveyance, acquisition or encumbrance by the limited liability company named below, you must provide the following:

Limited liability company: Hercules Hospitality, LLC, a California limited liability company a. A certified copy of the articles of organization (Form LLC-1), and any filed amendment (Form LLC-2) or restatement (Form LLC-10), if applicable.
b. A copy of the operating agreement and any amendments.

Additional requirements or items may be requested upon review of the required documents set forth above.

An Owner's Affidavit (form provided by the Company or, alternate form approved in advance by the Company) must be completed and submitted prior to closing. The right is reserved to add requirements or additional items after completion of the Owner’s Affidavit review.

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE B PART I

ISSUED BY

STEWART TITLE GUARANTY COMPANY
Requirements
This page is only a part of a 2021 ALTA® Commitment for Title Insurance. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I - Requirements; and Schedule B, Part II - Exceptions; and a countersignature by the Company or its issuing agent that may be in electronic form.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
ALTA Commitment For Title Insurance Schedule B I (07-01-2021)

Page 1 of 2 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 70 200

12. 13.

Approval from the Company's Underwriting Department must be obtained for issuance of the requested policy(ies) and endorsements. The right is reserved to add requirements or additional items after completion of the Company’s Underwriting review.

If applicable, a Preliminary Change of Ownership must be completed by the transferee (buyer) prior to the transfer of property in accordance with the provisions of Section 480.3 of the Revenue and Taxation Code. The Preliminary Change of Ownership Report should be submitted to the recorder concurrent with the recordation of any document effecting a change of ownership. If a document evidencing a change of ownership (i.e. Deed, Affidavit-Death Joint Tenant) is presented to the recorder for recording without a preliminary change of ownership report, the recorder may charge an additional $20.00, along with other potential fees and taxes.

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE B PART I

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
ALTA Commitment For Title Insurance Schedule B I (07-01-2021)

Page 2 of 2 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 71 201 File No.: 25000501058
Some historical land records contain Discriminatory Covenants that are illegal and unenforceable by law. This Commitment and the Policy treat any Discriminatory Covenant in a document referenced in Schedule B as if each Discriminatory Covenant is redacted, repudiated, removed, and not republished or recirculated. Only the remaining provisions of the document will be excepted from coverage.

The Policy will not insure against loss or damage resulting from the terms and conditions of any lease or easement identified in Schedule A, and will include the following Exceptions unless cleared to the satisfaction of the Company:

1. Any defect, lien, encumbrance, adverse claim, or other matter that appears for the first time in the Public Records or is created, attaches, or is disclosed between the Commitment Date and the date on which all of the Schedule B, Part I - Requirements are met.

2. 3.

4. 5.

6. 7.

8. 9.
(a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

Any facts, rights, interests, or claims that are not shown by the Public Records at Date of Policy but that could be (a) ascertained by an inspection of the Land, or (b) asserted by persons or parties in possession of the Land.

Easements, liens or encumbrances, or claims thereof, not shown by the Public Records at Date of Policy.

Any encroachment, encumbrance, violation, variation, easement, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records at Date of Policy.
(a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.

Any lien or right to a lien for services, labor, material or equipment unless such lien is shown by the Public Records at Date of Policy.

Any claim to (a) ownership of or rights to minerals and similar substances, including but not limited to ores, metals, coal, lignite, oil, gas, uranium, clay, rock, sand, and gravel located in, on, or under the Land or produced from the Land, whether such ownership or rights arise by lease, grant, exception, conveyance, reservation, or otherwise; and (b) any rights, privileges, immunities, rights of way, and easements associated therewith or appurtenant thereto, whether or not the interests or rights excepted in (a) or (b) appear in the Public Records or are shown in Schedule B.

Water rights, claims or title to water whether or not shown by the Public Records.

10. Taxes:

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE B PART II

ISSUED BY

STEWART TITLE GUARANTY COMPANY
Exceptions
This page is only a part of a 2021 ALTA® Commitment for Title Insurance. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I - Requirements; and Schedule B, Part II - Exceptions; and a countersignature by the Company or its issuing agent that may be in electronic form.

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance Schedule B II (07-01-2021) COM 5-1-23

Page 1 of 3 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 72 202 A.

General and special city and/or county taxes, including any personal property taxes, and any assessments collected with taxes, for the fiscal year 2025 - 2026:
1st Installment : $17,650.99
Status 1st : Paid with Penalty
Delinquent date : December 10, 2025
Penalty : $1,765.09
2nd Installment : $17,650.99
Status 2nd : Open
Parcel No. : 404-020-098-4
Code Area/Tracer No. : 04-026
Prior to recording, the final amount due for taxes must be confirmed.

The lien of supplemental taxes, if any, assessed pursuant to the provisions of Chapter 3.5 (commencing with Section 75) of the Revenue and Taxation Code of the State of California.

Taxes and/or assessments affecting the Land, if any, for community facility districts, including Mello Roos, which may exist by virtue of assessment maps or filed notices. These taxes and/or assessments are typically collected with the county taxes; however, sometimes they're removed and assessed and collected separately.

11. 12.

13. 14.

15. 16.

Any interests (including rights of the public) in and to any portion of the Land lying within roads, streets, alleys or highways.

Easement and rights incidental thereto for water pipelines and ingress & egress to East Bay Municipal Utility District, a public corporation, as set forth in a document recorded April 28, 1936 as Instrument No. 4720 in Book 414, Page 246 of Official Records.

A waiver of any claims for damages by reason of the location, construction, landscaping or maintenance of a contiguous freeway, highway or roadway, as contained in the document recorded August 1, 1950 in Book 1605,

Page 172 ends

Easement and rights incidental thereto for slope, sanitary sewer, ingress & egress to City of Hercules, as set forth in a document recorded December 12, 1975 in Book 7709 Page 811 and recorded December 12, 1975 in Book 7709 Page 829 and re-recorded February 9, 1976 in Book 7758 Page 880, all of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Covenant and Agreement to Restrict Use of Property Hercules Incorporated Site - Wetlands Area Hercules, California", recorded October 13, 1992 as Instrument No. 92-269449 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Development Agreement Penterra Development Project", recorded October 1, 1997 as Instrument No. 97-0183624-00 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Assignment of Development Rights", recorded February 12, 1998 as Instrument No. 98-0029435-00 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Reassignment of Development Rights", recorded April 2, 2004 as Instrument No. 2004-0113803-00 of Official Records.

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE B PART II

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance Schedule B II (07-01-2021) COM 5-1-23

Page 2 of 3 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 73 203

17. 18.

19. 20.

21. 22.

23. 24.

25. 26.

Matters as shown on the entitled "Parcel Map MS 476-97", filed in Book 173, Pages 23-26 of Maps, together with any provisions and recitals contained therein.

The terms, provisions and conditions contained in that certain document, entitled "Special Warranty Deed", recorded April 2, 2004 as Instrument No. 2004-0113804-00 of Official Records.

Rights of the successor agency(ies) as to matters contained in the project plan recorded June 11, 2009 as Instrument No. 2009-0136986-00 of Official Records.

The effect of a document entitled "Grant Deed", recorded March 9, 2011 as Instrument No. 2011-0051184-00 of Official Records.

Covenants, conditions, restrictions, easements, matters, charges and assessments as set forth in a document recorded June 9, 2017 as Instrument No. 2017-0103082-00 of Official Records.

Said covenants, conditions and restrictions have been modified by a document recorded November 15, 2023 as Instrument No. 2023-0122766 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Declaration and Grant of Exclusive Use Rights", recorded June 9, 2017 as Instrument No. 2017-0103084-00 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Declaration and Grant of Drainage Easements", recorded November 15, 2023 as Instrument No. 2023-0122768 of Official Records.

The terms, provisions and conditions contained in that certain document, entitled "Temporary Access Easement Agreement", recorded November 15, 2023 as Instrument No. 2023-0122769 of Official Records.

Rights or claims of parties in possession whether or not shown by the Public Records.

Any facts, rights, interests or claims which would be disclosed by a current ALTA/NSPS Survey of the Land.

ALTA COMMITMENT FOR TITLE INSURANCE (07-01-2021)

SCHEDULE B PART II

ISSUED BY

The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use.

All other uses are prohibited. Reprinted under license from the American Land Title Association.

File No. 25000501058
CA ALTA Commitment For Title Insurance Schedule B II (07-01-2021) COM 5-1-23

Page 3 of 3 ends

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 74 204 10/Evidence of Site Control
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 75 205 HERCULES PSA FINAL 1-12-2026 CLEAN

PURCHASE AND SALE AGREEMENT
Between:

HERCULES HOSPITALITY, LLC,
a California limited liability company
as SELLER
And

SATELLITE AFFORDABLE HOUSING ASSOCIATES,
a California non-profit public benefit corporation
or Assignee
as BUYER
_______________________________________________________ Reference Date: January 12, 2026
PROPERTY:

1.883 ac Vacant Land,
Hercules, California
APN: 404-020-098-4
Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 206
HERCULES PSA FINAL 1-12-2026 CLEAN

PURCHASE AND SALE AGREEMENT

TABLE OF CONTENTS
Section 1. Purchase and Sale Section 2. Purchase Price Section 3. Escrow and Closing Section 4. Close of Escrow Section 5. Closing Costs and Prorations Section 6. Representations and Warranties Section 7. Title Section 8. Due Diligence Review of Property, Test, and Surveys Section 9. AS-IS Sale/Limitations of Actions Section 10. Changes During Transaction Section 11. Withholding Section 12. Closing Conditions Section 13. No Brokers/Finders Section 14. Information Held in Confidence Section 15. Deposits in to Escrow Section 16. Effective Headings Section 17. Entire Agreement Section 18. Counterparts Section 19. Assignments/Binding on Successors and Assigns Section 20. Attorney's Fees Section 21. Agreement to Perform Necessary Acts Section 22. Notices Section 23. Governing Law Section 24. Severability Section 25. No Survival of Representations and Warranties Section 26. Time is of the Essence Section 27. Saturdays, Sundays, and Holidays Section 28. Waiver Section 29.

Exhibit A: Legal Description
Exhibit B: Grant Deed Form
Exhibit C: Bill of Sale and General
Assignment
Exhibit D: Disclosure and Anticipated
Encumbrances to Title on Closing
Schedule 8 (b)-Due Diligence
Documents
Schedule 8 (f)-Contracts
Mediation/Arbitration of Disputes
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PURCHASE AND SALE AGREEMENT

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into as of January 12, 2026 (“Effective Date”) by and between HERCULES HOSPITALITY , LLC, a California limited liability company, (“Seller”), and SATELLITE AFFORDABLE HOUSING ASSOCIATES, a California non-profit public benefit corporation ("Buyer").

When referred to together, then “Parties.”

AGREEMENT
NOW THEREFORE, the parties agree as follows:

Section 1. Purchase and Sale
Seller owns the vacant parcel of land situated between Sycamore Avenue and San Pablo Avenue, in the city of Hercules, Contra Costa County, California, APN 404-020-098-4 (the "Property") and more particularly described as set forth in Exhibit A attached hereto. The Property consists of vacant land approximately 1.883 ac described per the Contra Costa public records. Seller shall sell the Property to Buyer and Buyer shall purchase the Property from Seller on the terms and conditions stated in this Agreement.

Section 2. Purchase Price

2. The purchase price for the Property shall be Three Million Three Hundred Thousand Dollars ($3, 300,000.00) ("Purchase Price). Buyer shall pay the Purchase Price as set forth below:
(a) Deposit and Releases. The Purchase Price is a fixed price for the Property and is not subject to adjustment either up or down based on any other characteristic of the Property being conveyed. Within five (5) days of the execution of this Agreement, Buyer shall deposit the sum of One Hundred Thousand Dollars ($100,000.00), the (“Deposit”) with the title company specified in Section 3 below. Buyer shall be responsible for the full costs of any governmental conditions, including permits and fees, utility connections and fees for service to the Property, which relate directly to Buyer’s intended use of the property and any conditions of the occupancy and entitlements to the Property. Buyer shall receive a credit for the Deposit against the Purchase Price at Close of Escrow, but no credit for any extension fee paid pursuant to Section 4 below.

Upon acceptance of the Property on or before the expiration of the Due Diligence Period set forth below, the Deposit shall become non-refundable in the absence of a Seller breach of Agreement, and shall serve as the Liquidated Damages, in accordance with Section 2(c) below.

Notwithstanding anything contained herein to the contrary, the Parties agree that in the event of any breach or default that is not cured by Seller of its representations, warranties or obligations under this Agreement, Buyer shall be entitled to terminate this Agreement, in which event the Parties shall have no further obligations under this Agreement and the Deposit and any extension fees paid by Buyer pursuant to Section 4, below, shall be handled in accordance with Section 12 (b) below.
(b) Independent Consideration. Notwithstanding anything in this Agreement to the contrary, One Hundred Dollars ($100.00) of the Initial Deposit (the “Independent Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 208
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Consideration”) shall be paid to Seller and considered completely nonrefundable to Buyer in all events, it being the intent of the parties to recognize that such amount has been bargained for and agreed to as independent consideration for Buyer's exclusive right to purchase the Property and to review the condition of the Property during the Due Diligence Period in accordance with the provisions of Section 8.
(c) LIQUIDATED DAMAGES. THE PARTIES AGREE THAT THE DEPOSIT AMOUNT OF ONE HUNDRED THOUSAND DOLLARS ($100,000.00), PLUS ALL ACCRUED INTEREST,

IF ANY, IS A REASONABLE SUM FOR LIQUIDATED DAMAGES SHOULD THIS

TRANSACTION FAIL TO CLOSE AFTER THE EXPIRATION OF THE DUE DILIGENCE

PERIOD DUE TO A MATERIAL BREACH OF THIS AGREEMENT BY BUYER, IN THAT,

WHEN CONSIDERING ALL THE CIRCUMSTANCES EXISTING ON THE DATE OF THIS

AGREEMENT, IT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX THE ACTUAL DAMAGES. BY PLACING THEIR INITIALS AT THE PLACES PROVIDED,

EACH PARTY AGREES THAT THE FOREGOING CONSTITUTES LIQUIDATED DAMAGES AND NOT A FORFEITURE OR PENALTY.

Seller___________________ Buyer ____________________

(d) Balance of Purchase Price. Buyer shall deposit sufficient funds by wire transfer to Escrow, to cover the balance of the Purchase Price, plus Buyer's share of all escrow costs, one day prior to the close of escrow, but no later than 11:00 am on the scheduled date for the Close of Escrow.

Section 3. Escrow

3. Escrow and Title. This transaction shall be completed through an escrow established with Stewart Title Guaranty Company, located at 5291 California Avenue, Suite 300, Irvine, CA 92617; Trent Cornell, Vice President, shall be the Title Officer. Each party shall promptly deposit all funds and documents as required by the escrow holder to complete this transaction.

Section 4. Close of Escrow

4. Scheduled Close of Escrow. The escrow shall close (the “Close of Escrow” or “Closing”) on or before July 8, 2026 (“Escrow Closing Date”). Notwithstanding the foregoing, at no cost to Buyer, Seller with no less that ten (10) day written notice to Buyer and Escrow, shall have the right to extend the Close of Escrow for two (2) additional periods to accommodate Seller’s intended acquisition of certain funds to be awarded by the City of Hercules for low income housing development, such extension terms subject to the conditions set forth below:
• First Incremental Escrow Closing Date Extension. If elected by Purchaser, the initial Escrow Closing Date shall automatically be extended to October 6, 2026 by wiring an extension fee to the Escrow Agent on or before the initial Escrow Closing Date, in the sum of One Hundred Thousand Dollars ($100,000.00) representing the “First Incremental Escrow Closing Date Extension Fee”, which is fully earned by Seller and non-refundable to Purchaser (except in the event this Agreement is terminated by Buyer as a result of Seller default), and shall not be applicable to the Purchase Price if the Purchaser completes the intended sale under the Purchase Agreement., • Second Incremental Escrow Closing Date Extension. If elected by Purchaser, the as extended first incremental escrow Closing Date shall automatically be extended to December 5, 2026, (“the Second Incremental Escrow Closing Date Extension”), by wiring a further extension fee to the Escrow Agent on or before the First Incremental Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 209
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Escrow Closing Date, in the sum of Sixty Seven Thousand Dollars ($67,000.00) representing the “Second Incremental Escrow Closing Date Extension Fee”, which is fully earned by Seller and non-refundable to Purchaser (except in the event this Agreement is terminated by Buyer as a result of Seller default), and shall not be applicable to the Purchase Price if the Purchaser completes the intended sale under the Purchase Agreement.

Section 5. Closing Costs and Prorations

5. Closing Costs. Seller shall pay the Documentary Transfer Tax, the cost of recording the vesting deed, the premium cost for a standard coverage policy of title insurance, one-half of the escrow fee, and all other costs of a seller as custom and practice for escrows in Contra Costa County California. Buyer shall pay all recording fees in connection with any mortgages, the additional premium, the cost of extended coverage, its, and its lender’s required endorsements, one-half of the escrow fee, and all other costs of a Buyer as custom and practice for escrows in Contra Costa County California. Prorations of real property taxes and assessments, and other expenses if any of the Property shall be prorated as of the date of recordation of the deed.

Section 6. Representations and Warranties

6.1 The phrase "to Seller's knowledge," means the present, actual knowledge, with no duty of due diligence or inquiry of William C. Herrick. Buyer acknowledges that Seller has not undertaken or inquired into (having no duty to undertake or to inquire into) any independent investigation or verification of the matters set forth in any representation or warranty, including without limitation, any investigation or review of any documents, certificates, agreements or information that may be in, or may hereafter come into, the possession of Seller or any of the Seller representatives. Seller warrants that William C. Herrick is the person most likely to have knowledge concerning the Property and the various matters that are the subject of the representations and warranties made by Seller in this Section 6.

Seller represents and warrants the following to Buyer as of the Effective Date. Each of such representations and warranties shall be deemed remade on and as of the Closing Date. (a) Due Formation and Authorization. Seller is a California limited liability company, and it possesses full power and authority to enter this transaction and to perform its obligations as a Seller under this Agreement. This Agreement and all documents to be executed by Seller in connection herewith constitute, or will constitute when executed and delivered, valid and legally binding obligations of Seller enforceable in accordance with their terms. (b) Litigation; Condemnation. Seller has not received written notice of (a) any pending lawsuits affecting all or any material portion of Seller's interest in the Property or the use of the Property, or (b) any pending judicial, municipal or administrative proceedings in eminent domain affecting all or any portion of Seller's interest in the Property, or (c) any violation of law, or (d) any pending liens or new or special assessments against any of the Property; and to Seller's knowledge no such lawsuits have been threatened by any third parties, nor are any proceedings for the taking of any portion of the Real Property by eminent domain planned by any governmental authorities. (c ) Foreign Person. No Seller is a foreign entity as defined in Section 1445 of the Internal Revenue Code, as amended.
(d) Prohibited Persons and Transactions. No Seller nor any of its affiliates, nor any of their respective members, nor any other person, entity or nation that Seller is acting for or on Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 210
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behalf of, and none of their respective officers or directors is, nor prior to Closing or the earlier termination of the Agreement, will they become, a person or entity with whom U.S. persons or entities are restricted from doing business under regulations of the Office of Foreign Asset Control (“OFAC") of the Department of the Treasury (including those named on OFAC's Specially Designated Blocked Persons List), or under and U.S. statute, executive order (including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism) or other government action, code, statute, law, rule, regulation or ordinance and is not and prior to Closing or earlier termination of this Agreement will not engage in any dealings or transactions with or be otherwise associated with such persons or entities.

Seller is not engaging in the transaction, directly, or indirectly, in violation of any laws relating to drug trafficking, money laundering or predicate crimes to money laundering.

None of the funds of Seller have been or will be derived from any unlawful activity with the result that the investment of direct or indirect equity owner in Seller is prohibited by law or that the transaction or this Agreement is or will be in violation of law. Seller has and will continue to implement procedures and has consistently and will continue to consistently apply those procedures, to ensure the foregoing representations and warranties remain true and always correct prior to Closing.

6.2 Buyer's Representations and Warranties. Buyer hereby represents and warrants the following to Seller as of the Effective Date. Each of such representations and warranties shall be deemed remade on and as of the Closing Date.
(a) Due Formation and Authorization. Buyer is a California non-profit corporation, and it possesses full power and authority to enter and perform its obligations as a Seller under this Agreement. Buyer may assign this Agreement without the consent of Seller, at or before Closing to either the City of Hercules or a single purpose limited liability company (or another form of entity or entity), to hold title to the Property, provided the assignee is affiliated or under common control with Buyer or has as its direct or indirect owners some of the same individuals who own all or part of Buyer and upon such assignment, the initial Buyer as assignor shall be released from any obligations arising under this Agreement. If Buyer assigns this agreement to such an entity, upon formation or otherwise, it will be duly organized and validly existing under the laws of its State of jurisdiction (and or qualified to do business in California), with all requisite power, authority, and legal right to execute, deliver and perform the terms of this Agreement. This Agreement and all documents to be executed by Buyer in connection herewith constitute, or will constitute when executed and delivered, valid and legally binding obligations of Buyer enforceable in accordance with their terms.
(b) Consent. No consent, approval, or authorization by any court, administrative agency or other governmental authority is required in connection with the execution and delivery of this Agreement, or the consummation of the transactions contemplated by this Agreement by Buyer.

The consummation of the transactions contemplated by this Agreement will not constitute a breach of, or constitute a default under, any agreement or other instrument to which Buyer is a party or by which Buyer is bound or affected. At or before the Close of Escrow, Buyer shall provide Seller and the Title Company a Certificate of Authority from Buyer’s Board of Directors.
(c ) Prohibited Persons and Transactions. Neither Buyer nor any of its affiliates, nor any of their respective members, nor any other person, entity or nation that Buyer is acting for or on behalf of, and none of their respective officers or directors is, nor prior to Closing or the earlier termination of the Agreement, will they become, a person or entity with whom U.S. persons or entities are restricted from doing business under regulations of the Office of Foreign Asset Control (“OFAC") of the Department of the Treasury (including those named on OFAC's Specially Designated Blocked Persons List), or under and U.S. statute, executive order Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 211
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(including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism), or other government action, code, statute, law, rule, regulation or ordinance and is not and prior to Closing or earlier termination of this Agreement will not engage in any dealings or transactions with or be otherwise associated with such persons or entities. Buyer is not engaging in the transaction, directly, or indirectly, in violation of any laws relating to drug trafficking, money laundering or predicate crimes to money laundering. None of the funds of Buyer have been or will be derived from any unlawful activity with the result that the investment of direct or indirect equity owner in Buyer is prohibited by law or that the transaction or this Agreement is or will be in violation of law. Buyer has and will continue to implement procedures and has consistently and will continue to consistently apply those procedures, to ensure the foregoing representations and warranties remain true and always correct prior to Closing.

Section 7. Title

7. Review of Title. Seller has initiated with the title company and has obtained a hyperlinked title commitment dated December 16, 2025, prepared by Stewart Title Guaranty Company (“Title Company”), under CA ALTA Commitment For Title Insurance No. 25000501058 (07-01-2021) (“Preliminary Report”); Trent Cornell, VP, shall act in the capacity of title officer (“Title Officer”). Buyer has previously received a copy on December 23, 2025. (a) Buyer shall during the first forty-five (45) days of the Due Diligence Period, deliver to Seller, in writing (“Buyer’s Objection Notice”), any objections to matters shown in the Preliminary Report and any ALTA property survey obtained by Buyer (at Buyer’s cost).

Buyer’s failure to timely send Buyer’s Objection Notice shall be deemed to constitute Buyer’s approval of all matters in the Preliminary Report and any matters that would be disclosed by a survey of the Real Property, and such matters shall then become “Permitted Exceptions.” If Buyer timely objects to any item set forth in the Preliminary Report or survey, then Seller shall have the right, but not the obligation, to attempt to cure or cause to be cured before Closing such disapproved item. Seller shall have until 5:00 p.m. (Pacific time) on the date that is five (5) business days after receipt of Buyer’s Objection Notice to agree in writing (“Seller’s Response Notice”) to cure before Closing such disapproved item. If Seller elects not to cure, or fails to timely respond to Buyer’s objections, Seller shall be deemed to have elected not to cure, in which event Buyer shall, on or before the expiration of the Due Diligence Period, either (i) terminate this Agreement by delivering to Seller and Escrow Agent a written notice of termination, whereupon Escrow Agent shall promptly release and return the Deposit to Buyer, or (ii) waive in writing its objection to the disapproved items, which shall then become Permitted Exceptions. Buyer’s failure to timely deliver to Seller and Escrow Agent a written notice of termination or waiver of its objection to the disapproved items shall be deemed to constitute Buyer’s waiver of its objection to said items and such items shall become Permitted Exceptions. Buyer shall have five (5) business days after receipt of any updates to the Preliminary Report to object to any new matters disclosed therein which were not disclosed in the original Preliminary Report. The procedures for objecting to such matters shall be as set forth in this Section 7 (a) (and the Closing Date, defined in Section 4, shall be extended if necessary to account for the additional time required to comply with such procedures). (b) The term “Permitted Exceptions” as used herein shall mean: (i) the exceptions in the Preliminary Report, including any update thereto, approved (or deemed approved) by Buyer pursuant to this Section 7; (ii) all matters shown on a survey obtained by Buyer and approved (or deemed approved) by Buyer pursuant to this Section 7; (iii) non-delinquent real and personal property taxes; (iv) matters attributable to acts of Buyer and/or its directors, officers, employees, consultants, agents, contractors, affiliates and other representatives (“Buyer Parties”); (v) provisions of existing laws, rules and regulations including, without limitation, building, zoning and environmental laws; (vi) any non-delinquent lien for real property taxes assessed Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 212
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against the Real Property; and (vii) all CC&Rs (as defined in Exhibit D) other than the Hotel Declaration (as defined in Exhibit D). In no event shall the following liens be Permitted Exceptions, whether or not objected to by Buyer, and notwithstanding any contrary terms of this Agreement, such liens shall be removed by Seller at the Closing: (i) monetary liens other than non-delinquent liens for real property taxes assessed against the Real Property, and (ii) the Hotel Declaration . Notwithstanding the foregoing, during the Due Diligence Period, Buyer will work with the Title Company and Lewis Homes to approve the CC&R Amendments (as defined in Exhibit D) as set forth in Exhibit D. As noted in Exhibit D, should the Buyer not approve any of the CC&R Amendments prior to the expiration of the Due Diligence Period, Buyer may cancel this Agreement, whereupon the Deposit shall be returned to Buyer. (c ) If, on or before the Closing Date, Seller does not remove or cure any title exception that Seller agreed to remove or cure, or is required to remove according to the terms of this Section 7 and the Buyer otherwise does not waive its objection, then Buyer may elect to cancel the transaction with all the Deposits refunded..
(d) Conveyance. On the Closing Date, Seller shall (i) convey to Buyer (or its assignee) fee simple title to the Real Property by a duly executed and acknowledged Grant Deed in the form of Exhibit B, free and clear of all defects and encumbrances other than the Permitted Exceptions, handled in accordance with Section 7 (a) above. (e) Buyer’s Policy. As noted in Section 12 below, if one of Buyer’s conditions to Closing is that the Title Company shall be committed to issue to Buyer at Closing an ALTA extended coverage owner’s policy of title insurance insuring Buyer’s title to the Real Property in, subject only to the Permitted Exceptions and those general exceptions and exclusions that are customary in such standard form of title insurance (“Buyer’s Policy”), then Seller shall furnish to Title Company, upon its request to Seller, a commercially reasonable owner’s affidavit that Title Company reasonably requires to issue such standard coverage; provided, however, that such affidavit shall be acceptable to Seller, in its reasonable discretion, and Seller shall not be required to incur any additional obligations, liabilities, or expenses associated with the same.

Buyer may request that Title Company issue an extended coverage policy of title insurance and special endorsements to Buyer’s Policy. Buyer shall be fully responsible for paying the additional costs associated with any extended coverage and special endorsements that it requests, including the cost of an ALTA survey. In no event shall the issuance of extended coverage or special endorsements be a condition of Closing, and Closing shall timely proceed so long as a standard coverage owner’s policy will be issued pursuant to the first sentence of this Section 7.
(f) Seller Cancellation Contingency. Buyer is aware that the title of the Property is encumbered by numerous exceptions given that the parcel was part of a development by Lewis Homes. Seller has worked with Lewis and those parties have reached agreement on what is anticipated and what will need to remain encumbering the Property at the Close of Escrow and have set forth on Exhibit D those items and explanations for Buyer understanding. During the Due Diligence Period, Buyer will work with Lewis legal counsel to have a full understanding of the information set forth therein, and either approve the CC&Rs and CC&R Amendments or cancel the Agreement, as noted. In the event that Buyer has not approved the CC&Rs and CC&R Amendments within such period, then Seller shall have ninety (90) days from the Effective Date to cancel the Agreement in which event Buyer shall receive the return of its Deposit and the parties shall have no further obligations to one another. So long as Buyer is using good faith efforts to work with Lewis Homes to approve the CC&Rs and CC&R Amendments during the Due Diligence Period, Seller may not cancel this Agreement.

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Section 8. Due Diligence Review of Property, Test, and Surveys

8. Buyer shall have a period (the “Due Diligence Period”), commencing on the Effective Date, and expiring at 5:00 p.m. (Pacific time) on May 10, 2026 in which to conduct the inspections and studies described in this Section 8 and determine in its sole and absolute discretion whether or not the Property is acceptable to Buyer, and satisfy any Federal requirements for the receipt of Federal funding for Buyer’s intended project.

(a) Access to the Property and Indemnification by Buyer. During the Due Diligence Period and subject to the terms of this Section 8, Seller shall permit Buyer and the designated Buyer Parties to enter upon the Property at all reasonable times during normal business hours to inspect and conduct tests and studies of the Property (collectively, the “Inspections”); provided any subsurface tests for hazardous materials (“Phase II Test”) shall be approved in advance by Seller, such approval not to be unreasonably withheld or delayed. In connection with any Phase II Test that Buyer wishes to conduct at the Property, Buyer will deliver to Seller at least three (3) business days’ advance written notice (“Phase II Notice”) of such entry, the reason a Phase II Test is warranted and the work plan for the proposed Phase II Test (which notice shall be provided by Email to William Herrick at [email protected] (email), with copy to Jake Herrick at [email protected] and Thomas R. Saltarelli, Esq. at [email protected], along with the identity of company or persons planning to enter the Property and the proposed activities to be conducted. Within two (2) business days following Seller’s receipt of Buyer’s Phase II Notice, Seller shall deliver to Buyer written notice approving or disapproving the work described in Buyer’s Phase II Notice or specifying reasonable conditions for the completion of such work. Seller’s failure to respond within such two (2) business day period shall be deemed Seller’s approval of the proposed Phase II Test.

Buyer will conduct such entry and any inspections (a) during such hours as will minimize interference with neighboring parcels, and (b) in compliance with all applicable laws. All Inspections and the information obtained in connection therewith shall be kept confidential and will be subject to the terms of Section 14 of this Agreement. Prior to conducting any Inspections, Buyer and the Buyer Parties conducting work at the Property shall deliver to Seller certificates of insurance evidencing its coverages. Buyer shall restore the Property to its original condition immediately after all Inspections conducted by or on behalf of Buyer. Buyer hereby indemnifies, defends and holds Seller, and the Property harmless from and against any and all costs, loss, damages or expenses arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or the Buyer Parties; provided, however, such indemnification obligation shall not be applicable to Buyer’s mere discovery of any pre-existing physical condition at the Property, except to the extent Buyer and/or the Buyer Parties aggravate such pre-existing condition as a result of their negligence or willful misconduct. Buyer’s indemnification obligations under this section shall survive the Closing or any termination of this Agreement.

(b) Deliveries Made by Seller. Within five (5) days following the Effective Date, Seller shall deliver to Buyer or otherwise make available for Buyer’s review the items listed in Schedule 8(b) attached (collectively, the “Initial Due Diligence Documents”). During the Due Diligence Period, Seller agrees to make available to Buyer, or to its duly authorized agents or representatives, copies of all additional non-privileged, non-proprietary, non-confidential documents and materials reasonably requested by Buyer to the extent in Seller’s possession or control and provided they are not Excluded Items, including but not limited to plans, studies, agreements, correspondence, books and records and files relating to the operation of the Property. The Initial Due Diligence Documents and such additional documents and materials are referred to collectively as the “Due Diligence Materials.” “Excluded Items” shall mean:
(a) materials relating to Seller’s marketing efforts for the sale of the Property, including communications and agreements with other potential purchasers, (b) projections and other Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 214
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internal memoranda or materials, (c) appraisals, budgets, Seller’s strategic plans for the Property, internal analyses, computer software, and submissions relating to Seller’s obtaining of internal authorizations, (d) attorney and accountant work product, and all other materials subject to any legal privilege in favor of Seller.
(c ) Buyer’s Acceptance or Rejection prior to the Expiration of the Due Diligence Period.

Before the expiration of the Due Diligence Period, if Buyer, after conducting its Inspections as described in this Article 8, desires (in its sole discretion) to purchase the Property, Buyer will give Seller written notice of its approval of the Inspections (“Buyer’s Approval Notice”), in which event Buyer will be deemed to have approved and accepted the Property and to have agreed to complete the transaction contemplated by this Agreement, and the Deposit will immediately become nonrefundable subject to the terms hereof. If Buyer does not deliver Buyer’s Approval Notice before the expiration of the Due Diligence Period, then this Agreement will automatically terminate, subject to the immediate return of all copies of all Due Diligence Materials to Seller, the Deposit will be promptly delivered to Buyer, Buyer and Seller shall equally pay any costs associated with terminating Escrow or cancelling the Preliminary Report, and thereupon neither party will have any further obligation or liability to the other party hereunder, except as otherwise expressly provided herein. (d) Natural Hazard Disclosure. Buyer and Seller acknowledge that Seller is required to disclose if any of the Property lies within the following natural hazard areas or zones: (i) a special flood hazard area designated by the Federal Emergency Management Agency; (ii) an area of potential flooding; (iii) a very high fire hazard severity zone; (iv) a wild land area that may contain substantial forest fire risks and hazards; (v) an earthquake fault or special studies zone; or (vi) a seismic hazard zone. Buyer acknowledges that Seller will employ the services of Disclosure Source or similar expert (“Natural Hazard Expert”) to examine the maps and other information specifically made available to the public by government agencies and to report the results of its examination to Buyer in writing. The written report prepared by the Natural Hazard Expert regarding the results of its examination fully and completely discharges Seller from its disclosure obligations referred to herein, and, for the purposes of this Agreement, the provisions of Civil Code Section 1103.4 regarding the non-liability of Seller for errors and/or omissions not within its personal knowledge shall be deemed to apply, and the Natural Hazard Expert shall be deemed to be an expert dealing with matters within the scope of its expertise with respect to the examination and written report regarding the natural hazards referred to above.
(e) Health and Safety Code Section 25359.7. Except for what may be disclosed in the Seller Documents provided to Buyer, Seller represents that it has no knowledge of any hazardous environmental condition about the Property and has not undertaken any investigation into such matters. Buyer is advised that it should if it desires to do so, have an Environmental Phase I report prepared by its consultants.

(f) Contracts. “Contracts” shall mean the service and other contracts relating to the Property identified in Schedule 8 (f). Buyer shall have no obligation to assume any Contracts. Buyer shall notify Seller in writing no later than the end of the Due Diligence Period if there are any Contracts that allow Buyer to assume, and that Buyer will assume at Closing at no cost or expense to Seller. All the Contracts that are not approved by Buyer for assumption at Closing shall be terminated by Seller at or before the Closing. The Contracts to be assumed by Buyer at Closing are referred to herein as the “Approved Contracts.” If there are any Approved Contracts, they will be included in the Assignment of General Intangibles.

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Section 9. As-Is Sale/Limitations of Actions

9. (a) AS-IS RELEASE. Subject to the representation and warranties of the Seller under Section 6 of this Agreement, on the Closing Date, Buyer shall acquire the Property, in its "AS IS" condition, and will assume all risks of every kind with respect to any defects, liabilities, environmental conditions, or other matters related to, or in any way affecting the condition of the Property, whether existing prior to the Closing Date or thereafter, including without limitation, those that may arise in connection with any of the following provisions set forth below:

EXCEPT AS EXPRESSLY STATED HEREIN, SELLER MAKES NO

REPRESENTATION OR WARRANTY AS TO THE TRUTH, ACCURACY OR

COMPLETENESS OF ANY MATERIALS, REPORTS, DATA OR OTHER

INFORMATION DELIVERED BY SELLER OR ITS AGENTS TO BUYER IN

CONNECTION WITH THE TRANSACTIONS CONTEMPLATED HEREBY,

INCLUDING, WITHOUT LIMITATION, THE SELLER MATERIALS PROVIDED DURING THE DUE DILIGENCE PERIOD. EXCEPT AS OTHERWISE

EXPRESSLY STATED HEREIN, SELLER SHALL HAVE NO LIABILITY TO

BUYER FOR ANY INACCURACY IN OR OMISSION FROM ANY SUCH

MATERIALS, REPORTS, DATA OR OTHER INFORMATION, INCLUDING, WITHOUT LIMITATION, THE SELLER MATERIALS. IN THE BUYER’S

APPROVAL NOTICE, BUYER SHALL ACKNOWLEDGE THAT IT HAS

COMPLETED ALL PHYSICAL, FINANCIAL AND OTHER EXAMINATIONS

RELATING TO THE ACQUISITION OF THE PROPERTY HEREUNDER AND

WILL ACQUIRE THE SAME SOLELY ON THE BASIS OF SUCH

EXAMINATIONS AND THE TITLE INSURANCE PROTECTION FOR THE

PROPERTY AFFORDED BY ITS TITLE POLICY AND NOT ON ANY

INFORMATION PROVIDED OR TO BE PROVIDED BY SELLER, EXCEPT FOR

REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT,

EXCEPT AS EXPRESSLY SET FORTH IN THE SELLER'S REPRESENTATIONS

AND WARRANTIES IN THIS AGREEMENT (AND THE DEFINITION OF "SELLER'S KNOWLEDGE" AS SET FORTH ABOVE), ANY INFORMATION

PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY WAS

OBTAINED FROM A VARIETY OF SOURCES AND THAT SELLER HAS NOT

MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH

INFORMATION AND MAKES NO REPRESENTATIONS OR WARRANTIES AS

TO THE ACCURACY, CONTENT OR COMPLETENESS OF SUCH

INFORMATION EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT. WITHOUT MODIFYING OR

LIMITING THE REPRESENTATIONS AND WARRANTIES OF SELLER

EXPRESSLY SET FORTH IN THIS AGREEMENT, SELLER SHALL NOT BE

LIABLE FOR ANY NEGLIGENT MISREPRESENTATION PERTAINING TO THE

PROPERTY OR THE OPERATION THEREOF, WRITTEN OR VERBAL, BY ANY

REAL ESTATE BROKER, AGENT, REPRESENTATIVE, EMPLOYEE,
SERVANT, OR OTHER PERSON ACTING ON SELLER'S BEHALF. IT IS

ACKNOWLEDGED AND AGREED THAT THE PROPERTY IS SOLD BY
SELLER AND PURCHASED BY BUYER SUBJECT TO THE FOREGOING.

WITHOUT WAIVING, MODIFYING OR LIMITING IN ANY WAY THE

REPRESENTATIONS AND WARRANTIES OF THE SELLER EXPRESSLY SET

FORTH HEREIN, BUYER HEREBY ACKNOWLEDGES, REPRESENTS,

WARRANTS, COVENANTS AND AGREES THAT, AS A MATERIAL

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AND IN CONSIDERATION OF THE PERFORMANCE BY SELLER OF ITS

DUTIES AND OBLIGATIONS UNDER THIS AGREEMENT, (A) THE SALE OF THE PROPERTY HEREUNDER IS AND WILL BE MADE ON AN "AS IS, WHERE IS" BASIS, SUBJECT TO SELLER'S COMPLIANCE WITH ITS

COVENANTS AND OBLIGATIONS EXPRESSLY SET FORTH HEREIN AND

ACCRUING PRIOR TO THE CLOSING DATE, AND (B) SELLER HAS NOT

MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS

ANY REPRESENTATIONS, WARRANTIES OR GUARANTIES OF ANY KIND

OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL

OR WRITTEN, PAST, PRESENT, FUTURE OR OTHERWISE, OF, AS TO,

CONCERNING OR WITH RESPECT TO THE PROPERTY, INCLUDING,
WITHOUT LIMITATION: (1) GEOLOGICAL CONDITIONS, INCLUDING,

WITHOUT LIMITATION, SUBSIDENCE, SUBSURFACE CONDITIONS,

WATER TABLE, UNDERGROUND WATER RESERVOIRS, LIMITATIONS
REGARDING THE WITHDRAWAL OF WATER AND FAULTING; (2)

WHETHER OR NOT AND TO THE EXTENT TO WHICH THE PROPERTY OR

ANY PORTION THEREOF IS AFFECTED BY ANY STREAM (SURFACE OR

UNDERGROUND), BODY OF WATER, FLOOD PRONE AREA, FLOOD PLAIN, FLOODWAY OR SPECIAL FLOOD HAZARD; (3) DRAINAGE; (4) SOIL

CONDITIONS, INCLUDING THE EXISTENCE OF INSTABILITY, PAST SOIL

REPAIRS, SOIL ADDITIONS OR CONDITIONS OF SOIL FILL, OR

SUSCEPTIBILITY TO LANDSLIDES, OR THE SUFFICIENCY OF ANY UNDERSHORING; (5) THE VALUE, SIZE, LOCATION, USE, TITLE TO, OR FINANCIAL CONDITION OF THE PROPERTY OR ANY PORTION THEREOF; (7) THE SQUARE FOOTAGE OR ACREAGE OF THE PROPERTY OR ANY PART THEREOF; (8) DEVELOPMENT RIGHTS AND EXTRACTIONS; (9) WATER OR WATER RIGHTS; (9) THE DEVELOPMENT POTENTIAL FOR THE PROPERTY; (10) THE ABILITY OF BUYER TO REZONE THE PROPERTY OR CHANGE THE USE OF THE PROPERTY; (11) THE EXISTENCE AND POSSIBLE LOCATION OF ANY UNDERGROUND UTILITIES; (13) THE EXISTENCE AND POSSIBLE LOCATION OF ANY ENCROACHMENTS; (14)

THE CHARACTER OF THE NEIGHBORHOOD IN WHICH THE PROPERTY IS SITUATED; AND/OR (15) THE MERCHANTABILITY OF THE PROPERTY OR

FITNESS OF THE PROPERTY FOR ANY PARTICULAR PURPOSE (BUYER

AFFIRMING THAT BUYER HAS NOT RELIED ON SELLER'S SKILL OR

JUDGMENT TO SELECT OR FURNISH THE PROPERTY FOR ANY

PARTICULAR PURPOSE, AND THAT SELLER MAKES NO WARRANTY
THAT THE PROPERTY IS FIT FOR ANY PARTICULAR PURPOSE).

BUYER ACKNOWLEDGES AND AGREES THAT UPON CLOSING

SELLER SHALL SELL AND CONVEY TO BUYER AND BUYER SHALL
ACCEPT THE PROPERTY "AS IS, WHERE IS, WITH ALL FAULTS," EXCEPT

TO THE EXTENT EXPRESSLY PROVIDED OTHERWISE IN THIS
AGREEMENT. BUYER HAS NOT RELIED AND WILL NOT RELY ON, AND

SELLER IS NOT LIABLE FOR OR BOUND BY, ANY EXPRESS OR IMPLIED

WARRANTIES, GUARANTIES, STATEMENTS, REPRESENTATIONS OR

INFORMATION PERTAINING TO THE PROPERTY OR RELATING THERETO

MADE OR FURNISHED BY SELLER, OR ANY REAL ESTATE BROKER OR

AGENT REPRESENTING OR PURPORTING TO REPRESENT SELLER, TO

WHOMEVER MADE OR GIVEN, DIRECTLY OR INDIRECTLY, ORALLY OR

IN WRITING, UNLESS SPECIFICALLY SET FORTH ELSEWHERE IN THIS AGREEMENT.

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(b) LIMITATIONS OF ACTIONS. The above representations and warranties of Seller shall expire six (6) months after the date of the Close of Escrow. Any action or proceeding to enforce, interpret, or otherwise litigate any claim of any nature concerning the Property, the warranties and representations, or this Agreement, regardless of when the breach or claim was discovered, or under any other theory of law, such Claim shall be forever barred.

Section 10. Changes During Transaction

10. Property Changes. During the pendency of this transaction after Buyer provides its Notice of Acceptance of the Property, Seller agrees that no changes in the existing Property shall be made, nor any leases or other rental agreements be entered into, nor any other agreements affecting the Property that would interfere with Buyer’s intended use or the delivery of the Property to Buyer at Closing, shall be entered into, without the written consent of the Buyer, which it may withhold in sole and absolute discretion, and the occurrence of any of the foregoing without the written consent of the Buyer shall constitute a default by Seller.

Section 11. Withholding

11. Seller is not a "foreign person" under FIRPTA, but under California Revenue and Taxation Code, section 18662, is subject to withholding, unless an exemption applies. In the event that withholding is required, Escrow Agent shall act as the withholding agent on behalf of Buyer and after the close of escrow shall provide to Buyer, copies of the payments made to the tax agencies and copies of the transmittal documents showing the amount withheld and where such withholdings were sent.

Section 12. Closing Conditions

12. (a) Seller’s Conditions to Closing
• Seller’s obligation to close the transactions contemplated by this Agreement is conditioned on all the following, any, or all of which may be waived by Seller in writing, at its sole option:
• All representations and warranties made by Buyer in this Agreement shall be true and correct in all material respects on and as of the Closing Date, as if made on and as of such date, except to the extent that they expressly relate to an earlier date; and • Buyer shall have delivered Buyer’s Closing Payment and all of the documents required to be executed by Buyer hereunder into Escrow as required, and Buyer shall have performed all of its other material obligations hereunder required to be performed by the Closing Date, and complied with all conditions, required by this Agreement to be performed or complied with by Buyer at or prior to the Closing. (b) Buyer’s Conditions to Closing
• Buyer’s obligation to close the transactions contemplated by this Agreement is conditioned on all the following, any, or all of which may be waived by Buyer in writing, at its sole option;
• All representations and warranties made by Seller (subject to any exception matter in the As-Is Section 9 (a)) in this Agreement shall be true and correct in all material respects Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 218
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on and as of the Closing Date, as if made on and as of such date, except to the extent that they expressly relate to an earlier date; and
• Seller shall have executed and delivered all of the documents required to be delivered by Seller hereunder into Escrow, including the Grant Deeds for the Property, and Seller shall have performed all of its material other obligations hereunder required to be performed by it by the Closing Date, and complied with all conditions required by this Agreement to be performed or complied with by Seller at or prior to the Closing; • The Property shall be clear of any persons, tenants of any nature, residential, commercial, or otherwise;

• No casualty event shall have occurred at the Property that is not remedied and affects the properties characteristics or prohibits buyer’s intended use of the Property; in the event that it is a material hazardous materials contamination event, that cannot be promptly remedied, then Buyer may cancel the Agreement in which event buyer will be entitled to the return of its Deposit and any Extension Fees that have been paid to Seller. • No part of the Property shall have been taken, nor shall Seller have received any official notice from any governmental authority having eminent domain power over the Property of its intention to take, by eminent domain proceeding, any part of the Property. • Title Company shall be prepared to issue the Buyer’s Title Policy. • Buyer shall have obtained its financing.

Each of the conditions set forth in this Section 12(b) are solely for the benefit of Buyer and may only be waived by Buyer in its sole discretion. Notwithstanding anything contained herein to the contrary, in the event any such conditions have not been satisfied as of the Closing Date, Buyer shall have the right to terminate this Agreement, in which event the Parties shall have no further obligations under this Agreement and (i) if the failure of such condition constitutes a default or breach by Seller of any of its representations, warranties or obligations under this Agreement, then the Deposit and any extension fees paid by Buyer pursuant to Section 4, above, shall be returned to Buyer, and (ii) if the failure of such condition does not constitute a default or breach by Seller under this Agreement, then the Deposit and any extension fees paid by Buyer pursuant to Section 4, above, shall remain non-refundable and not be returned to Buyer.

Section 13. Brokers/Representatives

13. NO BROKERS OR FINDERS. Each party warrants and represents that no broker or finder has a claim for a commission or finder’s fee and each party shall indemnity and hold the other party harmless from any such claim arising through the non-indemnified party.

Section 14. Information to be Held in Confidence
Buyer and Seller agree that each of them will hold in strict confidence and will not use to the detriment of either party, any data or financial information with respect to the business of either party or any of their subsidiaries obtained in connection with this transaction or Agreement.

Section 15. Deposits into Escrow
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15. Deposits into Escrow.
(a) By Seller. At least one (1) business day prior to the Closing Date, Seller shall deposit into Escrow:
• One (1) original Grant Deed for each parcel from each Seller in the form of EXHIBIT B attached hereto, duly executed, and acknowledged by Seller (“Deed”);
• One (1) Seller executed counterparts of the General Assignment/Bill Of Sale, in the form of EXHIBIT C;
• IRS Form W-9. An Internal Revenue Service Form W-9 (or Escrow Agent’s equivalent form), completed, signed, and dated by Seller, to be used by Escrow Agent to comply with Internal Revenue Code Section 6045(e), for each person where seller proceeds are to be paid; and • One (1) original Certification of Non-Foreign Status; (b) By Buyer. At least one (1) business day prior to the Closing Date, Buyer shall deposit into Escrow:
• Buyer’s Closing Payment; and
• One (1) Buyer executed counterpart of the General Assignment/Bill of Sale in the form of Exhibit C;
(c) Other Documents. Seller and Buyer shall each deposit such other instruments and funds as are reasonably required by Escrow Agent or otherwise required to close the sale of the Property in accordance with the terms of this Agreement (including, without limitation, escrow instructions that will require Escrow Agent to comply with all applicable federal, state and local reporting and withholding requirements relating to the closing of the transactions contemplated herein and to comply with the Tax Reform Act of 1986 with regard to reporting all settlement information to the Internal Revenue Service).

Section 16. Effective Headings

16. Headings. The subject headings of the paragraphs and subparagraphs of this Agreement are included for convenience only and shall not affect the construction or interpretation of any of its provisions.

Section 17. Entire Agreement

17. Integration Clause. This Agreement constitutes the entire agreement between the parties pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties.

Section 18. Counterparts

18. Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, including both counterparts that are executed on paper and counterparts that are in the form of electronic records and are executed electronically, where executed and adopted by a party with the intent to sign such record, including facsimile or email electronic signatures, or completed Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 220
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through DocuSign or other electronic signature service. All executed counterparts shall constitute one agreement, and each counterpart shall be deemed an original. Both parties agree that electronic records and electronic signatures may be used in connection with the execution of this Agreement and shall be legal and binding and shall have the same force and effect as if a paper original of this Agreement had been delivered and signed using a handwritten signature.

Section 19. Assignments/Binding on Successors and Assigns

19. Assignments/Successors and Assigns. Except as provided herein, Buyer shall not be entitled to assign its rights under this Agreement without Seller's consent, which may be withheld in Seller's sole and absolute discretion. Notwithstanding the foregoing, Buyer shall have the right to assign its rights under this Agreement to either the City of Hercules or an Affiliate without the consent of Seller. Further, Buyer shall have the right to assign its rights under this Agreement, subject to Seller's reasonable consent which consent will not be unreasonably withheld. Seller shall be deemed to be reasonable in disapproving any proposed assignment to entities other than the City of Hercules or an Affiliate, in the event that Seller determines in its sole discretion that (i) the assignment would cause any material delay to the Close of Escrow or add any material cost to the Seller's performance of its obligations under this Agreement; or (iii) the proposed assignee does not have the financial capability to fulfill the obligations of Buyer hereunder. Notwithstanding any of the foregoing, Buyer may “designate” the vestee of the Grant Deed at Closing without the consent of Seller, but with written notice being provided in advance to Seller and the Escrow for closing purposes.

Section 20. Attorney's Fees

20. Attorney’s Fees and Costs. If any legal action, arbitration, or other proceeding is brought involving a dispute between the parties or arising out of the execution of this Agreement or sale of the Property, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees incurred in such action or proceeding, in addition to any other relief to which such party may be entitled.

Section 21. Agreement to Perform Necessary Acts

21. Cooperation. Each party agrees to perform any further acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions in this Agreement.

Section 22. Notices

22. Notices. All notices, requests, demands, and other communications under this Agreement shall be in writing and shall be deemed to have been duly given on the date of service if served personally on the person to whom notice is to be given or, on the second (2nd) day after mailing if mailed to the party to whom notice is to be given, by First Class Mail and email, return receipt requested, postage prepaid and properly addressed as follows:

If to Seller:

Hercules Hospitality LLC
Attn: William C. Herrick, Manager and
Jake Herrick, Development Manager
P.O. Box 676111,
Rancho Santa Fe, CA 92067
Phone: 619-987-6540
Email: [email protected]
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With a copy to:

Saltarelli Law Corporation
Attn: Thomas R. Saltarelli, Esq.
74-130 Country Club Drive, Ste. 105,
Palm Desert, CA 92260
Phone: 760-895-4480
Cell: 714-742-4104
Email: [email protected]
If to Buyer:

Satellite Affordable Housing Associates
Attn: Jonathan Astmann, Director Real Estate Development 1835 Alcatraz Ave,
Berkeley, CA 94703
Phone: 510-809-2769
Mobile: ____________
Email: [email protected]
With a copy to:

Gubb & Barshay LLP
Attn: Patrick Sukeforth, Esq.
235 Montgomery Street, Suite 1110
San Francisco, CA 94104
Phone: 415-781-6600, ext. 120
Email: [email protected]
If to Escrow: File No.: 25000501058
Ms. Bond Pojar, Escrow Officer
Stewart Title Guaranty Company
5291 California Avenue, Suite 300,
Irvine, CA 92617
Office: 949-224-8627
Mobile: (949) 803-4182
Team: [email protected]
Email: [email protected]
If to Title: File No.: 25000501058
Trent Cornell, Title Officer
Stewart Title Guaranty Company
5291 California Avenue, Suite 300,
Irvine, CA 92617
Phone: 949-224-8640 (Direct)
Phone: 949-224-8600 (Office)
Email: [email protected]
Team: [email protected]
Any party hereto may change its address for the service of notice hereunder by delivering written notice of said change to the other party, in the manner above specified.

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Section 23. Governing Law

23. Governing Law. This Agreement has been negotiated and entered in the State of California and shall be governed by, construed, and enforced in accordance with the laws of the State of California and according to its fair meaning, and not in favor of or against any party.

Section 24. Severability

24. Severability. If any provision of this Agreement is held invalid or unenforceable by any court of final jurisdiction, it is the intent of the parties that all the other provisions of this Agreement be construed to remain fully valid, enforceable, and binding on the parties.

Section 25. Survival of Representations and Warranties 25. Survival Period. All covenants, representations, warranties, and other agreements under this Agreement survive for a period of six (6) months from the Close of Escrow, in accordance with the Limitation of Actions provision under Section 9 above.

Section 26. Time is of the Essence

26. Time of the Essence. Time is of the essence and performance of this Agreement in respect to all provisions of this Agreement that specify a time for performance, and failure to comply with this provision shall be a material breach of this Agreement.

Section 27. Saturdays, Sundays, and Holidays

27. Dates. If any date by which an election or a notice must be given falls on a Saturday, Sunday, or holiday, then the date by which an election or notice must be given is extended to 5:00 p.m. on the next business day following such Saturday, Sunday, or holiday.

Section 28. Waiver

28. Waiver. No breach of any provision of this Agreement can be waived unless in writing.

Waiver of any one breach of a provision hereof shall not be deemed to be a waiver of any other breach of the same or any other provision, including the time for performance of any such provision. The exercise by a party of any remedy provided in this Agreement or at law shall not prevent the exercise by that party of any other remedy provided in this Agreement or at law.

Section 29. Arbitration of Disputes

29. Arbitration of Disputes.
(a) Mediation/Arbitration: The parties agree that any and all disputes, claims or controversies arising out of or relating to this Agreement shall be submitted to Judicial Arbitration Mediation Services (“JAMS”), or its successor, for mediation, in its Contra Costa County office and if the matter is not resolved through mediation, then it shall be submitted to JAMS, or its successor, for final and binding arbitration pursuant to this Section 29. Either party may commence mediation by providing to JAMS and the other party a written request for mediation, setting forth the subject of the dispute and the relief requested. The parties will cooperate with JAMS and with one another in selecting a mediator from JAMS panel of neutrals, and in scheduling the mediation proceedings. The parties covenant that they will participate in the mediation in good faith, and that they will share equally in its costs. All offers, Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 223
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promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, experts and attorneys, and by the mediator or any JAMS employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or nondiscoverable as a result of its use in the mediation. Either party may initiate arbitration with respect to the matters submitted to mediation by filing a written demand for arbitration at any time following the initial mediation session or forty-five (45) days after the date of filing the written request for mediation, whichever occurs first. The mediation may continue after the commencement of arbitration if the parties so desire. Unless otherwise agreed by the parties, the mediator shall be disqualified from serving as arbitrator in the case. The arbitrator shall be selected from the panel of retired judges at JAMS and shall be required to follow California law. The provisions of this Clause may be enforced by any Court of competent jurisdiction, and the party seeking enforcement shall be entitled to an award of all costs, fees, and expenses, including attorneys’ fees, to be paid by the party against whom enforcement is ordered. (b) Allocation of Fees and Costs; Venue: Each party will advance one-half of the mediation/arbitration costs prior to each proceeding as required by JAMS. However, the arbitrator may, in the award, allocate all or part of the costs of the arbitration, including the fees of the arbitrator and the reasonable attorneys’ fees, and experts’ fees of the prevailing party. (c) Attorney’s Fees and Costs. If any legal proceeding or arbitration is necessary to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to its reasonable attorney’s fees and costs in addition to any other relief such party may be entitled to, and the venue for any action or proceeding hereunder shall be in Contra Costa County, California. [Signatures Appear on the Next Page]
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EXECUTION
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

SELLER:

Hercules Hospitality, LLC,
a California limited liability company
By:___________________________
William C. Herrick, Its Manager

BUYER:

Satellite Affordable Housing Associates,
a California non-profit public benefit corporation
By: _______________________________________
Eve Stewart, Senior Vice President
Real Estate Development
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JOINDER BY ESCROW AGENT
STEWART TITLE GUARANTY COMPANY, as Escrow Agent hereby
acknowledges that it has received this Agreement executed by the Seller and Buyer and accepts the obligations of and instructions for the Escrow Agent set forth herein. Escrow Agent agrees to disburse and/or handle the Deposit, the Purchase Price, and the California tax withholding on behalf of the Buyer as its withholding agent under Section 11 of this Agreement, unless an exemption applies, and all closing documents in accordance with this Agreement.

Dated: _____________, 2026

STEWART TITLE GUARANTY COMPANY
By: ______________________________
Name: Bond Pozar
Title: Escrow Officer
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226
-1-

EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY
The Land referred to herein below is situated in the City of Hercules, Contra Costa County, State of California, and is described as follows:

The land referred to herein is situated in the State of California, County of Contra Costa, City of Hercules and described as follows:

Being all of Lot 1, as said Lot is described in Lot Line Adjustment 2017-01, recorded May 19, 2017, as Document Number 2017-0087541, of Contra Costa County Records; Together therewith the following described land (transfer Parcel 1):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Also together therewith the following described land (transfer Parcel 3); The following land as described in that Quitclaim Deed recorded concurrently herewith, described as follows:

1. North 47°24'07" East 279.04 feet,

Thence, South 47°24'07" West 313.15 feet;
Thence, South 12°48'56" West 28.37 feet;
Thence, North 73°20'32" West 22.20 feet, to a point on said Easterly line of Lot 1; Thence, along said Easterly line, North 16°39'28" East 23.53 feet to said point of beginning.

Excepting therefrom the following described land (transfer Parcel 2):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Commencing at the Southwesterly corner of said Lot 1;
Thence, from said point of commencement, along the Southerly line of said lot, North 87°43'07" East

69.78 feet, to the point of beginning for this description; Thence, from said point of beginning, leaving said Southerly line, North 06°05'00" East 83.12 feet; Thence, South 83°54'20" East 15.73 feet;
Thence, along the arc of a tangent 16.00 foot radius curve to the left, through a central angle of 86°29'24", an arc distance of 24.15 feet;
Thence, North 09°36'16" East 25.85 feet;
Thence, along the arc of a tangent 8.00 foot radius curve to the right, through a central angle of 14°24'46", an arc distance of 2.01 feet;
Thence, North 24°01'02" East 5.44 feet;
Thence, South 73°20'32" East 5.50 feet, to a point on the Easterly line of said Lot 1; thence, along said Easterly line of Lot 1 the following two (2) courses;

1. South 16°39'28" West 129.79 feet;

2. South 87°43'07" West 17.11 feet to said point of beginning.

APN: 404-020-098-4
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-3-

EXHIBIT B

FORM OF GRANT DEED

RECORDING EQUESTED BY
AND WHEN RECORDED MAIL TO:
_____________________________
_____________________________
_____________________________
_____________________________
APN: 404-020-098-4 (Space Above For Recorder's Use)

GRANT DEED
The undersigned Grantor declares the Documentary Transfer Tax is $_______________ and City Tax is $__________ and is computed on the full value of the interest or property conveyed. The property is in the City of Hercules, Contra Costa County, State of California.

FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Hercules Hospitality LLC, a California limited liability company, hereby GRANTS to [_____________________________], that certain real property that is more particularly described on Exhibit A, which is attached hereto.

Subject to:

1. Non-delinquent taxes and assessments; and

2. All other covenants, conditions, and restrictions, reservations, rights, rights of way, easements, encumbrances, and title matters of record or which an accurate survey of the property would disclose.

Dated: __________, 2026 Hercules Hospitality LLC, a
California limited liability company

By:___________________________
William C. Herrick, Its Manager

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EXHIBIT A TO GRANT DEED

LEGAL DESCRIPTION OF PROPERTY
The land referred to herein is situated in the State of California, County of Contra Costa, City of Hercules and described as follows:

Being all of Lot 1, as said Lot is described in Lot Line Adjustment 2017-01, recorded May 19, 2017, as Document Number 2017-0087541, of Contra Costa County Records; Together therewith the following described land (transfer Parcel 1):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Beginning at the Southwesterly corner of said Lot 1;
Thence, from said point of beginning, along the Southerly line of said lot, North 87°43'07" East

69.78 feet;
Thence, leaving said Southerly line, South 06°05'00" West 18.14 feet; Thence, along the arc of a tangent 12.00 foot radius curve to the right, through a central angle of 76°27'10", an arc distance of 16.01 feet;
Thence, South 82°32'10" West 19.12 feet;
Thence, North 82°41'00" West 41.23;
Thence, North 05°59'51" East 23.24 feet to said point of beginning.

Also together therewith the following described land (transfer Parcel 3); The following land as described in that Quitclaim Deed recorded concurrently herewith, described as follows:

Beginning at an angle point on the Easterly line of said Lot 1, said point being the Southwesterly terminus of that course designated as "S47°24'07"W 279.04’" in said Lot Line Adjustment 2017- 01;
Thence, from said point of beginning along said Easterly line of Lot 1 the following two (2) courses;

1. North 47°24'07" East 279.04 feet,

2. North 59°16'36" East 86.31 feet, to a point on the Southerly line of Sycamore Avenue; Thence, Easterly along said Southerly line of Sycamore Avenue, on the arc of a non- tangent 400.00 foot radius curve to the right, from which the center of said curve bears South 12°20'09" West, through a central angle of 01°39'46", an arc distance of 11.61 feet; Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 230
Thence, leaving said Southerly line, South 63°39'04" West 44.16 feet; Thence, South 47°24'07" West 313.15 feet;
Thence, South 12°48'56" West 28.37 feet;
Thence, North 73°20'32" West 22.20 feet, to a point on said Easterly line of Lot 1; Thence, along said Easterly line, North 16°39'28" East 23.53 feet to said point of beginning.

Excepting therefrom the following described land (transfer Parcel 2):

The following land as described in that Grant Deed recorded concurrently herewith, described as follows:

Commencing at the Southwesterly corner of said Lot 1;
Thence, from said point of commencement, along the Southerly line of said lot, North 87°43'07" East 69.78 feet, to the point of beginning for this description; Thence, from said point of beginning, leaving said Southerly line, North 06°05'00" East 83.12 feet; Thence, South 83°54'20" East 15.73 feet;
Thence, along the arc of a tangent 16.00 foot radius curve to the left, through a central angle of 86°29'24", an arc distance of 24.15 feet;
Thence, North 09°36'16" East 25.85 feet;
Thence, along the arc of a tangent 8.00 foot radius curve to the right, through a central angle of 14°24'46", an arc distance of 2.01 feet;
Thence, North 24°01'02" East 5.44 feet;
Thence, South 73°20'32" East 5.50 feet, to a point on the Easterly line of said Lot 1; thence, along said Easterly line of Lot 1 the following two (2) courses;

1. South 16°39'28" West 129.79 feet;

2. South 87°43'07" West 17.11 feet to said point of beginning.

APN: 404-020-098-4
Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 231

EXHIBIT C

BILL OF SALE AND GENERAL ASSIGNMENT
THIS BILL OF SALE AND GENERAL ASSIGNMENT AND ("Assignment") is made __________, 2026, by and between Hercules Hospitality, LLC, a California limited liability company (“Assignor”)), and ___________________("Assignee").

Recitals
Assignor and Assignee entered into that certain Purchase and Sale Agreement dated ________, 2026 (“Reference Date”) (the "Purchase Agreement"), respecting the sale of certain "Property" (as described and defined in the Purchase Agreement). Unless otherwise indicated herein, all capitalized terms in this Assignment shall have the meaning ascribed to them in the Purchase Agreement.

Under the Purchase Agreement, Assignor is obligated to assign all its right, title, and interest in each of the following to Assignee, to the extent pertaining to the Property:
(a) All property, if any, owned by Assignor and installed, located, or situated on or used in connection with the operation of the Real Property and Improvements (the "Personal Property"); and
(b) All intangible assets relating to the Real Property including: (a) all third party warranties and guaranties relating to the Improvements and/or Personal Property, (b) all licenses, permits, approvals, certificates of occupancy, dedications, subdivision maps and entitlements now or hereafter issued, approved or granted by any governmental entity in connection with the Real Property, (c) all works of art, graphic designs, and other intellectual or intangible property arising out of owned and used by Seller in connection with the Real Property, including any logos and trade names relating to the Real Property, Improvements or Personal Property, (d) all contract rights, claims and causes of action arising out of or relating to the Real Property, (e) all plans and specifications, engineering studies, reports, drawings, and prints relating to the land only (and not Assignors planned development) and alteration of the Real Property, Improvements or Personal Property (the "Intangible Property").

Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. Assignor hereby grants, assigns, transfers, conveys, and delivers to Assignee all of Assignor’s estate, right, title, interest, benefits, and privileges in and to the Personal Property and Intangible Property.

2. Assignee hereby accepts the grant, assignment, transfer, conveyance, and delivery of the estate, right, title, interest, benefits, and privileges in and to the Personal Property and Intangible Property set forth in Section 1 hereof, effective from and after the Close of Escrow under the Purchase Agreement ("Effective Date").

3. In the event of the bringing of any action or suit by a party hereto against another party hereunder by reason of any breach of any of the covenants, conditions, agreements or provisions on the part of the other party arising out of this Assignment, then in that event the prevailing party shall be entitled to have and recover of and from the other party all costs and expenses of the action or suit, including reasonable attorneys’ fees.

4. This Assignment shall be binding upon and inure to the benefit of the successors, assignees, personal representatives, heirs, and legatees of all the respective parties hereto.

Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 232

5. This Assignment shall be governed by, interpreted under, and construed and enforceable in accordance with, the laws of the State of California.

6. This Assignment may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument.

IN WITNESS WHEREOF, Assignor and Assignee have executed and delivered this Assignment as of the day and year first above written.

ASSIGNOR:

Hercules Hospitality, LLC,
a California limited liability company
By:___________________________
William C. Herrick, Its Manager

ASSIGNEE:
____________________________,
a ______
By: _______________________________
Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 233

EXHIBIT D
Disclosure and Anticipated Encumbrances to Title on Closing Seller and Lewis Homes have worked out the anticipated scenario on what the encumbrances will be upon the Close of Escrow along with the other permitted exceptions on title that cannot be removed but is believed that those will not affect Buyer’s title. _____________________________
Recorded CC&Rs. Buyer is aware that the following covenants, conditions, restrictions and easement are currently recorded against the Property (collectively the “CC&Rs”) which relate to (i) the design, construction and maintenance by SYCAMORE CROSSING LAND DEVELOPERS LLC (an affiliate of the Lewis Group of Companies) (“Lewis”) of certain minimum offsite road, sewer, drainage, dry utilities, and interim water quality improvements that the City required in the Sycamore Crossing Interim Backbone Improvement Plans dated August 2023 prepared by Carlson, Barbee & Gibson, Inc (a copy of which has been provided to Buyer) for development of the Property for the prior hotel use (the “Common Improvements”), (ii) the allocation and sharing of costs between Seller and Lewis for the Common Improvements, (iii) the grant of reciprocal drainage easements to provide common drainage to a permanent water quality basin to (a) be constructed by Lewis to serve the hotel development and the future residential development by Lewis of its residential site located next to the Property (the “Lewis Residential Site”) and (b) be maintained by the future residential project HOA, and (iv) the grant to Seller and the Property of temporary road easements over (a) that portion of the Lewis Residential Site planned as a public or private road (as directed by the City) referred to in the CC&Rs as Ohlone Creek Place, and (b) a portion of the Lewis Residential Site to provide the Property with emergency vehicle access to and from Tsushima Street.

1. DECLARATION OF PROJECT COVENANTS, CONDITIONS AND RESTRICTIONS (recorded June 2017) which was amended by AMENDMENT NO. 1 TO

DECLARATION OF PROJECT COVENANTS, CONDITIONS AND RESTRICTIONS (recorded November, 2023);

2. DECLARATION AND GRANT OF DRAINAGE EASEMENTS (recorded November 2023)

3. TEMPORARY ACCESS EASEMENT AGREEMENT (recorded November 2023) Seller anticipates that the City will modify the requirements for the Lewis Improvements (including for Ohline Creek Place) based upon the change in the proposed development of the Property from a hotel to Buyer’s affordable housing project and a reduction in size of the Lewis Residential Site proposed by Lewis (the “Future Common Improvements”) which will necessitate modifications to the CC&R’s by Seller and Lewis. All such modifications shall require the prior written consent of Buyer, which shall not be unreasonably withheld. Seller will arrange for meetings with Lewis and the City during Buyer’s due diligence period to discuss the Future Common Improvements and to determine and agree upon those necessary modifications to the CC&R’s. If Buyer has not approved those necessary modifications to the CC&R’s prior to expiration of the Due Diligence Period, then Buyer may terminate this Agreement whereupon Buyer’s Deposit shall be returned to Buyer and the Parties shall have no further obligations under this Agreement. If Buyer does not so elect to terminate the Agreement, the Buyer shall be deemed to have approved of the CC&Rs.

Notwithstanding anything contained in this Agreement to the contrary, that certain DECLARATION AND GRANT OF EXCLUSIVE USE RIGHTS (recorded June 2017) in favor of Seller and the Property to provide Seller with the exclusive right to construct and operate a hotel within the future Lewis Sycamore Crossing project (the “Hotel Declaration”) will be terminated by Seller on or before the Closing.

Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 234
Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 235
SCHEDULE 8 (b)

DUE DILIGENCE DOCUMENTS
Seller will reasonably produce any of the following categories of documents that are in its possession and control, which are non-privileged and relevant for review:
• Third-party reports on the Property;
• Notices from any governmental or permit authorities;
• Surveys of the Property;
• Geological Report
• Architectural and Engineering Plans, including, but not limited to, all draft and final versions of all civil engineering plans concerning the land but not the Hotel documents.

Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 236
SCHEDULE 8 (f)

CONTRACTS RELATED TO THE BUILDING
Listing of contracts (if any):

None that cannot be cancelled.

Docusign Envelope ID: 6DD6C5A0-29E9-4C0B-BF85-502590AE8674 237
11/Financial Statements
Following please find SAHA’s 2025 audited financial statements showing the last two years of financial results.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 76 238

SATELLITE AFFORDABLE HOUSING

ASSOCIATES AND AFFILIATES

CONSOLIDATED FINANCIAL STATEMENTS
AND INDEPENDENT AUDITORS’ REPORT
June 30, 2025 and 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 77 239

SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

TABLE OF CONTENTS
Page
Independent Auditors’ Report 3 - 5
Consolidated Financial Statements
Consolidated Statements of Financial Position 6
Consolidated Statements of Activities 7 - 8
Consolidated Statements of Functional Expenses 9
Consolidated Statements of Cash Flows 10
Notes to Consolidated Financial Statements 11 - 32
Supplementary Information
Consolidating Schedules of Financial Position 33 - 34
Consolidating Schedules of Activities 35
SAHA and Affiliates and SAHA and Affiliates PM Only Financial Statements 36 Listing of Affiliates 41 - 44
Berkeley Scattered Sites Financial Statements and Schedules 45 - 47 Schedule of Expenditures of Federal Awards 48
Notes to Schedule of Expenditures of Federal Awards 49
Independent Auditors’ Report on Internal Control Over
Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed
In Accordance With Government Auditing Standards 50 - 51 Independent Auditors’ Report on Compliance for the Major Program and on Internal Control Over Compliance Required By The Uniform Guidance 52 - 54
Schedule of Findings and Questioned Costs 55
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 78 240 INDEPENDENT AUDITORS’ REPORT
To the Board of Directors
Satellite Affordable Housing Associates and Affiliates
Report on the Audit of the Consolidated Financial Statements Opinion
We have audited the accompanying consolidated financial statements of Satellite Affordable Housing Associates and Affiliates, which comprise the consolidated statements of financial position as of June 30, 2025 and 2024, and the related consolidated statements of activities, functional expenses and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Satellite Affordable Housing Associates and Affiliates as of June 30, 2025 and 2024, and the changes in their net assets and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion
We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS) and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of Satellite Affordable Housing Associates and Affiliates and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Responsibilities of Management for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS and Government Auditing Standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 79 241 INDEPENDENT AUDITORS’ REPORT (Continued)
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements (Continued) Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with generally accepted auditing standards and Government Auditing Standards, we:
• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks.

Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Satellite Affordable Housing Associates and Affiliates’ internal control. Accordingly, no such opinion is expressed.
• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about Satellite Affordable Housing Associates and Affiliates’ ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Prior Period Financial Statements
We also draw attention to the fact that the financial statements of Satellite Affordable Housing Associates and Affiliates for the year ended June 30, 2025 were audited by SND Partners, LLP, whose report dated November 18, 2024, expressed an unqualified opinion on those statements.

Supplementary Information
Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the consolidated financial statements. The accompanying schedule of expenditures of federal awards, as required by Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, is presented for purposes of additional analysis and is not a required part of the consolidated financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, such information is fairly stated, in all material respects, in relation to the consolidated financial statements as a whole.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 80 242 INDEPENDENT AUDITORS’ REPORT (Continued)
Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated December 15, 2025 on our consideration of Satellite Affordable Housing Associates and Affiliates’ internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of Satellite Affordable Housing Associates and Affiliates’ internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Satellite Affordable Housing Associates and Affiliates’ internal control over financial reporting and compliance.

Walnut Creek, California
December 15, 2025
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 81 243 The accompanying notes are an integral part of these consolidated financial statements. 6 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
June 30, 2025 and 2024
Current assets
Cash and cash equivalents $ 35,137,322 $ 33,056,811
Investments - marketable securities (Note B) 14,755,354 15,708,421 Grants receivable 1,117,439 1,952,359
Tenant rents and other receivables, net of allowance 1,699,304 1,606,802 Management fees, service fees and costs receivable, current 548,075 424,067 Prepaid expenses 2,655,982 2,000,634
Total current assets 55,917,142 54,749,094
Non-current assets
Restricted cash and deposits (Note C) 48,918,331 54,262,449 Management fees, service fees and costs receivable, net current 34,016 33,365 Development fees receivable, net of allowance - 128,552 Property and equipment, net (Note D) 847,645,633 732,959,316 Notes receivable, including interest 274,176 270,575
Development in progress (Note E) 75,347,573 154,996,994 Deferred costs, net 682,251 729,182
Investments in other entities (Note F) 912,971 662,005
Right of use assets - leases (Note G) 15,325,308 15,585,161 Other non-current assets 117,965 121,087
Total non-current assets 989,258,224 959,748,686
Total assets $ 1,045,175,366 $ 1,014,497,780
Current liabilities
Accounts payable and accrued expenses $ 12,078,733 $ 12,655,185 Deferred revenue, current (Note I) 5,385,212 5,546,558
Tenant security deposits 1,708,181 1,524,209
Accrued interest, current 251,597 226,372
Notes payable, current portion (Note H) 5,452,598 5,522,835 Total current liabilities 24,876,321 25,475,159
Long-term liabilities
Development costs payable 21,434,133 22,625,250
Deferred revenue, net of current (Note I) 33,716,890 30,176,743 Lease liabilities (Note G) 3,999,063 4,017,158
Notes payable, net (Note H) 579,504,134 609,442,361
Accrued interest, net of current 76,449,722 71,805,571
Total long-term liabilities 715,103,942 738,067,083
Total liabilities 739,980,263 763,542,242
Net assets without donor restrictions
Controlling interest 102,243,429 47,963,692
Non-controlling interest 202,951,674 202,991,846
Total net assets without donor restrictions 305,195,103 250,955,538 Total liabilities and net assets $ 1,045,175,366 $ 1,014,497,780

LIABILITIES AND NET ASSETS
2025 2024
ASSETS
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 82 244 The accompanying notes are an integral part of these consolidated financial statements. 7 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED STATEMENTS OF ACTIVITIES
Years Ended June 30, 2025 and 2024
Support and revenue without donor restrictions
Support
Grants and contributions - administrative $ 1,114,232 $ 764,962 Grants and contributions - development 69,158,542 9,722,238 Grants and contributions - individual and corporate 258,912 300,968 Total support 70,531,686 10,788,168
Revenue
Property management fees 447,728 481,884
Resident service fees - 17,496
Rental property revenue 74,986,814 68,118,323
Commercial property rental revenue 614,722 666,524
Partnership management fees 8,895 8,641
Interest income and net investment return 3,277,782 3,244,375 Other income 579,125 63,958
Total revenue 79,938,170 72,601,201
Total support and revenue without donor restrictions 150,469,856 83,389,369 Expenses
Program services
Affordable housing property management 4,914,680 5,438,781 Affordable housing operations, development, and asset management 98,948,748 86,261,842 Affordable housing resident services 4,942,120 4,652,918 Supportive services
Management and general 5,532,943 4,656,172
Fundraising and special events 22,701 44,728
Total expenses 114,361,192 101,054,441
Change in net assets without donor restrictions before other losses 36,108,664 (17,665,072) Other losses
Net losses (gain) on investments in other entities (196,627) 104,867 Change in net assets without donor restrictions 36,305,291 (17,769,939) Net capital contributions, distributions and syndication costs 17,178,503 28,138,298 Transfer of limited partnership interests 755,771 -
Net assets without donor restrictions - beginning of year 250,955,538 240,587,179 Net assets without donor restrictions - end of year $ 305,195,103 $ 250,955,538 2025 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 83 245 The accompanying notes are an integral part of these consolidated financial statements. 8 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED STATEMENTS OF ACTIVITIES (CONTINUED)
Years Ended June 30, 2025 and 2024
Reconciliation of net assets without donor restrictions Controlling interest
Beginning of year $ 47,963,692 $ 47,051,326
Transfer of limited partnership interests 682 -
Change in net assets without donor restrictions 54,279,055 912,366 End of year 102,243,429 47,963,692
Non-controlling interest
Beginning of year 202,991,846 193,535,853
Net capital contributions, distributions and syndication costs 17,178,503 28,138,298 Transfer of limited partnership interests 755,089 -
Non-controlling interest in partnership earnings (17,973,764) (18,682,305) End of year 202,951,674 202,991,846
Net assets without donor restrictions - end of year $ 305,195,103 $ 250,955,538 2025 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 84 246 The accompanying notes are an integral part of these consolidated financial statements. 9 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED STATEMENTS OF FUNCTIONAL EXPENSES
Years Ended June 30, 2025 and 2024
Salaries and related expenses $ 4,046,198 $ 15,353,074 $ 3,763,203 $ 3,841,179 $ 18,784 $ 27,022,438 Administrative 823,312 8,711,994 1,100,908 1,212,202 2,637 11,851,053 Utilities 6,399 6,534,909 3,158 23,357 84 6,567,907
Operating and maintenance 23,177 11,941,336 39,008 102,250 231 12,106,002 Taxes and insurance 15,594 5,371,976 9,493 68,840 262 5,466,165 Financial expenses - 21,340,489 - - - 21,340,489
Community infrastructure expenses - 2,169,078 - 97,854 - 2,266,932 Community service expenses - 9,200 - - - 9,200
Fundraising expenses - 1,944 297 2,114 8 4,363
Depreciation and amortization - 27,514,748 26,053 185,147 695 27,726,643 Total expenses $ 4,914,680 $ 98,948,748 $ 4,942,120 $ 5,532,943 $ 22,701 $ 114,361,192 Salaries and related expenses $ 4,402,935 $ 15,074,270 $ 3,725,099 $ 3,179,245 $ 22,067 $ 26,403,616 Administrative 959,814 7,641,930 833,334 970,273 2,137 10,407,488 Utilities 20,022 5,783,607 2,661 21,772 71 5,828,133
Operating and maintenance 40,193 12,604,475 58,101 55,745 152 12,758,666 Taxes and insurance 15,817 5,154,954 8,663 76,818 248 5,256,500 Financial expenses - 15,331,564 - 154,507 - 15,486,071
Community infrastructure expenses - 1,674,770 - - - 1,674,770 Community service expenses - 13,933 - 19,718 - 33,651
Fundraising expenses - - - - 19,385 19,385
Depreciation and amortization - 22,982,339 25,060 178,094 668 23,186,161 Total expenses $ 5,438,781 $ 86,261,842 $ 4,652,918 $ 4,656,172 $ 44,728 $ 101,054,441 Affordable
Housing Property
Management
Affordable
Housing
Operations,
Development, and
Asset Management
Affordable
Housing Resident
Services Total
Affordable
Housing Resident
Services Total
Fundraising and
Special Events
Program Services
Management and
General
Fundraising and
Special Events
2025
Affordable
Housing
Operations,
Development, and
Asset Management
2024
Program Services
Management and
General
Affordable
Housing Property
Management
Sycamore Crossing Affordable 85 City of Hercules Notice of Funding Availability / 247
The accompanying notes are an integral part of these consolidated financial statements. 10 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended June 30, 2025 and 2024

CASH FLOWS FROM OPERATING ACTIVITIES
Change in net assets $ 36,305,291 $ (17,769,939)
Adjustments to reconcile change in net assets
to net cash provided by operating activities:

Depreciation and amortization 27,726,643 23,186,161
Amortization of debt issuance costs 1,093,584 418,040
Amortization of right of use assets - leases 111,474 109,352 Forgiveness of debt (657,000) (364,000)
Unrealized (gain) loss on investments - marketable securities (1,024,459) (1,607,864) Loss on investment in uncombined entities (196,627) 104,867 (Increase) decrease in:

Grants receivable 834,920 (917,302)
Tenant rents and other receivables (92,502) 212,211
Management fees, service fees and costs receivable (124,008) 108,935 Partnership management fees receivable (4,317) (5,027)
Accrued interest - notes receivable (3,601) (3,329)
Right of use assets - leases 148,379 (3,179,483)
Prepaid expenses (655,348) (230,984)
Other assets 3,122 (12,380)
Increase (decrease) in:

Accounts payable and accrued expenses (576,452) (4,477,302) Deferred revenue 3,378,801 5,548,737
Tenant security deposits 183,972 68,238
Accrued interest 3,103,182 5,801,185
Lease liabilities (18,095) 434
Net cash provided by operating activities 69,536,959 6,990,550

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments - marketable securities (9,048,392) (5,477,543) Proceeds from sale of investments - marketable securities 11,025,918 16,646,586 Advances for notes receivable - -
Proceeds from investments in other companies (54,339) 73,500 Additions to development in progress, net of assets placed in service (47,906,824) (79,159,465) Additions to property and equipment (13,677,445) (37,516,809) Net cash used by investing activities (59,661,082) (105,433,731)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable 65,615,601 127,519,530
Payments for debt issuance costs (615,847) (2,672,578)
Principal payments on notes payable (96,073,512) (38,952,292) Proceeds from capital contributions, net of syndication costs costs and distributions 17,934,274 28,138,298
Net cash provided (used) by financing activities (13,139,484) 114,032,958 Increase (decrease) in cash, cash equivalents, restricted cash and deposits (3,263,607) 15,589,777 Cash, cash equivalents, restricted cash and deposits - beginning of year 87,319,260 71,729,483 Cash, cash equivalents, restricted cash and deposits - end of year $ 84,055,653 $ 87,319,260 2025 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 86 248 The accompanying notes are an integral part of these consolidated financial statements. 11 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
Years Ended June 30, 2025 and 2024

SUMMARY OF CASH, CASH EQUIVALENTS,

RESTRICTED CASH AND DEPOSITS
Cash and cash equivalents $ 35,137,322 $ 33,056,811
Restricted cash and deposits 48,918,331 54,262,449
Total cash, cash equivalents, restricted cash and deposits $ 84,055,653 $ 87,319,260

SUPPLEMENTARY INFORMATION
Cash paid for interest, net of amounts capitalized
of $1,566,194 and $6,292,996 $ 15,044,125 $ 7,111,918
Noncash investing and financing activities:

Increase in property and equipment $ 128,580,010 $ 80,825,785 Increase in right of use assets - leases - 267,908
Increase in debt issuance costs - 726,632
Decrease in development in progress (128,580,010) (81,820,325) Total noncash investing and financing activities $ $ - - 2025 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 87 249 12 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING

POLICIES
Satellite Affordable Housing Associates (SAHA) is a California nonprofit public benefit corporation formed in 2013 when Affordable Housing Associates (founded in 1993) and Satellite Housing, Inc. (founded in 1966) merged. SAHA’s mission is to provide quality affordable homes and services that empower people and strengthen neighborhoods.

In addition to providing services as a real estate developer, SAHA owns real estate located in the San Francisco Bay Area, which provide housing for low- and moderate-income individuals and families. These real estate properties are included in these financial statements as directly owned properties.

SAHA is also affiliated with and under common board control with other not-for-profit corporations which have been formed either as supporting entities to SAHA, or as instruments to further SAHA’s purpose (Affiliates). These entities, which are included in the consolidated financial statements of SAHA and Affiliates in accordance with accounting principles generally accepted in the United States of America (GAAP), are listed below:
• Satellite Affordable Housing Associates Property Management (SAHA PM), a California nonprofit public benefit corporation, which provides property management services in connection with the operations of affordable housing and elderly housing projects. • Not-for-profit corporations, whose purpose is to serve as general partner or the single member of limited liability companies (LLC’s) holding a controlling general partner interest in their respective low-income housing tax credit (LIHTC) limited partnerships providing affordable housing:

Satellite AHA Development, Inc. (SADI) Satellite Communities, Inc.

Hookston Senior Homes, Inc. (HSHI) Satellite Senior Homes, Inc. • Affordable housing limited partnerships in which SAHA, or one of its affiliates, holds a controlling general partner interest, refer to Listing of Affiliates in the Supplementary Information. • Affordable housing limited partnerships and limited liability companies in which SAHA, or one of its affiliates, is the sole member or hold both a controlling general partner interest and limited partner interest, refer to Listing of Affiliates in the Supplementary Information. • Affordable housing limited partnerships in which SAHA, or one of its affiliates, is the sole member or hold both a controlling general partner interest and limited partner interest that are under development or formed as part of a major rehabilitation of an existing property, refer to Listing of Affiliates in the Supplementary Information.
• Single-purpose not-for-profit corporations that are direct owners or operators of affordable housing properties, refer to Listing of Affiliates in the Supplementary Information. • 2307 Chestnut LLC, a Delaware single member disregarded limited liability company in which SAHA is the sole member, that is the direct owner of a commercial property in Oakland, California.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 88 250 13 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The consolidated financial statements do not include certain single-purpose LLC’s and limited partnerships for which SAHA, or one of its affiliates, has an investment but is deemed not to have a majority control or majority control and economic benefit:

LLC(s) Limited Partnership(s)
Judson Terrace Homes GP LLC Judson Terrace Homes Senior Housing, L.P.

Casa de la Paloma LLC Casa de la Paloma, L.P.

Royal Vista Terrace Apartments LLC Royal Vista Terrace Apartments, L.P. 1835 Alcatraz LLC Fremont Oaks Gardens Limited Partnership Eastside Arts & Housing LLC
The consolidated financial statements do not include Columbia Park Manor, a single-purpose not-for-profit corporation that owns and operates an affordable housing property in Pittsburg, California which SAHA is affiliated with through common members on the board of directors but is deemed not to have a majority control and economic benefit.

A summary of the significant accounting policies applied in the preparation of the accompanying financial statements is as follows:

1. Principles of Combination
Not-for-Profit Corporations
The consolidated financial statements include the accounts of SAHA and other not-for-profit entities that are commonly controlled by SAHA’s Officers or Board of Directors, including those not-for-profit entities that are majority controlled by SAHA and Affiliates (the Organization).

Other not-for-profit entities, over which SAHA and Affiliates does not exercise majority control, are not included in the consolidated financial statements. All material intercompany balances and transactions have been eliminated in the consolidated financial statements.

Limited Partnerships
Partnerships that are controlled by SAHA or its affiliated not-for-profit entities are included in the consolidated financial statements. The controlling general partnership interests generally range from 0.01% to 1.0% with the remainder of the partnership’s equity held by a limited partner and shown as non-controlling interests in net assets without donor restrictions. Partnerships over which SAHA or its affiliated entities exercise significant influence are included in the financial statements using the equity method of accounting.

Limited Liability Companies
Limited liability companies that are controlled by SAHA or its affiliated not-for-profit entities are included in the consolidated financial statements.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 89 251 14 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

1. Principles of Combination (Continued)
Eliminations
Material intercompany balances and transactions between controlled entities are eliminated in the consolidated financial statements. Examples include: elimination of partnership management, property management, accounting and other fees on the books of SAHA PM against the corresponding operating expenses on a partnership or property’s books; elimination of receivables from partnerships and properties on SAHA and certain affiliates’ books against the corresponding payables on the partnerships and properties books; and elimination of developer fee revenue on SAHA’s books against developer fee costs which is capitalized into building cost on a partnership’s books. Financial statements for each of the major business components, prior to eliminations, are available in the Supplementary Information.

2. Basis of Presentation and Accounting Method
The accompanying consolidated financial statements have been prepared on the accrual basis in accordance with GAAP, which requires that financial statements are presented on the basis of net assets without donor restrictions and net assets with donor restrictions.

Net Assets Without Donor Restrictions
Net assets without donor restrictions consist of all resources of SAHA and Affiliates that nave not been specifically restricted by a donor. Net assets without donor restrictions may be designated for specific purposes by action of the officers or board of directors.

Net Assets With Donor Restrictions
Net assets with donor restrictions consist of cash received or other assets with donor stipulations that limit their use. Donor restrictions are stipulated by either a time restriction or a purpose restriction. Upon expiration of a time restriction or completion of a purpose restriction, net assets with donor restrictions are reclassified to net assets without donor restrictions and reported in the consolidated statements of activities as net assets released from restrictions.

As of June 30, 2025 and 2024, all of SAHA and Affiliates’ net assets are without donor restrictions.

3. Cash, Cash Equivalents, Restricted Cash and Deposits, and Concentrations of Credit Risk Cash is defined as cash in demand deposits and cash on hand. Restricted cash are funds restricted as to their use and include reserves for repairs and replacements, operating reserves, tax and insurance impound accounts, other reserves, and tenant security deposits. Cash equivalents are highly liquid investments that are readily convertible to known amounts of cash. Generally, money market accounts and investments with original maturities of three months or less qualify as cash equivalents. As of June 30, 2025 and 2024, SAHA and Affiliates has deposits in excess of federally insured limits.

SAHA and Affiliates have not experienced losses in such accounts and believes it is not exposed to any significant risk of loss.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 90 252 15 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

4. Investments – Fair Value Measurements
SAHA and Affiliates applies FASB ASC 820, Fair Value Measurements (ASC 820), which establishes a framework for measuring fair value and expands disclosure requirements about fair value measurements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also establishes a fair value hierarchy, which prioritizes the valuation inputs into three broad levels.

The three general valuation techniques that may be used to measure fair value are described below:

Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities inactive markets that SAHA and Affiliates has the ability to access.

Level 2 Inputs to the valuation methodology include:
• Quoted market prices for similar assets or liability in active markets; • Quoted prices for identical or similar assets or liabilities in inactive markets; • Inputs other than quoted prices that are observable for the asset or liability; and • Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.

Level 3 Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

5. Investments in Other Entities
Investments in unconsolidated entities, over which SAHA and Affiliates’ Officers and/or Board of Directors are deemed not to have majority control but have significant influence, are accounted for using the equity method of accounting. Under the equity method, the initial investment is recorded at cost and is subsequently increased by SAHA and Affiliates’ share of earnings and decreased by its share of losses and distributions.

Investments in other entities, over which SAHA and Affiliates’ Officers and/or Board of Directors are deemed not to have significant influence are accounted for using fair value. Since fair values of these equity securities are not readily determinable, the investments are estimated at cost, adjusted by any impairment and changes resulting from observable price changes in orderly transactions for identical or similar investments.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 91 253 16 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

6. Allowances for Uncollectible Accounts Receivable
SAHA and Affiliates record an allowance for doubtful collections based on a review of outstanding receivables, existing economic conditions or specific situations. Tenant rents receivable are reported net of an allowance for doubtful accounts. It is reasonably possible that management’s estimate will change. As of June 30, 2025 and 2024, the balance of the allowance for doubtful accounts is $397,230 and $382,175, respectively.

7. Accounting for Leases
SAHA and Affiliates recognize a lease asset and a lease liability at the lease commencement date. The lease asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted at an applicable rate.

Total lease costs of operating leases on an undiscounted basis are recognized as expense over the term of the lease on a straight-line basis. Annual rent expense comprises amortization of the lease asset plus interest on the lease liability adjusted for any variations in lease payment amounts.

8. Development in Progress
Development in progress includes the cost of acquisition, construction or rehabilitation of housing projects that have not been completed. SAHA and Affiliates incur costs during the predevelopment phase of each affordable housing project undertaken including governmental, legal, and consulting fees. Property holding costs, including interest costs incurred on rehabilitation-related debt, net of interest earned on investment of the borrowed funds, are also capitalized. Any funds expended on a project that does not pass beyond the development stage are recorded as expenses when further activity on the project ceases. Development in progress is not depreciated until the completion of the development. Management estimates that no material portion of the development in progress is unrealizable.

9. Property and Equipment
Property and equipment is stated at cost as of the date of acquisition, or at fair market value if donated.

The cost of maintenance and repairs are charged to operations when incurred. All major replacements and betterments are capitalized.

Depreciation is provided in amounts sufficient to relate the cost or fair market value of depreciable assets to operations over their estimated useful lives using the straight-line method. The useful lives of the assets are estimated as follows:

Land improvements 5 to 40 years
Buildings and improvements 5 to 40 years
Furniture, equipment, and vehicles 5 to 15 years
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 92 254 17 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

9. Property and Equipment (continued)
In accordance with GAAP, SAHA and Affiliates review their investment in real estate for impairment whenever events or changes in circumstances indicate that the carrying value of such property may not be recoverable. Recoverability is measured by a comparison of the carrying amount of the real estate to the future net undiscounted cash flow expected to be generated by the rental property including any estimated proceeds from the eventual disposition of the real estate. If the real estate is considered to be impaired, the impairment to be recognized is measured at the amount by which the carrying amount of the real estate exceeds the fair value of such property. There were no impairment loss recognized in the year ended June 30, 2025 and 2024.

10. Land
Purchased land is carried at cost. Donated land is carried at estimated fair market value at the date of donation.

11. Capitalized Interest
SAHA and Affiliates capitalize interest incurred during construction as a component of development in progress and building and improvements costs. SAHA and Affiliates capitalized interest of $1,566,194 and $6,292,996 during the years ended June 30, 2025 and 2024, respectively.

12. Deferred Costs and Amortization
Deferred costs consist of tax credit monitoring fees and market study costs that are amortized over ten to fifteen years using the straight-line method. As of June 30, 2025 and 2024, deferred costs are net of accumulated amortization of $1,116,388 and $1,255,785, respectively.

13. Fair Value of Financial Assets and Liabilities
The carrying value of cash and cash equivalents approximates fair value due to the short-term maturity of these instruments. It is not practicable for management to estimate the fair value of accounts and notes receivable, notes payable, investments in other entities, and financial guarantees because of the nature of such instruments and because there is no readily available market information for financial instruments with similar terms.

14. Management Fee Revenue
SAHA PM provides property management and bookkeeping services. SAHA provides asset management and partnership management services. Income is earned in accordance with the terms of the agreements and recorded as revenue. Such intercompany revenue has been eliminated in the consolidated financial statements.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 93 255 18 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

15. Grants and Contribution Revenue
Contributions are recognized as revenue when cash, securities or other assets, when an unconditional promise to give or a notification of a beneficial interest is received. Conditional promises to give are recognized when the conditions on which they depend are substantially met. Grants represent contributions if the resource providers receive no value in exchange for the assets transferred.

Government grants are treated as contributions. Contributions are recorded at their fair value as support without donor restrictions or support with donor restrictions, depending on the absence or existence of donor-imposed restrictions, as applicable. When a restriction expires (that is, when a stipulated time restriction ends or purpose restriction is accomplished), net assets with donor restrictions are reclassified to net assets without donor restrictions and reported in the statements of activities as net assets released from restrictions. If donor restrictions are satisfied in the same period that the contribution is received, the contribution is reported as support without donor restrictions.

A portion of SAHA and Affiliates revenue is derived from cost-reimbursable federal and state contracts and grants, which are conditioned upon certain performance requirements and/or the incurrence of allowable qualifying expenses. Amounts received are recognized as revenue when SAHA and Affiliates have incurred qualifying expenditures in compliance with specific contract or grant provisions. Amounts received prior to incurring qualifying expenditures are recorded as deferred revenue.

Revenue from program service fees are recognized as services are performed and collection is reasonably assured.

16. Rental Property Revenue
Rental income is recognized as rents become due. Rental income is shown at its maximum gross potential. Vacancy loss and concessions are shown as a reduction of rental income. All leases between SAHA and Affiliates and the tenants of the multi-family housing properties are operating leases.

Lease terms are generally twelve-month non-cancellable operating leases. Rental payments received in advance are deferred until earned. Other income ancillary to the lease process such as fees for late payments, cleaning, damages, laundry facilities, and other charges is recorded when earned.

17. Developer Fee Revenue
SAHA earns fees for development services in connection with the acquisition, construction or rehabilitation of housing projects. Developer fees for services provided during the predevelopment phase are recognized at construction loan closing or with the admission of an investor limited partner into the tax credit partnership. Developer fees for services provided during the development or construction phase are recognized on the percentage-of-completion method as gauged by the general contractor’s progress billings. Payments received for services not yet performed are deferred until earned.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 94 256 19 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

17. Developer Fee Revenue (continued)
Developer fees recognized from consolidated affiliates are eliminated as intercompany transactions.

SAHA estimates that 40% to 60% of its development fees cover related project costs. Project costs include costs of development, such as consultants, allocated internal salaries and benefits, related overhead, and other non-reimbursed fees that are ordinarily capitalized. The profit portion of developer fees are considered deferred revenue and amortized annually to offset the depreciation expense related to the fee capitalized as real property costs. As of June 30, 2025 and 2024, deferred revenue relating to the profit portion of developer fees totals $40,138,851 and $30,997,899, respectively.

18. Advertising Costs
Advertising costs are charged to operations when incurred.

19. Functional Allocation of Expenses
The costs of providing the various programs and activities have been summarized on a functional basis in the consolidated statements of activities. The consolidated statements of functional expenses present the natural classification detail of expense by nature. Accordingly, certain costs have been allocated among the programs and supporting services based on estimates of employees’ time incurred and usage of resources.

Program services include all expense relating to affordable housing property management, affordable housing operations, development and asset management, and affordable housing resident services.

Supporting services consist of management and general purposes along with fundraising and special events costs.

20. Risks and Uncertainties
SAHA and Affiliates are subject to various risks and uncertainties in the ordinary course of business that could have adverse impacts on its operating results and financial condition. Future operations could be affected by changes in the economy or other conditions in the geographical area where the Organization is located or by changes in federal, state and/or local low-income housing subsidies or the demand for such housing.

21. Income Taxes
SAHA, SAHA PM, and other not-for-profit corporations have received tax-exempt status under IRC Section 501(c)(3) and the California Franchise Tax Board under the Revenue and Taxation Code 23701(d). The income or loss from partnerships is reported by the partners on their income tax returns.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 95 257 20 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

21. Income Taxes (continued)
No income tax provision has been included in the consolidated financial statements for the single member limited liability companies, which are generally considered disregarded entities. The income and loss of the LLC’s is included in the tax returns of their respective sole members. Only the annual California limited liability company minimum tax and the annual fee appear as expense in the consolidated financial statements.

SAHA and Affiliates believe that they have appropriate support for any tax positions taken, and as such, do not have any uncertain tax positions that are material to the financial statements. SAHA and affiliates’ federal and state information and income tax returns for the years 2021 through 2024 are subject to examination by regulatory agencies, generally for three years and four years after they were filed for the federal and state returns, respectively.

22. Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

23. Guarantees
GAAP requires a liability to be recorded for the fair value of the stand-ready obligation associated with a guarantee issued after December 31, 2002. Guarantees issued between entities under common control or on behalf of an entity under common control are excluded. Consequently, no liabilities have been recorded as all guarantees are considered to be issued to entities under common control.

24. Allocation of Partnership Income/Loss and Tax Credits The affiliated partnerships are generally expected to generate low-income housing tax credits, which will be allocated in the same manner as the income or loss of each affiliated partnership. Because the limited partners' losses are limited to their investments, except when SAHA and Affiliates are also the co-general partner and co-limited partner, the limited partners' equity will not be reduced below zero unless future capital contributions will be made in amounts sufficient to absorb the losses. All remaining losses are allocated to the general partners. Any subsequent income allocable to the limited partners is allocated to the general partners first until the general partners' share of that income offsets the losses not previously recognized by the limited partners.

25. Related Party Transactions
Material related party transactions and balances between controlled entities have been eliminated in the consolidated financial statements.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 96 258 21 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE A - NATURE OF ACTIVITIES AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

26. Debt Issuance Costs
Debt issuance costs are amortized over the term of the note payable using the straight-line method.

GAAP requires that the effective yield method be used to amortize debt issuance costs; however, the effect of using the straight-line method is not materially different from the results that would have been obtained under the effective yield method. Debt issuance costs, net of accumulated amortization, are reported as a direct deduction from the face amount of the note payable to which such costs relate.

Amortization of debt issuance costs is reported as a component of interest expense.

27. Date of Management’s Evaluation and Subsequent Events Management has evaluated subsequent events through December 15, 2025, which is the date the financial statements were available to be issued.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 97 259 22 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE B – INVESTMENTS – MARKETABLE SECURITIES
SAHA and Affiliates’ investments measured at fair value on a recurring basis as of June 30, and the fair value hierarchy of the valuation techniques utilized by SAHA and Affiliates to determine fair values are as follows:

Fixed income - corporate bonds $ 1,417,874 $ - $ 1,443,399 $ - $ 1,443,399 Equities 9,913,648 13,311,955 - - 13,311,955
Total $ 11,331,522 13,311,955 1,443,399 - 14,755,354
Fixed income - corporate bonds $ 4,801,898 $ - $ 4,627,915 $ - $ 4,627,915 Certificates of deposits 3,696,750 - 3,696,750 - 3,696,750 Equities 4,753,979 7,383,756 - - 7,383,756
Total $ 13,252,627 7,383,756 8,324,665 - 15,708,421
Total Fair
Value as of
June 30, 2025
Total Fair
Value as of
June 30, 2024
Significant
Observable
Inputs (Level 2)
Significant
Observable
Inputs (Level 2)
Significant
Unobservable
Inputs (Level 3)
Significant
Unobservable
Inputs (Level 3)
Quoted Prices
in Active
Markets for
Identifical
Assets (Level 1)
Cost as of June
30, 2025
Cost as of June
30, 2024
Quoted Prices
in Active
Markets for
Identifical
Assets (Level 1)
In accordance with the ASC 820, SAHA and Affiliates' investments are considered to be Level 1 and Level 2 within the fair value hierarchy. There were no significant transfers between the levels during the year. SAHA and Affiliates’ policy is to recognize transfers in and out of the levels at the end of the fiscal year; interim changes in the availability of fair value inputs are not recognized.

The components of investment return are as follows for the years ended June 30:

Interest and dividends $ $ 364,162 369,586
Realized and unrealized gains (losses) 1,024,458 1,426,479 Less: Investment expenses (60,845) (80,872)
Total return on investment securities $ 1,327,775 $ 1,715,193 2025 2024
City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 98 260 23 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE C – RESTRICTED CASH AND DEPOSITS
Restricted cash and deposits consists of the following as of June 30:

Operating reserves $ 17,974,983 $ 16,616,513
Replacement reserves 17,975,970 17,123,057
Tenant security deposits 1,710,484 1,527,259
Escrow deposits 846,583 666,760
Residual receipts and other 10,410,311 18,328,860
Total restricted deposits $ 48,918,331 $ 54,262,449
2025 2024
Operating and Replacement Reserves
SAHA and Affiliates are required to maintain operating reserves as well as replacement and repair reserves for property and equipment in accordance with partnership and other lenders' regulatory agreements.

Tenant Security Deposits
SAHA and Affiliates and are required to hold security deposits in separate bank accounts in the name of the properties.

Escrow Deposits
SAHA and Affiliates are required to make monthly deposits with various debt servicers in amounts equal to annual property taxes, property insurance expenses, and other insurance expenses. Funds are disbursed by the debt servicer as payments become due.

Residual Receipts
SAHA and Affiliates are required to deposit excess cash, as generally defined by HUD, into separate bank accounts in accordance with the HUD regulatory agreements.

City of Hercules Notice of Funding Availability / Sycamore Crossing Affordable 99 261 24 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE D – PROPERTY AND EQUIPMENT
As of June 30, property, equipment, and accumulated depreciation consists of the following:

Land and land improvements $ 71,601,221 $ 70,733,371
Building and improvements 1,008,557,673 874,112,959
Furniture, equipment and vehicles 33,415,918 30,576,443 Total property and equipment 1,113,574,812 975,422,773
Less: accumulated depreciation (265,929,179) (242,463,457) Property and equipment, net $ 847,645,633 $ 732,959,316 2025 2024
NOTE E – DEVELOPMENT IN PROGRESS
As of June 30, development in progress consists of the following projects:

Expected
Property Type Completion
Ancora Place New construction 2025 $ $ - 67,738,361
Almaden New construction 2026 2,025,026 1,913,248
Flicker Bird Homes New construction 2026 48,105,556 12,002,781 Aging in Place Campus New construction 2026 2,731,349 2,565,446 Valor Village New construction 2025 - 15,701,129
Plaza New construction 2027 2,548,920 1,632,260
Verana Hill New construction 2025 - 45,140,520
Pacific Avenue New construction 2027 8,667,857 1,824,957 Thornton New construction 2027 728,427 3,849,463
BUSD New construction 2026 9,464,652 2,076,869
Sunflower Grace New construction 2027 245,346 -
Sunflower 949 New construction 2027 50,573 -
East 12th New construction 2027 325,619 -
Other projects Various Various 454,248 551,960
Total development in progress $ 75,347,573 $ 154,996,994 2025 2024
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 100 262 25 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE F – INVESTMENTS IN OTHER ENTITIES
SAHA and Affiliates have investments in housing properties for which SAHA and Affiliates are not deemed to have majority control and therefore not consolidated. These investments (deficit) are accounted for under the equity method and total $912,971 and $662,005 as of June 30, 2025 and 2024, respectively. The financial position and activity are summarized below:

Total assets $ 85,112,845 $ 86,877,155
Total liabilities $ (72,209,081) $ (73,288,250)
Partners' (equity) deficit $ (13,517,164) $ (14,488,038) Net income (loss) $ $ (613,442) (899,133)
Unaudited
2025 2024
In addition, SAHA holds investments in Housing Partnership Insurance Exchange (HPIEx) to gain access to affordable property and liability insurance from a reciprocal insurance company.

NOTE G - RIGHT OF USE ASSETS – LEASES AND LEASE LIABILITIES On July 10, 2014, SAHA and Affiliates entered into a 15-year non-cancellable lease agreement to lease office space in Berkeley, California. Pursuant to the lease agreement, monthly base rental payments of $22,624, increasing annually by 3% through June 17, 2025, or the lessor of 3% or CPI through June 17, 2030, are due beginning June 17, 2015, through lease termination on June 17, 2030. On July 20, 2021, the lease was amended to include additional space and increase the monthly rental payments to $33,324 effective February 1, 2022, through April 30, 2022, then $43,159 beginning May 1, 2022, increasing annually by 3% on January 1st. In addition, the lease agreement requires SAHA and Affiliates to pay escalation rent, defined in the lease agreement as SAHA and Affiliates’ share of the Lessor’s operating expenses and property taxes, on a monthly basis.

SAHA and Affiliates also have ground leases for properties in California which expire through 2123. Total lease expense for the years ended June 30, 2025 and 2024 was $748,044 and $682,575, respectively.

SAHA and Affiliates generally does not have access to the rate implicit in the lease, therefore SAHA and Affiliates utilized risk free rates of 2.88% and 3.00% as the discount rate. Lease costs are included in administrative expenses on the statements of functional expenses. The required minimum annual cash payments, not including additional payments required from property operating cash flow on the leases, are as follows:

Office Space Ground
Lease Total
2026 574,416 $ $ - $ 574,416
2027 591,649 - 591,649
2028 609,398 - 609,398
2029 627,680 - 627,680
2030 646,511 - 646,511
Total 3,049,654$ $ - 3,049,654$
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 101 263 26 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE G - RIGHT OF USE ASSETS AND LIABILITIES – LEASES (Continued) The lease liability at June 30, 2025 of $3,999,063 is the present value of remaining scheduled lease payments as follows:
2026 $ 574,416
2027 591,649
2028 609,398
2029 627,680
2030 646,511
Thereafter 5,400,290
Total payments under leases 8,449,944
Less imputed interest (4,450,881)
Total lease liabilities 3,999,063$

NOTE H - NOTES PAYABLE
Notes payable are generally secured by the respective properties and summarized as follows:
2025 2024
Permanent loans payable in monthly installments including interest at rates ranging from 2% to 7.65% based on amortization terms ranging from 10 to 40 years with varying maturity dates through 2060. For the years ending June 30, 2025 and 2024, interest expense totaled $5,745,137 and $5,575,128, respectively. As of June 30, 2025 and 2024, accrued interest totaled $251,597 and $226,372, respectively. $ 118,667,453 $ 116,769,581
Deferred loans payable to various government agencies and lenders are non-interest bearing, bear simple interest at rates ranging from

0.5% to 10%, or bear compounding interest at rates ranging from

2.95% to 3.92% and have varying maturity dates through 2083.

Payments are either payable from available residual receipts or surplus cash or are deferred until maturity. For the years ending June 30, 2025 and 2024, interest expense totaled $8,922,722 and $6,907,773, respectively. As of June 30, 2025 and 2024, accrued deferred interest totaled $76,384,666 and $71,751,263,
respectively. 418,055,147 383,050,664
Construction loans bear interest at variable rates ranging from 4.8% to 7.09% at June 30, 2025 and with varying maturity dates through 2026. During the construction period, all interest shall be added to the outstanding principal balance. For the years ending June 30, 2025 and 2024, interest expense totaled $5,046,975 and
$2,022,093, respectively. 53,547,627 120,845,393
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 102 264 27 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE H - NOTES PAYABLE (Continued)
2025 2024
Predevelopment loans payable to various government agencies and partnerships are either non-interest bearing, bear simple interest at a rate of 3% or bear interest at rates ranging from 2% to 3%, and have varying maturity dates through 2081. Payments are either payable from residual receipts or surplus cash or are deferred until maturity. These loans are expected to be paid upon close of construction financing or transferred to the ultimate entity organized to be the owner of the property. For the years ending June 30, 2025 and 2024, interest expense totaled $10,000 and $12,500, respectively. As of June 30, 2025 and 2024, accrued deferred interest totaled $76,388 and $54,308, respectively. $ 1,173,500 $ 1,893,000 Total notes payable 591,443,727 622,558,638
Less: Current maturities (5,452,598) (5,522,835)
Less: Unamortized debt issuance costs (6,486,995) (7,593,442) Total notes payable, net $ 579,444,099 $ 609,442,361
Principal payments toward deferred loans and notes payable for the next five years are subject to changes in net cash flow, which is a contingency that cannot be reasonably estimated. The construction loans are anticipated to be converted to permanent financing upon maturity and are excluded from the current portion of long-term obligations. The minimum required payments are estimated as follows for the years ending June 30:
2026 - $ 5,452,598 2029 - $ 5,682,707
2027 - $ 5,202,963 2030 - $ 4,429,833
2028 - $ 5,963,195

NOTE I - DEFERRED REVENUE
As of June 30, deferred revenue consists of the following:

Prepaid rents $ 1,209,588 $ 245,369
Deferred grant income 4,175,624 4,480,033
Deferred employee retention credit revenue 2,113,948 -
Deferred developer fee (profit portion) 31,602,942 30,997,899 Total deferred revenue 39,102,102 35,723,301
Less: current portion (5,385,212) (5,546,558)
Non-current portion $ 33,716,890 $ 30,176,743
2025 2024
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 103 265 28 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE J - RELATED PARTY TRANSACTIONS
For the years ended June 30, 2025 and 2024, property management, accounting and resident services fees charged to unconsolidated affiliated organizations totaled $167,747 and $186,432, respectively. As of June 30, 2025 and 2024, amounts receivable from unconsolidated affiliated organizations for property management fees, accounting fees, and reimbursement of operating costs totaled $36,753 and $44,595, respectively.

For the years ended June 30, 2025 and 2024, rent expense paid to unconsolidated affiliated organizations totaled $590,559 and $638,692, respectively.

NOTE K – COMMERCIAL OPERATING LEASE AGREEMENTS
SAHA and Affiliates sublease commercial space, as landlord, under various non-cancellable lease agreements to commercial tenants. The lease terms vary from 3 years to 10 years with agreements calling for escalations in rental payments over the life of the lease and agreements with flat rate rent over the lease term.

In addition, various lease agreements require the commercial tenants to reimburse SAHA and Affiliates for common area maintenance costs, but not all.

Accordingly, receipts due under non-cancellable commercial operating sublease agreements for each of the next five years ending June 30 are estimated as follows:
2026 - $ 391,843 2029 - $ 24,866
2027 - $ 188,424 2030 - $ -
2028 - $ 105,350

NOTE L - RETIREMENT PLAN
SAHA and Affiliates offer a 401(k) Profit Sharing Plan (the Plan) covering employees after one month of service, as defined in the Plan. Employees may contribute to the Plan upon becoming eligible and all employee contributions are immediately vested.

SAHA and Affiliates contribute to the Plan in an amount equal to the first 4% of the employees’ contributions. This employer contribution is immediately vested. For the years ended June 30, 2025 and 2024, the employer contribution totaled $644,785 and $628,078, respectively.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 104 266 29 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024

NOTE M - EMPLOYEE RENTENTION CREDIT
SAHA and Affiliates applied for the Employee Retention Credit (ERC) under the provisions of the Coronavirus Aid, Relief, and Economic Security Act. SAHA and Affiliates applied for $2,393,739, which was received during the year ended June 30, 2025. Of that amount, $279,791 was paid to the consultant who helped submit the application and is recorded as administrative expense during the year ended June 30, 2025.

SAHA and Affiliates believes it has met the eligibility requirements for the ERC using the partial or total government ordered shut down criterion and determined that the amount of credit claimed was in accordance with that eligibility criterion. SAHA and Affiliates has established a liability for $2,113,947 because of the uncertainty of how the eligibility requirements will be interpreted by the Internal Revenue Service (IRS). The IRS has the right to audit the ERC claim through July 2029.

NOTE N – COMMITMENTS, CONTINGENCIES, AND OTHER MATTERS
SAHA and Affiliates issue a variety of guarantees in the course of developing properties. The guarantees are generally issued in favor of limited partner investors or lenders. Guarantees, as of June 30, 2025 and 2024, (except for tax benefits, which are one year in arrears), consist of the following:

Operating deficits $ 12,700,000 $ 11,900,000
Construction loan repayment and completion (1) 175,000,000 202,000,000 Tax credits 255,323,424 118,300,000
Total guarantees $ 443,023,424 $ 332,200,000
2025 2024
(1) $54,000,000 of construction loan funds had been drawn as of June 30, 2025.

Operating Deficit Guarantees
Operating deficit guarantees are commitments to fund future potential operating deficits of partnerships. The guarantees are issued in favor of tax credit limited partnerships and generally are for the fifteen-year period when the investor is expected to hold its limited partner interest, or for shorter periods (for example, until certain debt ratios are achieved). A payment under a guarantee would result in the transfer of cash resources from the guarantor to an affiliate, resulting in an obligation to repay the advance, usually from future operating cash flow. To date, SAHA and Affiliates have not experienced any calls on these guarantees.

Construction Loan Repayment and Completion Guarantees
SAHA and Affiliates provide repayment guarantees for construction loans used for the development of properties. SAHA and Affiliates have also provided construction completion guarantees in favor of certain lenders for the development of properties and lease-up of a project, should the project not receive expected permanent financing, or should the cost of the development exceed permanent financing received. A payment under such a guarantee would result in the transfer of cash resources from the guarantor to an affiliate that is obligated to complete a development, resulting in an obligation to repay the advance, usually from future operating cash flow. There are no significant completion delays in SAHA and Affiliates’ current developments. To date, SAHA and Affiliates have not experienced non-completion of a project, nor has it been called on for any loan repayment guarantee.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 105 267 30 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE N – COMMITMENTS, CONTINGENCIES, AND OTHER MATTERS (Continued) Tax Credit Guarantees
As the sponsor or the developer of certain properties financed in part by federal and/or state tax credit allocations, SAHA and Affiliates have made certain guarantees to investors as to the tax credits and other benefits to be derived from the properties. These guarantees generally cover the tax compliance periods of fifteen years after initial lease-up. A payment under such a guarantee could result in a cash distribution from an affiliate's operating cash flow to the investor limited partner. In the opinion of management, compliance with tax regulations and careful monitoring of the properties should preclude these contingent liabilities from materializing. To date, SAHA and Affiliates have not experienced any calls on these guarantees.

Affordable Housing Program Loans
Included in net assets without donor restrictions are $990,000 of funds received under the Affordable Housing Program (AHP) from Silicon Valley Bank, a division of First Citizens Bank. These amounts have been recognized as contribution revenue rather than notes payable in the respective years of receipt: 2006, 2007 and 2008. These awards are subject to full repayment with interest in the event that SAHA, or the projects owned by University Avenue Senior Housing, L.P. and Petaluma Avenue Homes, L.P., do not comply with the obligations under the loan agreements. The AHP funds are subject to repayment plus interest at the Federal Home Loan Bank rate plus 5% per annum. SAHA fully intends to remain in compliance with all obligations for the loan agreements during the 15-year compliance term and management expects the loans to be forgiven at maturity.

Litigation
SAHA and Affiliates are named in various claims and legal actions in the normal course of their activities.

Based upon counsel and management's opinion, the outcomes of such matters are not expected to have a material adverse effect on SAHA and Affiliates’ financial position or changes in net assets.

Property management
Property management on certain properties is contracted with non-affiliated entities for annual amounts subject to yearly increases.

Grants and loans receivable
In connection with various federal, state and city grants and loan programs, SAHA and Affiliates are obligated to operate in accordance with those grant and loan requirements and are subject to audit by those agencies. In cases of noncompliance, the agencies involved may require that SAHA and Affiliates and certain affiliates refund payment of program funds. The amount, if any, of expenditures that may be disallowed by the agencies cannot be determined at this time, although SAHA and Affiliates expect such amounts, if any, to be immaterial.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 106 268 31 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2025 and 2024
NOTE N – COMMITMENTS, CONTINGENCIES, AND OTHER MATTERS (Continued) Other
As general partners in various partnerships, SAHA and Affiliates may be subject to other liabilities, should the affected partnerships' assets become insufficient to meet their obligations. In the opinion of management, future revenues and the value of the underlying assets of each of these partnerships will be sufficient to meet ongoing and future partnership obligations.

Purchase Option
In connection with the development of affordable housing projects which are owned by limited partnerships, affiliates of SAHA and Affiliates have acquired the options to purchase the projects at the close of the projects’ 15-year compliance period.

NOTE O – LIQUIDITY AND AVAILABILITY
As of June 30, SAHA and Affiliates have financial assets available for general expenditure within one year of the balance sheet date consisting of the following:

Cash and cash equivalents $ 35,137,322 $ 33,056,811
Investments - marketable securities 14,755,354 15,708,421 Grants receivable 1,117,439 1,952,359
Tenant rents and other receivables 1,699,304 1,606,802
Management fees, service fees and costs receivable 548,075 424,067 Total financial assets available for general
expenditures within one year $ 53,257,494 $ 52,748,460
2025 2024
Financial assets include amounts that will be used to pay accounts payable, accrued expenses and other distributions from operating cash flow, if any, in the subsequent year. None of the financial assets are subject to grantor or other contractual restrictions that make them unavailable for general expenditure within one year of the balance sheet date. SAHA and Affiliates’ liquidity management policy requires the maintenance of six months of operating cash, which is defined as operating revenue minus operating expenses, in its general fund operating account.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 107 269

SUPPLEMENTARY INFORMATION
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 108 270 See Independent Auditors’ Report
33 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATING SCHEDULES OF FINANCIAL POSITION
June 30, 2025
ASSETS
Current assets
Cash and cash equivalents $ 10,977,902 $ 2,485,510 $ - $ 21,673,910 $ - $ 35,137,322 Investments - marketable securities 15,369,302 - - (613,948) - 14,755,354 Grants receivable 1,000,883 - - 116,556 - 1,117,439
Tenant rents and other receivables, net of allowance 335,483 10 - 1,363,811 - 1,699,304 Management fees, service fees and costs receivable 117,602 (4,930,279) - - 5,360,752 548,075 Partnership management fees receivable, current 545,172 - - - (541,506) 3,666 Development fees receivable, current 3,528,928 - - - (3,528,928) - Prepaid expenses 1,323,449 6,236 - 2,422,623 (1,096,326) 2,655,982 Total current assets 33,198,721 (2,438,523) - 24,962,952 193,992 55,917,142 Non-current assets
Restricted cash and deposits 859,732 - - 48,058,599 - 48,918,331 Partnership management fees receivable, net of current 2,585,803 - 2,331,869 - (4,883,656) 34,016 Development fees receivable, net of current 8,264,599 - - - (8,264,599) - Development cost advances receivable 7,232,387 - - - (7,232,387) - Property and equipment, net 6,240,340 - - 841,673,962 (268,669) 847,645,633 Notes receivable, including interest 54,786,323 - 23,744,770 - (78,256,917) 274,176 Development in progress 2,479,896 - - 72,934,528 (66,851) 75,347,573 Deferred costs, net - - - 682,251 682,251
Investments in other entities 2,059,899 154,663 (27,641,712) - 26,340,121 912,971 Right of use assets - leases, net of current 1,386,682 - - 13,938,626 - 15,325,308 Other non-current assets 46,571 - - 71,394 - 117,965
Total non-current assets 85,942,232 154,663 (1,565,073) 977,359,360 (72,632,958) 989,258,224 Total assets $ 119,140,953 $ (2,283,860) $ (1,565,073) $ 1,002,322,312 $ (72,438,966) $ 1,045,175,366 SAHA SAHA PM Affiliates Properties Eliminations Total
Sycamore Crossing Affordable 109 City of Hercules Notice of Funding Availability / 271
See Independent Auditors’ Report
34 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES CONSOLIDATING SCHEDULES OF FINANCIAL POSITION (Continued) June 30, 2025

LIABILITIES AND NET ASSETS
Current liabilities
Accounts payable and accrued expenses $ 9,284,096 $ 198,016 $ 2,332,669 $ 7,933,071 $ (7,669,119) $ 12,078,733 Intercompany accounts payable (7,952,512) - - 2,732,009 5,220,503 - Deferred revenue, current 9,290 - - 5,521,390 (145,468) 5,385,212 Tenant security deposits 130,401 - - 1,577,780 - 1,708,181 Accrued interest, current 2,144 - - 249,453 - 251,597
Notes payable, current 141,333 - - 5,311,265 - 5,452,598 Total current liabilities 1,614,752 198,016 2,332,669 23,324,968 (2,594,084) 24,876,321 Long-term liabilities
Development costs payable 34,659 - - 41,328,099 (19,928,625) 21,434,133 Deferred revenue, net of current 2,113,948 - - - 31,602,942 33,716,890 Lease liabilities 1,770,016 - - 2,229,047 - 3,999,063
Notes payable, net of current 8,279,726 - 1,000,000 644,242,536 (74,018,128) 579,504,134 Accrued interest, net of current 3,819,144 - - 76,869,367 (4,238,789) 76,449,722 Total long-term liabilities 16,017,493 - 1,000,000 764,669,049 (66,582,600) 715,103,942 Total liabilities 17,632,245 198,016 3,332,669 787,994,017 (69,176,684) 739,980,263 Net assets
Controlling interest 101,508,708 (2,481,876) (4,897,742) 11,376,621 (3,262,282) 102,243,429 Non-controlling interest - - - 202,951,674 - 202,951,674 Total net assets 101,508,708 (2,481,876) (4,897,742) 214,328,295 (3,262,282) 305,195,103 Total liabilities and net assets $ 119,140,953 $ (2,283,860) $ (1,565,073) $ 1,002,322,312 $ (72,438,966) $ 1,045,175,366 SAHA SAHA PM Affiliates Properties Eliminations Total
Sycamore Crossing Affordable 110 City of Hercules Notice of Funding Availability / 272
See Independent Auditors’ Report
35 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

CONSOLIDATING SCHEDULES OF ACTIVITIES
Year Ended June 30, 2025
Support and revenue without donor restrictions
Support
Grants and contributions - administrative $ 1,114,232 $ - $ - $ - $ - $ 1,114,232 Grants and contributions - development 6,633,308 - - 62,525,234 - 69,158,542 Grants and contributions - individual
and corporate 3,364,633 - 13,701 - (3,119,422) 258,912
Total support 11,112,173 - 13,701 62,525,234 (3,119,422) 70,531,686 Revenue
Development fees 3,841,364 - - - (3,818,260) 23,104
Partnership management fees 1,278,055 - 877,898 - (2,147,058) 8,895 Property management fees - 4,355,953 - - (3,908,225) 447,728 Resident service fees 3,659,219 - - - (3,659,219) -
Rental property revenue 1,820,921 - - 73,195,218 (29,325) 74,986,814 Commercial property rental revenue 614,722 - - - - 614,722 Interest income and net investment return 2,506,781 - 969,889 1,313,800 (1,512,688) 3,277,782 Other income 1,226,178 385,371 14,097,030 22,088 (15,151,542) 579,125 Total revenue 14,947,240 4,741,324 15,944,817 74,531,106 (30,226,317) 79,938,170 Total support and revenue 26,059,413 4,741,324 15,958,518 137,056,340 (33,345,739) 150,469,856 Expenses
Program services 13,427,943 4,914,680 3,503,102 103,300,095 (16,340,272) 108,805,548 Management and general 5,017,910 500,061 14,972 - - 5,532,943 Fundraising and special events 22,701 - - - - 22,701
Total expenses 18,468,554 5,414,741 3,518,074 103,300,095 (16,340,272) 114,361,192 7,590,859 (673,417) 12,440,444 33,756,245 (17,005,467) 36,108,664 Other losses
Net losses on investments in other entities (199,626) 2,999 - - - (196,627) Change in net assets without donor restrictions 7,790,485 (676,416) 12,440,444 33,756,245 (17,005,467) 36,305,291 Net assets without donor restrictions - beginning of year 91,144,093 768,670 (17,338,186) 154,633,599 21,747,362 250,955,538 Transfer of limited partnership interests - - - 755,771 - 755,771 Net capital contributions, distributions
and syndication costs 2,574,130 (2,574,130) - 25,182,680 (8,004,177) 17,178,503 Net assets without donor restrictions - end of year $ 101,508,708 $ (2,481,876) $ (4,897,742) $ 214,328,295 $ (3,262,282) $ 305,195,103 Change in net assets without donor restrictions before
other losses
Affiliates Properties Eliminations Total SAHA SAHA PM
Sycamore Crossing Affordable 111 City of Hercules Notice of Funding Availability / 273
See Independent Auditors’ Report
36 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES STATEMENT OF FINANCIAL POSITION – SAHA & SAHA PM ONLY
June 30, 2025 with Comparative Totals for June 30, 2024 ASSETS
Current assets
Cash and cash equivalents $ 10,843,317 $ 26,522 $ 108,063 $ - $ 10,977,902 $ 2,485,510 $ - $ 13,463,412 $ 14,668,854 Investments - marketable securities 15,369,302 - - - 15,369,302 - - 15,369,302 12,011,671 Grants receivable 1,000,883 - - - 1,000,883 - - 1,000,883 1,857,041 Tenant rents and other receivables, net of allowance 292,703 33,893 8,887 - 335,483 10 (4,878) 330,615 303,969 Management fees, service fees and costs receivable 117,602 - - - 117,602 (4,930,279) (43,415) (4,856,092) (1,388,458) Partnership management fees receivable, current 545,172 - - - 545,172 - - 545,172 371,001 Development fees receivable, current 3,528,928 - - - 3,528,928 - - 3,528,928 3,718,483 Prepaid expenses 1,264,332 41,715 17,402 - 1,323,449 6,236 - 1,329,685 1,209,164 Total current assets 32,962,239 102,130 134,352 - 33,198,721 (2,438,523) (48,293) 30,711,905 32,751,725 Non-current assets
Restricted cash and deposits 45,434 665,528 148,770 - 859,732 - - 859,732 8,780,863 Partnership management fees receivable, net of current 2,585,803 - - - 2,585,803 - - 2,585,803 1,693,860 Development fees receivable, net of current 8,264,599 - - - 8,264,599 - - 8,264,599 10,994,207 Development cost advances receivable 7,232,387 - - - 7,232,387 - - 7,232,387 6,531,815 Property and equipment, net 2,012,489 2,961,787 1,266,064 - 6,240,340 - - 6,240,340 6,609,591 Notes receivable, including interest 54,786,323 - - - 54,786,323 - - 54,786,323 48,158,668 Development in progress 2,479,896 - - - 2,479,896 - - 2,479,896 3,157,010 Investments in other entities 2,059,899 - - - 2,059,899 154,663 - 2,214,562 1,177,001 Right of use assets - leases 1,386,682 - - - 1,386,682 - - 1,386,682 1,443,059 Other non-current assets 46,571 - - - 46,571 - - 46,571 53,146 Total non-current assets 80,900,083 3,627,315 1,414,834 - 85,942,232 154,663 - 86,096,895 88,599,220 Total assets $ 113,862,322 $ 3,729,445 $ 1,549,186 $ - $ 119,140,953 $ (2,283,860) $ (48,293) $ 116,808,800 $ 121,350,945 2024 Totals Totals Eliminations SAHA PM Eliminations Sierra Gardens Total Corp & Comm BSS Rental Properties SAHA SAHA
Sycamore Crossing Affordable 112 City of Hercules Notice of Funding Availability / 274
See Independent Auditors’ Report
37 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES STATEMENT OF FINANCIAL POSITION – SAHA & SAHA PM ONLY (Continued) June 30, 2025 with Comparative Totals for June 30, 2024

LIABILITIES AND NET ASSETS
Current liabilities
Accounts payable and accrued expenses $ 9,237,485 $ 40,674 $ 5,937 $ - $ 9,284,096 $ 198,016 $ - $ 9,482,112 $ 17,922,990 Intercompany accounts payable (8,011,498) 47,501 11,485 - (7,952,512) - (48,293) (8,000,805) (4,263,828) Deferred revenue, current 2,320 6,933 37 - 9,290 - - 9,290 15,047 Tenant security deposits 47,260 48,918 34,223 - 130,401 - - 130,401 134,232 Accrued interest, current - - 2,144 - 2,144 - - 2,144 2,144 Notes payable, current - 59,179 82,154 - 141,333 - - 141,333 141,333 Total current liabilities 1,275,567 203,205 135,980 - 1,614,752 198,016 (48,293) 1,764,475 13,951,918 Long-term liabilities
Deferred revenue, net of current portion 2,113,948 - - - 2,113,948 - - 2,113,948 - Development costs payable 34,659 - - - 34,659 - - 34,659 823,534 Lease liabilities 1,770,016 - - - 1,770,016 - - 1,770,016 1,829,370 Notes payable, net of current 2,658,500 4,509,225 1,112,001 - 8,279,726 - - 8,279,726 9,135,583 Accrued interest, net of current 65,055 3,075,903 678,186 - 3,819,144 - - 3,819,144 3,697,777 Total long-term liabilities 6,642,178 7,585,128 1,790,187 - 16,017,493 - - 16,017,493 15,486,264 Total liabilities 7,917,745 7,788,333 1,926,167 - 17,632,245 198,016 (48,293) 17,781,968 29,438,182 Net assets 105,944,577 (4,058,888) (376,981) - 101,508,708 (2,481,876) - 99,026,832 91,912,763 Total liabilities and net assets $ 113,862,322 $ 3,729,445 $ 1,549,186 $ - $ 119,140,953 $ (2,283,860) $ (48,293) $ 116,808,800 $ 121,350,945 2024 Totals Totals
SAHA
BSS Eliminations SAHA PM Corp & Comm Sierra Gardens
SAHA
Total Eliminations
Rental Properties
Sycamore Crossing Affordable 113 City of Hercules Notice of Funding Availability / 275
See Independent Auditors’ Report
38 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES STATEMENT OF ACTIVITIES – SAHA & SAHA PM ONLY
Year Ended June 30, 2025 with Comparative Totals for Year Ended June 30, 2024 Support and Revenue
Support
Grants and contributions - administrative $ 1,114,232 $ - $ - $ - $ 1,114,232 $ - $ - $ 1,114,232 $ 563,452 Grants and contributions- development 6,633,308 - - - 6,633,308 - - 6,633,308 9,722,238 Grants and contributions - individual
and corporate 3,364,633 - - - 3,364,633 - - 3,364,633 2,827,934 Total support 11,112,173 - - - 11,112,173 - - 11,112,173 13,113,624 Revenue
Development fees 3,841,364 - - - 3,841,364 - - 3,841,364 7,523,464 Partnership management fees 1,278,055 - - - 1,278,055 - - 1,278,055 1,158,226 Property management fees - - - - - 4,355,953 (95,073) 4,260,880 3,999,342 Resident service fees 3,679,084 - - (19,865) 3,659,219 - - 3,659,219 3,169,077 Rental property revenue - 1,325,323 495,598 - 1,820,921 - - 1,820,921 1,798,527 Commercial property rental revenue 614,722 - - - 614,722 - - 614,722 666,524 Interest income and net investment return 2,497,455 8,732 594 - 2,506,781 - - 2,506,781 2,769,587 Other income 1,233,161 - - (6,983) 1,226,178 385,371 - 1,611,549 484,737 Total revenue 13,143,841 1,334,055 496,192 (26,848) 14,947,240 4,741,324 (95,073) 19,593,491 21,569,484 Total support and revenue 24,256,014 1,334,055 496,192 (26,848) 26,059,413 4,741,324 (95,073) 30,705,664 34,683,108 Expenses
Program Services
Property management expenses - - - - - 4,914,680 - 4,914,680 5,438,781 Asset management expenses 1,627,100 - - - 1,627,100 - - 1,627,100 1,348,822 Housing development expenses 4,988,213 - - - 4,988,213 - - 4,988,213 5,183,850 Resident services expenses 4,942,120 - - - 4,942,120 - - 4,942,120 4,652,918 Rental properties expenses - 1,427,692 469,666 (26,848) 1,870,510 - (95,073) 1,775,437 1,697,147 Total program services 11,557,433 1,427,692 469,666 (26,848) 13,427,943 4,914,680 (95,073) 18,247,550 18,321,518 Management and general 5,017,910 - - - 5,017,910 500,061 5,517,971 5,919,800 Fundraising/special events 22,701 - - - 22,701 - - 22,701 44,728 Total expenses 16,598,044 1,427,692 469,666 (26,848) 18,468,554 5,414,741 (95,073) 23,788,222 24,286,046 Change in net assets before other losses 7,657,970 (93,637) 26,526 - 7,590,859 (673,417) - 6,917,442 10,397,062 Other losses
Net losses on investments in other entities (199,626) - - - (199,626) 2,999 - (196,627) 104,867 Change in net assets 7,857,596 (93,637) 26,526 - 7,790,485 (676,416) - 7,114,069 10,292,195 Net assets - beginning of year 98,086,981 (3,965,251) (403,507) - 93,718,223 (1,805,460) - 91,912,763 81,620,568 Net assets - end of year $ 105,944,577 $ (4,058,888) $ (376,981) $ - $ 101,508,708 $ (2,481,876) $ - $ 99,026,832 $ 91,912,763 SAHA
BSS Sierra Gardens Eliminations Total 2024 Totals Eliminations Totals Rental Properties
Corp & Comm SAHA PM
SAHA
Sycamore Crossing Affordable 114 City of Hercules Notice of Funding Availability / 276
See Independent Auditors’ Report
39 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES STATEMENT OF CASH FLOWS– SAHA & SAHA PM ONLY
Years Ended June 30, 2025 and 2024

CASH FLOWS FROM OPERATING ACTIVITIES
Change in net assets $ 7,114,069 $ 10,292,195
Adjustments to reconcile change in net assets
to net cash provided by operating activities:

Depreciation and amortization 601,587 586,657
Amortization of debt issuance costs - 3,105
Amortization of right of use asset (2,977) 13,266
Net unrealized gain on investments - marketable
securities (1,607,864) (1,607,864)
Change in allowance for doubtful accounts (908,743) 1,208,558 Loss from investment in other entities (522,665) 178,367 (Increase) decrease in:

Grants receivable 856,158 (897,577)
Tenant rents and other receivables (26,646) (30,013)
Management fees, service fees and costs receivable 7,731,462 (235,921) Partnership management fees receivable (312,805) (395,663) Development fees receivable 3,074,597 (2,012,485)
Notes and interest receivable (6,627,655) (13,375,832)
Deposits 6,575 (10,896)
Prepaid expenses (120,521) (123,271)
Increase (decrease) in:

Accounts payable and accrued expenses (17,411,772) 3,018,962 Deferred revenue 2,108,191 (35,109)
Tenant security deposits liability (3,831) 4,579
Accrued interest on deferred mortgages payable 78,934 112,166 Net provided (used) by operating activities (5,973,906) (3,306,776)

CASH FLOWS FROM INVESTING ACTIVITIES
Sale (purchase) of investments - marketable securities (1,749,767) 6,490,362 Investment in partnerships (514,896) (514,896)
Repayment (disbursements) for development costs advanced (700,572) 1,685,049 Reimbursements for development in progress transferred, net of additio 900,761 495,806 Additions to property and equipment (232,336) (129,849) Net cash provided (used) by investing activities (2,296,810) 8,026,472

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable - 1,572,000
Principal payments on notes payable (855,857) (131,039) Net cash provided by financing activities (855,857) 1,440,961 Increase (decrease) in cash, cash equivalents, restricted cash and deposits (9,126,573) 6,160,657 Cash, cash equivalents, restricted cash and deposits - beginning of year 23,449,717 17,289,060 Cash, cash equivalents, restricted cash and deposits - end of year $ 14,323,144 $ 23,449,717

SUMMARY OF CASH, CASH EQUIVALENTS,

RESTRICTED CASH AND DEPOSITS
Unrestricted cash $ 13,463,412 $ 14,668,854
Restricted cash and deposits 859,732 8,780,863
Total cash, cash equivalents, restricted cash and deposits $ 14,323,144 $ 23,449,717 2025 2024
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 115 277 See Independent Auditors’ Report
40 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES STATEMENT OF EXPENSES – SAHA AND SAHA PM
Year Ended June 30, 2025 with Comparative Totals for Year Ended June 30, 2024 Salaries $ 3,189,254 $ 1,527,588 $ 891,569 $ 2,812,411 $ 231,835 $ 2,958,270 $ 14,424 $ 11,625,351 $ 11,234,662 Payroll taxes and related expenses 290,234 129,815 84,166 323,807 31,322 278,141 1,362 1,138,847 1,063,201 Employee benefits 502,917 235,626 152,768 611,081 57,124 502,350 2,472 2,064,338 2,159,854 Temporary staffing 63,793 50,163 32,523 15,904 18,099 102,418 526 283,426 155,306 Professional fees 82,363 18,089 17,367 5,427 15,980 73,437 145 212,808 219,423 Consulting services 149,607 357,794 26,876 462,054 23,803 249,350 233 1,269,717 860,223 Human resources and recruiting 29,675 19,186 18,421 5,757 - 45,149 154 118,342 73,015 Travel, training and staff events 162,140 70,874 67,991 68,074 2,447 174,161 567 546,254 445,607 Rent expense 65,784 147,440 103,888 32,465 - 460,927 866 811,370 840,323 Office supplies and expenses 26,932 16,217 15,567 18,204 3,541 38,419 130 119,010 109,917 Telephone and internet 36,728 28,094 20,268 14,199 6,321 50,259 169 156,038 136,955 Office furniture and equipment rental 30,802 15,377 21,465 6,708 28,561 52,071 179 155,163 138,323 Miscellaneous administrative 239,281 24,240 23,319 488,020 19,537 54,179 194 848,770 701,402 Utilities 6,399 10,527 10,106 3,158 175,851 23,357 84 229,482 195,252 Maintenance expenses 23,177 28,930 27,774 39,008 415,687 102,250 231 637,057 614,428 Taxes and insurance 15,594 31,384 28,712 9,493 199,998 68,118 262 353,561 326,380 Interest expense - 10,000 - - 263,694 - - 273,694 284,135 Bad debt and project write-offs - 4,672 - - 58,240 - - 62,912 1,427,882 Donations to afilliates - 300 - - - 97,854 - 98,154 985,761 Community infrastructure expenses - 2,168,778 - - - - - 2,168,778 1,674,304 Community service expenses - 9,200 - - - - - 9,200 33,651 Fundraising event - 992 952 297 - 2,114 8 4,363 19,385
Depreciation and amortization - 82,927 83,368 26,053 223,397 185,147 695 601,587 586,657 Total expenses $ 4,914,680 $ 4,988,213 $ 1,627,100 $ 4,942,120 $ 1,775,437 $ 5,517,971 $ 22,701 $ 23,788,222 $ 24,286,046 Management Development Services Properties Totals Totals Management Affordable
Housing
Affordable
Housing
Resident
Affordable
Housing Rental 2025 2024
Affordable
Program Services
Housing Asset Management
and General Fundraising
Affordable
Housing
Property
Sycamore Crossing Affordable 116 City of Hercules Notice of Funding Availability / 278
See Independent Auditors’ Report
41 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

LISTING OF AFFILIATES
June 30, 2025
Affordable housing limited partnerships with single-purpose non-profit corporations holding controlling general partner interests:

Entity Name Property Name
General Partner or Managing
Partners / Limited Partner Ownership Property Location Property Type 1550 Third, LP Arboleda Apartments 1550 Third LLC
(Sole Member is SADI)

0.01% Walnut Creek, CA Family / Special Needs
3268 San Pablo, LP Monarch Homes 3268 San Pablo LLC
(Sole Member is SADI)

0.01% Oakland, CA Senior / Homelessness /
Special Needs
401 Fairmount, LP 401 Fairmount SADI 0.01% Oakland, CA Family / Special Needs 6th & Oak Associates Merritt Crossing Senior
Apartments
SADI 0.01% Oakland, CA Senior
Altamira, LP Alta Madrone Altamira LLC
(Sole Member is SADI)

0.01% Sonoma, CA Family
Beth Asher, LP Beth Asher Beth Asher, LLC
(Sole Member is SADI)

0.01% Oakland, CA Senior
Calaveras Housing Partners Redwood Hill
Townhomes
SADI 0.01% Oakland, CA Family
Camino 23, LP Camino 23 SADI 0.01% Oakland, CA Family
Casa Montego, LP Casa Montego SADI 0.01% Walnut Creek, CA Senior Cleveland Ave, LP Verana Hill Cleveland Ave LLC
(Sole Member is SADI)

0.01% Albany, CA Family
Grayson Apartments, LP Grayson Apartments SADI 0.01% Berkeley, CA Family / Transition-Aged Youth / Special Needs
Harper Crossing, LP Harper Crossing SADI 0.01% Berkeley, CA Senior Hookston II, LP Hookston Senior
Apartments
Hookston II LLC
(Sole Member is SADI)

0.01% Pleasant Hill, CA Senior
Jack Capon Villa, LP Jack Capon Villa Jack Capon Villa LLC (Satellite Communities, Inc. is 58% member)

0.0030% Alameda, CA Special Needs
Jefferson Oaks, LP The Savoy SADI 0.01% Oakland, CA Homelessness / Special Needs Jordan, LP Jordan Court Jordan GP LLC
(Sole Member is SADI)

0.01% Berkeley, CA Senior
Kelsey Village, LP Kelsey Village Satellite Senior Homes, Inc. 0.01% Sacramento, CA Special Needs Kenneth Henry Court, LP Kenneth Henry Court Kenneth Henry Court LLC (Sole Member is SADI)

0.01% Oakland, CA Family
Lakeside Senior Apartments, L.P. Lakeside Senior
Apartments
Lakeside Senior Apartments LLC
(Sole Member is SADI)

0.01% Oakland, CA Senior / Homelessness /
Special Needs
Manzanita, LP Manzanita Family
Apartments
SADI 0.01% Napa, CA Family
Pinole Housing, LP Valor Village Pinole Housing LLC (Sole Member is SAHA)

0.01% Pinole, CA Veterans
Satellite First Communities, LP Satellite Central, Stuart Pratt, Glen Brook
Terrace, Doh On Yuen,
Park Blvd
Satellite First Communities LLC
(SADI is 79% owner)

0.0079% Oakland, CA and
Berkeley, CA
Senior
SAHA Arya, LP Arya SAHA Arya, LLC
(Sole Member is SADI)

0.01% San Jose, CA Family
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 117 279 See Independent Auditors’ Report
42 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES LISTING OF AFFILIATES (Continued)
June 30, 2025
Affordable housing limited partnerships with single-purpose non-profit corporations holding controlling general partner interests (continued):

Entity Name Property Name
General Partner or Managing
Partners / Limited Partner Ownership Property Location Property Type Strawberry Creek Lodge, LP Strawberry Creek
Lodge
SADI 0.01% Berkeley, CA Senior
Sunflower Irby, LP Sunflower Hill At Irby
Ranch
Sunflower Irby LLC
(SADI is 51% member)

0.0051% Pleasanton, CA Special Needs
Tabora Gardens, LP Tabora Gardens Senior
Apartments
Tabora Gardens LLC
(Sole Member is SADI)

0.01% Antioch, CA Senior / Veterans / Special
Needs
Tower Park, LP Tower Park
Apartments
Tower Park LLC
(SADI is 51% member)

0.0051% Modesto, CA Senior
Valley Oaks, LP Valley Oak Homes SADI 0.01% Sonoma, CA Family Valley View Senior Homes, LP Valley View Senior
Homes
Valley View Senior Homes, LLC
(Sole Member is SADI)

0.01% American Canyon,
CA
Senior / Veterans
Veterans Square, LP Veteran Square Veterans Square LLC
(Sole Member is SADI)

0.01% Pittsburg, CA Veterans / Special Needs
Affordable housing limited partnerships and limited liability companies that are wholly owned by SAHA and Affiliates:

Entity Name Property Name
General Partner / Limited Partner, or
Sole Member Property Location Property Type
2719 Foothill, LP The Orchards On
Foothill
SADI / HSHI Oakland, CA Senior
Adeline Lofts Associates Adeline Lofts SADI / HSHI Oakland, CA Family Allston House Associates, LP Allston House SADI / HSHI Berkeley, CA Family Ancora, LP Ancora Place SADI / HSHI Oakland, CA Family
Ashby Lofts Associates, LP Ashby Lofts SADI / HSHI Berkeley, CA Family / Special Needs Blake Apartments, LP The Grinnell SADI / HSHI Berkeley, CA Family Harmon Gardens, LP Harmon Gardens SADI / HSHI Berkeley, CA Transition-Aged Youth Madison Street Lofts, LP Madison At 14th
Apartments
SADI / HSHI Oakland, CA Family / Transition-Aged
Youth / Special Needs
Oak Street Housing, LP Oak Street Terrace SADI / HSHI Oakland, CA Senior Petaluma Avenue Homes, LP Petaluma Avenue
Homes
SADI / HSHI Sebastopol, CA Family
Sacramento Senior Homes, LP Sacramento Senior
Homes
SADI / HSHI Berkeley, CA Senior
Shattuck Senior Homes Associates,
LP
Shattuck Senior Homes SADI / HSHI Berkeley, CA Senior
Trinity Avenue Apartments, LP Acalanes Court Trinity Avenue Apartments, LLC (Sole Member is SADI) / HSHI
Walnut Creek, CA Family
Una Associates, LP University
Neighborhood
A
Una Housing LLC
(SADI is 60% member) / HSHI
Berkeley, CA Family / Special Needs
University Avenue Senior Housing,
LP
Helios Corner University Senior Housing LLC
(Sole Member is SADI) / HSHI
Berkeley, CA Senior
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 118 280 See Independent Auditors’ Report
43 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES LISTING OF AFFILIATES (Continued)
June 30, 2025
Affordable housing limited partnerships and limited liability companies that are wholly owned by SAHA and Affiliates (continued):

Entity Name Property Name
General Partner / Limited Partner, or
Sole Member Property Location Property Type
Amistad House, LLC Amistad House SADI Berkeley, CA Senior Robin Lane, LLC Robin Lane
Apartments
SADI Concord, CA Family / Special Needs
Satellite St. Patrick's Terrace, LLC St. Patrick's Terrace SADI Oakland, CA Senior Satellite St. Andrew's Manor, LLC St. Andrew's Manor Satellite Senior Homes, Inc. Oakland, CA Senior Affordable housing limited partnerships under development:

Entity Name Property Name
General Partner or Managing Partners /
Limited Partner Ownership Property Location Property Type Golf Club Housing, LP Aging in Place Campus Golf Club Housing LLC (SAHA is the sole member) / HSHI
100% Pleasant Hill, CA Senior
Derby Housing, L.P. Flicker Bird Homes Derby Housing LLC (Sole Member is SAHA)

0.01% Oakland, CA Family
1701 San Pablo, LP BUSD 1701 San Pablo LLC
(SAHA is the sole member) / Abode
Community Housing
100% Berkeley, CA Family
PAC Avenue, LP Pacific Avenue Senior
Apartments - Phase I
PAC Avenue, LLC
(SAHA is managing member) / HSHI

99.51% Livermore, CA Senior
Plaza Housing, LP Plaza Housing Plaza Housing LLC
(SAHA is the sole member) / HSHI
100% Oakland, CA Senior
Thornton, LP TBD SADI / HSHI 100% Newark, CA Family
501 Almaden, LP TBD 501 Almaden LLC
(SAHA is the sole member) / HSHI
100% San Jose, CA Family
SAHA East 12th, LP TBD SADI / HSHI 100% Oakland, CA Family Sunflower Grace, LP TBD Sunflower Grace MGP, LLC
(SAHA is the sole member) /
Sunflower Hill

99.51% Dublin, CA Family
Sunflower 949, LP TBD Sunflower 949 MGP, LLC
(SAHA is the sole member) /
Sunflower Hill

99.51% Lafayette, CA Family
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 119 281 See Independent Auditors’ Report
44 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES LISTING OF AFFILIATES (Continued)
June 30, 2025
Non-profit corporations owning and/or operating affordable housing:

Entity Name Property Name Property Location Property Type Satellite Affordable Housing Associates Sierra Gardens Walnut Creek, CA Family Satellite Affordable Housing Associates Berkeley Scattered Sites Berkeley, CA Family Satellite Affordable Housing Associates Peter Babcock House Berkeley, CA Special Needs Casa Montego II, Inc. Montego Place Walnut Creek, CA Senior Octavia Court, Inc. Octavia Court San Francisco, CA Special Needs Satellite Senior Homes, Inc. Otterbein Manor Oakland, CA Senior Satellite Senior Homes, Inc. Linda Glen Oakland, CA Senior Satellite Senior Homes, Inc. Lawrence Moore Manor Berkeley, CA Senior Satellite Senior Homes - Newark Gardens II, Inc. Newark Gardens II Newark, CA Senior Satellite Senior Homes II, Inc. Valdez Plaza Oakland, CA Senior Satellite Senior Homes III, Inc. Newark Gardens Newark, CA Senior Satellite Senior Homes IV, Inc. Clifton Hall Oakland, CA Senior / Homelessness City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 120 282 See Independent Auditors’ Report
45 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATE

SUPPLEMENTARY INFORMATION AS REQUIRED BY LENDERS

BERKELEY SCATTERED SITES SCHEDULES OF FINANCIAL POSITION June 30, 2025
ASSETS
Current assets
Cash and cash equivalents $ - $ 1,167 $ 644 $ 16,699 $ 588 $ - $ 3,875 $ - $ 3,549 $ - $ 26,522 Tenant rents and other receivables - 9,565 2,105 4,025 1,489 9,602 - 4,464 2,643 - 33,893 Prepaid expenses 4,450 5,660 3,373 8,468 2,963 3,807 10,425 2,362 207 - 41,715 Total current assets 4,450 16,392 6,122 29,192 5,040 13,409 14,300 6,826 6,399 - 102,130 Other assets
Tenant security deposits and reserves 8,387 77,442 204,877 10,916 83,874 116,765 133,125 25,814 4,328 - 665,528 Property and equipment, net 297,654 276,531 143,039 402,690 119,571 199,714 1,107,763 253,158 161,667 - 2,961,787 Total assets $ 310,491 $ 370,365 $ 354,038 $ 442,798 $ 208,485 $ 329,888 $ 1,255,188 $ 285,798 $ 172,394 $ - $ 3,729,445 Hearst St. Hillegass
Peter
Babcock Prince St. Totals Alcatraz
Allston
Commons Ashby Apts Ashby Court
Ashby
Studios Eliminations

LIABILITIES AND NET ASSETS
Current liabilities
Accounts payable and accrued expenses $ 3,372 $ 7,330 $ 1,049 $ 11,887 $ 2,252 $ 4,752 $ 6,410 $ 1,569 $ 2,053 $ - $ 40,674 Intercompany accounts payable 10,944 3,919 4,296 3,027 3,578 1,783 17,088 1,719 1,147 - 47,501 Deferred revenue 38 2,828 697 281 362 1,366 931 346 84 - 6,933 Tenant security deposits 5,123 7,455 4,355 10,916 3,441 2,099 9,581 1,620 4,328 - 48,918 Notes payable - current portion 6,303 8,074 6,176 - 4,185 5,269 24,153 - 5,019 - 59,179 Total current liabilities 25,780 29,606 16,573 26,111 13,818 15,269 58,163 5,254 12,631 - 203,205 Long-term obligations
Notes payable, net of current portion 545,131 673,242 423,282 411,207 318,848 406,545 1,111,627 322,753 296,590 - 4,509,225 Accrued interest payable 381,681 503,342 352,654 682,593 279,415 262,076 18,421 350,819 244,902 - 3,075,903 Total liabilities 952,592 1,206,190 792,509 1,119,911 612,081 683,890 1,188,211 678,826 554,123 - 7,788,333 Net assets (642,101) (835,825) (438,471) (677,113) (403,596) (354,002) 66,977 (393,028) (381,729) - (4,058,888) Total liabilities and net assets $ 310,491 $ 370,365 $ 354,038 $ 442,798 $ 208,485 $ 329,888 $ 1,255,188 $ 285,798 $ 172,394 $ - $ 3,729,445 Eliminations Prince St. Totals Ashby Court
Ashby
Studios Ashby Apts Hearst St. Hillegass
Peter
Babcock Alcatraz
Allston
Commons
Sycamore Crossing Affordable 121 City of Hercules Notice of Funding Availability / 283
See Independent Auditors’ Report
46 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATE

SUPPLEMENTARY INFORMATION AS REQUIRED BY LENDERS

BERKELEY SCATTERED SITES SCHEDULE OF REVENUES AND EXPENSES Year Ended June 30, 2025
Revenue
Rental property revenue $ 111,682 $ 153,715 $ 120,666 $ 234,561 $ 80,435 $ 111,487 $ 373,620 $ 61,292 $ 58,476 $ 1,305,934 Interest and miscellaneous income 157 14,553 4,480 4,428 50 47 373 3,998 35 28,121 Total revenue 111,839 168,268 125,146 238,989 80,485 111,534 373,993 65,290 58,511 1,334,055 Expenses
Salaries 16,188 24,504 20,518 31,659 19,608 14,845 77,717 11,018 6,014 222,071 Administrative 22,876 17,120 20,270 31,581 10,801 13,748 77,399 13,909 9,489 217,193 Utilities 5,839 3,384 3,913 70,174 3,496 3,783 15,167 11,185 7,348 124,289 Operating 45,773 39,779 21,743 75,384 17,874 24,808 63,700 24,164 16,460 329,685 Taxes and insurance 18,813 22,359 7,441 35,850 6,638 8,664 46,720 7,643 6,760 160,888 Mortgage interest 10,844 13,891 10,625 - 7,200 9,065 41,551 - 8,634 101,810 Mortgage interest - deferred 12,648 16,200 12,000 24,672 9,300 8,700 2,472 13,005 8,693 107,690 Debt issuance costs 331 424 324 - 220 276 1,268 - 263 3,106 Depreciation and amortization 14,725 16,778 6,822 27,542 5,777 13,108 53,850 15,520 6,838 160,960 Total expenses 148,037 154,439 103,656 296,862 80,914 96,997 379,844 96,444 70,499 1,427,692 Excess of revenue over expenses (deficit) $ (36,198) $ 13,829 $ 21,490 $ (57,873) $ (429) $ 14,537 $ (5,851) $ (31,154) $ (11,988) $ (93,637) Hearst St. Hillegass
Peter
Babcock Prince St. Totals Alcatraz
Allston
Commons Ashby Apts Ashby Court
Ashby
Studios
Sycamore Crossing Affordable 122 City of Hercules Notice of Funding Availability / 284
See Independent Auditors’ Report
47 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATE

SUPPLEMENTARY INFORMATION AS REQUIRED BY LENDERS

SCHEDULE NET CASH FLOW (DEFICIT)
June 30, 2025
Operating Revenue
Rental property revenue $ 111,682 $ 153,715 $ 120,666 $ 234,561 $ 80,435 $ 111,487 $ 373,620 $ 61,292 $ 58,476 $ 1,305,934 $ 483,913 Interest and miscellaneous income 157 14,553 4,480 4,428 50 47 373 3,998 35 28,121 12,279 Less restricted interest - (8,538) - - - - - (194) - (8,732) - Total operating revenue 111,839 159,730 125,146 238,989 80,485 111,534 373,993 65,096 58,511 1,325,323 496,192 Operating Expenses
Salaries 16,188 24,504 20,518 31,659 19,608 14,845 77,717 11,018 6,014 222,071 116,309 Administrative 22,876 17,120 20,270 31,581 10,801 13,748 77,399 13,909 9,489 217,193 63,158 Utilities 5,839 3,384 3,913 70,174 3,496 3,783 15,167 11,185 7,348 124,289 51,562 Operating 45,773 39,779 21,743 75,384 17,874 24,808 63,700 24,164 16,460 329,685 86,002 Taxes and insurance 18,813 22,359 7,441 35,850 6,638 8,664 46,720 7,643 6,760 160,888 39,110 Mortgage interest 10,844 13,891 10,625 - 7,200 9,065 41,551 - 8,634 101,810 22,903 Total operating expenses 120,333 121,037 84,510 244,648 65,617 74,913 322,254 67,919 54,705 1,155,936 379,044 Other Items
Capital expenditures 49,856 - 20,963 6,575 - - - - - 77,394 15,072 Mortgage principal payments 6,160 7,890 6,034 - 4,090 5,149 23,601 - 4,904 57,828 81,634 Deposits to replacement reserve 5,421 32,950 12,200 - 10,000 45,000 22,000 24,000 - 151,571 15,068 Releases from replacement reserve (19,972) (6,149) - - - (2,550) - (26,900) - (55,571) (13,992) Total other items 41,465 34,691 39,197 6,575 14,090 47,599 45,601 (2,900) 4,904 231,222 97,782 Net cash flow (deficit)/residual receipts $ (49,959) $ 4,002 $ 1,439 $ (12,234) $ 778 $ (10,978) $ 6,138 $ 77 $ (1,098) $ (61,835) $ 19,366 Distributions from net cash flow/residual receipts, subject to approval from Lenders, are determined as follows:

Distribution to owners $ - $ 2,001 $ 720 $ - $ 389 $ - $ 3,069 $ - $ - $ 9,683 Payments to Lenders $ - $ 2,001 $ 719 $ - $ 389 $ - $ 3,069 $ 77 $ - $ 9,683 Sierra Gardens Hillegass
Peter
Babcock Prince St. BSS Totals Alcatraz
Allston
Commons Ashby Apts Ashby Court
Ashby
Studios Hearst St.

Sycamore Crossing Affordable 123 City of Hercules Notice of Funding Availability / 285
See Independent Auditors’ Report and notes to Schedule of Expenditures of Federal Awards 48 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS
June 30, 2025
Agency or
Federal PassAL Through
Number Number
Department of Housing and Urban Development
HOME Investment Partnership Program Loans
Pass-through the City of Walnut Creek 14.239 Unknown $ 124,503 Pass-through the Contra Costa County 14.239 Unknown 488,000 Pass-through the City of Berkeley 14.239 Unknown 1,536,885 Subtotal AL # 14.239 2,149,388
Community Development Block Grant Program Loans
Pass-through the City of Oakland 14.218 Unknown 110,753 Pass-through the City of Walnut Creek 14.218 Unknown 327,000 Community Development Block Grant Program Grants
Pass-through the City of Berkeley 14.218 Unknown 27,512 Subtotal AL # 14.218 465,265
Total CDBG - Entitlement Grants Cluster 465,265
Continuum of Care 14.267 CA1546L9T052206 249,223
Continuum of Care 14.267 CA0109L9T022115 70,827
Subtotal AL # 14.267 320,050
Housing Opportunities for Persons with AIDS Loan
Pass-through the County of Alameda 14.241 Unknown 212,000 Subtotal AL # 14.241 212,000
Department of Transportation
Enhanced Mobility of Seniors and Individuals with Disabilities Pass-through State of California 20.513 64AA21 122,347
Subtotal AL # 20.513 122,347
Total Federal Expenditures $ 3,269,050
Expenditures
Federal Grantor/Pass-through Federal
Grantor/Program Title
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 124 286 49 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS (Continued)
June 30, 2025

NOTES TO SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS

NOTE A - BASIS OF PRESENTATION
The accompanying Schedule of Expenditures of Federal Awards (Schedule) includes the federal grant and loan activities of Satellite Affordable Housing Associates and Affiliates, and is presented on the accrual basis of accounting. The information in this schedule is presented in accordance with the requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance).

Therefore, some amounts presented in this schedule may differ from amounts presented in, or used in the preparation of, the basic consolidated financial statements. The purpose of the Schedule is to present a summary of those activities of Satellite Affordable Housing Associates and Affiliates for the year ended June 30, 2025, which have been financed by the U.S. Government. For purposes of the Schedule, federal awards include all federal assistance entered into directly and indirectly between Satellite Affordable Housing Associates and Affiliates and the federal government. Satellite Affordable Housing Associates and Affiliates has not passed any funds through to subrecipients for the year ended June 30, 2025.

Affiliates of Satellite Affordable Housing Associates for the purposes of this consolidated schedule of expenditures of federal awards are nonprofit organizations under the control of Satellite Affordable Housing Associates’ board of directors that are not subject to separate audits in accordance with the requirements of the Uniform Guidance.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Expenditures reported in the Schedule are reported on the accrual basis of accounting. Such expenditures are recognized following the cost principles contained in Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards and OMB Circular A- 122, Cost Principles for Non-Profit Organizations, wherein certain types of expenditures are not allowed. Federal Assistance Listing numbers (“AL No.”) are provided when available.

Satellite Affordable Housing Associates and Affiliates did not elect to use the 10% de minimis indirect cost rate as allowed under the Uniform Guidance.

NOTE C – PRIOR YEARS’ EXPENDITURES
The accompanying Schedule includes expenditures from prior years for which continuing compliance is required.

NOTE D – U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT LOAN PROGRAM Satellite Affordable Housing Associates and Affiliates have received U.S. Department of Housing and Urban Development pass-through loans. The loan balances outstanding at the end of the year are as follows:

CDBG Loan $ 437,753
HOPWA Loan $ 212,000
HOME Loan $2,149,388
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 125 287 INDEPENDENT AUDITORS’ REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL

STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS To the Board of Directors
Satellite Affordable Housing Associates and Affiliates
We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the consolidated financial statements of Satellite Affordable Housing Associates and Affiliates, which comprise the consolidated statement of financial position balance sheet as of June 30, 2025, and the related consolidated statements of activities, functional expenses, and cash flows for the year then ended, and the related notes to the consolidated financial statements, and have issued our report thereon dated December 15, 2025.

Report on Internal Control over Financial Reporting
In planning and performing our audit of the consolidated financial statements, we considered Satellite Affordable Housing Associates and Affiliates’ internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the consolidated financial statements, but not for the purpose of expressing an opinion on the effectiveness of Satellite Affordable Housing Associates and Affiliates’ internal control. Accordingly, we do not express an opinion on the effectiveness of the Satellite Affordable Housing Associates and Affiliates’ internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements, on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity’s consolidated financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses or significant deficiencies may exist that were not identified.

Report on Compliance and Other Matters
As part of obtaining reasonable assurance about whether Satellite Affordable Housing Associates and Affiliates’ consolidated financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 126 288 51 INDEPENDENT AUDITORS’ REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL

STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS (Continued)
Purpose of This Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity’s internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Walnut Creek, California
December 15, 2025
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 127 289 INDEPENDENT AUDITORS’ REPORT ON COMPLIANCE FOR THE MAJOR PROGRAM AND ON

INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY THE UNIFORM GUIDANCE To the Board of Directors
Satellite Affordable Housing Associates and Affiliates
Report on Compliance for the Major Federal Program
Opinion on the Major Federal Program
We have audited Satellite Affordable Housing Associates and Affiliates’ compliance with the types of compliance requirements identified as subject to audit in the OMB Compliance Supplement that could have a direct and material effect on Satellite Affordable Housing Associates and Affiliates’ major federal program for the year ended June 30, 2025. Satellite Affordable Housing Associates and Affiliates’ major federal program is identified in the summary of auditors’ results section of the accompanying schedule of findings and questioned costs.

In our opinion, Satellite Affordable Housing Associates and Affiliates complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on its major federal program for the year ended June 30, 2025.

Basis for Opinion on the Major Federal Program
We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Our responsibilities under those standards and the Uniform Guidance are further described in the Auditors’ Responsibilities for the Audit of Compliance section of our report.

We are required to be independent of Satellite Affordable Housing Associates and Affiliates and to meet our other ethical responsibilities, in accordance with relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on compliance for each major federal program. Our audit does not provide a legal determination of Satellite Affordable Housing Associates and Affiliates’ compliance with the compliance requirements referred to above.

Responsibilities of Management for Compliance
Management is responsible for compliance with the requirements referred to above and for the design, implementation, and maintenance of effective internal control over compliance with the requirements of laws, statutes, regulations, rules, and provisions of contracts or grant agreements applicable to Satellite Affordable Housing Associates and Affiliates’ federal programs.

Auditors’ Responsibilities for the Audit of Compliance
Our objectives are to obtain reasonable assurance about whether material noncompliance with the compliance requirements referred to above occurred, whether due to fraud or error, and express an opinion on Satellite Affordable Housing Associates and Affiliates’ compliance based on our audit. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards, Government Auditing Standards, and the Uniform Guidance will always detect material noncompliance when it exists.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 128 290 53 INDEPENDENT AUDITORS’ REPORT ON COMPLIANCE FOR THE MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY THE UNIFORM GUIDANCE (Continued) Auditors’ Responsibilities for the Audit of Compliance (Continued) The risk of not detecting material noncompliance resulting from fraud is higher than for that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Noncompliance with the compliance requirements referred to above is considered material if there is a substantial likelihood that, individually or in the aggregate, it would influence the judgment made by a reasonable user of the report on compliance about Satellite Affordable Housing Associates and Affiliates’ compliance with the requirements of each major federal program as a whole.

In performing an audit in accordance with generally accepted auditing standards, Government Auditing Standards, and the Uniform Guidance, we:
• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material noncompliance, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding Satellite Affordable Housing Associates and Affiliates’ compliance with the compliance requirements referred to above and performing such other procedures as we considered necessary in the circumstances.
• Obtain an understanding of Satellite Affordable Housing Associates and Affiliates’ internal control over compliance relevant to the audit in order to design audit procedures that are appropriate in the circumstances and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of Satellite Affordable Housing Associates and Affiliates’ internal control over compliance. Accordingly, no such opinion is expressed.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and any significant deficiencies and material weaknesses in internal control over compliance that we identified during the audit.

Report on Internal Control over Compliance
A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over compliance was for the limited purpose described in the Auditors’ Responsibilities for the Audit of Compliance section above and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies in internal control over compliance. Given these limitations, during our audit we did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses, as defined above. However, material weaknesses or significant deficiencies in internal control over compliance may exist that were not identified.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 129 291 54 INDEPENDENT AUDITORS’ REPORT ON COMPLIANCE FOR THE MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY THE UNIFORM GUIDANCE (Continued) Report on Internal Control over Compliance (Continued)
Our audit was not designed for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, no such opinion is expressed.

The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose.

Walnut Creek, California
December 15, 2025
City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 130 292 55 SATELLITE AFFORDABLE HOUSING ASSOCIATES AND AFFILIATES

SCHEDULE OF FINDINGS AND QUESTIONED COSTS
June 30, 2025

SECTION I - SUMMARY OF AUDITORS' RESULTS
Financial Statements
Type of auditors' report issued Unmodified
Internal control over financing reporting:

Material weakness(es) identified No
Significant deficiency(ies) identified None reported
Noncompliance material to financial statements No
Federal Awards
Internal control over major programs:

Material weakness(es) identified No
Significant deficiency(ies) identified None reported
Type of auditors' report issued on compliance for major programs Unmodified Audit findings disclosed that are required to be reported in accordance with 2 CFR Section 200.516(a) No
Identification of major programs
AL # 14.239 - HOME Investment Partnership Program
Dollar threshold used to distinguish between type A and $750,000 type B programs
Auditee qualified as low-risk auditee No

SECTION II - FINANCIAL STATEMENT FINDINGS
No findings reported.

SECTION III - FEDERAL AWARD FINDINGS AND QUESTIONED COSTS No findings reported.

City of Hercules Notice of Funding Availability /Sycamore Crossing Affordable 131 293

CITY OF HERCULES

HOUSING ASSET FUND NOFA

VICTORIA GREEN
Submitted by
Eden Housing, Inc.

January 14, 2026
294
1 Eden Housing Victoria Green City of Hercules NOFA

LETTER OF INTEREST
January 14, 2026
Tim Rood, Community Development Director
City of Hercules
111 Civic Drive
Hercules, CA 94547
Dear Mr. Rood,
Thank you for the opportunity to submit our qualifications and conceptual proposal in response to the City of Hercules Housing Successor Agency’s 2025 Notice of Funding Availability for Affordable Housing Development.

Eden Housing is excited about the opportunity to partner with the City of Hercules to build new affordable units for seniors at Victoria Green, an existing Eden-owned and operated community within the City. This proposal builds upon a long-standing relationship with the City and reflects a shared commitment to meeting the housing needs of the residents of Hercules.

Consistent with the City’s Housing Element goals, Eden Housing proposes a new construction expansion that would leverage the $5 million available from the City and add 66 affordable senior rental units to the existing 132-unit Victoria Green community. The project would utilize underdeveloped portions of the site to deliver new housing without permanent relocation, resulting in a total of 198 affordable units. The new units would be designed to support existing residents aging-in-place through accessible layouts, community-oriented amenities, and integrated resident services.

Eden has an unsurpassed track record of partnering with cities and other public agencies on the development of affordable communities by leveraging public funds. Our approach is guided by five core principles to meet the objectives outlined in the NOFA:
• Expertise and Experience. Eden Housing is one of California’s oldest and most experienced nonprofit affordable housing developers, with more than 58 years of experience and over 12,930 units developed or rehabilitated statewide. Eden Housing is supported by affiliated property management and resident services organizations that specialize in serving senior and special needs populations, ensuring longterm operational excellence, regulatory compliance, and resident stability.

Eden has a demonstrated track record of collaborating with local governments to creatively negotiate affordable housing financing term sheets and regulatory agreements on tight timelines to ensure delivery of maximum new affordable homes on budget and on schedule, improving the returns on public agency investment. This helps to deliver high-quality, policy-driven affordable housing developments that align with community goals. Our long-term ownership and management of Victoria 295
2 Green uniquely position Eden Housing to successfully execute this expansion and deliver lasting benefits to the City of Hercules.
• Economic Viability and Financial Strength. The project proposes new construction and simultaneous resyndication and rehabilitation of the existing property that utilizes the City’s Housing Asset Funds combined with state and federal financing sources, including tax-exempt bonds and Low Income Housing Tax Credits, to maximize public investment and support financial feasibility. Leveraging the Housing Asset Funds for new construction on the existing property reduces the development timeline and necessity for additional public funding sources.
• Meeting Community Housing Needs. The proposed expansion prioritizes extremely low and very lowincome senior households to meet the requirements of the Low and Moderate Income Housing Asset Fund as well as the community housing needs identified in the NOFA and City Housing Element. All assisted units of the newly constructed building would remain income restricted for a minimum of 55 years, and age restricted to households 55 and older.
• Project Readiness. By leveraging an existing, Eden-owned affordable housing site with established infrastructure and services, the project rapidly accelerates construction readiness and preserves longterm affordability while significantly increasing unit count without removing existing housing. • Vision and Design. The proposed development would take advantage of state streamlining tools to accommodate additional density and would adhere to existing zoning and objective design standards, with building heights of up to three stories. New construction would be limited to existing lawn areas to minimize site impact, and the proposed new building would reinforce neighborhood character through context-sensitive design.

We appreciate the opportunity to submit our materials and qualifications and would be pleased to provide any additional information as the City evaluates development partners under this NOFA.

The primary point of contact for this proposal response is:

Andrea Osgood
22645 Grand Street
Hayward, CA 94541
Phone: 415-846-2823
Email: [email protected]
Respectfully submitted,
Andrea Osgood
Chief of Real Estate Development and Executive Vice President Eden Housing
296
4 STATEMENT OF QUALIFICATIONS
Eden Housing Overview
Eden Housing (Eden) is one of the oldest and most experienced affordable housing non-profit organizations in California and is based in Hayward. Since its inception in 1968 (58 years in operation), Eden has developed, acquired, or rehabilitated more than 12,930 affordable units and currently provides homes to more than 24,000 lower-income residents. As a mission-driven non-profit, Eden serves low- and moderate-income families, seniors, and people living with disabilities. Eden’s work goes beyond building high quality buildings, as it strives to create strong communities for the residents who live in its housing and a permanently affordable, highquality asset for the communities it partners with.

Under the Eden Housing umbrella, Eden Housing Management, Inc. (EHMI) provides quality onsite management and maintenance of our affordable homes, and Eden Housing Resident Services, Inc. (EHRSI) offers free onsite support services and programs to help ensure our residents succeed. Together, the integrated company brings a combined package of experience and expertise which covers the spectrum of activities involved in developing, owning, managing, and servicing a high-quality housing development. Eden Housing has nearly 500 employees and is consistently named one of the Top 50 affordable housing companies in the nation by Affordable Housing Finance Magazine.

Eden has extensive experience with institutional and private financing that includes conventional construction and permanent loans, tax-exempt bonds, and low-income housing tax credits. Due to our longstanding relationships and large portfolio, we attract the most competitive financing terms for each project and the highest available limited partner contributions. We have also participated in multiple federal programs administered by HUD, have utilized the California Housing and Community Development programs for decades, and used a variety of local sources – including both public and private loans and grants. As a testament to our ability to successfully secure debt financing from a variety of sources, Eden Housing’s Long Term Debt Schedule is over $1.1 billion in loans on our portfolio of 185 properties.

As part of the Strategic Plan adopted in 2020, Eden set a goal to build 10,000 new units of affordable housing over the next 10 years. Eden currently owns and operates the 132 affordable units at Victoria Green, and has the capacity to expand this property with 66 new units to diversify the housing availability in the City of Hercules.

Please reference Attachment B - Eden Statement of Qualifications for the full Eden Housing Statement of Qualifications document.
297
5 FINANCIAL CAPACITY
Eden Housing Financial Capacity
Eden Housing (Eden) was the first developer in the State of California to receive tax credits and has been continually successful acquiring 9% and 4% tax credit allocations ever since. In the last two years, Eden has closed 15 deals with a variety of debt and equity partners. Eden has extensive experience with institutional and private financing that includes conventional construction and permanent loans, tax-exempt bonds, and lowincome housing tax credits – both the competitive 4% and 9%, and hybrid 4%/9% programs.

Over the past decade, Eden projects have obtained long-term loans totaling over $700,000,000 for its projects.

In addition, Eden is currently in construction or in the post-construction stabilization period on 12 projects across the state of California. The construction-period loans for these projects total $295 million and are with a variety of lenders including JPMorgan Chase, US Bank, Wells Fargo, RaboBank, and Union Bank.

Eden has had a strong operating history, meeting or exceeding its budget for the past 10 years. Eden ended 2024 with the strongest cash position we have had since our inception over 50 years ago. Eden anticipates maintaining a strong position for the next five years, based on our receivables and development pipeline. We are diversifying and enhancing our revenue base and expect that we will be able to maintain a strong financial position into the future.

Eden has access to several sources of predevelopment funding including our own capital and several lines of credit from our community banking partners. Together, these available sources total over $8M and are currently only 50% utilized. These funds are available to all projects in our pipeline and are subject to board approval based on project feasibility, stage, and timeline to closing.

Please reference Attachment C - Eden Housing 2024 Audited Financials for detailed financial information.
298
6 CONCEPTUAL PROJECT

PROPOSAL
A. Proposal Background
Victoria Green is an existing 132-unit deed-restricted affordable housing community located at 163 Paradise Drive in the City of Hercules in the Victoria Crescent neighborhood. Eden Housing (Eden) owns and operates Victoria Green and is proposing to construct 66 new affordable rental homes in a new three-story multifamily building on an open lot within the site. This innovative execution of a new construction project on an existing affordable property will save time and cost that is typically spent on acquiring vacant sites for new development while expediently delivering new senior-restricted units that will count towards the City’s RHNA goals for Low and Very Low income households. The project proposes leveraging the City’s $5 million loan as gap funding to build 66 new affordable units and combining it with 4% tax credit equity to simultaneously complete a resyndication that will rehabilitate the 132 existing units at Victoria Green.

The new construction building will contain 38 studios and 28 one-bedroom units and will increase the total unit count of Victoria Green to 198 units, which includes 2 managers units (one existing and one in the new building). The new construction building will be built on a 9,000 sf open lot. The project will require the demolition of the existing community building which will be rehoused and upgraded within the new building’s ground floor. No existing residential units will be demolished as part of the proposed project. The new building’s design will strike a balance between harmonizing with the surrounding neighborhood while also featuring iconic design elements to evoke a contemporary look-and-feel. 299
7 B. Victoria Green Existing Community
Eden developed the existing 132-unit affordable
housing community at Victoria Green in 2004. For
20 years the property has provided high-quality
and deeply affordable housing for families in the
City of Hercules earning between 30% and 80%
Area Median Income (AMI), with average AMI
across all units just above 56%. It is the largest
deed-restricted affordable housing community in
Hercules by unit count and one of three affordable
communities that Eden owns and operates within
the City.

Victoria Green is located within the New Pacific Properties Specific Plan. The master developers of the specific plan area donated the land to Eden to build Victoria Green and satisfy their inclusionary requirements. At that time, Eden Housing tailored the design to comply with open space and archeological requirements that left a 9,000 square foot open space within the center of the site. While the new construction building would eliminate this open space, a 4,000 square foot courtyard will still exist directly north of the new building within the property. The Property Operations team reports both open spaces are underutilized by current residents and maintaining the lawns increase utility costs. In addition to the existing play structure and open spaces on site, Victoria Green residents will continue to have access to Victoria Park, located across the street, and Shoreline Park within a ½ mile walk, both of which contain additional public recreation amenities and open space.

Additional amenities located in the surrounding area include the San Francisco Bay Trail within a ½ mile, Garretson Field in Rodeo within ½ mile, the Willow Shopping Grand Ave Center within ¾ miles, the Safeway and Safeway pharmacy on San Pablo Ave within a ½ mile, the Rodeo and Hercules public library branches within 1 mile, City Hall and the Hercules Senior Center within 1 mile, and two public elementary schools within 1 mile.

Victoria Green serves primarily low-income large
families in larger units, with an average household
size of 2.8. It is currently comprised of 4 onebedroom, 100 two-bedroom, and 28 threebedroom units. The proposed new construction building will consist of 66 studios and onebedrooms only, and new occupants will likely be smaller 1 to 2 person households. Eden Housing
plans to restrict the 66 new units to a senior target
population in the event of an award to help further
the City’s senior housing goals identified in the
NOFA.

However, please note that Eden Housing reserves the right to explore other target population restrictions or remove the senior housing commitment before construction loan closing if in the unlikely event that upon further review and coordination with new and existing lenders there is a conflict between the regulatory agreements due to the new senior restriction. Eden’s team will make all reasonable efforts to collaborate with the City, Contra Costa County, State of California Department of Housing and Community Development (HCD), and California Tax Credit Allocation Committee (CTCAC) in the event of an award to ensure that the layering of the new senior restriction for the 66 additional units will comply with the other existing affordability restrictions at Victoria Green.
300
8 C. Financing and Affordability
Below is a unit mix of the existing Victoria Green community:

Below is the unit mix of the proposed Victoria Green community after the addition of the 66 new construction units:
132 Existing Units
Unit Mix Number of Units
1 Bedroom 35% AMI 1
1 Bedroom 40% AMI 2
1 Bedroom 50% AMI 1
2 Bedroom 30% AMI 11
2 Bedroom 35% AMI 8
2 Bedroom 40% AMI 14
2 Bedroom 50% AMI 5
2 Bedroom 60% AMI 43
2 Bedroom 80% AMI 19
3 Bedroom 30% AMI 3
3 Bedroom 35% AMI 2
3 Bedroom 40% AMI 3
3 Bedroom 50% AMI 4
3 Bedroom 60% AMI 11
3 Bedroom 80% AMI 4
3 Bedroom Unrestricted (Manager’s Unit) 1
TOTAL (56% Average AMI) 132 units
132 Existing Units + 66 New Units
Unit Mix Number of Units
1 NEW Studio 30% AMI 7
NEW Studio 50% AMI 31
1 Bedroom 35% AMI 1
1 Bedroom 40% AMI 2
1 Bedroom 50% AMI 1
NEW 1 Bedroom 50% AMI 8
NEW 1 Bedroom 60% AMI 13
NEW 1 Bedroom Unrestricted (Manager) 1
301
9 1 Please note per HSC § 34176.1 the Low and Moderate Income Housing Asset Fund (3)(A) requires “at least 30 percent of these remaining funds expended for the development of rental housing affordable to and occupied by households earning 30 percent or less of the area median income”. Eden is committing to restricting at least 10% of the total new construction units to 30% AMI (7 out of 66) to meet CDLAC scoring requirements and deepen affordability. An increase in the proportion of 30% AMI units without operating subsidy would significantly reduce the financial feasibility of the project. Eden interprets the LMIHAF regulations as mandating 30% of total City funds to be spent on 30% AMI units, not necessarily that 30% of the development’s units be restricted to 30% AMI. If our understanding is incorrect and Victoria Green is awarded City funds, then Eden would be open to increasing the proportion of 30% AMI units to comply with LMIHAF requirements if required.

The addition of the 66 new construction units will allow the Victoria Green project to qualify as a New Construction project type when competing for tax credits and tax-exempt bonds at the State. Current California Debt Limit Allocation Committee (CDLAC) regulations state that existing properties can qualify as a New Construction project if they propose adding more than half the number of existing units to the existing property (CDLAC Regulations § 5100). This will allow the project to compete in the New Construction project category to access more set-asides and increase competitiveness for tax credits and bonds which will be necessary to use in conjunction with the City’s loan to complete both the new building and the rehabilitation of Victoria Green.

Eden would apply for bonds and tax credits as soon as possible after award of City funds, execution of a term sheet or award letter, and entitlements are completed. Construction loan closing would occur within 6 months of bond and tax credit award, at which point the project would likely execute and record the City’s affordability covenant.

In addition to the City’s 55-year affordability covenant, using tax credits and bonds will result in a renewed 55- year tax credit regulatory agreement that will effectively renew the regulatory compliance period starting when the project completes construction and rehabilitation. Victoria Green is also subject to an HCD Multifamily Housing Program regulatory agreement and a Contra Costa County HOME regulatory agreement as the project utilized both sources for its original development. Both regulatory agreements will be assumed, recast, and extended, and will continue to be enforced after completion of construction and rehabilitation.

Eden Housing will work with HCD’s Loan Portfolio Restructuring Program to restructure the order of the regulatory agreements, execute subordinations, and ensure proper recording of all new and modified regulatory agreements.
2 Bedroom 30% AMI 11
2 Bedroom 35% AMI 8
2 Bedroom 40% AMI 14
2 Bedroom 50% AMI 5
2 Bedroom 60% AMI 43
2 Bedroom 80% AMI 19
3 Bedroom 30% AMI 3
3 Bedroom 35% AMI 2
3 Bedroom 40% AMI 3
3 Bedroom 50% AMI 4
3 Bedroom 60% AMI 11
3 Bedroom 80% AMI 4
3 Bedroom Unrestricted (Manager) 1
TOTAL (52% Average AMI) 198 units
302
10 Eden has over 58 years of experience working through complex affordable housing transactions with multiple public and private lenders and are no stranger to executing financial closings on time with many parties.

Please see Eden’s Statement of Qualifications attached for full details.

Below are the proposed sources and uses:
1 In acquisition/resyndication projects, the proceeds from the land and building sale are used as seller financing to support the development costs, thus there is no net distribution of equity to Eden Housing or any of its affiliates 2 The Contra Costa County HOME Loan and HCD MHP Loan will be assumed and recast by the new limited partnership owner (which will be controlled by Eden Housing and the tax credit investor) – this assists project feasibility as opposed to paying off the loans upon construction closing
3 The new City of Hercules Loan per the NOFA will support the residential new construction of the 66 units only and will not be used on rehab expenditures of the existing Victoria Green property 4 The total acquisition cost is not an expended project cost, rather, the new limited partnership “purchases” the property (split between land and building value) from the existing limited partnership (both controlled by Eden Housing) at an appraised value to generate acquisition tax credit basis which helps financial feasibility 5 Only a portion of the total developer fee will be taken by Eden Housing during the course of construction, while the rest will be deferred and collected through net cash flow in the amount shown in the sources 198 Units – 4% LIHTC with City Funds
Sources Total
1 Seller Carryback Loan $15,700,000
2 Existing Contra Costa HOME Loan $2,135,000
2 Existing HCD MHP Loan $7,720,000
3 NEW City of Hercules Loan $5,000,000
Net Income During Construction $750,000
Tax Credit Equity $25,270,000
Permanent Loan $11,125,000
Deferred Developer Fee $2,350,000
TOTAL $70,050,000
Uses Total
4 Land $1,782,000
4 Building $27,720,000
Design & Engineering $1,380,000
Construction & Rehab $25,780,000
Permits & Fees $1,594,000
Legal & Consultants $894,000
Loan Interest & Fees $4,030,000
Reserves $950,000
5 Developer Fee $5,920,000
TOTAL $70,050,000
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11 D. Design and Entitlements
Victoria Green currently consists of 16 two-story residential buildings, one single-story community center, and several laundry and maintenance buildings located across the site. Two large open green spaces are located within the center of the site. As the site is located within the New Pacific Properties Specific Plan, it is subject to zoning regulations therein including site coverage, height restrictions, and setbacks. An existing site plan can be found on Attachment A – Proposed Design appended to this NOFA response.

Through the development of New Pacific Properties in 2000, the site is known to contain archeological remnants of undetermined historical value. Eden is prepared to mitigate these areas as appropriate depending on findings of CHRIS reports and further archeological consultation as necessary. Eden anticipates tribal notifications and consultation will be required during the entitlements phase for the project.

The new residential building proposed at Victoria Green considers site context, existing conditions, and community character, adding 66 new units in one central three-story building. In an effort to minimize site impacts to current residents, new construction was only proposed in the central open lawn space. The existing community center will be replaced by a new community space containing amenities and management offices which will be housed within the ground floor of the proposed building. All existing residential buildings and parking would be preserved with no structural impacts. No additional parking is anticipated to be added to the project. Due to the existing CTCAC regulatory agreement which allows tenants to be “grandfathered” into their units, Eden anticipates no permanent relocation will be required at this time.

The proposed building has a footprint of approximately 15,580 square feet. Units are organized around a double-loaded central corridor which allows for the inclusion of an elevator to accommodate seniors and other tenants with accessibility restrictions. To integrate the building to the community scale, intentional clustering of unit types creates a segmentation of the façade. The units are arranged efficiently considering constructability and maintenance, but also visual impact. The apartments appear as a group of smaller residences rather than a single large multifamily building, blending into the residential character of Hercules.

The renderings in Attachment A show the character of the new proposal.

The building’s first floor will include new property management and resident services offices, maintenance and mechanical facilities, and community room, as well as 18 residential units. The second and third floors contain the remaining 48 units as well as additional community and maintenance rooms. These flexible spaces could potentially accommodate a fitness center, a reading room, or expanded laundry facilities based on management needs. The floor plans in Attachment A show the proposed layout of the new building.

E. Delivering Community Housing Needs
Eden Housing is committed to promoting equal housing opportunity, especially to the residents of Hercules who we are already proud to serve. The Victoria Green project is especially advantageous in providing housing by building upon an existing ownership and management structure provided by Eden, as well as an existing physical infrastructure that significantly economizes new development. Through the resyndication and rehabilitation of the existing units, this project further preserves and improves the condition of the existing affordable housing stock in Hercules through continued long-term investment.

This project will directly increase the City’s Low and Very Low Income housing supply by 66 new units. The units will be designed to meet current building codes, increasing accessibility for the elderly and disabled and improving operational resilience and sustainability of the community long-term. The project increases density in a sensitive way that preserves current neighborhood character and walkability. By developing underutilized space in an existing development, we minimize impacts within the broader community while still adding affordable housing supply. The introduction of new unit types (one bedrooms and studios) promotes a balanced and economically diverse community, introducing potential for residents to stay in place and grow in their community through various life stages and cultivate intergenerational connection within Victoria Green. 304
12 The total budgeted cost for construction and rehab is $25,780,000. Of this, approximately $6-$7 million will be reserved for the rehabilitation portion of the existing property. Eden anticipates $19 million will be allocated towards the new construction building, which results in a per unit net hard cost of just less than $300,000 per unit. This is significantly lower than typical market build cost in the Bay Area. Building on the existing site removes expensive sitework costs that stem from offsite utilities, earthwork, frontage improvements, and road paving. By leveraging the full $5 million in City funds towards the new construction costs, the City is subsidizing more than 25% of the hard costs of each new unit. While other proposals may ultimately provide more new units to market, they will likely require multiple additional funding sources subject to other NOFA timelines that will dilute the City’s impact and draw out development timelines adding layered complexity.

Below is the anticipated development timeline for Victoria Green:
*The existing rehabilitated units would be rehabbed and reoccupied during construction. Temporary relocation of existing households may be required to facilitate rehab construction. The majority of the rehab units before the completion of the new construction 66-unit building.

This timeline allows for schematic design and site due diligence to immediately commence after the City’s commitment of funds. Victoria Green could apply for tax credits and bonds as early as the first round of funding in 2027 and close and start construction later that year, adding new units to meet the City’s RHNA goals in early 2029 and preserving and rehabilitating the 132 existing units throughout 2028 and 2029.

Ultimately, an award of City funds unlocks the potential to produce new high quality affordable homes on an existing Eden Housing property that otherwise would not be able to add new units if not for this NOFA opportunity. Existing properties typically only leverage bonds and tax credits to resyndicate their capital stacks, perform light rehabs, and extend their affordability restrictions. With the additional local funding leverage Victoria Green has the unique opportunity to quickly mobilize on the design and construction of 66 new homes without navigating the complexities of site control or third-party seller/buyer due diligence. We look forward to partnering with the City of Hercules to bring this vision to life.

Milestone Timeline
Approval of City of Hercules funding commitment March 2026 – April 2026 Streamlined entitlement submission to City and approval July 2026 – October 2026 Schematic design and due diligence October 2026 – January 2027 Apply for tax credits and bonds January 2027 – February 2027 Initiate HCD Loan Portfolio Restructuring review to obtain HCD approval for project restructuring
January 2027 – February 2027
Obtain award of tax credits and bonds April 2027 – May 2027 Close on construction financing and begin construction October 2027 – November 2027 *Complete construction and begin lease up of new
construction units
May 2029
Complete lease up of new construction units and convert to permanent financing
November 2029
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ATTACHMENT A – PROPOSED
DESIGN
307
Victoria Green Hercules, CA 1
Design Proposal
Context
Existing
Victoria Green
Apartments
Existing
Victoria Green
Existing Apartments
Victoria Green
Apartments
Existing
Victoria Green
Apartments
0 50 100 150 200 250 FT
San Pablo Ave
Victoria Cres W
Proposed
3-Story Building
308
Victoria Green Hercules, CA 2
Design Proposal
Site Plan
Existing
Victoria Green
Apartments
Existing
Victoria Green
Apartments
0 25 50 75 100 125 FT
309
Victoria Green Hercules, CA 3
Design Proposal
Floor Plans
Level 1 Levels 2 & 3
0 17.5 35 52.5 70 87.5 FT
Office/Admin
Community
Studio (465 sf)
1BR Unit (565 sf)

MEP/BOH
Space Area (GSF)
Office/Admin 1,270 sf
Community Space 2,940 sf
Residential 33,655 sf
MEP/BOH 885 sf
Circulation 7,930 sf
Total 46,680 sf
20’
10’
50’
25’
295’
310
Victoria Green Hercules, CA 4
Design Proposal
Exterior Views
View of the proposed building from the SE corner looking North View of the proposed building from the NE corner looking towards San Pablo Ave 311
Victoria Green Hercules, CA 5
Design Proposal
Exterior Views
West Elevation
East Elevation
View of the proposed building from the existing Victoria Green buildings to the East 25’
25’
25’
25’
30’ 30’ 5’ 5’
40’
40’
40’
40’
25’ 25’
25’ 25’
25’
25’
30’
30’
30’ 20’
20’
20’
20’ 20’
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ATTACHMENT B – EDEN HOUSING

STATEMENT OF QUALIFICATIONS
313

CHANGING OUR WORLD,

ONE CORNER AT A TIME
Statement of Qualifications
May 2025
314

THE ORGANIZATION
Eden Housing, Inc. revitalizes communities by developing affordable housing, managing properties, and offering social services that address the needs of low-income individuals and families. Our work extends beyond building homes—through the communities we create, the professional property management we provide, the resident support services we offer, and the investments we make in neighborhoods across California..

Affordable Housing Development
In the late 1960s, a group of community activists from Southern Alameda County became alarmed by the critical shortage of high-quality affordable housing for the area's low-income residents. To address this need, they founded Eden Housing, Inc. in 1967, incorporating it as a 501(c)(3) nonprofit, community-based affordable housing development organization the following year. Their first project involved rehabilitating six homes in Oakland for families purchasing their first houses. Each founder worked directly with a family to complete one home.

In 1971, Eden Housing launched its first multi-unit housing complex, providing 150 affordable rental units for senior citizens in Hayward. Josephine Lum Lodge, as the project is known, opened in 1973. Now, more than 55 years later, Eden Housing has developed or rehabilitated more than 12,930 residential units across 185 properties throughout the San Francisco Bay Area, Central Valley, and Southern California.

Today, Eden Housing is not only one of the oldest but also one of the most productive and fastest-growing nonprofit affordable housing developers in California. Over half of our portfolio has been produced in the last third of our organization's history. We are known for our creative development approach, including collaborations with local governments and tailored projects that meet the unique needs of each community.

Additionally, we mentor smaller community-based organizations, helping them advance their own housing development efforts. Beyond just building homes, Eden Housing’s work is part of a broader neighborhood revitalization strategy that includes property management, resident services, and community investment.

Property Management
Eden Housing Management, Inc. (EHMI), our affiliated property management firm, leads the industry in delivering efficient and compassionate management services to low-income families, seniors, and individuals with developmental, mental, or physical challenges, as well as those who formerly experienced homelessness.

Eden Housing’s properties include rental apartments, single-family homes, townhouses, cooperatives, and supportive living environments—either newly constructed or rehabilitated.

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Since its founding in 1984, EHMI has been dedicated to maintaining Eden’s properties and ensuring their longterm upkeep. EHMI currently manages more than 10,080 units of rental housing across 153 developments for both Eden Housing and third-party owners. By consistently applying sound managerial practices and paying close attention to concerns as they arise, EHMI has earned a reputation for exceeding industry standards in fiscal responsibility and property management. As a result, our properties maintain a portfolio-wide vacancy rate of less than 1.5%.

EHMI’s role goes beyond basic property management. It represents a long-term investment in community building by providing on-site personnel who address the daily needs of residents while ensuring properties are well-maintained.

Resident Support Services
Eden Housing Resident Services, Inc. (EHRSI), a 501(c)(3) nonprofit affiliate of Eden Housing, was founded in 1995 to provide comprehensive social services and support programs. Led by the Vice President of Resident Services, EHRSI connects residents to critical resources and services that support their daily lives. On-site Resident Services Coordinators provide information and referrals, as well as manage programs such as youth summer and after-school activities, computer-assisted learning, scholarships for adult residents, financial literacy training, and support for frail elderly residents.

Partnerships and Investors
Collaboration is key to Eden Housing’s success. Our property management services not only enhance affordable housing development efforts but also help gain community acceptance and attract financing. The well-built, well-maintained properties, along with the social services we provide, improve the quality of life for our residents while safeguarding investor interests. Our asset management ensures compliance with various local, state, and federal funding programs, protecting these investments.

Each Eden Housing development fosters opportunities for residents to lead fulfilling, productive lives. Our model of creating vibrant communities through partnerships, collaboration, and a focus on mutual support exemplifies what can be achieved with a comprehensive approach to community development. 316

BOARD OF DIRECTORS

RUDOLPH JOHNSON III
CHAIR
President and CEO, Neighborhood House Association
San Diego, CA
Affiliations
• Author of an Aspatore Inside the Minds series book titled, Strategies for Building an Agile Organization: Leading CEOs on Establishing Collaboration, Engaging Innovation, and Maximizing Value • Board Member, Eden Housing
• Member, San Diego Foundation Board of Governors
• Member, San Diego Foundation’s Black Community Investment Fund Advisory Council
• Member, CONNECT – San Diego Black Leaders
• Member, Omega Psi Phi Fraternity, Inc.
• Member, Alpha Pi Boule
CHERYL O’CONNOR

VICE CHAIR
Retired, Former Executive Director, HomeAid Northern California Danville, CA
Affiliations
• Board member, Hope Solutions
• 2016 Inducted into the California Home Building Foundation Hall of fame • HomeAid America Board and Executive Committee
• 2014 Building Industry Association Chairman’s Award
• 2013 Building Industry Association Lifetime Legend Award • 2010 – 2011 Appointed Member, Metropolitan Transportation Commission Policy Advisory Council
• 2009 – 2011 Board Member, Jobs & Housing Coalition, East Bay Economic Development Alliance, Association of Bay Area Governments Regional Planning Committee
• 2008 Chairwoman, Regional Home Builders Association/California Building Industry Board of Directors
• Former Board Chair, STAND! For Families Free of Violence • Former Board Chair, Build it Green
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SEAN CALLUM

SECRETARY
Chief Credit and Risk Officer, Housing Trust of Silicon Valley San Jose, CA
Affiliations
• Former Board Member, Alameda County-Oakland Community Action Partnership (AC-OCAP) (2017-2022)
• Chair, House Building Committee
• Former Board Member, Rotary Club of Oakland #3
• Former Board of Trustees Member, Oakland Rotary Endowment

AMY NECHES

TREASURER
Retired, Former Partner, TMG Partners
Oakland, CA
Affiliations
• Partner, TMG Partners, Bay Area development firm, 2012-2019 • San Francisco Redevelopment Agency, Senior Executive and Redevelopment Area Manager, 1995-2012
• Urban Land Institute, San Francisco Executive Board Member, Chair of national Public Private Partnership Council, Member of national Urban Development/Mixed-Use Council, 2002-2019
• Lambda Alpha International Golden Gate Chapter, former Board member and Chair, active current member
• Loan Officer, Loan Income Housing Fund (now LIIF), 1993-1995 318

ANNETTE BILLINGSLEY

DIRECTOR
Retired, Former Union Bank Executive
San Francisco, CA
Affiliations
• Executive Vice President and Group Head, Community Development Finance Departments (LIHTC Affordable Housing) and Commercial Mortgage Division for Union Bank, 2009-2016
• Former Board Member, Bay Area LISC Advisory Council
• Full Member since 1994, Urban Land Institute (ULI) and current Steering Committee member for the ULI Women’s Leadership Initiative • Former Board Member of Golden Gate Chapter of LAMDA ALPHA Land Economics Society, 2007-2010 and active current member
• Former Board Member of California Community Reinvestment Corporation, 2011-2016
• Former Board of Governors of California Housing Consortium, 2010-2016 • Former Board Member of UnionBanCal Equities, 2007-2013

SHEILA BURKS

DIRECTOR
Manager of Equity and Inclusion, Alameda County Community Food Bank Oakland, CA
Affiliations
• Advisor, Transformative Leadership in Disruptive Times Certificate Program at Cal State East Bay Continuing Education
• Member, Helping our Pioneers Excel (H.O.P.E.)
• Board Member, Center for Community Engagement Community Advisory Board
• Member, My Eden Voice Backbone Committee
• Member, Operation My Home Town
• Partner, Ashland Cherryland Healthy Communities Collaborative • Former Board Member, Mission Economic Development Association • Founding Board Member, People’s Community Partnership Federal Credit Union
• Former Member, Hayward Community Task Force
• Former Member, Hayward Community Services Commission
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KARA DOUGLAS

DIRECTOR
Retired, Former Assistant Deputy Director, Department of Conservation and Development, Contra Costa County
Walnut Creek, CA
Affiliations
• Board Members, Hope Solutions
• Former Board Member, Non-Profit Housing Association of Northern California
• 2015 Unsung Hero Award, NPH
• 2018 East Bay Housing Organizations recognition

DAVID GARCIA

DIRECTOR
Policy Director, Up for Growth
Oakland, CA
Affiliations
• Member, Urban Land Institute – Affordable Workforce Housing Council (2020-present)
• Advisory Board member, Up For Growth
• Board Member, Rockridge Community Planning Council (2019 - present) • Former Board Member, Community Foundation of San Joaquin (2017 - 2019) • Former Board Member, Downtown Stockton Alliance (2015-2017

ANDREA JONES
Director
Sr. Vice President, Construction & Development, Southern Land Company Oakland, CA

Affiliations
• Lambda Alpha International Golden Gate Chapter, current member • Board Member- Mercy Housing, 2008-2011
• Board Member- San Francisco Planning and Urban Research (SPUR), 1997- 2001
• Founding Board Member- Real Estate Executive Council, 2003-2005 320

KATIA KAMANGAR

DIRECTOR
Founder and Principal at Kamangar Consulting, LLC
Los Altos, CA
Affiliations
• Past Board Member and Chair of Credit Committee for Housing Trust Silicon Valley
• Past Board Member for the Building Industry Association of the Bay Area • Past Board Member for the California Building Industry Association • Past Planning Commissioner for the City of Los Altos
• Past Board Member of Bullis Charter School
• Member of Urban Land Institute and Mentor for Young Leaders Program • B.S. Civil Engineering, U.C. Berkeley
• M.B.A. Duke University’s Fuqua School of Business

DOUG KUERSCHNER

DIRECTOR
Realtor, Dual Pride Properties
Hollister, CA
Affiliations
• Chair, South County Housing (1994 – Present)
• Chairperson, Equal Opportunity in Fair Housing Committee of San Benito County (1988 – 1996)
• Director of the San Benito Chamber of Commerce (1989 – 1995) 321

GRACE LI

DIRECTOR
CEO, On Lok
San Francisco, CA
Affiliations
• Board Member, National PACE Association (2005- Present) • Chair Elect, National PACE Association (2021-2022)
• Treasurer, National PACE Association (2018)
• Board Member, Institute for Senior Living (2016-Present) • Member, Adaptive Business Leaders (2016-Present)
• Member, National PACE Association (2002- Present)
• Board Member, NICOS Chinese Health Coalition (2002- Present) JOE O’HEHIR

DIRECTOR
Interim CEO, Vivalon
San Rafael, CA
Affiliations
• Board Member, San Rafael Public Library Foundation
• Board Member, First Tee North Coast
• 2022-23 Marin County Civil Grand Jury
• Former Member, Steering Committee for Marin County’s Aging Action Initiative (AAI)
• Former Governing Board member for the Public Authority of Marin’s Inhome Supportive Services Agency • Recipient, 2006 Center for Nonprofit Leadership’s “Heart of Marin” Award 322
JOSEPH M. POSTIGO

DIRECTOR
Principal, JMP Construction Services
Hollister, CA
Affiliations
• Vice Chair, South County Housing (2011 – Present)
• Board President, Sociedad Española de San Benito (Spanish Lodge) (2001 – 2015)
• Member, Private Industry Council (1995 – 1998)
• Board Member, San Benito County Chamber of Commerce (1991 – 1996) • Board Member, San Benito County American Red Cross (Chairman of Volunteers) (1995 – 1998)
• Board Member, San Benito Youth Services (1989 – 1992) • President, San Benito County Contractors Association (1991) • President, San Benito County Film Council (1992 – 1994) • Producer, Channel 34/17 Baler Football Show (1991 – 2002) • Board Member, San Benito County Briggs Youth Center (1990 – 1993) • Member, San Benito County Grand Jury (1988 – 1993)
323

DEBBIE RUANE

DIRECTOR
Founder, Middlemarch Fund
Founder, Norwood Development Strategies
San Diego CA
Affiliations
• Lucky Duck Foundation Board Member (2019-Present)
• Chair, San Diego Building Industry Association, Finance Committee 2023 • Former Board Member, San Diego Building Industry Association 2022 • Former Board Member, Southern California Housing Collaborative 2019 – 2022

ALI SOLIS

DIRECTOR
Principal, S3-Solis Strategic Solutions
Grasonville, MD
Affiliations
• Former President and CEO of Make Room Inc.
• Prior to her time at Make Room, Ali served as a senior advisor to the Secretary of the U.S. Department of Housing and Urban Affairs, Shaun Donovan • Ali co-led the ACTION Campaign, a national cross-industry advocacy network of 3,800 national, regional and local organizations
• In 2008, Ali led the Save America's Neighborhoods campaign • Ali was a legislative director for the congressionally chartered Neighborhood Reinvestment Corporation
• Former President of Women in Housing and Finance, Inc. • An INROADS alumnus and Graduate of University of Maryland with a dual degree in political science and Spanish
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EXECUTIVE TEAM

PRESIDENT & CEO

LINDA MANDOLINI
Professional Career
Linda Mandolini has served as President of Eden Housing since 2001. In her role at Eden, Linda oversees affordable housing production, resident support services, and property management components of the organization, and a staff of more than 500 employees. She is guided in her work by Eden’s active volunteer board of directors.

Under her leadership, Eden Housing has become one of the most productive and successful nonprofit affordable housing developers and owners in California and is nationally recognized for its work. To date, Eden has developed or acquired more than 11,000 affordable rental apartments in communities throughout California, completed three portfolio mergers and acquisitions, and has launched a number of initiatives to increase affordable housing preservation and to promote sustainable practices.

Linda has received a number of awards, including being inducted into the Alameda County Women’s Hall of Fame in 2017, and being named to the San Francisco Business Times’ Forever Influential Honor Roll in 2016.

Linda is a leader in housing policy on the local, state and national level. She was one of the affordable housing leaders who worked tirelessly for the passage of California Housing bonds that collectively generated $10 billion for housing.

Prior to relocating to California in 1996, Linda held various community development positions in Boston.

Education
Boston University, Boston, MA, Master of Business Administration Wheaton College, Norton, MA, Bachelor of Arts, Political Science and Urban Studies, Magna Cum Laude, Phi Beta Kappa
Professional Affiliations
Member – Urban Land Institute SF Board of Directors
Member and Policy Committee Chair and former Chair– California Housing Consortium Board of Directors Member – Housing Partnership Network Board of Directors Member – Housing Partnership Equity Trust LLC Board of Directors Member, International Housing Partnership Steering Committee Member – UC Berkeley Terner Center Advisory Committee
Member, Urban Land Institute Terwilliger Center for Affordable Housing Former Member, Enterprise Communities Community Leadership Council Juror (2015/2016) ULI Kemp and Larsen Awards
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Former Vice Chair, Board of Governors - National Housing Conference Former Board Member, and past chair – Housing Trust of Silicon Valley Former President and Board Member Nonprofit Housing Association of Northern California (NPH) Former Member - Affordable Housing Advisory Board of the Federal Home Loan Bank of SF 326

CHIEF FINANCIAL OFFICER

TATIANA BLANK
Professional Career
As Chief Financial Officer (CFO), Tatiana Blank is responsible for corporate and real estate development accounting, finance and asset management for Eden Housing, its affiliates and ownership entities.

Tatiana works closely with the Finance and Audit Committees of the Board of Directors, and she directs and manages Eden’s relationships with lending institutions, shareholders, and the financial community. Tatiana leads Eden’s finance team, which oversees Eden’s total assets of $2 billion with combined annual operating revenue of more than $175 million.

Prior to transitioning to this role, Tatiana was Eden’s Vice President of Portfolio Finance and Asset Management, in which she ensured that all properties within Eden Housing’s portfolio maintain a strong financial position, comply with all contractual, regulatory, and statutory requirements, and full all internal and external reporting requirements in an accurate and timely manner.

She brings more than 20 years of real estate finance and accounting experience, joining Eden’s senior management team in 2016. Prior to joining Eden, Tatiana was the Vice President of Corporate Finance of ROEM Development Corporation, a for-profit real estate developer and general contractor, where she had worked since 2007. Previously, she also worked as a Tax and Audit Manager at Novogradac & Company, a public accounting firm specializing in tax credit financed affordable housing projects. She is a Certified Public Accountant (inactive status).

Education
San Francisco State University, San Francisco, CA
Bachelors of Science in Business Administration, with concentration in accounting 327

CHIEF OPERATING OFFICER

SHOLA OLATOYE
Professional Career
Joined Eden Housing in October 2022 as Chief Operating Officer, Shola Olatoye brings extensive experience in the housing and community development sector to our organization. Shola is responsible for oversight of Property Operations, Human Resources and Talent Development, and Business Technology.

Prior to joining Eden Housing, Shola served as director of Housing and Community Development for the City of Oakland. As an appointed member of the city’s executive team, she led a team of 74 people and oversaw more than $100M of housing production and preservation capital.

Under her leadership, the Oakland’s City Council approved HCD’s two-year Strategic Action Plan, which focused the department’s resources on protecting, preserving and producing affordable housing. During her tenure, the City of Oakland won six state Homekey awards resulting in more than 400 new permanent deeply affordable units. Shola also launched the city’s federal $48M Emergency Rental Assistance program and served more than 3000 Oaklanders who needed immediate rent relief. She also secured the department’s research relationship with Stanford University’s Impact Lab, resulting in new $50K impact grant to develop new technology for residents to access affordable rental housing.

Shola has also held executive and senior-level posts at Suffolk Construction, Enterprise Community Partners, HSBC Bank, and HR&A Advisors. In 2014, Mayor Bill de Blasio appointed her as Chair and CEO of the New York City Housing Authority, where she developed and launched a $10 billion, 10-year development plan, NextGeneration NYCHA. She conducts frequent speaking engagements, including as a panelist at Harvard’s T.H. Chan School of Public Health, and was selected as one of four national Fellows for the Terner Center for Housing Innovation in June 2021.
328

CHIEF OF REAL ESTATE DEVELOPMENT

ANDREA OSGOOD
Professional Career
Andrea Osgood was promoted from Senior Vice President of Real Estate Development to Chief of Real Estate Development in June 2023. Since joining Eden’s development team in 2008, Andrea has overseen the development of nearly 3,000 new homes and the acquisition of over 1,500 existing units throughout California, supervising a pipeline of $1.8 billion in assets.

Under her leadership, Eden’s real estate development team expanded the organization’s presence in San Diego and Southern California, as well as opening a new office in Sacramento.

She’s currently charged with spearheading the organization’s strategic plan goal of adding 10,000 units within the next 10 years.

In addition to leading a robust pipeline of new development projects totaling over 4,000 homes, Andrea oversees Eden’s renovation efforts of its existing portfolio and assets acquired from other nonprofits. Despite a challenging funding environment, Andrea and her team have found innovative ways to reinvest in Eden’s portfolio, ensuring the preservation of affordable housing options for vulnerable communities. She now oversees a growing department across the state, affirming Eden’s commitment to building and preserving affordable housing.

Andrea has significant experience in construction management, construction litigation, and public contracting. She worked as a construction management consultant for Capital Projects of UC Berkeley where she was involved in large rehab and new construction projects – from planning and development through funding and construction. Additionally, she was the lead paralegal in the construction group at Hanson Bridgett Marcus Vlahos & Rudy, a San Francisco law firm.

Andrea is a sought-after speaker and panelist, and as Board Chair of the Housing Leadership Council of San Mateo County, she has been a steadfast advocate for affordable housing solutions. She also serves as a board member and Treasurer of SV@Home, a housing advocacy organization in Santa Clara County.

Education
UCLA Graduate School of Public Policy and Social Research Master of Arts, Urban Planning
Pomona College
Bachelor of Arts with Honors
LISC-Tax Credit & Bond Financing Training Institute
The Bay Area Ross Program in Real Estate – In Association with The USC Lusk Center for Real Estate Professional Associations & Affiliations
SV@Home, Board Member
Housing Leadership Council of San Mateo County, Board President Member, East Bay Housing Organizations
Member, Non-profit Housing Association of Northern California 329

SENIOR VICE PRESIDENT OF PEOPLE &

CULTURE

LISA RYDHOLM
Professional Career
As Senior Vice President of People and Culture, Lisa Rydholm provides leadership and oversight to the Human Resources and Talent Development functions of the organization. She is responsible for the administration of policies and programs related to hiring, on-boarding, retention, compliance, performance management and training. Lisa joined Eden Housing’s Human Resources department in 2010.

With over 25 years of strategic HR leadership, Lisa specializes in organizational development and employee relations.

Under Lisa’s leadership and expertise, Eden Housing has been recognized as one of the Best Places to Work in the Bay Area. Additionally, because of her focus on employee wellness, Eden has been recognized as one of the Healthiest Employers in the Bay Area for the past eight consecutive years.

Lisa is a member of the Northern California Human Resources Association and the Society of Human Resources Management. She holds a SHRM-SCP (senior certified human resources professional) designation as prescribed by the Society for Human Resources Management.

Education
Oakland University, Rochester, MI
Bachelors of Science in Human Resources
330

SENIOR VICE PRESIDENT OF PROPERTY

OPERATIONS

DARNELL WILLIAMS
Professional Career
As SVP of Property Operations, Williams leads the operational activities of Eden Housing’s affiliates, including Eden Housing Management Inc. (EHMI) and Eden Housing Resident Services, Inc. (EHRSI). He helps ensure that Eden’s 400+ site and resident services staff are supported and trained and that the properties remain fiscally sound and well-maintained while offering a comprehensive resident services component. Williams works closely in partnership with Eden’s Executive Team in formulating and administering the organization’s polices, goals and objectives.

In his previous role as Vice President of Asset Management, Williams was responsible for the daily oversight of the Asset Management team, which manages Eden’s portfolio of assets totaling $2 billion with combined annual operating revenue of more than $175 million. He also managed various key relationships with Eden’s stakeholders, agency partners, investors, and the greater financial community. Among his many accomplishments, Williams spearheaded the overhaul of Eden’s rent policy by leading a cross-functional team, resulting in a more equitable and transparent set of policies for the organization’s residents.

Darnell is also a leader in the California affordable housing sector and is frequently invited to speak at industry conferences and events, including Nonprofit Housing Association of Northern California (NPH) and Housing California, among others.

Darnell has 12 years of direct Asset Management experience in affordable and market-rate housing with nonprofit and for-profit organizations. He joined Eden in 2018 after working in asset management positions with MidPen Housing and The Bascom Group. After leading Eden’s team for two years, he was promoted to Senior Director of Asset Management in 2020.

Under Darnell’s leadership, his team created a new method of risk rating Eden’s portfolio to focus the work to be most impactful for Eden, its properties, and residents. The department has refined the property budgeting process to improve tools for property teams and centralized data entry. He also applies an equity lens across all of his department’s work, including a commitment to equity in rent policies—and has developed a new, more equitable, burden-based rent increase policy for Eden.

Darnell Williams holds a Bachelor of Science in Justice Systems and Business Administration from Truman State University and is a Housing Credit Certified Professional (HCCP). 331

EXTENDED LEADERSHIP TEAM

SENIOR VICE PRESIDENT OF REAL ESTATE

DEVELOPMENT

ARUNA DODDAPANENI
Professional Career
Serves on the Extended Leadership Team, Aruna Doddapaneni joined Eden Housing in 2023 as Senior Vice President of Real Estate Development.

Aruna comes to Eden from BRIDGE Housing, where she oversaw development activities throughout Oregon and Southern California as the senior vice president of development. She joined BRIDGE Housing in 2010 and was instrumental in growing both regions for BRIDGE during her tenure.

Her work with Celadon at 9th & Broadway, a 250-unit, 17-story apartment community located in downtown San Diego, led to multiple awards and accolades. Aruna led efforts to pilot a new financing structure by combining 9% and 4% low-income housing tax credits in a single high-rise building.

Celadon was the first development in California to use this groundbreaking financing structure, which has since been replicated throughout the country. Both the innovative financing and building design have won multiple awards including the prestigious Urban Land Institute Global Award of Excellence in 2016.

Prior to joining BRIDGE Housing, Aruna worked within Mercy Housing, Inc.’s National Development Services division. While there, she acquired, restructured, developed and rehabilitated over 1,000 units of senior and family housing nationally. In addition to her role as a senior project developer at Mercy, she served as a housing and development consultant to other nonprofit and women religious organizations.

Aruna was recognized by the Urban Land Institute’s “40 under 40” in 2014 and Real Estate Forum named her one of Southern California’s Most Powerful Women in 2017. She was also honored by Biznow as one of Southern California’s Women Leading Real Estate in 2022.

Aruna received her BBA in Finance from the University of New Mexico, and her MBA in Real Estate Finance from the University of Denver. She currently serves on the Board of Directors of the San Diego Housing Federation.
332

SENIOR DIRECTOR OF ASSET MANAGEMENT

BRYAN DOVE
Professional Career
As Senior Director of Asset Management, Bryan leads our Asset Management department in ensuring that all properties within Eden’s portfolio maintain robust financial positions. Bryan also spearheads initiatives in benchmarking, investor and lender relationships, and plays a critical role in the acquisition and refinancing aspects of our portfolio. Reporting directly to the Chief Financial Officer, Bryan actively collaborates with our senior management team, offering his departmental expertise and fostering an environment of innovation and risk aversion.

Before joining Eden in 2023, Bryan had a remarkable 10-year tenure at Mutual Housing, where he has had a comprehensive involvement in all facets of affordable asset management. Furthermore, his contributions to the realm of green and sustainable housing trends are commendable. Bryan played a significant role in the development of California’s first all-electric property.

Under his leadership, Mutual Housing California experienced a transformative phase of integrating Photovoltaic System installations. Bryan’s dedication extended to monitoring PV production and emphasizing the importance of resident education. His expertise is not only limited to asset management. With a rich background in real estate development and urban planning, he is well-versed in the complexities of the industry.

Bryan’s extensive experience and proven track record in the asset management realm make him an invaluable asset to Eden Housing.
333

SENIOR DIRECTOR OF HR OPERATIONS
& OFFICE ADMINISTRATION

DIANE PAISLEY
Professional Career
As Senior Director of HR Operations and Administration, Diane Paisley directly leads the teams tasked with ensuring operational excellence and employee services. She directs and coordinates human resources activities including administration, payroll, benefits, recruitment, compensation, employee relations, leave of absences and workers compensation. Diane also manages the office administration team, responsible for the Eden central and satellite office locations.

Diane joined Eden Housing in March 2020 with an impressive 10-year history of maximizing performance, efficiency, and competency of individuals and teams ranging from technical personnel to senior management. She previously served as the Director of HR at SS8 Networks, SoundHound Inc., and YesVideo, cultivating and leading high-performance cross-functional teams with a common mission and goals.

Diane Paisley earned her Bachelor of Arts in Spanish from the University of Idaho, and Master of Organization Development from the University of San Francisco. She is also a certified Senior Professional in Human Resources (SPHR) from the HR Certification Institute (HRCI). 334

VICE PRESIDENT OF PROPERTY OPERATIONS

DIANNA MASTROIANNI
Professional Career
As Vice President of Property Operations, Dianna directs, administers, and coordinates the field operations of Eden Housing Management Inc. (EHMI). She leads a team of more than 280 staff members who support Eden’s portfolio of 154 affordable housing communities throughout California. She also ensures that projects developed by Eden remain fiscally sound, affordable, and well-maintained for future generations.

Dianna comes to Eden with over 30 years of both affordable and conventional property management experience. Most recently she relocated to North Carolina for three years to serve as Vice President at Community Housing Partners. Prior to that, she spent 17 years at EAH Housing as Vice President of Real Estate Management, where she held responsibility for property management, maintenance, resident services, and compliance for a portfolio of 111 properties in California and Hawaii. She also has a history of stabilizing troubled assets.

Dianna is best known for her ability to create a work atmosphere that is highly focused on providing exceptional service by creating strong, extremely competent teams. As a passionate believer in promoting employee retention and in-house career development, she has created leadership and mentorship programs that have readied numerous team members to progress in their careers. She holds a California Real Estate License and attended Santa Clara University.
335

VICE PRESIDENT OF RESIDENT SERVICES

DOMINIQUE COHEN
Professional Career
Dominique Cohen joined Eden Housing in April 2024 as Vice President of Resident Services. Reporting to the Senior Vice President of Property Operations, Dominique oversees the operations of Eden Housing Inc.’s affiliate, Eden Housing Resident Services, Inc. (EHRI). and works closely with our property operations affiliate, Eden Housing Management Inc. (EHMI).

Her background is a testament to her dedication to enhancing the lives of families, seniors and vulnerable populations. Throughout her career, she has overseen resident teams, managed large budgets and spearheaded the development of several transformative programs. Her 25 years of experience in case management, partnership development, contract negotiations and team building all contribute to a comprehensive and varied skillset that will serve as a valuable asset to Eden Housing.

Dominique has a history of crafting innovative solutions to complex affordable housing problems. In her former role as Senior Director of Supportive Housing at MidPen Housing, she led a dedicated team of case managers focused on serving individuals grappling with homelessness and acute medical and mental health challenges. Her visionary leadership underscores a steadfast dedication to effecting positive change in the lives of those facing adversity.

She has a track record of securing substantial funding through grant writing efforts, resulting in awards in the millions. Through program evaluation, goal development and success measurement tracking efforts, she takes a strategic approach to ensuring the effectiveness of the initiatives she’s implementing and overseeing.

Dominique has contributed to research on aging populations conducted by the Stanford Prevention Research Center, demonstrating her engagement in broader initiatives aimed at improving the well-being of various demographic groups.

Dominique received her Bachelor’s degree in Clinical Psychology from San Jose State University, and her Masters in Counseling from National University.
336

DIRECTOR OF STRATEGIC INITIATIVES

ERIC TSAI
Professional Career
As Director of Strategic Initiatives, Eric champions the cause of innovation and efficiency across Eden Housing and contributes to Corner 4 of Eden’s Strategic Plan – investing in key infrastructure to increase organizational agility and readiness for scale. A significant part of his role entails enhancing efficiencies, especially through automation, streamlining processes, and optimizing data sharing. Eric also plays a significant role in refining the accuracy and efficiency of information exchange across departments, using innovative tools to simplify communication and coordination.

Joining Eden Housing in 2017, Eric has devoted 7 impactful years to our Asset Management department before becoming Director of Strategic Initiatives. Eric has spearheaded numerous portfolio-wide initiatives, consistently showcasing a keen emphasis on refining processes, improving data availability and accuracy, and enhancing efficiency. In 2023, in his pursuit of excellence, Eric established and co-led an innovation team, paving the way for newer technologies and best practices within our organization. His commitment and contributions have not gone unnoticed. We proudly acknowledge Eric as a multiple-time recipient of our prestigious Groundbreaker awards. Additionally, his exceptional efforts were recognized in 2020 when he was honored with the coveted Cornerstone award.
337

DIRECTOR OF PROPERTY OPERATIONS
& QUALITY MANAGEMENT

JANET ACEVEDO
Professional Career
As Director of Property Operations & Quality Management, Janet has overall responsibility for the operational administrative activities of Eden Housing Management Inc. (EHMI). She also confers with the Senior Vice President of Operations and Executive Team to review and assess goals in support of the company’s future growth. She serves as the liaison between Property Operations and Real Estate Development, the technology team, and Eden leadership on the development and management of appropriate operations dashboards and tools to make data-driven decisions.

Janet is also a member of the Extended Leadership Team (ELT), formulating and administering Eden’s policies, goals, and objectives while cultivating strong working relationships across all departments. She provides general consulting on legal and risk management aspects of property management and manages outside legal counsel, eviction process, and litigation.

Janet joined Eden Housing in June 2020 with over 22 years of experience as a real estate professional in operations, facilities, and property management. She has led teams in diverse industries including market rate, government, and nonprofit sectors. Prior to Eden, she was the Director of Property Management/Operations at a Charities Housing Development Corporation where she instituted policies to streamline operations and build business capacity.

Janet Acevedo has a Master of Arts in Organizational Leadership from Saint Mary’s College of California and a Bachelor of Science in Business Administration. She also received a Certificate in Project Management/Leadership from UC Berkeley, and currently serves on the Board of Directors of the Affordable Housing Management Association of Northern California and Hawaii (AHMA-NCH). 338

VICE PRESIDENT - CONTROLLER

JEFFREY MOLINE
Professional Career
As Vice President-Controller, Jeffrey Moline oversees all the activities of Eden’s corporate, development, and property management accounting departments including budgeting, monthly financial statements, annual audit, tax returns, development cost accounting, accounts payable, and treasury functions. He oversees more than 30 staff members who support Eden’s accounting and finance functions and is a member of Eden’s Extended Leadership Team (ELT).

Jeffrey joined Eden in July of 2021, after most recently serving as Chief Financial Officer/Chief Operating Officer at Finn Capital in San Mateo, where he directed Accounting, Human Resources, Information Technology, and Asset Management encompassing Controllership, Property Management, and Family Office. Previously, he served as Chief Financial Officer at Burbank Housing in Santa Rosa, and Controller at East Bay Asian Local Development Corporation in Oakland.

Jeffrey brings to Eden more than 12 years of robust experience in finance, accounting, and affordable housing financial management. In his role at Eden Housing, he provides meaningful and accurate financial information for all Eden entities to help guide internal and external decision-making. He also works across departments to provide leadership and support to ensure organizational goals are effectively planned and implemented.

Jeffrey Moline earned his Bachelor of Science degree in Business Administration at the University of South Dakota and is also a Certified Public Accountant and Certified Valuation Analyst. 339

CONTROLLER - PROPERTY MANAGEMENT

ACCOUNTING

JULIA CERNA
Professional Career
As Controller of Property Management Accounting, Julia is responsible for accounting, financial reporting, and accounts payable functions for over 150 properties managed by Eden Housing. Julia oversees all activities of the property management accounting department to ensure that the functions and goals of the department are met and align with organizational objectives. She also ensures that the department operates efficiently and effectively.

Julia joined Eden in 1991 as an accounting temp and became a full-time employee eight months later. She defines an Eden success story, working her way from an Accounting Assistant to Senior Property Accounting Manager, and then onto become Eden’s Controller, leading a team of 20 staff in Eden's Property Management Accounting group.

Julia earned her Bachelor of Science in Business Administration from California State University Hayward in 2017.
340

DIRECTOR OF FACILITIES

JUSTINE MANAID
Professional Career
As Director of Facilities, Justine is responsible for ensuring that Eden provides highquality property management across all sites. She directly oversees the operations of the Facilities Department and the day-to-day management of the facilities staff.

In conjunction with the Property Operations Team, she ensures maintenance programs and procedures are carried out in conformity with local, state, federal, lender, investor, and regulatory requirements and that all properties are operating at their optimum capacity.

Justine joined Eden in November 2019 as the Associate Director of Facilities before stepping into her role as Director. Prior to Eden, she worked at the John Stewart Company, first as a property manager and then as a regional manager. She has been engaged with lowincome housing development and management since 2005.

Justine Manaid earned a Bachelor of Business Administration from Dominican University of California and a Psychiatric Nursing degree from Napa College, Valedictorian. She is a Licensed Psychiatric Nurse. She also holds certifications from the National Center for Housing Management as a Tax Credit Specialist, a Management Occupancy Review Specialist, and a Certified Occupancy Specialist. Since 2010, Justine has volunteered with Vallejo Together as a Lead Project Manager, serving as a board member since 2019. 341

DIRECTOR OF REGULATORY COMPLIANCE &

AFFAIRS

KYLAH REYNOLDS
Professional Career
As Director of Regulatory Compliance & Affairs, Kylah oversees Eden’s compliance and regulatory matters and stays abreast of new laws and regulations for multifamily housing programs. She is responsible for developing and updating policies, procedures, and processes related to the implementation of HUD, LIHTC, USDA, and other affordable programs. She also serves as the 504 Coordinator ensuring strict adherence to the Fair Housing and Rehabilitation Acts. She is a member of Eden’s Extended Leadership Team and collaborates with the Talent and Organizational Development Department to share knowledge and provide regulatory compliance training.

Kylah has over 13 years of experience in multifamily housing and property management. Prior to joining Eden in 2018, she served as the Compliance Manager and 504 Coordinator for Christian Church Homes. She also worked as the Regional Portfolio Manager for Independent Living Inc., and as a Program Manager III and Housing Eligibility Worker for the San Francisco and Marin County Housing Authorities.

Kylah earned her Bachelor of Arts in Psychology and holds several industry credentials and designations including Specialist in Housing Credit Management (SHCM®) with the National Affordable Housing Management Association (NAHMA), Tax Credit Specialist (TCS) Certified Occupancy Specialist (COS), and Certified Fair Housing Specialist through the National Center for Housing Management (NCHM). She is also a Certified Multi-Family Housing Program Manager.

Kylah’s dedication to improving the lives of low to moderate-income individuals and families fuels her drive to continue her education and her passion for housing as a pivotal foundation for well-being, security, growth, and success.
342

VICE PRESIDENT OF CULTURE AND

ENGAGEMENT

LORENZO JONES
Professional Career
As Vice President of Culture and Engagement, Lorenzo is responsible for crafting a comprehensive DEI strategy for the organization, defining goals, and providing a roadmap to ensure that Eden Housing embeds a commitment to racial, social, and economic justice in all its work. He facilitates and creates linkages among Eden’s DEI Council, working groups and committees, and evaluates Eden’s internal processes and practices with an equity lens.

Lorenzo plans and executes training internally and with external partners to help develop a shared organizational understanding of systemic racism. He advises leaders on how to measure and operationalize equity and inclusion learning, working closely with Eden’s Executive Team and all department leaders. He is also a member of the Extended Leadership Team.

Lorenzo joined Eden in July 2021 with more than 20 years of experience as a professional executive business consultant, coach, speaker, facilitator, and trainer. His success is solidly grounded in creating a positive learning environment and a high degree of connection and trust among those he works with. His past clients include Counties of Marin, San Francisco, Solano, and Contra Costa; LA Metro and AAA. He also serves on the Boards of San Rafael Chamber, Youth in Arts, Community Media Center of Marin, San Rafael Chamber of Commerce Education Foundation Board, and the Boys and Girls Club of North Bay. 343

VICE PRESIDENT OF TECHNOLOGY

MARLAND TAYLOR
Professional Career
As Vice President of Technology, Marland Taylor is responsible for the optimization of corporate information systems, information security, and end-user support for Eden Housing staff, residents, and partners. He is a key leader and strategist in the development of integrated systems information capability to ensure quality service, enhance employee satisfaction, and safeguard corporate and resident information.

He also ensures that business strategy and technology strategy are tightly aligned and that Eden has a robust, integrated data collection and reporting strategy to support operations and the strategic objectives of the organization.

Marland joined Eden in August of 2019 with over 25 years of experience in senior leadership roles leading various IT functions at MidPen Housing, OmniVision Technologies, Inc., and Delta Dental of California among others. Currently, he provides direct supervision to the Technology Operations Manager and key technology staff at Eden.

Marland is a trusted advisor to Senior Management and most recently has been essential in the development and implementation of disaster recovery and business continuity plans for Eden. As a member of the Extended Leadership Team, Marland collaborates with other leaders to identify opportunities for interdivisional systems and workflow integration. A key component of his success is his ability to establish effective business relationships with his peers, understand operational needs, and deliver critical solutions.

Marland Taylor earned his Bachelor of Science (BS) degree in Business Administration at California State University, Hayward; and is a Licensed Real Estate and Financial Services professional. 344

VICE PRESIDENT OF COMMUNICATIONS AND

ORGANIZATIONAL DEVELOPMENT

MICHAEL DISMUKE
Professional Career
As Vice President of Communications and Organizational Development, Michael is a key member of the Human Resources and Extended Leadership Teams (ELT) at Eden Housing. He creates and executes strategies to ensure the development of Eden Housing talent and build a pipeline to support growth of the organization.

Additionally, Michael is responsible for developing and executing a robust internal and external communication strategy that crosses all departments. He promotes awareness of Eden Housing’s brand with partners and communities and develops methods to measure the reach and impact of media campaigns. His role is both strategic and hands-on with a focus on aligning people strategies and programs to current and future business needs in areas such as performance management, succession planning, communication, retention, and morale programs.

Michael joined Eden in October 2005 and has held supervisor and director positions in property operations and talent/organizational development. According to Michael, he is “constantly looking for innovative ways to improve productivity in a world of information overload and finds happiness by helping other people succeed.” Michael Dismuke is a Certified Professional in Talent Development (CPTD) and Certified Leadership Development and Succession Strategist. He is a national speaker/trainer and consultant, a freelance writer, and a published comic creator.
345

VICE PRESIDENT OF REAL ESTATE

DEVELOPMENT

SUSIE CRISCIMAGNA
Professional Career
Susie Criscimagna joined Eden Housing in 2013. Since then, she has managed the development of affordable housing communities for seniors, families, veterans and people with disabilities. As Senior Director of Real Estate Development, she successfully guided a team responsible for originating, coordinating, and implementing all aspects of affordable housing development in the Northern California region. Her team obtained entitlements and environmental approvals, secured both public and private financing, and oversaw design, construction, and lease-up of projects including new construction, acquisition and rehabilitation, portfolio syndication and joint ventures with other developers.

Susie was promoted to Vice President of Real Estate Development in May 2024. Susie’s background and years of experience make her the perfect candidate for this role. Prior to her career in affordable housing development, she worked at the Harvard Joint Center for Housing Studies. There, she conducted research on the national housing market, focusing on affordable housing, rental markets, green building and mortgage markets.

She graduated from Dartmouth College with a Bachelor of Arts with honors and attained her master’s degree in urban planning from Harvard University, with a focus on real estate development and finance. 346

GENERAL COUNSEL

TIM GREEN
Professional Career
As General Counsel, Tim Green is responsible for providing leadership and oversight for Eden’s legal affairs, including activities in corporate governance, organizational risk management, contract management, litigation coordination, and legal compliance. He also serves as Assistant Secretary of Eden Housing and its affiliated entities and is a member of Eden’s Extended Leadership Team.

Tim joined Eden in January of 2022, after most recently serving as Vice President and General Counsel of RSF Social Finance, a San Francisco-based nonprofit, where he oversaw nonprofit and regulatory compliance, board governance, and risk management, and was a member of the executive team. He also currently serves on the board of Intersection for the Arts, a Bay Area arts nonprofit dedicated to helping artists grow.

Tim brings to Eden over 18 years of experience in nonprofit management, real estate and commercial finance, legal compliance, the management of investment funds, and in-house legal department operations. In his role at Eden, he provides guidance and analysis across the organization on legal issues that affect the management and operation of Eden’s business and assets and works closely with department leaders to champion legal compliance and support departmental compliance initiatives.

Tim graduated from the University of Michigan Law School with honors and earned a Bachelor of Arts in American Cultural Studies with high honors from Bates College, where he was also a member of Phi Beta Kappa. He is admitted to practice law in California and New York. 347
Not owned/managed by Eden or affiliate

OUR PORTFOLIO
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
Rehabbed Homes, Oakland 6 X Acq/Rehab HomeOwner Family 1968 Josephine Lum Lodge, Hayward 150 X X New Rent Senior 1973 Eden Lodge, San Leandro 143 X X New Rent Senior 1980
La Solana, Hayward 58 X New HomeOwner Family 1982
La Solanita, Hayward 6 X New HomeOwner Family 1982
Summerwood, Hayward 163 X New Rent Family 1983
10th & D Street, Union City 3 X X Acq/Rehab Rent Family 1982 Grove Way, Hayward 8 X X Acq/Rehab Rent Family 1982
Eden Issei Terrace, Hayward 100 X X New Rent Senior 1984 Sparks Way, Hayward 45 X X New Rent Family 1984
Sycamore Square, Hayward 26 X X New Rent Family 1983
Greenhaven, Union City 250 X New Rent Family 1984
Tyrrell Gardens, Hayward 28 X New HomeOwner Family 1985 Olive Tree Plaza, Hayward 26 X X New Rent Disabled 1986 Heritage Park, Livermore 167 X New Rent Senior 1986
Huntwood Terrace, Hayward 104 X New Rent Family 1988
Cypress Glen, Hayward 54 X X New Rent Family 1987
Huntwood Commons, Hayward 40 X X New Rent Family 1988
Mission Wells, Fremont 392 CO-GP New Rent Family 1988
Ridge View, Pleasanton 200 X New Rent Senior 1989
Sequoia Manor, Fremont 81 X X New Rent Senior 1989
Baywood Apts., Fremont 82 X X New Rent Family 1990
Redwood Lodge, Fremont 24 X X New Rent Disabled 1989
348
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
Westporte, Hayward 94 X New HomeOwner Family 1990
Fuller Lodge, San Leandro 26 X X New Rent Disabled 1991 E.C. Magnolia Court, Hayward 21 X X New Rent Disabled 1992 Stoney Creek, Livermore 70 X X New Rent Family 1992
Washington Creek, Petaluma 32 X X New Rent Family 1993
Villa Springs, Hayward 66 X X Acq/Rehab Rent Family 1993 Glen Eden, Hayward 36 X X New Rent Family 4,025 1993
Glen Berry, Hayward 50 X X New Rent Family 1,200 1994
Corona Ranch, Petaluma 74 X X New Rent Family 1994
Corona Crescent, Petaluma 16 X New HomeOwner Family 1994 The San Pablo, Oakland 144 X Acq/Rehab Rent S&D 8,500 1995 Catalonia, San Jose 50 X X New Rent Family 1995
Laulima House, Oakland 9 X Rehab Rent Family 1996
Casa de los Amigos, San Jose 24 X Acq/Rehab Disabled 1996 Emerson Arms Apt, Martinez 32 X X Acq/Rehab Rent Family 1996 Kirker Court, Clayton 20 X Acq/Rehab Rent Disabled 1996 Riverhouse, Martinez 75 X Acq/Rehab Rent SRO 2,000 1996 B Street Bungalows, Hayward 4 X New HomeOwner Family 1996 Hillview Glen, San Jose 138 X New Rent F & D 1996
Eden Palms, San Jose 145 X X New Rent Family 2,006 1997 Pacific Grove, Fremont 20 X X New Rent Disabled 1997
Arroyo del Valle, Livermore 12 X New Rent Disabled 1998 409 Jackson St., Hayward X Acq/Rehab Commercial N/A 10,000 1998 Stone Pine Meadow, Tracy 72 X X New Rent Family 2000
Owls’ Landing, Livermore 72 X X New Rent Family 2000
Community Heritage, N. Richmond 52 Co-Dev New Rent Senior 10,000 2000 Parkside Glen, San Jose 180 Co-GP New Rent Family 2000
Ohlone-Chynoweth, San Jose 194 X X New Rent Family 6,900 2000 349
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
Rosewood Terrace, Union City 45 X X New Rent Senior 2000 Harris Court, Hayward 24 X X Acq/Rehab Rent Family 2000 Virginia Lane, Concord 91 X X New Rent Family 2001
Adams Ave Homes, Fremont 17 X New Lease Family 2002
Union Court, Manteca 68 X X Acq/Rehab Rent Family 2003
West Rivertown, Antioch 57 X X New Rent Family 2003
Almond Terrace, Manteca 50 X X New Rent Senior 2004
Fuller Gardens, San Leandro 16 X X New Rent Disabled 2004 Victoria Green, Hercules 132 X X New Rent Family 2004
Wisteria Place, Union City 40 X X New Rent Senior 2004
Nugent Square, East Palo Alto 32 Co-GP X New Rent Family 2005 Downtown River, Petaluma 81 X X New Rent Family 5,500 2005 Chesley Mutual Housing,
Richmond (JV with CHDC) 30 X New Rent Family 2005
Vandenburgh Villa, Livermore 40 X X New Rent Senior 2005 Wicklow Square, Dublin 54 X X New Rent Senior 2005
Sara Conner Court, Hayward 57 X X New Rent Family 2006
Samara Terrace, Hercules 52 X X New Rent Senior 2006
Brentwood Senior Commons,
Brentwood 80 X X New Rent Senior 2007
Edenvale Special Needs, San Jose 15 X X New Rent Disabled 2007 Rivertown Place, Antioch 40 X X New Rent Family 2008
Walker Landing, Hayward 78 X X New Rent Family 2008
Hayward Senior / Eden Office,
Hayward 60 X X New Rent Senior 12,000 s.f. 2008
Almond Court, Manteca 40 X X New Rent Senior 2009
Ashland Village, San Leandro
(Unincorporated Alameda County) 142 X X Acq/Rehab Rent Family 2009 Tennyson Gardens, Hayward 96 X X Acq/Rehab Rent Family 2009 Estabrook Place, San Leandro 51 X X New Rent Senior 2010 Foss Creek Court, Healdsburg 64 X X New Rent Family 2010 350
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
The Fireside, Mill Valley 50 Co-Dev X New/Rehab Rent Senior/Famil y/Disabled 2010
The Altenheim (Phase I), Oakland 93 X Acq/Rehab Rent Senior 2010 The Altenheim (Phase II), Oakland 81 Co-Dev X New Rent Senior/ Disabled 2010
Arroyo Vista, Mission Viejo 156 X New Rent Family 2010
East Bluff, Pinole 144 X X Acq/Reahb Rent Family 2010
Light Tree, East Palo Alto
(JV with EPA CAN DO) 185 Co-Dev X Acq/Rehab & New Rent Family 2010 / 2023 Sereno Village, Vallejo 125 X Acq/Rehab Rent Family 2010 Las Palmas, San Leandro 91 X X Acq/Rehab Rent Family 2011 Windscape, Northridge 45 X New Rent Family 2011
Brookwood Terrace, San Jose 84 Co-Dev New Rent Family 2011 Orvieto Family Housing, San Jose 92 Co-Dev New Rent Family 2012 The Surf, San Leandro 46 X Acq/Rehab Rent Family 2012
Cottonwood Place, Fremont 98 X X New Rent Senior 9,000 s.f. 2012 Del Nido, Santa Rosa 206 X Acq/Rehab Rent Family 2012
Wexford Way, Dublin 130 X X New Rent Family 3,969 s.f 2012 Carlow Court, Dublin 50 X X New Rent Senior 2012
Warner Creek, Novato 61 X X New Rent Senior 2013
Cambrian Center, San Jose 153 X Acq/Rehab Rent Senior 2013 Woodside Court, Fairfield 129 X Acq/Rehab Rent Family 2013 801 Alma, Palo Alto 50 X X New Rent Family 2013
Leidig Court, Hayward 16 X X Acq/Rehab Rent Family 2013 Monterey Villa, San Jose 20 X X New Rent Special
Needs 2013
Belle Terre, Lafayette 46 X X New Rent Senior 2014
Montgomery Plaza, Hayward 50 X X Acq/Rehab Rent Senior 2014 Quail Run Apartments, Santa Rosa 200 X Acq/Rehab Rent Family 2014 Ford Road Plaza, San Jose 75 X X New Rent Family 2014
Monteverde Senior Apartments,
Orinda 67 X X New Rent Senior 2014
University Village, Marina 108 X Acq/Rehab Rent Family 2015 351
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
Westside Terrace, Hollister 16 X Acq/Rehab Rent Family 2015 Weinreb Place, Hayward 22 X X Acq/Rehab Rent Senior 2015 Studio 819, Mountain View
(J/V with ROEM) 49 Co-Dev X New Rent Family 2015
Seacliff Highlands, Aptos 39 X Acq/Rehab Rent Family 2015 Corralitos Creek, Freedom 64 X Acq/Rehab Rent Family 2015 Vista Verde, Freedom 76 X Acq/Rehab Rent Family 2015
Connell Apartments, Gilroy 28 X Acq/Rehab Rent Family 2015 Monticelli, Gilroy 52 X Acq/Rehab Rent Family/Senio
r 2015
Gateway Palms, Hollister 31 X Acq/Rehab Rent Family 2015 Rancho Park, Hollister 54 X X Acq/Rehab Rent Family 2015 Rustic Gardens. Hollister 19 X X Acq/Rehab Rent Family 2015 Cypress Gardens, Marina 96 X Acq/Rehab Rent Family 2015 Crest Avenue Apartments,
Morgan Hill 50 X Acq/Rehab Rent Family 2015
Depot Commons, Morgan Hill 13 X Acq/Rehab Rent Family 1,299 2015 Jasmine Square, Morgan Hill 72 X Acq/Rehab Rent Family 2015 Royal Court, Morgan Hill 55 X Acq/Rehab Rent Family 2015 Skeels, Morgan Hill 13 X Acq/Rehab Rent Family 2015
Coronado Terrace, San Diego 312 X Acq/Rehab Rent Family 2015 Vista Terrace Hills, San Ysidro 262 X X Acq/Rehab Rent Family 2015 Nuevo Sol (Barson), Santa Cruz 14 Acq/Rehab Rent Family 2015 Riverside MHP, Watsonville 25 Acq/Rehab Rent Family 2015 Lincoln Square, Watsonville 19 X Acq/Rehab Rent Family 2015 Pacific Terrace, Watsonville 28 X Acq/Rehab Rent Family 2015 Pajaro Court, Watsonville 10 X Acq/Rehab Rent Family 2015 Tierra Linda, Watsonville 18 X Acq/Rehab Rent Family 2015 Villa Ciolino, Morgan Hill 42 X Acq/Rehab Rent Family 2015 Gilroy Sabrato Studios, Gilroy 26 X Acq/Rehab Rent Special Needs 2016
Monterra Village, Gilroy 34 X Acq/Rehab Rent Family 2016 352
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
The Redwoods, Gilroy 24 X Acq/Rehab Rent Family 2016
Wheeler Manor, Gilroy 117 X Acq/Rehab Rent Elderly 2016 Charles Apartments, Marina 105 X Acq/Rehab Rent Family 2016 The Willows, Morgan Hill 20 X Acq/Rehab Rent Family 2016 Jardines De Boronda, Salinas 15 X Acq/Rehab Rent Family 2016 Camphora Family Apartments,
Soledad 44 X X New Rent Farmworker / Family 2016
Aspen Grove, Gilroy 24 X Acq/Rehab Rent Family 2016
Villa Esperanza, Gilroy 21 X Acq/Rehab Rent Dev/Disabled 2016 The Trees, Gilroy 14 X Acq/Rehab Rent Family 2016
Pacific Family MHP, Santa Cruz 34 Acq/Rehab Rent Family 2016 Pleasant Acres MHP, Santa Cruz 65 Acq/Rehab Rent Family 2016 Vista Verde Childcare, Freedom N/A Acq/Rehab Commercial N/A 2016 Alta Mira Family, Hayward 87 X X New Rent Family 2016
Alta Mira Senior, Hayward 64 X X New Rent Senior 2016
Faith Manor, Hayward 62 X Acq/Rehab Rent Family 2016
Maple Gardens, Gilroy 18 X Acq/Rehab Rent Family 2017
Sobrato Family, Gilroy 60 X Acq/Rehab Rent Family/Trans/ HSG 2017
Vista Point, Pacific Grove 49 X Acq/Rehab Rent Senior 2017 Nuevo Amanecer, Pajaro 63 X Acq/Rehab Rent Family 2017
Valor Crossing, Dublin 66 X X New Rent Family 2017
Cranes Landing, Lodi 80 X X New Rent Senior 2017
Quail Run II, San Leandro
(Unincorporated Alameda County) 104 X Acq/Rehab Rent Family 2018 Highlands, Vacaville 11 Acq/Rehab Rent Family 2018
Hillside Senior, Vacaville 15 Acq/Rehab Rent Senior 2018 Rocky Hill, Vacaville 39 X New Rent Vets
/Homeless 2018
Orchard Maples, Vacaville 168 Acq/Rehab Rent Family 2018 Meadows Holly, Vacaville 82 X Acq/Rehab Rent Family 2018 Willows, Vacaville 125 X Acq/Rehab Rent Family 2018
Hana Gardens, El Cerrito 63 X X New Rent Senior 2,000 s.f 2018 353
Not owned/managed by Eden or affiliate
Property Name # of Units Developed by
EHI
Managed
by EHMI
Construction
Type Housing Type HousingPopulation
Commercial
Square Feet
Year
Completed or
Acquired
Miraflores Senior, Richmond
(JV with CHDC) 80 Co-Dev X New Rent Senior 2018
Pauline Weaver Senior, Fremont 90 X X New Rent Senior 2018 Sycamore Glen, Morgan Hill 20 X Acq/Rehab Rent Senior
Corsair Flats, Alameda 60 X X New Rent Senior 2020
Reilly Station, Fremont 61 X X New Rent Family 2020
Canyon Flats, Fremont 71 X X New Rent Family 2021
The Starling, Alameda 70 X X New Rent Family 2021
De Anza Terrace, San Leandro
(Unincorporated Alameda County) 24 Acq/Rehab Rent Family 2022 Loro Landing, San Leandro 62 X X New Rent Special
Needs 2022
Iris Gardens, Azusa 119 Acq/Rehab Rent Family 2022
Walnut Grove, Los Gatos 50 X New Rent Senior 2022
Trinity Plaza, Richmond
(JV with CHDC) 66 X X Acq/Rehab Rent Senior 2023
Granite Ridge, Fremont
(JV w/ For the Future Housing) 73 Co-Dev X New Rent Family 2023 Mesa Terrace, San Jose 46 X New Rent Special
Needs 2023
Coral Court, Concord 47 X Acq/Rehab Rent Family 2023
Sunset Pines, Concord 69 X Acq/Rehab Rent Family 2023
The Randall, Healdsburg 40 X X New Rent Family 2023
Blue Oak Landing, Vallejo 75 X New Rent Special
Needs 2023
The Residences at VHAC (Vivalon
Healthy Aging Campus), San Rafael 67 X X New Rent Senior 10,000 sf 2023 Tabasa Gardens (1482 Freedom),
Watsonville 53 X X New Rent Family 2024
Solaire Apartments (Auzerais),
San Jose 130 X New Rent Special Needs 2024
Crescent Grove, Castro Valley 72 X X New Rent Fam / SN 2025 TOTAL UNIT/PROPERTY COUNTS:

Total number of units/properties developed (new construction): 7,045 units / 97 properties Total number of units/properties acquired/rehabilitated: 5,479 units / 84 properties Total number of units/properties currently owned: 10,988 units / 166 properties Total number of units/properties currently managed: 10,080 units / 153 properties 354

AWARDS & RECOGNITIONS
Eden Housing, Inc.
2006–2007, 2010,
2014-2020, 2023
Top 50 Affordable Housing Owners in the U.S., Affordable Housing Finance Magazine 2021-2024 Best-in-Class Employer, Gallagher’s Best-in-Class Benchmarking Analysis 2023 Sustainability Gamechanger Award - ESG Cause by a Not-for-Profit, Cohn Reznick 2023 Charles F. McGlashan Award, MCE (Asset Management) 2023 Asset Management Organization of the Year, Consortium for Housing and Asset Management (CHAM)
2012-2017, 2019 Healthiest Employer in the Bay Area, San Francisco Business Times and Silicon Valley Business Journal
2012, 2015-2017 Best Place to Work in the Bay Area, San Francisco Business Times and Silicon Valley Business Journal
2016 Excellence in Motion Award of Merit, Metropolitan Transportation Commission (MTC), for transit-oriented developments Weinreb Place (Hayward), and Ford Road Plaza and Monterey Villa (San Jose)
2009-2015, 2017 Top 50 Affordable Housing Developers in the U.S., Affordable Housing Finance Magazine 2010, 2015 Top 10 Companies Completing Acquisitions, Affordable Housing Magazine 2013 Affordable Builder Award, Build it GREEN Smart Environmental Solutions 2011 Honored for Green Retrofits of Affordable Housing Developments in City of Fremont, City of Fremont City Council
2011 Top 10 Companies Completing Substantial Rehabs in the U.S., Affordable Housing Finance Magazine
2010 Sustainability Showcase Award for Multifamily Housing, California Sustainability Alliance 2008 “Nonprofit of the Year,” named by California State Assembly Member Alberto Torrico, Majority Leader
2006 California Housing Consortium Hall of Fame - in recognition of Eden’s contribution to fostering the creation of affordable housing in California
2006 City of Hayward Business Environmental Achievement Award 2005 Citibank Recognition for ‘Making Our Communities Better’ 2004 Energy Star for Homes-Outstanding Achievement Award - U.S. Environmental Protection Agency
1993 Great Western Bank Great Western Housing Award
Linda Mandolini, President
2022 Hall of Fame – Class of 2022, The California Homebuilding Foundation 2020 Housing Champion of 2020, Housing Trust Silicon Valley 2017 Alameda County Women’s Hall of Fame Inductee
2016 Forever Influential Honor Roll, San Francisco Business Times 2014-2015 Bay Area's Most Influential Women, San Francisco Business Times 2011 Northern California Real Estate Women of Influence Award, San Francisco Business Times 2011 Pioneer Award, Affordable Housing Management Association 2011 Bay Area's Most Influential Women, San Francisco Business Times 355
2008 Woman of Distinction, East Bay Business Times
Justine Manaid, Director of Facilities
2023 Facility Champion Award, FacilitiesNet
Jan Peters, Former Executive Vice President, Chief Operating Officer 2012 Pioneer Award, Affordable Housing Management Association Andrea Papanastassiou, Former Director of Real Estate Development 2011 Young Leader Award, Affordable Housing Finance Magazine Blue Oak Landing, 74 rental units for individuals and families in Vallejo 2024 Gold Nugget Award of Merit, Best Supportive/Transitional Housing, PCBC 2024 Best Development & Design: Affordable – Gold, Excellence Awards, Multi-Husing News (MHN) 2024 Development of Distinction Award, Special Needs Population, Novogradic 2024 Design Award Honors Recipient, American Institute of Architects (AIA), California 2024 Innovations by Design Award – Honorable Mention, Fast Company Solaire Apartments, 130 rental units for families, seniors and individuals in San Jose 2024 Silicon Valley Structures Award - Affordable-Rate Residential Project, Silicon Valley Business Journal
Canyon Flats & Reilly Station, 132 rental units for families in Fremont 2023 Platinum Winner, Affordable/Multi-family - Best in American Living Award, National Association of Home Builders (NAHB)
The Starling, 70 rental units for families and individuals in Alameda 2022 Gold Nugget Award of Merit, Best Supportive/Transitional Housing, PCBC Wheeler Manor, 117 rental units for seniors in Gilroy
2019 Gilroy Historical Society Architecture Award
Hana Gardens, 63 rental units for seniors in El Cerrito 2019 Governor’s Historic Preservation Award (Contra Costa Florist Building) Miraflores Senior Apartments, 80 rental units for seniors in Richmond 2019 New Home Multifamily – Platinum Rating, GreenPointRATED 2012 Gold Nugget Award of Merit, On the Boards Site Plan Category, PCBC Alta Mira Senior & Family Apartments (South Hayward BART), 151 rental units for seniors and families in Hayward 2017 Real Estate Deal of the Year, San Francisco Business Times 2017 Charles L. Edson Tax Credit Excellence Awards, Metro/Urban Category, Affordable Housing Tax Credit Coalition
Monteverde Senior Apartments (Orinda Senior), 67 rental units for seniors in Orinda 2017 HUD Secretary's Housing and Community Design Award 2017 Architecture and Design Award Runner-Up, Senior Housing News 2016 NAHB Gold Award Best 55+ Affordable Rental Community, National Association of Home Builders (NAHB)
2016 Senior Apartments, Multifamily Executive (MFE) Award of Merit, Senior Housing 2016 Mayor's Excellence in Architecture Award, City of Orinda 356
2015 Gold Nugget Grand Award, Senior Housing Community, Active Adult/Independent Living, PCBC
2015 SAGE Project of the Year, Age Qualified, Affordable (Shaping Advancements in Generational Environments - SAGE)
2012 Gold Nugget Award of Merit, On the Boards Site Plan Category, PCBC Studio 819 Apartments, 49 rental units for families and individuals in Mountain View (with ROEM Corporation) 2016 NAHRO Award of Merit in Housing and Community Development, Affordable Housing 2016 AHF Readers’ Choice Finalist, Urban Category
2015 Structures Finalist, Silicon Valley Business Journal 801 Alma, 50 rental units for families and individuals in Palo Alto 2015 AIA San Diego Design Award – Merit Award, Architecture Category 2014 AIA Santa Clara Valley Design Award – Honor Award, Architecture Category Wexford Way and Carlow Court, 180 rental units for families and seniors in Dublin 2014 Charles L. Edson Tax Credit Excellence Awards in the Public Housing Category, Affordable Housing Tax Credit Coalition
2014 Jack Kemp Excellence in Affordable and Workforce Housing Award, Urban Land Institute 2013 Emerald Vista, Growing Smarter Together Awards: Sharing the Benefits, Association of Bay Area Governments (ABAG)
Estabrook Place, 51 rental units for seniors in San Leandro 2011 Gold Nugget Award of Merit, GreenPoint Rated Category, PCBC 2011 Finalist, Builders' Choice Design and Planning Award of Merit, BUILDER Magazine Arroyo Vista, 156 rental units for families in Mission Viejo 2011 Community Recycling Award, Waste Management of Orange County Foss Creek Court, 64 rental units for families in Healdsburg 2011 Gold Nugget Award of Merit, Affordable Project - under 30 du/acre Category, PCBC 2011 Readers' Choice Award, Rural Category, Affordable Housing Finance Magazine 2011 Charles L. Edson Tax Credit Excellence Award in the Rural Housing Category, Affordable Housing Tax Credit Coalition
Walker Landing, 78 rental units for families in Hayward 2010 Finalist, World Habitat Awards
Ashland Village, 142 rental units for families in Unincorporated Alameda County 2011 Affordable Housing Vanguard Award, Major Rehabilitation of an Existing Rental Housing Community Category, National Affordable Housing Management Association 2010 Reader’s Choice Award – Preservation Category, Affordable Housing Finance Magazine 2010 Honorable Mention in Metropolitan/Urban Housing Category, Charles L. Edson Tax Credit Excellence Awards
Hayward Senior Housing, 60 rental units for seniors in Hayward 2009 Finalist, Reader's Choice Awards for Senior Housing, Affordable Housing Finance Magazine Rivertown Place, 40 rental units for families in Antioch 2008 Honorable Mention, Charles L. Edson Tax Credit Excellence Awards 357
Sara Conner Court, 57 rental units for families in Hayward 2007 Finalist, Readers’ Choice Awards for Family Housing, Affordable Housing Finance Magazine Chesley Avenue Mutual Housing, 30 rental units for families in Richmond (With CHDC of North Richmond) 2006 Merit Award, Gold Nugget, Builders Magazine
Victoria Green, 132 rental units for families in Hercules 2005 Merit Award, Gold Nugget, Builders Magazine
2005 National Assoc. of Local Housing Finance Agencies Award (NALHFA) West Rivertown Apartments, 57 rental units for families in Antioch 2004 Property of the Year - Merritt Community Capital Corporation 2004 Project of the Year, Merritt Community Capital Corporation: Revitalizing a Distressed Neighborhood and Providing High Quality Affordable Housing Adams Avenue Homes, 17 affordable homes for first-time homebuyers in Fremont 2004 California Redevelopment Association Award of Excellence in Single-Family Residence Category
Fuller Gardens, 16 rental units for people with developmental disabilities in San Leandro 2004 City of San Leandro 2004 Planning and Design Awards New Residential, Multi-Family: Michael Pyatok, Architect
Community Heritage Senior Apartments, 52 rental units for seniors in North Richmond 2005 California Redevelopment Agency (CRA) Award of Excellence for Best Mixed-Use Project 2003 National Association of Home Builder’s Senior Housing Council Gold Award for Affordable Senior Housing
2000 Gold Nugget Award of Merit, Mixed Use Design, HOME Award – National Association of Local Housing Finance Agencies
Ohlone-Chynoweth Commons, 194 rental units for families in San Jose 2002 Platinum Award-Best Smart Growth: Builder’s Magazine 2000 Sierra Club Smart Growth Development recognition
2000 Federal Home Loan Bank, Community Partnership Award 2001-2002 Finalist, Fannie Mae Maxwell Awards of Excellence 2002 First Annual Prometheus Prize – The Prometheus Foundation & The Housing Trust of Santa Clara County, Honorable Mention
Rosewood Terrace, 45 rental units for seniors in Union City 2000 Pacific Coast Builder's conference recognition
Eden Palms Apartments, 145 rental units for families in San Jose 1998 Merit Award for Excellence in Design, American Institute of Architects, California Council 1998 Gold Nugget Award of Merit, In Recognition of Excellence and Value 1997 SAMCO Award, Outstanding Project Award
1997 Gold Nugget Award of Merit, Best Affordable Housing- Attached The San Pablo, 144 rental units for seniors in Oakland
1997 Fannie Mae Maxwell Awards of Excellence - Honorable Mention, Program for the Production of Low-Income Housing
1996 Tax Credit Excellence Award
358
Pacific Grove, 20 rental units for disabled in Fremont
1997 Gold Nugget Grand Award - Judges Special Award of Excellence B Street Bungalows, 4 single family homes for first time homebuyers in Hayward 1997 Gold Nugget Grand Award - Best Affordable Detached Community Stoney Creek, 70 rental units for families in Livermore 1995 Gold Nugget Grand Award - Best Apartment Project - 1-3 stories 1993 NAHRO Award of Merit, Project Design
Glen Eden, 36 rental units for families in Hayward
1994 NAHRO National Award of Excellence
E.C. Magnolia Court, 21 rental units for physically disabled in Hayward 1993 NAHRO Awards of Merit, Project Design and Administrative Innovation Fuller Lodge, 26 rental units for developmentally disabled in San Leandro 1992 NAHRO Award of Merit
Sequoia Manor, 81 rental units for seniors in Fremont
1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects)
Redwood Lodge, 24 rental units for physically disabled in Fremont 1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects)
Baywood Apartments, 82 rental units for families in Fremont 1988 Certificate of National Merit (national recognition program for urban development excellence for City of Fremont projects)
Olive Tree Plaza, 26 rental units for physically disabled in Hayward 1987 NAHRO Northern California Chapter, Housing Project Design Award Tyrrell Gardens, 28 owner-built townhomes in Hayward
1985 NAHRO Housing Program Innovation Award
La Solana, 58 family-owned townhomes in Hayward
1982 PG&E Award for energy efficient design and solar water heating 1981 State of California Award for innovation in affordable housing in California Eden Lodge, 143 rental units for seniors in San Leandro 1981 City of San Leandro Residential Development Design Award for exemplary efforts in the quality and appearance of San Leandro
Sparks Way Commons, 45 limited equity co ops for families in Alameda County 1980 Planning and Women Division of American Planning Association for innovations in developing an affordable housing cooperative designed specifically for single parent families 359
Josephine Lum Lodge, 150 rental units for seniors in Hayward 1973 Design Award from the Bay Area American Institute of Architects

360

RECENT DEVELOPMENTS
Recently Completed Developments by Eden Housing
The following development profiles are included for Eden developments completed in the past 5 years and include information on scope, location, development cost, affordability ranges, funding sources, development team members, and public agency references and staff contact information:
• Corsair Flats
• Warm Springs Village – Canyon Flats and Reilly Station • Solaire Apartments
361
Corsair Flats
171 West Atlantic Avenue, Alameda, CA | Affordable Senior and Veterans Housing Project Name Corsair Flats
Project Location 171 West Atlantic Avenue, Alameda, CA
Construction
Schedule
Started March 2019
Completed July 2020
Development Cost $36,200,000
Lot Size and Density 0.74 acres; 81 dwelling units/acre Building Areas 73,247 SF of residential space
Units & Population 60 total apartments (including 1 manager’s unit)
28 units for veterans experiencing
homelessness
Incomes 20-60% of AMI
Developer Eden Housing, Inc.

Architect
Market Rate
Partners
KTGY Architects
Alameda Point Partners
• Trammell Crow Residential
• Cypress Equity
• srmERNST
Contractor James E. Roberts-Obayashi Corp.

Property Operations
Sustainability
Eden Housing Management Inc.

Eden Housing Resident Services Inc.

Green Point Rated – Gold
362
Overview: Located at the site
of the former Naval Air
Station, Corsair Flats (60
units) was among the first
buildings under
development and completed
as part of the larger Alameda
Point Site A redevelopment,
led by master developer
Alameda Point Partners.

Through this building and
the subsequently developed
“The Starling”, Eden delivered
Site A’s low-income and very
low-income inclusionary
housing requirement. Corsair
Flats has maintained high
occupancy and has been
operational since the
summer of 2020.

Eden’s Role: Site A at Alameda Point is the City’s first major redevelopment project underway as part of the decades-long vision of redeveloping the former Naval Air Station. A key component of the vision is a substantial affordable component – 128 apartments affordable to low- and very low-income households. The Site A redevelopment will include 800 new units of housing, as well as brand new street, utility and transit infrastructure, including a new ferry terminal. Eden was brought onto the Alameda Point Partners team to deliver the vertical development of the affordable component by securing highly competitive state and local subsidies and unlock a unique site. Eden leveraged a land donation and cash contribution with significant funding from Alameda County, California HCD, and the Housing Authority of the City of Alameda. While the availability of funding and the result of competitive application processes can be unpredictable, Eden was aggressive in pursuing every available opportunity and maintaining flexibility in the projects’ capital structures.

Placemaking and Amenities: Corsair Flats was designed as one component of complementary U-Shape buildings with the Starling, the subsequent adjacent large family 70-unit development. Three stories of residential units surround open courtyards located on top of the at-grade podium parking structure. This design affords each building a safe and private open space environment that is oriented to maximize sunlight and protect each courtyard from prevailing north westerly winds. In between the two communities is a 56’ pedestrian public park, providing visual relief to the four-story massing and an open space amenity with shaded pedestrian and bicycle pathways.

Green/Sustainable Features: Corsair Flats incorporated innovative green design elements that maximize energy and water efficiency, and make use of recycled materials. As such, the project will exceed Title 24 energy and resource efficiency thresholds which provides a healthier home for our residents and improves affordability by minimizing resident's utility costs. The project obtained GreenPoint Rated (GPR) certification through Build It Green at the Gold level.

Parking and Transportation Demand Management: Corsair Falts provides a total of 29 parking spaces inside the podium levels of the ground floor. In addition, the community includes a significant commitment to sustainable transportation. The Starling includes a bike room with long-term parking to serve both buildings.

Eden also collaborated with Alameda Transportation Management Association to provide transit passes for residents, especially valuable for the senior residents of Corsair Flats. The larger Site A redevelopment will include a new ferry terminal within walking distance that will provide a direct link to San Francisco, as well as enhanced AC Transit Route 96 service through Alameda and into Oakland. 363
Financing: Corsair Flats secured highly competitive 9% tax credits under the non-profit homeless assistance set-aside in 2018. By securing 25 Veterans Affairs Supportive Housing (VASH) vouchers and a California Veterans Housing and Homelessness Prevention loan, the project serves 28 senior veterans who are exiting homelessness while leveraging the operating subsidy as permanent debt. In addition, the project includes an Alameda County A1 Housing Bond Fund loan, a cash contribution from the master developer, and a Federal Home Loan Bank of San Francisco Affordable Housing Program (AHP) loan. Union Bank serves as the project’s tax credit equity investor as well as construction and permanent lender.

Funding Sources Type/Program Phase Total Dollars
Union Bank Perm Loan Perm $5,000,000
Union Bank Equity Perm $22,999,997
AHP via Union Bank Soft Loan Perm $590,000
Alameda County A1 Perm $3,000,000
HCD VHHP Perm $3,094,149
Master Developer Sponsor Loan Perm $1,500,000
Total $36,184,146
References:

Debbie Potter, Community Development Director, Alameda | (510) 747-6899 | [email protected] 364
Warm Springs Village – Canyon Flats and Reilly Station
45108 Tom Blalock St & 45025 S Grimmer Blvd, Hayward, CA | Affordable Family Housing Project Name Reilly Station & Canyon Flats
Project Location 45108 Tom Blalock St &
45025 S Grimmer Blvd, Fremont, CA
Construction
Schedule
Started March 2019
Completed February 2021
Development Cost $85,004,000
Lot Size and Density 1.98 acres; 66.7 dwelling units/acre Building Areas 192,855 SF of residential space
Units & Population 132 total affordable rental apartments (2 manager’s units)
Incomes 30-60% of AMI
Developer Toll Brothers & Eden Housing, Inc.

Architect KTGY
Contractor Toll Brothers
Property Operations Eden Housing Management Inc.

Eden Housing Resident Services Inc.
365
Overview: Warm Springs Village is
a 132-unit residential development
for low, very low, and extremely
low income families and is located
adjacent to the Warm Springs
BART Station of Fremont, CA. The
project is on a 1.97 acres and is the
inclusionary component of Metro
Crossings, a master planned
community developed by Toll
Brothers. This transit oriented
development includes 1,001
residential units, 6,000 square feet
of neighborhood commercial
space, and 1.95 acres of parkland
and private open pace.

Warm Springs Village consists of two buildings on separate parcels, both of which serve families who earn between 30% and 60% of the Area Median Income (AMI). Canyon Flats is a 6-story, 71-unit residential building on 1.09 acre parcel. This building has 19 one-bedroom units, 32 two-bedroom units (including one for resident manager’s unit), and 20 three-bedroom units. Reilly Station is a 5-story, 61-unit residential building on 0.89 acre parcel. This building has 12 one-bedroom units, 33 two-bedroom units (including one for resident manager’s unit), and 16 three-bedroom units.

Eden’s Role: Eden Housing partnered with Toll Brothers, the master developer, in 2017. At this point, the master plan had already been approved and Eden was primarily responsible for the design, financing, and construction of the affordable projects. Eden’s affiliates manage the properties and provide the resident services. During operations, the property works in conjunction with the master HOA on exterior maintenance items.

Parking and Transportation Demand Management: The site is located directly across the street from the Warm Springs BART station giving residents convenient access to affordable public transportation.

Additionally, the parking ratio is over 1 parking space per resident and ample bike parking on site. The podiums of each of these buildings are double height and include a 3-level car lift system by CityLift. This allows us to fit 155 cars into a space that would typically only fit 57.

Financing: The two buildings
were developed simultaneously
but used separate ownerships
and financing structures through
the 4%/9% Hybrid Tax Credit
process. This complex financing
execution was made possible by
the sizable contribution made by
Toll Brothers to close the gap
funding while at the same time
maximizing the amount of tax
credit equity raised.
366
Funding Sources Type/Program Phase Total Dollars
Master Developer Land Donation Perm $7,100,000
Master Developer Soft Loan Perm $15,110,000
CCRC Perm Loan Perm $5,182,000
4% Equity Perm $15,430,000
Total (Canyon Flats) $42,822,000
Funding Sources Type/Program Phase Total Dollars
Master Developer Land Donation Perm $6,930,000
Master Developer Soft Loan Perm $6,780,000
CCRC Perm Loan Perm $4,572,000
9% Equity Perm $23,900,000
Total (Reilly Station) $42,182,000
Resident Support Services: Services are provided to all residents free of charge by Eden Housing Resident Services, Inc. (EHRSI), an affiliate of Eden Housing. The on-site services coordinator provides referral services to community resources as well as one-on-one support to address individual needs, and amongst others, health and wellness, and skill building activities.

References:

Lucia Hughes, Housing Manager, Fremont | 510-494-4506 | [email protected] 367
Solaire Apartments
425/427 Auzerais Avenue, San Jose, CA | Affordable Family Housing Project Name Solaire Apartments
Project Location 425/427 Auzerais Avenue, San Jose, CA
Construction
Schedule
Started December 2021
Completed December 2023
Development Cost $81,700,000
Lot Size and Density 1.03 acres / 1.26 units per acre
Building Areas SF of residential space
Units & Population 130 total affordable rental apartments (2 manager’s units) 50% Permanent Supportive Housing for Homeless
50% Low-Income Families and Individuals
Incomes 30-60% of AMI
Developer Eden Housing, Inc.

Architect Architects FORA
Contractor L & D Construction
Property Operations Eden Housing Management Inc.

Eden Housing Resident Services Inc.
100% occupied
Overview: Solaire Apartments is a 130-unit apartment community located ½-mile from Diridon Station in San Jose at the corner of Auzerais Ave and Delmas Ave, in a dynamic area close to multiple transit stations. Solaire Apartments provides workforce housing to low-income families and permanent supportive housing to formerly homeless individuals and families at a variety of income levels. It contains 86 studios, 16 one-bedrooms units, and 28 two-bedroom units.

Solaire Apartments reserves half of its units as permanent supportive housing to address the homelessness crisis in the County of Santa Clara. Those units are supported by Section 8 project-based vouchers with supportive services provided through the County’s Office of Supportive Housing and are restricted to households earning no greater than 30% of Area Median Income (AMI). The remaining units are restricted to households earning 50–60% of AMI.

Placemaking and Amenities:
368
In April 2019, Eden Housing purchased this site from Auzerais SJ LLC, which had already fully entitled this site for 130 residential units in June 2018. Eden has made slight modifications to tailor the project to better fit its standards, such as revising floor plans, removing a floor, and improving the architectural design to bring the design to Eden’s high quality standards.

The development was built on a 1.03-acre L-shaped site that contains outdoor recreational areas with a fitness loop, pet relief area, community garden with raised beds, and drought-tolerant landscaping. Building amenities include a community room, computer learning center, fitness/yoga studio, bicycle storage room, and laundry room. Green features include an all-electric utility service with no gas infrastructure, solar photovoltaics system and EV charging stations.

While community engagement was not required, Eden participated in initial reviews with city departments, in addition to meeting with the Office of Councilmember and neighborhood stakeholders to gather feedback.

A long narrow shaped portion of the property was converted to an open space parkland and recreation area for all the residents that functions as multi-purpose gathering space. Adjacent to both the pet amenity and the community room is a Picnic Area for residents. The Picnic Area includes a patio with over 400 SF and is comprised of at least four 4-seat tables, two barbecue grills, and waste receptacles. The picnic area's location adjacent to the community room allows residents to easily use the full kitchen in the community room. The concept brings the outside in and the inside out in a seamless intentionally designed experience.

Parking and Transportation Demand Management: The project contains 50 parking stalls. State Density Bonus Law allowed for no parking minimums for projects is comprised of 100% low-income and supportive housing and located within ½ mile of an accessible bus route or transit station. The project is located within one-half mile of a VTA bus stop and the Diridon Transit Station. The property offers ample bike parking and onsite carshare (at the expense of the residents) opportunities. Additionally, curb set backs for rideshare drop off/pick up and frequent delivery services was incorporated to provide the most choice options for alternative transportation possible.

Financing: Solaire Apartments was financed with the help of several federal, state, and local affordable housing funding sources. The project has received a funding commitment from the County of Santa Clara’s Measure A and No Place Like Home affordable housing funds, 64 project-based vouchers from the County of Santa Clara Housing Authority, and $5.5 million from CA HCD’s Infill Infrastructure Grant program. Additionally, the project received an allocation of 4% tax credits and tax-exempt bonds.

Funding Sources Type/Program Phase Total Dollars
California Community
Reinvestment Corporation
Perm Loan Perm $19,768,550
Bank of America - LIHTC Equity Perm $37,001,836
County of Santa Clara
Measure A Loan
Soft Loan Perm $12,800,000
HCD - Infill Infrastructure
Grant
Soft Loan Perm $5,500,000
Income from Operations Operating Income Perm $495,454
Deferred Fee Deferred Cost Perm $6,141,478
Total $81,707,318
Resident Support Services: Eden Housing Resident Services, Inc. (EHRSI), also an affiliate of Eden, provides a variety of services to the residents which include community engagement activities, activities and enrichment for school-aged youth, and digital and financial literacy. 369
Reference:

Natalie Monk, HCD Division Manager, Santa Clara County | 408-510-0335 | [email protected] 370

ATTACHMENT C - EDEN HOUSING
2024 AUDITED FINANCIALS
371
Eden Housing, Inc. and Affiliates
Consolidated Financial Statements
(With Supplementary Information)
and Independent Auditor's Report
December 31, 2024 and 2023
372
Eden Housing, Inc. and Affiliates
Index
1 Page
Independent Auditor's Report 2
Consolidated Financial Statements
Consolidated Statements of Financial Position 5
Consolidated Statements of Activities 7
Consolidated Statements of Functional Expenses 9
Consolidated Statements of Cash Flows 11
Notes to Consolidated Financial Statements 13
Supplementary Information
Consolidating Schedules of Financial Position 48
Consolidating Schedules of Activities 52
Consolidating Schedules of Cash Flows 54
Supplementary Information – Eden Housing, Inc. Only
Schedules of Financial Position - Eden Housing, Inc. Only 61 Schedules of Activities - Eden Housing, Inc. Only 63
Schedules of Functional Expenses - Eden Housing, Inc. Only 65 Schedules of Cash Flows - Eden Housing, Inc. Only 66
Schedules of Related-Party Receivables - Eden Housing, Inc. Only 68 Schedules of Notes and Interest Receivable - Eden Housing, Inc. Only 69 Schedules of Notes Payable - Eden Housing, Inc. Only 70 Schedules of Board-Designated Funds - Eden Housing, Inc. Only 72 Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 73
373
2 Independent Auditor's Report
To the Board of Directors
Eden Housing, Inc. and Affiliates
Report on the Audit of the Consolidated Financial Statements Opinion
We have audited the consolidated financial statements of Eden Housing, Inc. and Affiliates, which comprise the consolidated statements of financial position as of December 31, 2024 and 2023, and the related consolidated statements of activities, functional expenses and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Eden Housing, Inc. and Affiliates as of December 31, 2024 and 2023, and the changes in its net assets and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion
We conducted our audits in accordance with auditing standards generally accepted in the United States of America ("GAAS") and the standards applicable to financial statement audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are required to be independent of Eden Housing, Inc. and Affiliates, and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. The consolidated financial statements of certain affiliates were not audited in accordance with Government Auditing Standards.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about Eden Housing, Inc. and Affiliates' ability to continue as a going concern for one year after the date that the consolidated financial statements are available to be issued. 374
3 Auditor's Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS and Government Auditing Standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with GAAS and Government Auditing Standards, we:
 Exercise professional judgment and maintain professional skepticism throughout the audit.  Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Eden Housing, Inc. and Affiliates' internal control. Accordingly, no such opinion is expressed.
 Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.
 Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about Eden Housing, Inc. and Affiliates' ability to continue as a going concern for a reasonable period of time.

Supplementary Information
Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The supplementary information on pages 48 to 72 is presented for purposes of additional analysis and is not a required part of the consolidated financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The information has been subjected to the auditing procedures applied in the audits of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the consolidated financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects in relation to the consolidated financial statements as a whole.
375
4 Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated June 26, 2025, on our consideration of Eden Housing Inc. and Affiliates' internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of Eden Housing Inc. and Affiliates' internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Eden Housing Inc. and Affiliates' internal control over financial reporting and compliance.

Los Angeles, California
June 26, 2025
376
Eden Housing, Inc. and Affiliates
Consolidated Statements of Financial Position
December 31, 2024 and 2023
5 2024 2023
Current assets
Cash and cash equivalents 68,832,046 $ 72,531,654 $
Investments in marketable securities 60,157,933 55,335,488 Impound deposits 3,498,703 3,294,976
Receivables, net - current portion 4,459,229 1,884,553
Prepaid expenses and other 2,771,168 1,998,386
Total current assets 138,946,297 135,817,839
Restricted cash 180,714,752 180,620,016
Receivables, net - net of current portion 7,368,466 3,736,702 Notes and interest receivable, net 9,902,851 6,882,600
Investments in other companies 931,709 2,013,393
Development in progress 333,819,834 277,098,944
Right-of-use assets - leases 29,804,016 30,103,825
Property and equipment, net 2,206,973,094 2,104,817,705 Deferred costs, net 2,879,375 6,231,987
Benefit from interest rate swap agreement 12,854,403 10,436,523 Total assets 2,924,194,797 $ 2,757,759,534 $
Assets
377
Eden Housing, Inc. and Affiliates
Consolidated Statements of Financial Position
December 31, 2024 and 2023
See Notes to Consolidated Financial Statements.
6 2024 2023
Current liabilities
Accounts payable and accrued expenses $ 21,170,736 $ 18,260,208 Operating lease liability - current portion 1,149,617 1,241,062 Deferred revenue 21,748,965 36,092,039
Interest payable - current portion 4,551,641 3,043,879
Notes payable - current portion 52,490,897 45,421,749
Total current liabilities 101,111,856 104,058,937
Accounts payable - development 42,868,653 38,681,191
Operating lease liability - net of current portion 27,537,615 27,589,409 Tenant security deposits 7,446,358 7,289,380
Interest payable - net of current portion 149,423,539 145,927,286 Notes payable - net of current portion 1,647,303,126 1,519,345,906 Total liabilities 1,975,691,147 1,842,892,109
Net assets
Without donor restrictions
Controlling interest 43,613,974 58,909,238
Controlling interest - board-designated funds 146,341,344 110,777,870 Noncontrolling interest 743,503,332 736,850,317
Total without donor restrictions 933,458,650 906,537,425 With donor restrictions - controlling interest 15,045,000 8,330,000 Total net assets 948,503,650 914,867,425
Total liabilities and net assets $ 2,924,194,797 $ 2,757,759,534 Liabilities and Net Assets
378
Eden Housing, Inc. and Affiliates
Consolidated Statements of Activities
Years Ended December 31, 2024 and 2023
7 Without Donor
Restrictions
With Donor
Restrictions Total
Without Donor
Restrictions
With Donor
Restrictions Total
Support and revenue
Rental income 203,455,556 $ - $ 203,455,556 $ 183,351,992 $ - $ 183,351,992 $ Management and resident services fees 91,485 - 91,485 62,769 - 62,769 Ground lease income 143,414 - 143,414 139,239 - 139,239 Grants and contributions 32,270,966 6,715,000 38,985,966 15,418,418 - 15,418,418 Interest income and net investment return 8,192,641 - 8,192,641 6,724,464 - 6,724,464 Other income 4,259,919 - 4,259,919 3,860,010 - 3,860,010 Net assets released from restrictions - - - - - -
Total support and revenue 248,413,981 6,715,000 255,128,981 209,556,892 - 209,556,892 Expenses
Program expenses
Affordable housing ownership and operations 141,301,907 - 141,301,907 134,742,496 - 134,742,496 Affordable housing property management 11,451,647 - 11,451,647 10,512,141 - 10,512,141 Affordable housing resident services 7,901,322 - 7,901,322 7,685,100 - 7,685,100 Affordable housing development 1,405,001 - 1,405,001 3,269,219 - 3,269,219 Supporting services
Management and general 16,478,155 - 16,478,155 15,935,715 - 15,935,715 Total expenses 178,538,032 - 178,538,032 172,144,671 - 172,144,671 Change in net assets before other (income) expenses 69,875,949 6,715,000 76,590,949 37,412,221 - 37,412,221 2024 2023
379
Eden Housing, Inc. and Affiliates
Consolidated Statements of Activities
Years Ended December 31, 2024 and 2023
See Notes to Consolidated Financial Statements.
8 Without Donor
Restrictions
With Donor
Restrictions Total
Without Donor
Restrictions
With Donor
Restrictions Total
Other (income) expenses
Forgiveness of debt (85,921) - (85,921) (1,204,084) - (1,204,084) Deferred interest 18,049,871 - 18,049,871 17,863,353 - 17,863,353 Depreciation and amortization 71,243,655 - 71,243,655 66,114,549 - 66,114,549 Gain on sale of property - - - (19,475,361) - (19,475,361) Loss on retirement of property and equipment 4,472,409 - 4,472,409 3,446,982 - 3,446,982 Other 9,168,960 - 9,168,960 - - -
Total other (income) expenses 102,848,974 - 102,848,974 66,745,439 - 66,745,439 Change in net assets (32,973,025) 6,715,000 (26,258,025) (29,333,218) - (29,333,218) Net assets, beginning of year 906,537,425 8,330,000 914,867,425 777,545,563 8,330,000 785,875,563 Capital contributions, net of distributions - noncontrolling interest 62,344,172 - 62,344,172 158,346,041 - 158,346,041 Purchase/transfer of interest in projects (2,449,922) - (2,449,922) (20,961) - (20,961) Net assets, end of year 933,458,650 $ 15,045,000 $ 948,503,650 $ 906,537,425 $ 8,330,000 $ 914,867,425 $ 2024 2023
380
Eden Housing, Inc. and Affiliates
Consolidated Statement of Functional Expenses
Year Ended December 31, 2024
See Notes to Consolidated Financial Statements.
9 Affordable
Housing
Ownership and
Operations
Affordable
Housing
Property
Management
Affordable
Housing
Resident
Services
Affordable
Housing
Development
Total Program
Services
Management
and General Total
Grants and other assistance to organizations - $ - $ - $ - $ - $ 456,277 $ 456,277 $ Grants and other assistance to individuals - - 27,693 111,614 139,307 - 139,307 Salaries and wages 23,691,861 7,852,106 1,081,176 7,431,258 40,056,401 7,761,375 47,817,776 Pension plan 778,439 405,642 46,372 338,822 1,569,275 351,289 1,920,564 Other employee benefits 3,704,232 1,438,225 180,004 649,202 5,971,663 1,451,794 7,423,457 Payroll taxes 1,759,405 687,568 91,260 556,649 3,094,882 516,619 3,611,501 Management fees 1,009,912 - - - 1,009,912 - 1,009,912
Legal fees 767,861 17,032 - - 784,893 305,970 1,090,863 Accounting fees - - - - - 1,947,399 1,947,399
Other fees for services 1,410,252 668,616 - 465,873 2,544,741 1,112,980 3,657,721 Advertising and promotion 1,583,863 - - - 1,583,863 - 1,583,863 Office expenses 3,529,263 13,218 377,901 73,813 3,994,195 241,051 4,235,246 Information technology 1,354,436 2,774 30,932 40,442 1,428,584 874,306 2,302,890 Occupancy: utilities 16,126,486 - - - 16,126,486 43,750 16,170,236 Occupancy: repairs and maintenance 37,028,327 - - 13,374 37,041,701 80,517 37,122,218 Occupancy: real estate taxes 1,086,815 500 - - 1,087,315 1,769 1,089,084 Occupancy: property and liability insurance 7,322,686 - - - 7,322,686 45,016 7,367,702 Travel 256,912 285,970 48,479 100,515 691,876 90,428 782,304 Conferences, conventions and meetings 218,155 24,919 - 62,822 305,896 92,559 398,455 Other insurance 1,401,699 40,510 5,296 19,262 1,466,767 12,962 1,479,729 Social services - - 6,011,583 - 6,011,583 - 6,011,583
Mortgage interest 33,627,579 - - 241,085 33,868,664 - 33,868,664 Ground lease 733,497 - - - 733,497 733,140 1,466,637
Other 3,910,227 14,567 626 219,912 4,145,332 358,954 4,504,286 Capitalized salaries and project costs - - - (8,919,642) (8,919,642) - (8,919,642) Total expenses before other expenses 141,301,907 11,451,647 7,901,322 1,405,001 162,059,877 16,478,155 178,538,032 Other expenses
Deferred interest 18,049,871 - - - 18,049,871 - 18,049,871 Depreciation and amortization 70,948,446 - - - 70,948,446 295,209 71,243,655 Loss on retirement of property and equipment 4,472,409 - - - 4,472,409 - 4,472,409 Other 9,168,960 - - - 9,168,960 - 9,168,960
Total expenses 243,941,593 $ 11,451,647 $ 7,901,322 $ 1,405,001 $ 264,699,563 $ 16,773,364 $ 281,472,927 $ 2024
381
Eden Housing, Inc. and Affiliates
Consolidated Statement of Functional Expenses
Year Ended December 31, 2023
See Notes to Consolidated Financial Statements.
10 Affordable
Housing
Ownership and
Operations
Affordable
Housing
Property
Management
Affordable
Housing
Resident
Services
Affordable
Housing
Development
Total Program
Services
Management
and General Total
Grants and other assistance to organizations - $ - $ - $ - $ - $ 263,731 $ 263,731 $ Grants and other assistance to individuals - - 11,627 115,619 127,246 - 127,246 Salaries and wages 21,372,027 7,340,927 1,136,597 6,884,162 36,733,713 7,299,711 44,033,424 Pension plan 652,523 334,554 45,648 291,018 1,323,743 361,328 1,685,071 Other employee benefits 2,906,897 1,272,709 166,687 654,527 5,000,820 1,354,744 6,355,564 Payroll taxes 1,590,752 603,547 89,571 473,370 2,757,240 444,156 3,201,396 Management fees 821,434 - - - 821,434 - 821,434
Legal fees 347,894 2,468 - 19,184 369,546 255,701 625,247 Accounting fees - - - - - 1,842,267 1,842,267
Other fees for services 1,288,305 594,900 81,238 225,011 2,189,454 1,397,871 3,587,325 Advertising and promotion 1,055,889 - - - 1,055,889 1,800 1,057,689 Office expenses 3,416,707 24,237 386,129 66,657 3,893,730 701,808 4,595,538 Information technology 1,365,637 2,583 16,327 8,539 1,393,086 694,395 2,087,481 Occupancy: utilities 14,315,837 - - - 14,315,837 42,098 14,357,935 Occupancy: repairs and maintenance 31,803,568 - - 2,277 31,805,845 96,690 31,902,535 Occupancy: real estate taxes 2,068,915 - - 674 2,069,589 - 2,069,589 Occupancy: property and liability insurance 6,125,677 - - - 6,125,677 70,300 6,195,977 Travel 212,114 269,845 48,508 86,981 617,448 82,630 700,078 Conferences, conventions and meetings 236,030 25,133 25,964 56,948 344,075 298,346 642,421 Other insurance 1,071,911 28,051 2,804 14,256 1,117,022 20,390 1,137,412 Social services - - 5,637,660 - 5,637,660 - 5,637,660
Mortgage interest 36,503,212 - - 2,419 36,505,631 32,114 36,537,745 Ground lease 835,586 - - - 835,586 447,055 1,282,641
Other 6,751,581 13,187 36,340 521,004 7,322,112 228,580 7,550,692 Capitalized salaries and project costs - - - (6,153,427) (6,153,427) - (6,153,427) Total expenses before other expenses 134,742,496 10,512,141 7,685,100 3,269,219 156,208,956 15,935,715 172,144,671 Other expenses
Deferred interest 17,632,935 - - 230,418 17,863,353 - 17,863,353 Depreciation and amortization 65,784,274 - - - 65,784,274 330,275 66,114,549 Loss on retirement of property and equipment 3,446,982 - - - 3,446,982 - 3,446,982 Total expenses 221,606,687 $ 10,512,141 $ 7,685,100 $ 3,499,637 $ 243,303,565 $ 16,265,990 $ 259,569,555 $ 2023
382
Eden Housing, Inc. and Affiliates
Consolidated Statements of Cash Flows
Years Ended December 31, 2024 and 2023
11 2024 2023
Cash flows from operating activities
Change in net assets $ (26,258,025) $ (29,333,218)
Adjustments to reconcile change in net assets to net cash provided by operating activities
Depreciation and amortization 71,243,655 66,114,549
Amortization expense - right-of-use leased assets 1,809,964 2,426,082 Loss on retirement of property and equipment 4,472,409 3,446,982 Gain on sale of property (19,475,361) -
Amortization of debt issuance costs 2,558,581 1,873,082 Net realized and unrealized gain on investments (3,885,934) (4,469,486) Net (gain) loss on interest rate swaps (2,417,880) 3,299,730 Forgiveness of notes and interest payable (85,921) (1,204,084) (Increase) decrease in assets
Receivables (6,206,440) (65,104)
Interest receivable (180,250) 2,069,034
Prepaid expenses and other 772,782 (418,384)
Increase (decrease) in liabilities
Accounts payable and accrued expenses 2,618,159 (15,956,538) Deferred revenue (14,343,074) 15,636,391
Tenant security deposits - liability 156,978 440,087
Interest payable 5,004,015 9,377,986
Net cash provided by operating activities 35,259,019 33,761,748 Cash flows from investing activities
Purchase of investments in marketable securities (319,685,770) (274,515,401) Proceeds from sale of investments in marketable securities 318,749,259 287,089,789 Proceeds from (advances of) investments in other companies (1,368,238) 458,291 Advances of notes receivable (2,840,001) (1,935,000)
Purchase of property and equipment and net increase in
development in progress (229,742,184) (255,854,710)
Payment of deferred costs (292,331) (2,849,656)
Net cash used in investing activities (235,179,265) (247,606,687) 383
Eden Housing, Inc. and Affiliates
Consolidated Statements of Cash Flows
Years Ended December 31, 2024 and 2023
See Notes to Consolidated Financial Statements.
12 2024 2023
Cash flows from financing activities
Capital contributions, net of
distributions - noncontrolling interest 62,920,647 158,919,269 Payment of syndication costs (576,475) (573,228)
Payment of debt issuance costs (4,233,949) (173,832)
Payment of right-of-use lease obligations (principal) (1,653,394) (2,179,155) Payment of mortgages and notes payable (38,065,314) (39,472,036) Proceeds from long-term debt 178,127,586 124,172,488
Net cash provided by financing activities 196,519,101 240,693,506 Net (decrease) increase in cash, cash equivalents, and restricted cash (3,401,145) 26,848,567
Cash, cash equivalents, and restricted cash, beginning of year 256,446,646 229,598,079 Cash, cash equivalents, and restricted cash, end of year $ 253,045,501 $ 256,446,646 Supplementary information
Cash paid for interest - net of capitalized portion $ 35,889,379 $ 39,897,473 Noncash investing and financing activity
Increase in right-of-use assets and operating lease liabilities $ - $ 7,655,203 Purchase/transfer of interest in projects $ (2,449,922) $ 3,204,854 Interest recast as loan $ 10,010,253 $ -
Property and equipment acquired and recorded in accounts payable $ 4,479,831 $ -
Loss on payoff of bond principle which includes write-off of deferred costs $ 3,274,615 $ -
Cash and cash equivalents $ 68,832,046 $ 72,531,654
Impound deposits 3,498,703 3,294,976
Restricted cash 180,714,752 180,620,016
Total cash, cash equivalents, and restricted cash $ 253,045,501 $ 256,446,646 384
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
13 Note 1 - Organization and nature of activities
Eden Housing, Inc. ("EHI") was formed as a California not-for-profit public benefit corporation in 1968. EHI creates and sustains high-quality affordable housing communities that advance opportunity for all. EHI has developed, rehabilitated, or acquired 166 affordable housing communities and 10,988 units for these purposes across 15 California counties.

In addition to providing services as a real estate developer, EHI directly owns two affordable housing properties known as Grove Way, and I0th & D, which provide housing for low- and moderate-income individuals and families.

EHI also holds managing member interests in the following LLCs:

General Partner
(If LLC, controlled by EHI) Limited Partnership Property Name

CoreEdenESC LLC N/A N/A
Downtown Santa Cruz
Developer LLC N/A N/A
DTLM LLC DTLM, L.P. N/A
Eden 73rd Street LLC
Eden 73rd Street
Investors, L.P. N/A
Eden Del Nido LLC N/A N/A
Eden East Laurel LLC East Laurel LP N/A
Eden Magnolias LLC The Magnolias, L.P. N/A
Eden Pratt Development

LLC N/A N/A
Eden Trolley I LLC
Howard Avenue
Investors, L.P. N/A
ESC Senior LLC N/A N/A
Liberation Park Eden LLC
Liberation Park
Residences, L.P. N/A
Light Tree Land LLC N/A N/A
Mulberry Gardens Family
LLC
Mulberry Gardens Family,
L.P. N/A
Mulberry Gardens Senior
LLC
Mulberry Gardens Senior,
L.P. N/A
N/A N/A Grove Way Apartments
Nugent Square LLC N/A N/A
Regional Street LLC
Regional Street Investors,
L.P. N/A
Riverhouse Hotel LLC Riverhouse Hotel LP N/A
385
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
14 EHI is affiliated with and under common board control with other not-for-profit corporations which have been formed either as supporting entities to EHI, or as instruments to further EHI's organizational objectives. These entities, which are included in the consolidated financial statements of EHI in accordance with accounting principles generally accepted in the United States of America ("GAAP"), are:
- Eden Housing Management, Inc. ("EHMI") provides property management services in connection with the operations of affordable housing projects. EHMI currently provides property management services for 9,946 units.
- Eden Housing Resident Services, Inc. ("EHRSI") develops and supports viable social services to the projects' residents. EHRSI provides social services to over 10,300 residents and 6,100 households annually.
- Eden Investments, Inc. ("EII") forms and controls limited partnerships that own affordable housing properties. Most of the limited partnerships participate in the Low-Income Housing Tax Credit program described in Section 42 of the Internal Revenue Code. EII is the managing general partner or member of the limited partnerships or LLCs, respectively.

Since EII controls each entity as defined by GAAP, the entities are consolidated in these financial statements and include:

General Partner
(If LLC, controlled by EII) Limited Partnership Property Name

Antioch Eden Rivertown
LLC
Antioch Eden Rivertown,
L.P. Rivertown Place
Avenida Armand LLC Avenida Armand L.P. N/A
Catalonia Two LLC Catalonia Two, L.P. Catalonia
CHHP LLC CHHP, L.P.

Cypress Glen/Harris
Court/Huntwood Commons
Connell Apartments LLC Connell Apartments, L.P. Connell CRWC LLC CRWC, L.P.

Corona Ranch/Washington
Creek
Downtown River LLC
Downtown River
Associates, L.P. Downtown River
Downtown River Two LLC Downtown River Two L.P. Downtown River DTLM South LLC DTLM South, L.P. N/A
Dublin Senior LLC Dublin Senior, L.P. Wicklow Square
Eden 819 North
Rengstorff Studios LLC
819 North Rengstorff
Studio Apartments, L.P.
819 North Rengstorff
Studios
Eden 73rd Street LLC 73rd Street Investors L.P. N/A
Eden Altenheim I LLC
Historic Altenheim
Partners, L.P. Altenheim I
Eden Arroyo Vista LLC
Eden Arroyo Vista
Associates, L.P. Arroyo Vista
Eden Baywood
Apartments LLC
Eden Baywood
Apartments, L.P. Eden Baywood
Eden Brookwood LLC N/A N/A
Eden Cherry Street
Commons LLC
Cherry Street Commons,
L.P. N/A
386
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
15 General Partner
(If LLC, controlled by EII) Limited Partnership Property Name Eden College Square LLC
College Square Investors,
L.P. N/A
Eden Coral Court LLC N/A Coral Court
Eden Coronado Terrace
GP LLC
Eden Coronado Terrace
2, L.P. Coronado Terrace
Eden Cril LLC EHP EC Magnolia, L.P. EC Magnolia

Eden Cril LLC
EHP Olive Tree Plaza,
L.P. Olive Tree Plaza
Eden Cril LLC
EHP Redwood Lodge,
L.P. Redwood Lodge
Eden De Anza Terrace
LLC N/A De Anza Terrace
Eden Dougherty LLC Eden Dougherty, L.P.

Wexford Way/Carlow
Court
Eden Ford Family LLC
Ford Road Family
Housing, L.P.

Ford and Monterey Family
Housing
Eden Freedom LLC
Eden Freedom Investors,
L.P. Tabasa Gardens
Eden Harbor Point LLC
Maritime Apartments
Investors, L.P. Land under development
Eden Investments, Inc.

Ashland Village
Apartments, L.P. Ashland Village
Eden Investments, Inc. Eden Rivertown, L.P. West Rivertown Eden Investments, Inc. Eden Victoria, L.P. Victoria Green Eden Investments, Inc.

Eden Woodside Court,
L.P. Woodside Court
Eden Investments, Inc. EHP Fuller Lodge, L.P. Fuller Lodge Eden Investments, Inc. EHP Issei Terrace, L.P. Eden Issei Eden Investments, Inc. EHP Sequoia Manor, L.P. Sequoia Manor Eden Investments, Inc.

Fireside Affordable
Housing Associates Fireside
Eden Investments, Inc. Lafayette Senior, L.P. Belle Terre Eden Investments, Inc.

New Altenheim Partners,
L.P. Altenheim II
Eden Investments, Inc. Palo Alto Family, L.P. 801 Alma
Eden Investments, Inc.

Quail Run Alameda
County, L.P. Quail Run 2
Eden Investments, Inc. Southport Yolo, L.P. N/A
Eden Investments, Inc.

Warner Creek Senior
Housing, L.P. Warner Creek
Eden Iris Gardens LLC N/A Iris Gardens
Eden Lodge LLC Eden Lodge, L.P. Eden Lodge
Eden Mill District LLC Eden Mill District, L.P. The Randall Eden Mitchell Park LLC Mitchell Park, L.P. N/A
Eden North Forty LLC North Forty Senior, L.P. Walnut Grove Eden Oak Grove LLC
Eden Oak Grove
Investors, L.P. Land under development
387
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
16 General Partner
(If LLC, controlled by EII) Limited Partnership Property Name Eden Orvieto LLC
Orvietto Family
Apartments, L.P. Orvietto
Eden Sequoia LLC
Granite Ridge Investors,
L.P. Granite Ridge
Eden Sereno LLC Sereno Village Associates Sereno Village Eden Soledad LLC Eden Soledad LP N/A

Eden South Hayward LLC
Eden South Hayward,
L.P. Alta Mira
Eden Sparks Way
Common LLC N/A Sparks Way Commons
Eden Sunset Pines LLC N/A Sunset Pines
Eden Surf LLC
Eden Surf Associates,
L.P. Surf Apartments
Eden-Sycamore LLC Eden-Sycamore, L.P. Samara Terrace
Eden Timber LLC
Timber Street Investors,
L.P. Land under development
Eden Trinity Plaza Senior
LLC N/A Trinity Plaza Senior
Eden Trolley I LLC Trolley I Investors, L.P. N/A
Eden Vista Terrace GP
LLC
Eden Vista Terrace 2,
L.P. Vista Terrace Hills
Eden Windscape LLC
Reseda Boulevard
Associates Windscape
Eden Wolfe LLC Eden Wolfe LP N/A
Gallup and Mesa LLC Gallup and Mesa, L.P. Mesa Terrace
GBGEH LLC GBGEH, L.P. Glen Berry/Glen Eden
Grand/C LLC Grand/C, L.P. Hayward Senior
Healdsburg Family LLC Healdsburg Family, L.P. Foss Creek Kerner Canal LLC Kerner Canal L.P. N/A
LA Vista Hayward LLC LA Vista Hayward, L.P. La Vista Hayward Legacy Court LLC Legacy Court L.P. N/A
Leidig Court LLC N/A Leidig Court
LPSL LLC LPSL, L.P. Las Palmas
Mimosa Street LLC
Mimosa Street Investors
L.P. N/A
Mission Court MGP LLC
Mission Court Four, L.P.

Mission Court Nine, L.P. Pauline Weaver
Mulberry Gardens Family
LLC
Mulberry Gardens Family,
L.P. N/A
Mulberry Gardens Senior
LLC
Mulberry Gardens
Senior, L.P. N/A
Owls Landing LLC Owls Landing, L.P. N/A
Quail Run Eden LLC
Santa Rosa Housing
Partners, L.P. N/A
Redwoods Wheeler LLC Redwoods Wheeler, L.P. Redwoods/Wheeler Manor Ridge View Commons
LLC
Ridge View Commons II
Associates, L.P. N/A
388
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
17 General Partner
(If LLC, controlled by EII) Limited Partnership Property Name Saklan Avenue LLC Saklan Avenue, L.P. Walker Landing
Sara Conner Court LLC Sara Conner Court, L.P. Sara Conner Court SJ Auzerais LLC SJ Auzerais, L.P. Solaire
Stone Pine Meadow Two
LLC
Stone Pine Meadow Two,
L.P. Stone Pine Meadow
Stoney Creek Two LLC Stoney Creek Two, L.P. Stoney Creek

Tamalko Homes LLC Tamalko Homes LP N/A
Tienda Drive Senior
Apartments LLC
Tienda Drive Senior
Apartments, L.P. Cranes Landing
Villa Springs LLC
Villa Springs Apartments,
L.P. Villa Springs
Warm Springs Village
Four GP LLC
Warm Springs Village
Four, L.P.

Canyon Flats
Warm Springs Village
Nine GP LLC
Warm Springs Village
Nine, L.P.

Reilly Station

- Eden Development, Inc. ("EDI") is a multi-county Community Housing Development Organization ("CHDO") serving Alameda, Contra Costa, San Joaquin, and San Mateo Counties. A CHDO is a private not-for-profit, community-based organization that has staff with the capacity to develop affordable housing for the community it serves. In order to qualify for the designation as a CHDO, the organization must meet certain requirements pertaining to their legal status, organization structure, capacity, and experience. EDI is the managing general partner or member of limited partnerships or LLCs, respectively, that are consolidated in these financial statements:

General Partner
(If LLC, controlled by EDI) Limited Partnership Property Name

Alameda Point Family
LLC
Alameda Point Family,
L.P. The Starling
Alameda Point Senior
LLC
Alameda Point Senior,
L.P. Corsair Flats
Dublin Family LLC Dublin Family, L.P. Valor Crossing
EB LLC EB, L.P. East Bluff
El Cerrito Senior LLC El Cerrito Senior, L.P. Hana Gardens Eden Development, Inc. B Grand, L.P. Weinreb Place
Eden Development, Inc.

Estabrook Senior
Housing, L.P. Estabrook Place
Eden Development, Inc. Hillview Glen L.P. Hillview Glen Eden Development, Inc. Peralta Seniors, L.P. Cottonwood Eden Development, Inc. Union Court, L.P. Union Court
Eden Donner Field LLC Donner Field Senior, L.P. N/A
Eden Firehouse Live LLC N/A N/A
Gotta Have Faith LLC Gotta Have Faith, L.P.

Faith Manor/Tennyson
Gardens
Irwin Way LLC Irwin Way, L.P. Monteverde Senior
Light Tree Two LLC Light Tree Two, L.P. Light Tree
389
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
18 General Partner
(If LLC, controlled by EDI) Limited Partnership Property Name Light Tree Three LLC Light Tree Three, L.P. Light Tree
Montgomery Plaza LLC Montgomery Plaza, L.P. Montgomery Plaza New Del Nido LLC New Del Nido, L.P. N/A
Nugent Square Partners II
LLC
Nugent Square Partners II
L.P. Nugent Square

Oak Hill Eden LLC
Oak Hill/San Quentin
Surplus Land N/A
Richmond 38 Family LLC Richmond 38 Family L.P. N/A
Richmond 38 Supportive
LLC
Richmond 38 Supportive
L.P. N/A
Ruby Street LLC Ruby Street, L.P. Crescent Grove
San Leandro Parrott LLC San Leandro Parrott, L.P. Loro Landing San Rafael Senior LLC San Rafael Senior, L.P. Vivalon Apartments Santa Rosa Quail Run
LLC
Santa Rosa Quail Run,
L.P. Quail Run
Vallejo PSH LLC Vallejo PSH, L.P. Blue Oak Landing
VL LLC VL, L.P. Virginia Lane
- Eden South Bay, Inc. ("ESBI") is a state CHDO formed pursuant to an agreement between EHI and South County Housing Corporation ("SCHC") to preserve SCHC's rental portfolio and to continue to have a community-based presence in Monterey, San Benito, Santa Clara, and Santa Cruz counties. ESBI is the managing general partner or member of limited partnerships or LLCs, respectively, that are consolidated in these financial statements:

General Partner/Owner
(If LLC, controlled by
ESBI) Limited Partnership Property Name

Camphora LLC
Camphora Associates,
L.P. Camphora
Corralitos Creek
Apartments LLC
Corralitos Creek
Associates Corralitos Creek
Crest Avenue Housing
LLC
Crest Avenue Associates,
L.P. Crest Avenue
Depot Commons LLC N/A N/A
Depot Willows LLC Depot Willows, L.P. Depot Willows
Eden 902 Pacific Avenue
LLC
902 Pacific Avenue
Investors L.P. N/A
Eden DTLMU LLC DTLMU Investors L.P. N/A
Gateway Palms LLC
Gateway Palms
Associates, L.P. Gateway Palms
Gilroy Sobrato Studios
LLC N/A Gilroy Sobrato
Jasmine Square LLC
Church & Monterey Road
Associates Jasmine Square
MRW GP LLC MRW, L.P. Monterra Village
390
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
19 General Partner/Owner
(If LLC, controlled by
ESBI) Limited Partnership Property Name
Pacific Terrace
Apartments LLC
Pacific Terrace
Associates Pacific Terrace
Royal Court Housing LLC Royal Court Associates Royal Court Skeels Hotel LLC N/A Skeels Hotel
Skeels Villa LLC Skeels Villa, L.P. N/A
Sobrato Transitional LLC
Gilroy Transitional
Housing Center
Associates Sobrato Family
University Village LLC
University Village
Associates University Village
Villa Ciolino LLC Villa Ciolino Associates Villa Ciolino Vista Point LLC Jewell Avenue Associates Vista Point
Vista Verde LLC
Vista Verde Housing
Associates Vista Verde
- Eden South County, Inc. ("ESCI") was formed pursuant to an agreement between EHI and SCHC to preserve SCHC's rental portfolio. ESCI is the managing general partner or member of limited partnerships or LLCs, respectively, that are consolidated in these financial statements:

General Partner/Owner
(If LLC, controlled by
ESCI) Limited Partnership Property Name

Aspen Maple Trees LLC
Aspen Grove Apartments,
L.P. Aspen Grove
Charles Cypress LLC Charles Cypress, L.P.

Charles Apartments/
Cypress Gardens
Jardines LLC N/A Jardines de Boronda
Lincoln Meadows LLC N/A Lincoln Square
Aspen Maple Trees LLC
Maple Gardens
Apartment, L.P. Maple Gardens
Monticelli LLC
Monticelli Housing
Associates Monticelli
Nuevo Amanecer LLC Salinas Road Associates Nuevo Amanecer Nuevo Sol LLC N/A Nuevo Sol/Barson Street
Pacific Family MHP LLC N/A
Pacific Family Mobile
Home Park
Pajaro Court LLC N/A Pajaro Court
Pleasant Acres MHP LLC N/A
Pleasant Acres Mobile
Home Park
Rancho Rustic LLC Rancho Rustic, L.P.

Rancho Park/
Rustic Gardens
Riverside MHP LLC N/A
Riverside Mobile Home
Park
Seacliff Highlands
Apartments LLC
Seacliff Highlands
Associates Seacliff Highlands
391
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
20 General Partner/Owner
(If LLC, controlled by
ESCI) Limited Partnership Property Name
Aspen Maple Trees LLC
The Trees Apartment,
L.P. The Trees
Tierra Linda LLC Tierra Linda Associates Tierra Linda
Vista Verde Childcare
LLC N/A Vista Verde Childcare
Westside Terrace
Housing LLC N/A Westside Terrace
Willows LLC Edmundson Associates N/A
- Eden Vacaville Housing, Inc. ("EVHI") was formed pursuant to an agreement between EHI and Vacaville Community Housing, Inc. ("VCH") to take over the ownership of VCH's rental portfolio and to continue to have a community-based presence in the region served by VCH. EVHI is the member of the following LLCs that are consolidated in these financial statements:

General Partner
(If LLC, controlled by
EVHI) Limited Partnership Property Name

Eden Meadows Holly LLC N/A N/A
Eden VCH LLC N/A
Willows/Highlands/Hillside/
Orchard Maples
Eden Trower Housing

LLC N/A N/A
- Baywood Apartments, Inc. ("BAI"), serves as limited partner when a buyout of a thirdparty investor limited partner occurs or as an initial limited partner before investor limited partner is admitted. It also serves as a managing general partner of Livermore Housing Associates, which owns an affordable housing community known as Owl's Landing. BAI is the limited partner of the following limited partnerships that are controlled by other EHI affiliates and consolidated in these financial statements:

Limited Partnerships

73rd Street Investors L.P. Monticelli Housing Associates Avenida Armand L.P. Mulberry Gardens Family L.P.

Cherry Street Commons L.P. Mulberry Gardens Senior L.P.

Church & Monterey Road Associates New Altenheim Partners L.P.

Chynoweth Housing Associates New Del Nido, L.P.

College Square Investors L.P. North Forty Senior L.P.

Corralitos Creek Associates Nugent Square Partners L.P.

Depot Willows, L.P. Oak Hill Eden LP
Donner Field Senior L.P. Pacific Terrace Associates
Downtown River Associates, L.P. Regional Street Investors L.P.

Downtown River Two L.P. Reseda Boulevard Associates
DTLM L.P. Richmond 38 Supportive L.P.

Dublin Senior Limited Partnership L.P. Richmond 38 Family L.P. 392
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
21 Limited Partnerships

Eden Arroyo Vista Associates, L.P. Ridge View Commons Associates Eden Baywood Apartments L.P. Ridge View Commons II Associates, L.P.

Eden Freedom Investors L.P. Riverhouse Associates
Eden Oak Grove Investors L.P. Royal Court L.P.

Eden Palms Associates Ruby Street, L.P.

Eden Rivertown Limited Partnership Salan Avenue L.P.

Eden Surf Associates, L.P. Salinas Road Associates
Eden Victoria Limited Partnership San Rafael Senior L.P.

Eden-Sycamore, L.P.

Santa Rosa Housing Partners Limited
Partnership
Edmundson Associates Sara Conner Court L.P.

Gilroy Transitional Housing Center
Associates Seacliff Highlands Associates
Hillview Glen Housing Partners, L.P. Sereno Village Associates Historic Altenheim Partners L.P. SJ Auzerais, L.P.

Jewell Avenue Associates Skeels Villa, L.P.

Josephine Lum Lodge L.P. SPM Housing Associates
Kerner Canal L.P.

Tennyson Preservation Limited
Partnership
La Vista Hayward L.P. Tierra Linda Associates
Legacy Court L.P. Timber Street Investors, L.P.

Light Tree Housing Partners Trolley I Investors L.P.

Maritime Apartments Investors, L.P. Union Court Limited Partnership Mimosa Street Investors L.P. Villa Ciolino Associates
Mitchell Park L.P. Vista Verde Housing Associates
- Eden Commercial, Inc. and Rengstorff Commercial, Inc. (as member of Rengstorff Commercial LLC) operate commercial space developed in conjunction with affordable housing projects.
- Stevenson Land Corporation owns a 4.1-acre parcel of land in Fremont with a 99-year ground lease to Park Vista Apartments, an affordable housing complex owned by an unrelated third party. Payments on the lease are returned to the City of Fremont to pay down the related land loan with the City of Fremont.
- Peralta Mixed-Use Association, a not-for-profit mutual benefit corporation, is a condominium management association providing management and maintenance of the common area owned by the members. The members of the common interest development include an affiliate providing affordable housing, and the other member is a third party providing commercial health services.
- Affordable/Retail Lot 2 Owners Association, a common interest development association formed to manage common areas owned by its members.
393
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
22 - Single-purpose not-for-profit corporations are direct owners of affordable housing properties or hold a controlling general partner interest in their respective limited partnerships providing affordable housing. The properties receive financing from the U.S.

Department of Housing and Urban Development ("HUD"), the Department of Housing and Community Development ("HCD"), the California Housing Finance Agency ("CalHFA"), or other sources, and include:

General Partner/Owner Limited Partnership Property Name

Arroyo Commons Inc. N/A Arroyo Commons
California Preservation,
Inc.

Josephine Lum Lodge,
L.P. Josephine Lum Lodge
Catalonia, Inc./Eden
Cambrian LLC Eden Cambrian, L.P. Cambrian Center
CDLA, Inc. N/A Casa De Los Amigos
Central Valley Senior
Housing Corporation N/A Almond Court
Charles Apartments
Housing Corporation N/A N/A
Chynoweth Housing, Inc.

Chynoweth Housing
Associates Ohlone Chynoweth
Contra Costa County
Housing Corporation N/A Emerson Arms
Corona Crescent, Inc. N/A N/A
Corona/Ely Ranch, Inc. N/A N/A
EC Magnolia Court, Inc. N/A N/A
Eden Alvarado Niles, Inc. N/A Rosewood Terrace
Eden/Hope Villa
Esperanza, Inc. N/A Villa Esperanza
Eden Issei Housing, Inc. N/A N/A
Eden Palms, Inc. Eden Palms Associates Eden Palms
Ellis Lake Townhomes,
Inc. Riverhouse Associates Riverhouse Hotel
Ford Road Supportive
Housing, Inc. N/A Ford Road Plaza
Fuller Lodge, Inc. N/A N/A
Gardella Plaza, Inc. N/A Vandenburgh Villa
Light Tree Housing
Corporation
Light Tree Housing
Partners N/A
Manteca Senior Housing
Corporation N/A Almond Terrace
Monterey Road
Supportive Housing
Corporation N/A Edenvale
Pacific Grove Supportive
Housing, Inc. N/A Pacific Grove
Peace Grove, Inc. N/A Kirker Court
RVC Investments, Inc.

Ridge View Commons
Associates N/A
394
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
23 General Partner/Owner Limited Partnership Property Name San Leandro Supportive
Housing, Inc. N/A Fuller Gardens
SPM Affordable Housing
Corporation SPM Housing Associates N/A

Stoney, Inc. N/A N/A
Sycamore Glen Inc N/A Sycamore Glen
Sycamore Glen Senior
Housing, Inc. N/A N/A
Sycamore Square
Housing Corporation N/A
Sycamore Square
Apartments
UC Independent, Inc. N/A Wisteria Place
Virginia Lane Housing,
Inc. N/A N/A
- The consolidated financial statements do not include single purpose not-for-profit corporations for which EHI's officers and/or board are not deemed to have majority control, namely Redwood Lodge, Inc., Sequoia Manor, Inc., Sparks Way Commons, Inc., and MV Central Park, Inc.

The consolidated financial statements also do not consolidate certain affordable housing investments for which EHI and Affiliates are not deemed to have majority control, namely:

Investment
Ownership
Interest

Miraflores Senior LLC 50.00%
Nugent Square LLC 50.00%
Gough Street Housing LLC 21.00%
John Street Housing LLC 21.00%
Miraflores Senior L.P. 0.01%
Meadows Holly Partners, L.P. 0.0049%
Trower Housing Partners, L.P. 0.0041%
Brookwood Terrace Family Apartments, L.P. 0.005%
Orvieto Family Apartments, L.P. 0.005%
Legacy Court LLC 50.00%
Richmond 38 Family LLC 50.00%
Richmond 38 Supportive LLC 50.00%
Legacy Court LP 0.05%
Richmond 38 Supportive LP 0.05%
Richmond 38 Family LP 0.05%
395
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
24 Note 2 - Summary of significant accounting policies
Principles of consolidation
Not-for-profit corporations
The consolidated financial statements include the accounts of EHI (Parent) and other not-forprofit entities that are commonly controlled by EHI's officers or board of directors, including those not-for-profit entities that are majority controlled by EHI. Other not-for-profit entities, over which EHI does not exercise majority control, are not included in the consolidated financial statements. All material intercompany balances and transactions have been eliminated in the consolidated financial statements.

Limited partnerships
Partnerships that are controlled by EHI or its affiliated not-for-profit entities are included in the consolidated financial statements. Partnerships over which EHI or its affiliates exercise significant influence are included in the consolidated financial statements using the equity method of accounting. All material intercompany balances and transactions have been eliminated in the consolidated financial statements.

The controlling general partnership interests generally range from 0.01% to 1.0% with the remainder of the partnership's equity held by a limited partner and shown as noncontrolling interests in net assets without donor restrictions.

Limited liability companies
Limited liability companies that are controlled by EHI or its affiliated not-for-profit entities are included in the consolidated financial statements.

Eliminations
Material intercompany balances and transactions between controlled entities are eliminated in the consolidated financial statements. Examples include: elimination of developer fee revenue on EHI's books against the developer fee cost which is capitalized in the building cost on a partnership's books; elimination of partnership management, property management, accounting and other fees on the books of EHI, EHMI, EHRSI and other entities against the corresponding operating expenses on a partnership or property's books; elimination of receivables from partnerships and properties on EHI and certain affiliates' books against the corresponding payables on the partnerships and properties' books.

Accounting method
EHI and Affiliates use the accrual method of accounting, which recognizes income in the period earned and expenses when incurred, regardless of the timing of payments.

Use of estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
396
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
25 Basis of presentation
The consolidated financial statements are presented in accordance with GAAP, which require that financial statements are presented on the basis of net assets without donor restrictions and net assets with donor restrictions.

Net assets without donor restrictions
Net assets without donor restrictions consist of all resources of EHI and Affiliates that have not been specifically restricted by a donor. Net assets without donor restrictions may be designated for specific purposes by action of the officers or board of directors.

Net assets with donor restrictions
Net assets with donor restrictions consists of cash received or other assets with donor stipulations that limit their use. Donor restrictions are stipulated by either a time restriction or a purpose restriction. Upon expiration of a time restriction or completion of a purpose restriction, net assets with donor restrictions are reclassified to net assets without donor restrictions and reported in the consolidated statements of activities as net assets released from restrictions.

Cash, cash equivalents, and restricted cash
Cash is defined as cash in demand deposit accounts as well as cash on hand. Restricted cash are funds restricted as to their use such as development cash, replacement reserves, operating reserves, tax, and insurance impound accounts, other reserves, and tenant security deposits. EHI and Affiliates maintain cash on deposit at banks in excess of the Federal Deposit Insurance Corporation limit. EHI and Affiliates have not experienced any losses in such accounts.

Cash equivalents are highly-liquid investments that are readily convertible to known amounts of cash. Generally, money market accounts and investments with original maturities of three months or less qualify as cash equivalents.

Cash and cash equivalents composition and amounts are as follows at December 31:
2024 2023
Undesignated $ 63,839,496 $ 54,419,258
Designated 4,992,550 18,112,126
Total cash and cash equivalents 68,832,046 72,531,384
Impound deposits 3,498,703 3,294,976
Restricted cash 180,714,752 180,620,016
Total cash, cash equivalents and restricted cash 253,045,501 $ $ 256,446,376 Fair value measurements
Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date.
397
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
26 GAAP establishes a fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of EHI and Affiliates. Unobservable inputs, if any, reflect EHI and Affiliates' assumption about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that EHI and Affiliates have the ability to access at measurement date.

Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

Level 2 - Valuations based on significant inputs that are observable, either directly or indirectly, or quoted prices in markets that are not active, that is, markets in which there are few transactions, the prices are not current, or price quotations vary substantially either over time or among market makers.

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The availability of valuation techniques and observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.

Investments in other companies
Investments in other companies, over which EHI's officers or board of directors are deemed to have 100% or majority control, are eliminated in the consolidated financial statements.

Investments in other companies, over which EHI's officers or board of directors are deemed not to have majority control but have significant influence, are accounted for using equity method of accounting. Under the equity method, investments are initially recorded at cost then adjusted for the proportionate share in undistributed earnings or losses.

Investments in other companies, over which EHI's officers and/or board are deemed not to have significant influence are accounted for using fair value. Since fair values of these equity securities are not readily determinable, the investments are estimated at cost, adjusted by any impairment and changes resulting from observable price changes in orderly transactions for identical or similar investments.
398
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
27 Allowances for uncollectible accounts
EHI and Affiliates record an allowance for doubtful collections based on a review of outstanding receivables, historical collection information, and existing economic conditions. EHI and Affiliates recognize an allowance on receivables aged in excess of 90 days. The allowance for doubtful collections was $2,137,435 and $4,014,874 as of December 31, 2024 and 2023, respectively.

Development in progress
EHI and Affiliates incur costs during the development of each affordable housing project undertaken.

Such costs include governmental, legal, and consulting fees needed to investigate the feasibility and arrange for the financing of each project under construction, as well as construction costs. Any funds expended on a project that does not pass beyond the predevelopment stage are recorded as a loss on abandonment of projects when further activity on the project ceases. Development in progress includes costs of construction or rehabilitation of housing projects that have not been completed. Development in progress is not depreciated until the completion of the development.

Management estimates that no material portion of the development in progress is unrealizable.

Property and equipment, and deferred costs
Property and equipment are stated at cost of acquisition or construction. Assets with an individual cost equal to $5,000 or more are capitalized. The costs of maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the assets.

Donated land is carried at estimated fair value at the date of donation.

Deferred costs are incurred in order to obtain tax credits and ground leases for the properties.

Deferred costs are stated at cost and amortized on a straight-line basis. Organization costs are expensed as incurred.

The useful lives of the assets are estimated as follows:

Buildings and improvements 15 to 40 years
Furniture, fixtures, and equipment 5 to 10 years
Tax credit costs 10 years

EHI and Affiliates review their property and equipment for impairment whenever events or changes in circumstances indicate that the carrying value of such property may not be recoverable.

Recoverability is measured by a comparison of the carrying amount of the real estate to the future net undiscounted cash flows expected to be generated by the rental property, including the lowincome housing tax credits and any estimated proceeds from the eventual disposition of the real estate. If the real estate is considered to be impaired, the impairment to be recognized is measured at the amount by which the carrying amount of the real estate exceeds the fair value of such property. There was no impairment loss recognized in 2024 and 2023.

Derivative financial instrument
EHI and Affiliates entered into various interest rate cap/swap master agreements to potentially minimize the effect of changes in the variable interest rate of the loans.

The derivative financial instruments held by EHI and Affiliates are stated at fair value using a quoted price provided by the counterparty banks. Counterparty banks' valuation uses various approaches that involve using quoted prices for economically equivalent instruments, or valuation methodologies, assumptions and inputs, which in the case of projected future cash flows, discount 399
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
28 such cash flows to a single net present value amount. The valuation is either based on Level 1 inputs directly, or based on the application of valuation models, which may be proprietary, that take into account Level 1, Level 2 and Level 3 inputs. Level 1 and Level 2 inputs are market-based, utilizing observable market data including swap rates, basis rates and currency exchange rates from sources believed to be reliable but which counterparty banks have not independently verified.

Level 3 inputs may be used if counterparty banks determine that Level 1 and Level 2 inputs are unavailable, in illiquid or dislocated markets, or unreliable. In general, those inputs are used to construct interest rate, currency exchange rate, commodity price or other curves that are placed into proprietary valuation models to compute fair value.

Management reviews the reasonableness of counterparty banks' valuations by calculating the net present value of projected future cash flows using the US Daily Interest Rate Data for interest rate swaps as of the valuation date.

Debt issuance costs
Debt issuance costs, net of accumulated amortization, are reported as a direct deduction from the face amount of the note payable to which such costs relate. Amortization of debt issuance costs are reported as a component of interest and will be computed using the straight-line method. GAAP requires that the effective yield method will be used to amortize debt issuance costs; however, the effect of using the straight-line method is not materially different from the results that would have been obtained under the effective yield method.

Accounting for leases
EHI and Affiliates recognize a lease asset and a lease liability at the lease commencement date.

The lease asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the 30-year treasury bond risk-free rate.

Total lease costs of operating leases on an undiscounted basis are recognized as rent expense over the term of the lease on a straight-line basis. Annual rent expense comprises amortization of the lease asset plus interest on the lease liability adjusted for any variations in lease payment amounts.

Capitalized interest
EHI and Affiliates capitalized interest incurred during development as a component of development in progress and building and improvement costs. EHI and Affiliates capitalized interest of approximately $1,480,000 and $3,462,000 in 2024 and 2023, respectively.

Revenue recognition
Grants and contributions
Contributions are recognized as revenue when cash, securities or other assets, an unconditional promise to give or a notification of a beneficial interest is received. Conditional promises to give - that is, those with a measurable performance or other barrier and a right of return - are not recognized until the conditions on which they depend have been met. Grants represent contributions if resource providers receive no value in exchange for the assets transferred. Government grants are treated as contributions. Contributions are recorded at their fair value as support without donor restrictions or support with donor restrictions, depending on the absence or existence of donor-imposed restrictions as applicable. When a restriction 400
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
29 expires (that is, when a stipulated time restriction ends or purpose restriction is accomplished), net assets with donor restrictions are reclassified to net assets without donor restrictions and reported as net assets released from restrictions. If donor restrictions are satisfied in the same period that the contribution is received, the contribution is reported as support without donor restrictions.

A portion of EHI and Affiliates' revenue is derived from cost-reimbursable federal and state contracts and grants, which are conditioned upon certain performance requirements and/or the incurrence of allowable qualifying expenses. Amounts received are recognized as revenue when EHI and Affiliates have incurred qualifying expenditures in compliance with specific contract or grant provisions. Amounts received prior to incurring qualifying expenditures are recorded as deferred revenue. As of December 31, 2024 and 2023, EHI and Affiliates received funds amounting to $17,750,250 and $10,040,007, respectively, prior to incurring qualifying expenditures, and these funds are included in deferred revenue in the consolidated statements of financial position.

Revenue from contracts with customers
Rental income
Rental income is recognized as rents become due. Rental payments received in advance are deferred until earned. All leases between EHI and Affiliates and the tenants of the projects are operating leases. The rental property is generally leased to tenants under six- or 12-month noncancelable operating leases.

Developer fees
Developer fees for development of multi-family rental projects that are in development or under construction are recognized under the percentage-of-completion method in the absence of the earning schedule in the development fee agreement. Developer fees for projects that are in the predevelopment or preconstruction stage are generally recognized as revenue on the cash basis of accounting. Management believes that the amount of cash received during predevelopment stage is commensurate to the work performed during that period.

Developer fees recognized from consolidated affiliates or consolidated subsidiaries are eliminated as intercompany transactions. EHI estimates that 60% to 70% of its developer fees up to a certain maximum amount cover related developer costs. Developer costs include costs such as consultants, allocated internal salaries and benefits, related overhead, and other nonreimbursed fees that are ordinarily capitalized. Real property costs have been reduced by $129,320,597 and $118,187,674, the remaining portion of developer fees exceeding developer costs as of December 31, 2024 and 2023, respectively.

Management fee revenue and related accounts
EHMI provides property management and bookkeeping services. EHI and certain affiliates provide asset and partnership management services. Income is earned in accordance with the terms of the agreements and recorded as revenue. Such intercompany revenue has been eliminated in the consolidated financial statements. EHMI also provides marketing and other services.

Income taxes
EHI and the other not-for-profit corporations are tax-exempt pursuant to the Internal Revenue Code Section 501(c)(3) and related California code sections. Stevenson Land Corporation is tax-exempt pursuant to the Internal Revenue Code Section 501(c)(2) and related California code sections. The income or loss from the partnerships is reported by the partners on their 401
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
30 income tax returns. The consolidated financial statements also include certain corporations that are not tax-exempt.

No income tax provision has been included in the consolidated financial statements for the single member limited liability companies which are generally considered disregarded entities. The income or loss of the LLCs is included in the tax returns of their respective sole members. Only the annual California limited liability company minimum tax and the annual fee appear as expense in the consolidated financial statements.

EHI and Affiliates believe that they have appropriate support for any tax positions taken, and as such, do not have any uncertain tax positions that are material to the consolidated financial statements. EHI and Affiliates' federal and state income tax and information returns for the fiscal years ended 2020 through 2023 are subject to examination by regulatory agencies, generally for three years and four years after they were filed for federal and state, respectively.

Advertising and promotion
The costs of advertising and promotion are expensed as incurred.

Guarantees
GAAP requires a liability to be recorded for the fair value of the stand-ready obligation associated with a guarantee issued after December 31, 2002. Guarantees issued between entities under common control or on behalf of an entity under common control are excluded.

Consequently, no liabilities have been recorded as all guarantees are considered to be issued to entities under common control.

Allocation of partnership income/loss and tax credits
The affiliated partnerships are generally expected to generate low-income housing tax credits, which will be allocated in the same manner as the income or loss of each partnership. Because the limited partners' losses are limited to their investments, the limited partners' equity will not be reduced below zero unless future capital contributions will be made in an amount sufficient to absorb the losses. All remaining losses are allocated to the general partners. Any subsequent income allocable to the limited partners is allocated to the general partners first until the general partners' share of that income offsets the losses not previously recognized by the limited partners.

Related-party transactions
Material related-party transactions and balances between controlled entities have been eliminated in the consolidated financial statements.

Functional expenses
The costs of providing program services and supporting services are summarized on a functional basis in the consolidated statements of activities. Accordingly, certain costs are allocated among program expenses and supporting services based on estimates of employees' time incurred and on usage of resources. Program expenses include all expenses relating to development, management of properties, and resident services. Supporting services consist of management and general purposes. Fundraising expenses are not significant and are included in supporting services.

Subsequent events
Management has evaluated subsequent events through June 26, 2025, the date on which the consolidated financial statements were available to be issued. 402
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
31 Note 3 - Investments in marketable securities and fair value measurements The following tables present information about EHI and Affiliates' investments measured at fair value on a recurring basis as of December 31, 2024 and 2023, and indicate the fair value hierarchy of the valuation techniques utilized to determine the fair values:

Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3) Total
Marketable securities
Government securities - $ 39,438,593 $ - $ 39,438,593 $ Exchange traded funds
Fixed income 12,269,047 - - 12,269,047
Equity 8,170,203 - - 8,170,203
Private equity funds - 280,090 - 280,090
Total 20,439,250 $ $ 39,718,683 $ - $ 60,157,933
Benefit from interest rate
swap agreement $ 12,854,403 - $ - $ 12,854,403 $
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3) Total
Marketable securities
U.S. Treasuries - $ 33,229,174 $ - $ 33,229,174 $
Government securities - 7,839,672 - 7,839,672
Mutual funds
Fixed income 1,782,988 - - 1,782,988
Exchange traded funds
Fixed income 4,772,513 - - 4,772,513
Equity 7,325,930 - - 7,325,930
Private equity funds - 385,211 - 385,211
Total 13,881,431 $ 41,454,057 $ - $ 55,335,488 $
Benefit from interest rate
swap agreement $ 10,436,523 - $ - $ 10,436,523 $
2024
2023
Financial assets valued using Level 1 inputs are based on unadjusted quoted market prices within active markets and are valued on a recurring basis. Financial assets valued using Level 2 inputs are based on the present value of expected cash flows.
403
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
32 The preceding methods may produce a fair value that may not be indicative of realizable fair value or reflective of future fair values. Furthermore, although EHI and Affiliates believe their valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. There were no changes in the valuation techniques during the current year.

Note 4 - Restricted cash
Restricted cash consists of the following at December 31:
2024 2023
Development cash $ 23,551,888 23,984,713 $
Replacement reserves 50,403,147 47,058,642
Operating reserves 28,710,060 29,753,798
Subsidy transition reserves 9,183,012 9,372,290
Tenant security deposits 7,331,695 7,561,764
Residual receipts 6,602,997 7,765,137
Services reserves 5,688,567 5,133,642
NOI reserves 171,640 472,102
Bond and loan fee reserves 1,232,596 1,224,430
Funds held under deposit account control
agreement 29,751,458 375
Restricted grants 10,000,000 12,285,000
Rehabilitation reserves 944,756 4,194,413
Working capital reserves - 10,591,340
General partner equity reserves - 11,265,701
Other 7,048,200 10,051,405
Total $ 180,620,016 180,714,752 $
Development cash
EHI and certain Affiliates hold development cash that is earmarked for the rehabilitation of various properties, or for repayment of construction loans at the time of permanent loan conversion.

Replacement and operating reserves
EHI and Affiliates are required to maintain replacement and repair reserves for property and equipment as well as operating reserves in accordance with partnership and other lenders' regulatory agreements.

Subsidy transition reserves
Certain Affiliates are required to maintain subsidy transition reserves to protect against the potential loss of rental subsidy contracts in accordance with partnership and other lenders' regulatory agreements.

Tenant security deposits
EHI and Affiliates are required to hold security deposits in separate bank accounts in the name of the properties.
404
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
33 Residual receipts
Certain Affiliates are required to deposit excess cash, as defined by HUD, into separate bank accounts in accordance with the HUD regulatory agreements.

Services reserves
Certain Affiliates are required to maintain services reserves to subsidize the cost of providing supportive services to the property residents in accordance with partnership and other lenders' regulatory agreements.

NOI reserves
Certain Affiliates are required to maintain NOI reserves to pay for rehabilitation costs or for repayment of construction loans in accordance with partnership and other lenders' regulatory agreements.

Bond and loan fee reserves
Certain Affiliates are required to maintain reserves to pay for bond and loan fees in accordance with partnership and other lenders' regulatory agreements.

Funds held under Deposit Account Control Agreement
Certain Affiliates are required to hold investor capital contributions under a Deposit Account Control Agreement ("DACA"), which grants the lender control and priority rights over the funds held in the deposit account until used for development costs.

Restricted grants
EHI and Affiliates hold cash that is restricted for use based on grant terms and conditions.

Working capital reserves
An affiliate is required to maintain a working capital account. The funds are to be used pursuant to the terms of the Partnership Agreement including funding the construction account and other reserves upon satisfaction of certain conditions.

General partner equity reserves
Certain Affiliates are required to maintain equity reserves. The funds are to be disbursed to the project pursuant to the terms of the Partnership Agreement upon construction completion as general partner equity.

Other
Certain affiliates are required to maintain other reserves specifically identified by investors or lenders in partnerships.
405
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
34 Note 5 - Receivables
Receivables consist of the following at December 31:
2024 2023
Tenant and rent subsidy $ 3,404,295 $ 5,218,712
Ground lease 2,239,592 2,096,171
Developer fees 387,029 42,058
Property taxes 291,072 1,157,538
Incentive, asset and partnership management fees 117,003 97,038 Escrow and other deposits 122,922 95,327
Receivables from nonconsolidated affiliates - 2,550,286 Other 1,380,945 4,356,721
13,942,855 9,613,854
Less allowance for doubtful collections (2,115,160) (3,992,599) 11,827,695 5,621,255
Less current portion (4,459,229) (1,884,553)
Noncurrent portion $ 7,368,466 $ 3,736,702
Note 6 - Notes and interest receivable
Notes and interest receivable consist of the following at December 31:
2024 2023

Notes receivable from buyers of units in the La Solanita and La Solana projects, due only upon sale of the property to persons not qualifying as low-income families, with interest ranging from 8% to 10% per annum. At December 31, 2024
and 2023, the amount is fully reserved and included in the allowance for doubtful collections. $ 22,275 $ 22,275

Note receivable from Miraflores Senior, L.P., bears no
interest. Annual payments are to be made from
excess/distributable cash, with the entire principal and interest due in the earlier of February 2074 or 55 years from the close of permanent financing. 4,205,497 4,365,496

Note receivable from Legacy Court LP, with interest at 3% per annum. Annual payments are to be made from
excess/distributable cash, with entire principal and interest due December 31, 2078. 3,000,000 -
406
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
35 2024 2023

Note receivable from Meadows Holly Partners, L.P., with interest at 6.25% compounded. Annual payments are to be made from excess/distributable cash, with the entire
principal and interest due in August 2057. 1,705,210 1,705,210

Total notes receivable 8,932,982 6,092,981
Accrued interest on notes receivable 992,144 811,894

Total notes and interest receivable 9,925,126 6,904,875

Less allowance for doubtful collections (22,275) (22,275)

Total notes and interest receivable, net $ 9,902,851 $ 6,882,600 Estimated principal payments under these notes to be received for each of the next five years and thereafter subsequent to December 31, 2024 are as follows:
2025 $ -
2026 -
2027 -
2028 -
2029 -
Thereafter 9,902,851
Total 9,902,851 $
Note 7 - Investments in other companies
EHI and Affiliates also have investments in housing properties for which EHI and Affiliates are not deemed to have majority control and therefore not consolidated. These investments (deficit) are accounted for under the equity method and approximate $932,000 and $2,013,000 as of December 31, 2024 and 2023, respectively. The financial position and activity of these housing properties are summarized below:
2024 2023
Total assets $ 82,939,025 $ 71,262,151
Total liabilities 46,917,775 56,078,418
Partners' capital 27,688,412 36,666,714
Net income (loss) (1,115,850) (645,462)
EHI and Affiliates' share of investees' profits and losses resulted in a net $1,081,000 loss and a net $334,000 loss on investments accounted for under the equity method for the years ended December 31, 2024 and 2023, respectively.
407
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
36 Note 8 - Development in progress
Development in progress consists of the following at December 31:

Property Owner Type
Expected
Completion
Date 2024 2023
Avenida Armand Avenida Armand, L.P. New construction May-25 63,555,413 $ $ 30,689,607 La Vista Hayward La Vista Hayward, L.P. New construction Dec-25 55,001,873 60,978,506 Kerner Canal Kerner Canal, L.P. New construction Apr-25 28,098,177 11,118,518 902 Pacific Avenue Investors
902 Pacific Avenue Investors,
L.P. New construction Jul-26 26,619,480 1,273,933
Timber Street Investors Timber Street Investors, L.P. New construction Feb-26 25,043,865 2,482,110 Downtown River Two Downtown River Two, L.P. Rehabilitation Jul-25 18,196,024 1,848,138 Mitchell Park Mitchell Park, L.P. New construction Oct-25 16,432,215 2,449,380 Ridge View Commons
Ridge View Commons II
Associates LP Rehabilitation Dec-25 13,543,593 -
Vista Verde Vista Verde Housing Portfolio May-25 13,486,786 1,296,254 Del Nido Apartments New Del Nido LP Rehabilitation Dec-25 8,854,293 - Mulberry Gardens Senior Mulberry Gardens Senior, L.P. New construction May-26 8,541,991 939,811 Pacific Terrace Pacific Terrace Associates Portfolio Aug-25 5,538,212 - The Magnolias LP The Magnolias LP Pre-development Apr-27 4,627,340 2,587,633 Mulberry Gardens Family Mulberry Gardens Family, L.P. Pre-development Aug-27 4,157,902 1,552,755 The Trees The Trees Apartments, L.P. Portfolio Dec-24 3,585,601 2,582,515 Downtown Santa Cruz
Developer LLC
Downtown Santa Cruz
Developer LLC Pre-development Jul-26 3,421,556 -
Liberation Park Residences LP Liberation Park Residences LP Pre-development Feb-28 3,010,855 - Oak Hill/San Quentin Surplus
Land Oak Hill Eden, L.P. Pre-development Dec-28 2,767,033 1,371,531 Dublin Regional Street Regional Street Investors, L.P. New Construction Sep-26 2,728,473 2,126,266 Cherry Street Commons Cherry Street Commons, L.P. New Construction Mar-28 2,491,131 883,727 DTLMU Investors LP DTLMU Investors LP Pre-development Feb-28 2,157,790 - Villa Esperanza Eden/Hope Villa Esperanza Inc Portfolio Jun-25 2,045,531 - DTLM DTLM, L.P. Pre-development Dec-28 1,933,575 1,093,688 Point Reyes Point Reyes Pre-development Jul-28 1,778,308 1,669,144 Trolley I Investors Trolley I Investors, L.P. Pre-development Jul-27 1,605,948 1,203,665 CoreEdenESC CoreEdenESC, LLC Pre-development Nov-28 1,118,363 653,834 Riverhouse Hotel Riverhouse Hotel LP Rehabilitation May-27 1,074,411 - 73rd Street Investors LP New Construction Jun-27 975,700 - Donner Field Senior LP New Construction Apr-27 907,929 - College Square Investors College Square Investors, L.P. Pre-development Jun-32 889,308 762,208 Eden Oak Grove Eden Oak Grove Investors, L.P. Pre-development Apr-29 866,097 823,582 Willows/Highland/Hillside Willows/Highland/Hillside Portfolio TBD 861,394 - Maritime Apartments
Maritime Apartments Investors,
L.P. Pre-development Jun-28 847,291 654,795
DTLM South DTLM South, L.P. Pre-development Dec-28 827,560 795,984 Sequoia Manor EHP Sequoia Manor, L.P. Portfolio Feb-25 819,258 264,740 Virginia Lane Apartments VL, L.P. Portfolio Jun-25 791,898 322,441 East Laurel LP East Laurel LP Pre-development Mar-28 732,681 - 847 Woodside 847 Woodside Pre-development Jun-32 715,167 - Sparks Way Commons
Eden Sparks Way Common
LLC Rehabilitation Apr-26 663,092 -
Skeels Villa LP Skeels Villa LP Portfolio Dec-30 532,535 - Wolfe Rd Eden Wolfe LP Pre-development Dec-28 501,247 - Hollister West of Fairview
Affordable Mimosa Street Investors LP Pre-development Sep-27 377,138 - Quail Run 2 Quail Run Alameda County LP Portfolio Aug-25 121,349 - Emerson Arms
Contra Costa County Housing
Corporation Portfolio May-25 116,683 -
408
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
37 Property Owner Type
Expected
Completion
Date 2024 2023
Solaire SJ Auzerais, L.P. New construction Feb-24 - 72,800,298 Tabasa Gardens Eden Freedom Investors, L.P. New construction Feb-24 - 36,726,945 Ruby Street Ruby Street, L.P. New construction Feb-24 - 11,364,167 Nugent Square Nugent Square Partners II, L.P. Rehabilitation Dec-24 - 7,026,423 Portfolio rehabilitation Eden Housing, Inc. Rehabilitation 2024 to 2027 - 5,668,093 Aspen Grove Aspen Grove Apartments, L.P. Rehabilitation Apr-24 - 4,075,557 Predevelopment and site control Eden Housing, Inc. New construction 2024 to 2027 - 2,812,939 Legacy Court Legacy Court, L.P. New construction Feb-26 - 1,191,267 Richmond 38 Supportive Richmond 38 Supportive, L.P. New construction Apr-27 - 1,003,680 Richmond 38 Family Richmond 38 Family, L.P. New construction Apr-28 - 974,685 Arroyo Vista
Eden Arroyo Vista Associates,
L.P.

Major repairs /
improvements Jun-24 - 324,800
Owl's Landing Apartments Livermore Housing Associates
Major repairs /
improvements Mar-24 - 178,802
The Randall Eden Mill District, L.P. New construction Jun-24 - 31,843 Other Various Other capital projects 2024 to 2027 857,768 494,680 $ 333,819,834 $ 277,098,944
Note 9 - Property and equipment
Property and equipment consist of the following at December 31:
2024 2023
Land $ 309,418,537 $ 305,451,134
Building and improvements 2,351,139,226 2,480,481,684
Furniture and equipment 49,856,498 56,623,067
2,706,446,858 2,846,523,288
Less accumulated depreciation (601,629,153) (639,550,194) Total 2,206,973,094 $ 2,104,817,705 $
Depreciation and amortization of property and equipment totaled $70,873,327 and $65,717,566 for the years ended December 31, 2024 and 2023, respectively.

Note 10 - Deferred costs
Deferred costs consist of the following at December 31:
2024 2023
Tax credit fees $ 4,447,039 $ 4,188,185
Ground lease costs 546,954 523,424
Other 446,632 4,196,292
5,440,625 8,907,901
Less accumulated amortization (2,561,250) (2,675,914)
Total $ 2,879,375 $ 6,231,987
409
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
38 Amortization of deferred costs totaled $370,328 and $396,983 for the years ended December 31, 2024 and 2023, respectively.

Note 11 - Line of credit
In 2021, EHI obtained a $7,500,000 unsecured line of credit with Bank of America. Bank advances on the credit line bear interest at a variable rate based on the Bloomberg Short-Term Bank Yield Index ("BSBY") and are due on maturity, October 29, 2024. EHI paid the unsecured line of credit with Bank of America in full and did not renew. EHI is also required to maintain at all times net unencumbered liquid assets of not less than $11,250,000.

On November 1, 2024, EHI obtained a $10,000,000 unsecured line of credit with CitiBank to replace their line of credit with Bank of America. Bank advances on the credit line bear interest at a variable rate based on the greater of the Prime Rate or the minimum interest rate and are due on maturity, October 31, 2025. Accrued interest was $0 and $0 as of December 31, 2024 and 2023, respectively. Interest expense was $0 and $160,455 for the years ended December 31, 2024 and 2023, respectively. The outstanding balance on the line of credit was $0 as of December 31, 2024 and 2023.

Note 12 - Notes payable
Notes payable are generally secured by the respective properties and consist of the following:
2024 2023
Interest payable Principal Interest payable Principal

Construction loans, bearing
variable interest rates, with
interest only payments due
monthly, to be repaid in full
or partially converted to
permanent loans through
2026. Interest expense was
$4,257,941 and $5,586,058
in 2024 and 2023,
respectively. $ 818,321 $ 208,590,383 $ 737,185 $ 208,540,852

Bond and permanent loans,
bearing interest from 1% to

7.5%, generally with
principal and interest due
monthly, to be repaid in full
through 2056. Bond
principal payments may be
accumulated in a principal
fund held by a trustee.

Interest expense was
$28,362,195 and
$25,806,879 in 2024 and
2023, respectively. 7,103,860 670,451,239 5,450,984 618,813,594

410
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
39 2024 2023
Interest payable Principal Interest payable Principal

Federal loans, generally
noninterest-bearing, with
principal payments
generally deferred through
2078, at which time all
outstanding principal is due
or will be forgiven. Interest
expense was $0 in 2024
and 2023. - 44,595,317 - 42,299,470

State loans, bearing 3%
interest, generally with
principal and interest due
annually out of excess cash
in arrears, to be repaid in
full through 2079. Interest
expense was $5,418,263
and $5,118,861 in 2024
and 2023, respectively. 46,855,451 225,539,413 42,371,314 208,650,737

County loans, bearing
interest from 0% to 6%,
generally with principal and
interest due annually out of
excess cash in arrears, to
be repaid in full through
2079. Interest expense was
$3,252,662 and $3,418,131
in 2024 and 2023,
respectively. 30,672,819 188,170,101 27,125,636 157,404,428 Local loans, bearing
interest from 0% to 5.5%,
generally payable out of
excess cash, to be repaid in
full through 2079. Interest
expense was $6,702,535
and $6,854,952 in 2024
and 2023, respectively. 64,345,571 323,181,686 69,677,570 282,700,463 411
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
40 2024 2023
Interest payable Principal Interest payable Principal

Land loans, bearing
variable interest, generally
with interest-only payments
due monthly from an
interest reserve, subject to
applicable extension terms,
nonrecourse and secured
by the underlying land.

Interest expense was $0
and $686,343 in 2024 and
2023, respectively. - - 55,237 9,364,000

Other loans, bearing
interest from 0% to 6.5%,
generally payable out of
excess cash, to be repaid
in full through 2079.

Interest expense was
$2,910,238 and $1,785,067
in 2024 and 2023,
respectively. 4,179,158 56,995,261 3,553,239 51,961,997

Total, gross 153,975,180 1,717,523,400 148,971,165 1,579,765,541

Debt issuance costs, net - (17,729,377) - (14,997,886)

Total, net 153,975,180 1,699,794,023 148,971,165 1,564,767,655

Less current portion (4,551,641) (52,490,897) (3,043,879) (45,421,749)

Noncurrent portion $ 149,423,539 $ 1,647,303,126 $ 145,927,286 $ 1,519,345,906 Construction loans will be extended or repaid using funds from permanent lenders, limited partners, or other sources.

Costs incurred to obtain construction and permanent financing, net of amortization, were $17,729,377 and $14,997,886 as of December 31, 2024 and 2023, respectively, and are amortized on a straightline basis into interest expense over the term of the respective loans. Interest expense for amortization of debt issuance costs totaled $2,558,581 and $1,624,390 for the years ended December 31, 2024 and 2023, respectively.
412
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
41 Principal payments toward notes payable for the next five years are subject to changes in net cash flow, which is a contingency that cannot be reasonably estimated. Estimated minimum required payments for each of the next five years and thereafter subsequent to December 31, 2024 are as follows:
2025 52,490,897 $
2026 14,299,899
2027 15,246,309
2028 41,659,042
2029 16,710,213
Thereafter 1,577,117,040
Total notes payable 1,717,523,400
Less debt issuance costs (17,729,377)
Total notes payable, net of debt issuance costs 1,699,794,023 $ Note 13 - Leases
EHI and Affiliates is the lessee under various operating leases for office equipment which expire through December 2027 and ground leases which expire through July 2095. Total lease expense for the years ended December 31, 2024 and 2023 was $1,446,022 and $1,926,742, respectively.

Lease costs are included in both office expenses and ground lease on the consolidated statements of functional expenses.

Weighted average remaining lease term and weighted average incremental borrowing rate for EHI and Affiliates' leases as of December 31, 2024:

Weighted average remaining term (in years) 60
Weighted average incremental borrowing rate 2.016%
Weighted average remaining lease term and weighted average incremental borrowing rate for EHI and Affiliates' leases as of December 31, 2023:

Weighted average remaining term (in years) 61
Weighted average incremental borrowing rate 2.016%
Lease payments
Lease payments included in the measurement of the lease liability at December 31, 2024 and 2023 total $1,343,927 and $1,874,405, respectively, and include the fixed payments. Certain ground leases include additional payments from excess/distributable cash which are paid periodically.

Payment of scheduled additional rent lease payments is subject to available cash flows, as defined in the lease. Scheduled additional rent lease payments in excess of actual payment amounts can be deferred and are recorded as deferred lease payable.

Certain leases also require EHI and Affiliates to pay property taxes applicable to lease assets and to provide insurance coverage on lease assets as well as any leasehold improvements made by EHI and Affiliates. The above tax and insurance payments are variable payments made to third parties and are not included in rent expense.
413
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
42 Lease liability
The lease liability at December 31, 2024 and 2023 of $28,687,232 and $28,830,471 is the present value of remaining scheduled lease payments discounted using EHI and Affiliates' discount rate of

2.016% and 2.016%, respectively. Future remaining scheduled lease payments during the lease terms are shown in the table below. The annual payment amounts are presented on an undiscounted basis along with a reconciliation to the lease liability on December 31, 2024, which is recorded on a present value basis, as described above.
2025 1,149,617 $
2026 972,872
2027 902,787
2028 760,915
2029 647,802
Thereafter 48,624,230
53,058,223
Less effects of discounting (24,370,991)
Lease liability 28,687,232 $
Note 14 - Net assets
Controlling
interest
Noncontrolling
interest Total
Balance, beginning of year $ 736,850,317 178,017,108 $ 914,867,425 $ Capital contributions, net of distributions - 62,344,172 62,344,172 Purchase/transfer of interest in projects 6,745,679 (9,195,601) (2,449,922) Change in net assets 20,237,531 (46,495,556) (26,258,025) Balance, end of year 205,000,318 $ 743,503,332 $ 948,503,650 $ Controlling
interest
Non-controlling
interest Total
Balance, beginning of year $ 620,299,781 165,575,782 $ 785,875,563 $ Capital contributions, net of distributions - 158,346,041 158,346,041 Purchase/transfer of interest in projects 9,023,217 (9,044,178) (20,961) Change in net assets 3,418,109 (32,751,327) (29,333,218) Balance, end of year 178,017,108 $ 736,850,317 $ 914,867,425 $ 2024
2023
414
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
43 Net assets without donor restrictions - board-designated funds EHI established a revolving Program Fund to be utilized for board-designated mission purpose investments. Program funds are available for investments in new programs, acquisitions, predevelopment costs, infrastructure, or capital improvements. Of the total Program Fund balance as of December 31, 2024 and 2023, $70,603,072 and $50,918,411, respectively, was unspent and included in cash and cash equivalents and investments. These funds are not available for general operations without EHI board approval. Activities of the fund are as follows:

December 31,
2023
Additions and
earnings
Nonrecoverable
expenditures for
special projects
December 31,
2024
Program Fund 110,777,870 $ 35,563,474 $ - $ 146,341,344 $ December 31,
2022
Additions and
earnings
Nonrecoverable
expenditures for
special projects
December 31,
2023
Program Fund 93,537,819 $ 17,240,051 $ - $ 110,777,870 $ 2024
2023
Net assets with donor restrictions
Restricted net assets include land required to be used for low-income housing and will be released from restrictions when the property is placed into service, which is expected to occur in 2026. Net assets with donor restrictions consisted of the following:
2024 2023
Subject to expenditure for specified purpose
Land grants $ 8,330,000 $ 8,330,000
Subject to expenditure for a specified time
Capital magnet funds 6,715,000 -
Total net assets with donor restrictions $ 15,045,000 $ 8,330,000 415
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
44 Note 15 - Liquidity and availability
EHI and Affiliates' financial assets available within one year to meet cash needs for general expenditures as of December 31, 2024 and 2023 are as follows:

Eden Housing,
Inc. and other
supporting
entities
Affordable
housing
properties Total
Cash and cash equivalents 25,304,399 $ 43,527,647 $ 68,832,046 $ Investments in marketable securities 60,147,460 10,473 60,157,933 Impound deposits - 3,498,703 3,498,703
Receivables, net - current portion 2,199,631 2,259,598 4,459,229 49,296,421 87,651,490 136,947,911
Less board-designated funds (70,603,072) - (70,603,072) $ 49,296,421 17,048,418 $ 66,344,839 $
2024
Eden Housing,
Inc. and other
supporting
entities
Affordable
housing
properties Total
Cash and cash equivalents 26,753,989 $ 45,777,665 $ 72,531,654 $ Investments in marketable securities 55,318,488 17,000 55,335,488 Impound deposits - 3,294,976 3,294,976
Receivables, net - current portion - 1,884,553 1,884,553 50,974,194 82,072,477 133,046,671
Less board-designated funds (50,918,411) - (50,918,411) $ 50,974,194 31,154,066 $ 82,128,260 $
2023
Financial assets include amounts that will be used to pay accounts payable, accrued expenses and other distributions from operating cash flow, if any, in the subsequent year. None of the financial assets are subject to donor or other contractual restrictions that make them unavailable for general expenditure within one year of the consolidated statements of financial position dates. As part of its liquidity management, EHI establishes and maintains a short-term, mid-term and long-term reserve at levels approved by the board of directors annually. In addition, the affordable housing properties maintain reserve accounts as described in Note 4, a portion of which may be available to cover debt service, capital expenditures and performance of resident services within one year of consolidated statements of financial position dates upon approval from regulatory agencies.

Further, the affordable housing properties can defer payment of property management fees, reimbursement of property management fees or receive advances from the developer/sponsor, in 416
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
45 the event of an unanticipated liquidity need. In addition to these liquid funds, EHI has arranged for a line of credit in the amount of $10,000,000 which it could draw upon (Note 11).

Note 16 - Employee benefit plans
EHI established a 401(k) plan effective January 1, 1999. Employees are eligible to participate in the plan after completing one month of service. Participants can contribute a percentage of their compensation annually to the plan, subject to certain annual limits set forth by the Internal Revenue Service. The 401(k) plan also provides for an annual discretionary employer contribution after one year of service for employees who work more than 1,000 hours per year and are at least 18 years of age or older. Employer contributions of $1,920,564 and $1,695,695 were equal to 5% of eligible compensation annually in 2024 and 2023, respectively, as determined by the board of directors. Employer contributions are fully vested after three years of service.

EHI also sponsors a 403(b) plan for highly compensated employees in order to assist in planning for retirement. Contributions to the 403(b) plan are 100% employee contributions.

Note 17 - Commitments, contingencies, and other matters Operating deficit guaranty
EHI has provided operating deficit guarantees for its various affiliates and projects. EHI will cover operating deficits as required up to a stated limit. EHI does not require any collateral or other security from its affiliates and projects related to the operating deficit guarantees. A reasonable estimate of the outstanding operating deficit guarantees as of December 31, 2024 and 2023 amounted to approximately $23,360,793 and $19,900,000, respectively. Management believes that the likelihood of funding a material amount of any of the operating deficit guarantees is remote.

Loan guaranty
EHI has provided loan guarantees for its various affiliates and projects. EHI will be responsible for repaying a loan if, when the loan becomes due, the respective affiliate or project does not make payment on the loan. EHI does not require any collateral or other security from its affiliates and projects related to the loan guarantees. A reasonable estimate of the outstanding loan guarantees as of December 31, 2024 and 2023, amounted to approximately $241,569,000 and $208,500,000, respectively. The total amount of loan guarantees disclosed herein does not represent an additional liability beyond the notes already recognized as payable in the consolidated financial statements. Management believes that the likelihood of funding a material amount of any of the loan guarantees is remote.

Tax credit indemnification
EHI has provided indemnifications with regard to tax benefits projected for its various affiliates and projects. EHI has guaranteed an aggregate amount of approximately $458,000,000 and $402,000,000 to the limited partner investors for tax credits and other tax benefits for various affiliated limited partnerships as of December 31, 2024 and 2023, respectively. Management believes that the likelihood of funding a material amount of any of the tax credit guarantees is remote.

Litigation
In the normal course of business, EHI and Affiliates may become a party to litigation. Management believes there are no asserted or unasserted claims or contingencies that would have a significant impact on the consolidated financial statements.
417
Eden Housing, Inc. and Affiliates
Notes to Consolidated Financial Statements
December 31, 2024 and 2023
46 Grants and loans
In connection with various federal, state and city grants and loan programs, EHI and Affiliates are obligated to operate in accordance with those grant and loan requirements and is subject to audit by those agencies. In cases of noncompliance, the agencies involved may require that EHI and Affiliates refund payment of grant or loan funds. Management believes the likelihood of funding a repayment of grant or loan funds is remote.

Purchase option
In connection with the development of affordable housing projects which are owned by limited partnerships, affiliates of EHI have acquired the options to purchase the projects at the close of the projects' 15-year compliance period.
418
Supplementary Information
Consolidating Schedules
419
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Financial Position
December 31, 2024
48 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Assets
Current assets
Cash and cash equivalents 22,110,213 $ 1,027,708 $ 404,316 $ 43,527,647 $ 1,762,162 $ 68,832,046 $ - $ 68,832,046 $ Investments in marketable securities 60,147,459 - - 10,474 - 60,157,933 - 60,157,933 Impound deposits - - - 3,498,703 - 3,498,703 - 3,498,703 Receivables, net - current portion 55,047,270 674,022 100,325 2,259,598 3,930 58,085,145 (53,625,916) 4,459,229 Notes and interest receivable, net - current portion 5,820,853 - - - - 5,820,853 (5,820,853) - Prepaid expenses and other 189,566 - - 2,080,706 - 2,270,272 (271,886) 1,998,386 Total current assets 143,315,361 1,701,730 504,641 51,377,128 1,766,092 198,664,952 (59,718,655) 138,946,297 Noncurrent assets
Restricted cash 24,671,255 - - 155,950,801 92,696 180,714,752 - 180,714,752 Receivables, net - net of current portion 80,886,547 4,046,923 1,088,478 1,740,336 10,506,034 98,268,318 (90,899,852) 7,368,466 Notes and interest receivable, net - net of current portion 297,173,895 - - 40,368,618 65,148,807 402,691,320 (392,788,469) 9,902,851 Investments in related parties and other companies (7,956,523) - - - (149,426,479) (157,383,002) 158,314,711 931,709 Development in progress 3,994,875 - - 331,979,442 11,297 335,985,614 (2,165,780) 333,819,834 Right-of-use assets - leases 1,353,218 - - 40,619,016 - 41,972,234 (12,168,218) 29,804,016Property and equipment, net 1,325,168 - - 2,321,563,942 13,404,581 2,336,293,691 (129,320,597) 2,206,973,094Deferred costs, net 23,530 - - 2,855,845 - 2,879,375 - 2,879,375 Other assets - - - 12,854,403 - 12,854,403 - 12,854,403 Total noncurrent assets 401,471,965 4,046,923 1,088,478 2,907,932,403 (60,263,064) 3,254,276,705 (469,028,205) 2,785,248,500 Total assets 544,787,326 $ 5,748,653 $ 1,593,119 $ 2,959,309,531 $ (58,496,972) $ 3,452,941,657 $ (528,746,860) $ 2,924,194,797 $ 2024
420
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Financial Position
December 31, 2024
See Independent Auditor's Report.
49 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Liabilities and Net Assets
Current liabilities
Accounts payable and accrued expenses 3,272,452 $ 1,573,930 $ 545,057 $ 15,668,312 $ 110,985 $ 21,170,736 - $ 21,170,736 $ Operating lease liability - current portion 555,400 - - 898,967 - 1,454,367 (304,750) 1,149,617 Deferred revenue 17,750,250 - - 3,995,646 3,069 21,748,965 - 21,748,965 Interest payable - current portion 10,000 - - 4,541,641 - 4,551,641 - 4,551,641 Notes payable - current portion - - - 52,490,897 - 52,490,897 - 52,490,897 Total current liabilities 21,588,102 1,573,930 545,057 77,595,463 114,054 101,416,606 (304,750) 101,111,856 Noncurrent liabilities
Accounts payable - development 1,514,059 - - 41,354,594 - 42,868,653 - 42,868,653 Operating lease liability - net of current portion 816,546 - - 38,584,537 - 39,401,083 (11,863,468) 27,537,615 Related-party payable - net of current portion - 4,054,719 730,755 119,067,185 22,117,712 145,970,371 (145,970,371) - Tenant security deposits - - - 7,437,331 9,027 7,446,358 - 7,446,358 Interest payable - net of current portion - - - 186,101,995 1,671,641 187,773,636 (38,350,097) 149,423,539 Notes payable - net of current portion 4,958,871 - - 1,972,882,480 29,721,000 2,007,562,351 (360,259,225) 1,647,303,126 Total noncurrent liabilities 7,289,476 4,054,719 730,755 2,365,428,122 53,519,380 2,431,022,452 (556,443,161) 1,874,579,291 Total liabilities 28,877,578 5,628,649 1,275,812 2,443,023,585 53,633,434 2,532,439,058 (556,747,911) 1,975,691,147 Net assets
Controlling interest 515,909,748 120,004 317,307 (228,007,355) (111,340,437) 176,999,267 28,001,051 205,000,318 Noncontrolling interest - - - 744,293,301 (789,969) 743,503,332 - 743,503,332 Total net assets 515,909,748 120,004 317,307 516,285,946 (112,130,406) 920,502,599 28,001,051 948,503,650Total liabilities and net assets 544,787,326 $ 5,748,653 $ 1,593,119 $ 2,959,309,531 $ (58,496,972) $ 3,452,941,657 $ (528,746,860) $ 2,924,194,797 $ 2024
421
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Financial Position
December 31, 2023
50 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Assets
Current assets
Cash and cash equivalents 21,813,496 $ 2,355,920 $ 816,554 $ 45,777,665 $ 1,768,019 $ 72,531,654 $ - $ 72,531,654 $ Investments in marketable securities 55,318,076 - - 17,412 - 55,335,488 - 55,335,488 Impound deposits - - - 3,294,976 - 3,294,976 - 3,294,976 Receivables, net - current portion 51,118,884 - - 1,884,553 - 53,003,437 (51,118,884) 1,884,553 Notes and interest receivable, net - current portion 5,451,243 - - - - 5,451,243 (5,451,243) - Prepaid expenses and other 177,544 - - 2,866,528 - 3,044,072 (272,904) 2,771,168 Total current assets 133,879,243 2,355,920 816,554 53,841,134 1,768,019 192,660,870 (56,843,031) 135,817,839 Noncurrent assets
Restricted cash 19,245,643 - - 161,281,677 92,696 180,620,016 - 180,620,016 Receivables, net - net of current portion 67,927,430 2,550,095 787,822 963,389 10,857,482 83,086,218 (79,349,516) 3,736,702 Notes and interest receivable, net - net of current portion 257,617,009 - - 37,901,931 66,829,700 362,348,640 (355,466,040) 6,882,600 Investments in related parties and other companies (4,152,068) - - - (182,529,407) (186,681,475) 188,694,868 2,013,393 Development in progress 10,180,511 - - 268,617,912 - 278,798,423 (1,699,479) 277,098,944 Right-of-use assets - leases 1,474,686 - - 40,861,644 - 42,336,330 (12,232,505) 30,103,825 Property and equipment, net 1,571,635 - - 2,207,583,959 13,849,785 2,223,005,379 (118,187,674) 2,104,817,705Deferred costs, net - - - 6,141,987 90,000 6,231,987 - 6,231,987 Benefit from interest rate swap agreement - - - 10,436,523 - 10,436,523 - 10,436,523 Total noncurrent assets 353,864,846 2,550,095 787,822 2,733,789,022 (90,809,744) 3,000,182,041 (378,240,346) 2,621,941,695 Total assets 487,744,089 $ 4,906,015 $ 1,604,376 $ 2,787,630,156 $ (89,041,725) $ 3,192,842,911 $ (435,083,377) $ 2,757,759,534 $ 2023
422
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Financial Position
December 31, 2023
See Independent Auditor's Report.
51 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Liabilities and Net Assets
Current liabilities
Accounts payable and accrued expenses 3,841,030 $ 1,581,003 $ 398,779 $ 12,313,328 $ 126,068 $ 18,260,208 $ - $ 18,260,208 $ Operating lease liability - current portion 651,562 - - 894,250 - 1,545,812 (304,750) 1,241,062 Deferred revenue 10,040,007 - - 26,052,032 - 36,092,039 - 36,092,039 Interest payable - current portion 10,000 - - 3,033,879 - 3,043,879 - 3,043,879 Notes payable - current portion 217,358 - - 45,204,391 - 45,421,749 - 45,421,749 Total current liabilities 14,759,957 1,581,003 398,779 87,497,880 126,068 104,363,687 (304,750) 104,058,937 Noncurrent liabilities
Accounts payable - development 1,806,428 - - 36,874,763 - 38,681,191 - 38,681,191 Operating lease liability - net of current portion 813,946 - - 38,703,218 - 39,517,164 (11,927,755) 27,589,409 Related-party payable - net of current portion 162,630 3,216,947 1,078,436 105,403,304 19,606,084 129,467,401 (129,467,401) - Tenant security deposits - - - 7,280,353 9,027 7,289,380 - 7,289,380 Interest rate swap liability - - - - - - - -
Interest payable - net of current portion - - - 177,396,865 1,573,177 178,970,042 (33,042,756) 145,927,286 Notes payable - net of current portion 4,951,613 - - 1,812,547,820 29,721,000 1,847,220,433 (327,874,527) 1,519,345,906 Total noncurrent liabilities 7,734,617 3,216,947 1,078,436 2,178,206,323 50,909,288 2,241,145,611 (502,312,439) 1,738,833,172 Total liabilities 22,494,574 4,797,950 1,477,215 2,265,704,203 51,035,356 2,345,509,298 (502,617,189) 1,842,892,109 Net assets
Controlling interest 465,249,515 108,065 127,161 (215,714,333) (139,287,112) 110,483,296 67,533,812 178,017,108 Noncontrolling interest - - - 737,640,286 (789,969) 736,850,317 - 736,850,317 Total net assets 465,249,515 108,065 127,161 521,925,953 (140,077,081) 847,333,613 67,533,812 914,867,425Total liabilities and net assets 487,744,089 $ 4,906,015 $ 1,604,376 $ 2,787,630,156 $ (89,041,725) $ 3,192,842,911 $ (435,083,377) $ 2,757,759,534 $ 2023
423
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Activities
Year Ended December 31, 2024
52 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Support and revenue
Rental income - $ - $ - $ 203,688,573 $ 121,443 $ 203,810,016 $ (354,460) $ 203,455,556 $ Developer fees, including interest 22,042,484 - - - - 22,042,484 (22,042,484) - Management and resident services fees 4,149,934 12,392,881 7,333,805 285,484 3,746,751 27,908,855 (27,817,370) 91,485 Ground lease income 693,310 - - - 143,421 836,731 (693,317) 143,414 Grants and contributions 11,176,632 - 561,965 2,078,031 25,169,338 38,985,966 - 38,985,966 Interest income and net investment return 12,934,395 79,212 - 4,229,794 425,284 17,668,685 (9,476,044) 8,192,641Pass-through loss from equity method investments (3,492,503) - - - (42,851,510) (46,344,013) 46,344,013 - Other income 639,891 13,370 23,092 2,969,834 238,654 3,884,841 375,078 4,259,919 Total support and revenue 48,144,143 12,485,463 7,918,862 213,251,716 (13,006,619) 268,793,565 (13,664,584) 255,128,981 Expenses
Program expenses
Affordable housing ownership and operations - - - 165,810,404 4,324,458 170,134,862 (28,832,955) 141,301,907 Affordable housing property management - 11,451,647 - - - 11,451,647 - 11,451,647 Affordable housing resident services - - 7,901,322 - - 7,901,322 - 7,901,322Affordable housing development 10,324,643 - - - - 10,324,643 (8,919,642) 1,405,001 Supporting services
Management and general 9,902,413 3,774,025 663,765 1,848,376 289,576 16,478,155 - 16,478,155 Total expenses 20,227,056 15,225,672 8,565,087 167,658,780 4,614,034 216,290,629 (37,752,597) 178,538,032 Change in net assets before other (income) expenses 27,917,087 (2,740,209) (646,225) 45,592,936 (17,620,653) 52,502,936 24,088,013 76,590,949 Other (income) expenses
Forgiveness of debt - - - (85,921) - (85,921) - (85,921) Deferred interest expense - - - 25,280,913 98,650 25,379,563 (7,329,692) 18,049,871 Depreciation and amortization 295,209 - - 73,783,150 454,738 74,533,097 (3,289,442) 71,243,655Loss on retirement of property and equipment - - - 4,472,409 - 4,472,409 - 4,472,409Other 21,933 - - (16,583,695) (24,841,587) (41,403,349) 50,572,309 9,168,960 Contributions from related parties (32,464,077) (2,850,000) (1,168,080) (37,784) (8,238,686) (44,758,627) 44,758,627 - Contributions to related parties 9,403,789 97,852 331,709 31,495,059 3,430,139 44,758,548 (44,758,548) - Total other (income) expenses (22,743,146) (2,752,148) (836,371) 118,324,131 (29,096,746) 62,895,720 39,953,254 102,848,974 Change in net assets 50,660,233 11,939 190,146 (72,731,195) 11,476,093 (10,392,784) (15,865,241) (26,258,025) Net assets, beginning of year 465,249,515 108,065 127,161 521,925,953 (140,077,081) 847,333,613 67,533,812 914,867,425 Capital contributions, net of distributions - - - 69,191,108 9,242,823 78,433,931 (16,089,759) 62,344,172 Purchase/transfer of interest in projects - - - (2,099,920) 7,227,759 5,127,839 (7,577,761) (2,449,922) Net assets, end of year 515,909,748 $ 120,004 $ 317,307 $ 516,285,946 $ (112,130,406) $ 920,502,599 $ 28,001,051 $ 948,503,650 $ 2024
424
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Activities
Year Ended December 31, 2023
See Independent Auditor's Report.
53 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Support and revenue
Rental income - $ - $ - $ 183,728,517 $ - $ 183,728,517 $ (376,525) $ 183,351,992 $ Developer fees, including interest 14,690,643 - - - 1,315,600 16,006,243 (16,006,243) - Management and resident services fees 4,225,189 11,862,532 6,839,153 199,927 3,872,419 26,999,220 (26,936,451) 62,769 Ground lease income 654,856 - - - 139,244 794,100 (654,861) 139,239 Grants and contributions 18,852,486 - 120,250 (3,554,318) - 15,418,418 - 15,418,418 Interest income and net investment return 11,802,876 - - 2,703,658 430,275 14,936,809 (8,212,345) 6,724,464 Pass-through loss from equity method investments (478) - - - (14,453,753) (14,454,231) 14,454,231 - Other income 534,591 43,269 24,712 3,111,839 144,390 3,858,801 1,209 3,860,010 Total support and revenue 50,760,163 11,905,801 6,984,115 186,189,623 (8,551,825) 247,287,877 (37,730,985) 209,556,892 Expenses
Program expenses
Affordable housing ownership and operations - - - 158,606,290 4,355,153 162,961,443 (28,218,947) 134,742,496 Affordable housing property management - 10,512,141 - - - 10,512,141 - 10,512,141 Affordable housing resident services - - 7,685,100 - - 7,685,100 - 7,685,100 Affordable housing development 9,422,646 - - - - 9,422,646 (6,153,427) 3,269,219 Supporting services
Management and general 9,504,132 3,990,202 530,962 1,726,667 183,752 15,935,715 - 15,935,715 Total expenses 18,926,778 14,502,343 8,216,062 160,332,957 4,538,905 206,517,045 (34,372,374) 172,144,671 Change in net assets before other (income) expenses 31,833,385 (2,596,542) (1,231,947) 25,856,666 (13,090,730) 40,770,832 (3,358,611) 37,412,221 Other (income) expenses
Forgiveness of debt - - - (1,204,084) - (1,204,084) - (1,204,084) Deferred interest expense 230,418 - - 22,821,955 1,208,354 24,260,727 (6,397,374) 17,863,353 Depreciation and amortization 330,275 - - 68,863,194 - 69,193,469 (3,078,920) 66,114,549 Gain on sale of property - - - (19,475,361) - (19,475,361) - (19,475,361) Loss on retirement of property and equipment - - - 3,446,982 - 3,446,982 - 3,446,982 Contributions from related parties (5,421,998) (2,650,000) (1,273,497) (322,682) (13,575,337) (23,243,514) 23,243,514 - Contributions to related parties 17,793,479 28,037 - 393,656 5,028,342 23,243,514 (23,243,514) - Total other (income) expenses 12,932,174 (2,621,963) (1,273,497) 74,523,660 (7,338,641) 76,221,733 (9,476,294) 66,745,439 Change in net assets 18,901,211 25,421 41,550 (48,666,994) (5,752,089) (35,450,901) 6,117,683 (29,333,218) Net assets, beginning of year 446,348,304 82,644 85,611 400,354,241 (157,606,485) 689,264,315 96,611,248 785,875,563 Capital contributions, net of distributions - - - 166,583,433 13,650,952 180,234,385 (21,888,344) 158,346,041 Purchase/transfer of interest in projects - - - 3,655,273 9,630,541 13,285,814 (13,306,775) (20,961) Net assets, end of year 465,249,515 $ 108,065 $ 127,161 $ 521,925,953 $ (140,077,081) $ 847,333,613 $ 67,533,812 $ 914,867,425 $ 2023
425
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2024
54 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Cash flows from operating activities
Change in net assets 50,660,233 $ 11,939 $ 190,146 $ (72,731,195) $ 11,476,093 $ (10,392,784) $ (15,865,241) $ (26,258,025) $ Adjustments to reconcile change in net assets to net cash provided by (used in) operating activities Depreciation and amortization 295,209 - - 70,493,708 454,738 71,243,655 - 71,243,655 Amortization expense - right-of-use leased assets 782,333 - - 1,027,631 - 1,809,964 - 1,809,964 Loss on retirement of property and equipment - - - 4,472,409 - 4,472,409 - 4,472,409 Amortization of debt issuance costs 7,258 - - 2,551,323 - 2,558,581 - 2,558,581 Net realized and unrealized gain on investments (3,885,934) - - - - (3,885,934) - (3,885,934) Net gain on interest rate swaps - - - (2,417,880) - (2,417,880) - (2,417,880) Forgiveness of notes and interest payable - - - (85,921) - (85,921) - (85,921) Loss from investment in partnerships and other companies 3,492,503 - - - 42,851,510 46,344,013 (46,344,013) - (Increase) decrease in assets
Receivables (16,887,503) (2,170,850) (400,981) (1,151,992) 347,518 (20,263,808) 14,057,368 (6,206,440) Interest receivable (5,831,376) - - 758,660 (414,874) (5,487,590) 5,307,340 (180,250) Prepaid expenses and other (12,022) - - 785,822 - 773,800 (1,018) 772,782 Increase (decrease) in liabilities
Accounts payable and accrued expenses (860,947) (7,073) 146,278 3,354,984 (15,083) 2,618,159 - 2,618,159 Related-party payable (162,630) 837,772 (347,681) 13,663,881 2,511,628 16,502,970 (16,502,970) - Deferred revenue 7,710,243 - - (22,056,386) 3,069 (14,343,074) - (14,343,074) Tenant security deposits - liability - - - 156,978 - 156,978 - 156,978Interest payable - - - 10,212,892 98,464 10,311,356 (5,307,341) 5,004,015 Net cash provided by (used in) operating activities 35,307,367 (1,328,212) (412,238) 9,034,914 57,313,063 99,914,894 (64,655,875) 35,259,019 2024
426
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2024
55 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Cash flows from investing activities
Purchase of investments in marketable securities (319,692,708) - - 6,938 - (319,685,770) - (319,685,770) Proceeds from sale of investments in marketable securities 318,749,259 - - - - 318,749,259 - 318,749,259Net (increase) decrease in investments in related parties and other companies 311,952 - - (2,449,920) (68,726,679) (70,864,647) 69,496,409 (1,368,238) Net (increase) decrease in notes receivable (34,095,120) - - (3,225,347) 2,095,767 (35,224,700) 32,384,699 (2,840,001) Purchase of property and equipment and net decrease (increase) in development in progress 6,136,894 - - (247,457,471) (20,831) (241,341,408) 11,599,224 (229,742,184)Payment of deferred costs (23,530) - - (358,801) 90,000 (292,331) - (292,331) Net cash provided by (used in) investing activities (28,613,253) - - (253,484,601) (66,561,743) (348,659,597) 113,480,332 (235,179,265) Cash flows from financing activities
Capital contributions, net of distributions - - - 70,117,583 9,242,823 79,360,406 (16,439,759) 62,920,647 Payment of syndication costs - - - (576,475) - (576,475) - (576,475) Payment of debt issuance costs - - - (4,233,949) - (4,233,949) - (4,233,949)Payment of right-of-use lease obligations (principal) (754,427) - - (898,967) - (1,653,394) - (1,653,394) Payment of mortgages and notes payable (217,358) - - (37,847,956) - (38,065,314) - (38,065,314) Proceeds from long-term debt - - - 210,512,284 - 210,512,284 (32,384,698) 178,127,586 Net cash provided by (used in) financing activities (971,785) - - 237,072,520 9,242,823 245,343,558 (48,824,457) 196,519,101Net increase (decrease) in cash, cash equivalents,and restricted cash 5,722,329 (1,328,212) (412,238) (7,377,167) (5,857) (3,401,145) - (3,401,145) Cash, cash equivalents, and restricted cash, beginning of year 41,059,139 2,355,920 816,554 210,354,318 1,860,715 256,446,646 - 256,446,646 Cash, cash equivalents, and restricted cash, end of year 46,781,468 $ 1,027,708 $ 404,316 $ 202,977,151 $ 1,854,858 $ 253,045,501 $ - $ 253,045,501 $ 2024
427
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2024
See Independent Auditor's Report.
56 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Supplementary information
Cash paid for interest - net of capitalized portion 233,827 $ - $ - $ 37,677,903 $ - $ 37,911,730 $ (2,022,351) $ 35,889,379 $ Noncash investing and financing activity
Increase in right-of-use assets and operating lease liabilities - $ - $ - $ - $ - $ - $ - $ - $ Interest recast as loan - $ - $ - $ 10,010,253 $ - $ 10,010,253 $ - $ 10,010,253 $ Property and equipment acquired and recorded in accounts payable - $ - $ - $ 4,479,831 $ - $ 4,479,831 $ - $ 4,479,831 $ Purchase/transfer of interest in projects - $ - $ - $ (2,449,920) $ 7,227,759 $ 4,777,839 $ (7,227,761) $ (2,449,922) $ Loss on payoff of bond principle which includes write-off of deferred costs - $ - $ - $ 3,274,615 $ - $ 3,274,615 $ - $ 3,274,615 $ Cash and cash equivalents 22,110,213 $ 1,027,708 $ 404,316 $ 43,527,647 $ 1,762,162 $ 68,832,046 $ - $ 68,832,046 $ Impound deposits - - - 3,498,703 - 3,498,703 - 3,498,703 Restricted cash 24,671,255 - - 155,950,801 92,696 180,714,752 - 180,714,752 Total cash, cash equivalents, and restricted cash 46,781,468 $ 1,027,708 $ 404,316 $ 202,977,151 $ 1,854,858 $ 253,045,501 $ - $ 253,045,501 $ 2024
428
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2023
57 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Cash flows from operating activities
Change in net assets 18,901,211 $ 25,421 $ 41,550 $ (48,666,994) $ (5,752,089) $ (35,450,901) $ 6,117,683 $ (29,333,218) $ Adjustments to reconcile change in net assets to net cash provided by (used in) operating activities Depreciation and amortization 330,275 - - 65,784,274 - 66,114,549 - 66,114,549 Amortization expense - right-of-use leased assets 1,285,750 - - 1,140,332 - 2,426,082 - 2,426,082 Loss on retirement of property and equipment - - - 3,446,982 - 3,446,982 - 3,446,982Gain on sale of property - - - (19,475,361) - (19,475,361) - (19,475,361) Amortization of debt issuance costs - - - 1,873,082 - 1,873,082 - 1,873,082 Net realized and unrealized (gain) loss on investments (4,469,486) - - - - (4,469,486) - (4,469,486) Net loss on interest rate swaps - - - 3,299,730 - 3,299,730 - 3,299,730 Forgiveness of notes and interest payable - - - (1,204,084) - (1,204,084) - (1,204,084) Loss from investment in partnerships and other 478 - - - 14,453,753 14,454,231 (14,454,231) - (Increase) decrease in assets
Receivables (8,964,825) 16,714 (273,402) 526,794 (2,224,954) (10,919,673) 10,854,569 (65,104) Interest receivable (3,658,968) - - (666,783) 1,612,348 (2,713,403) 4,782,437 2,069,034 Grants and contributions receivable - - - - - - - -
Prepaid expenses and other (15,411) - - (416,880) - (432,291) 13,907 (418,384) Increase (decrease) in liabilities
Accounts payable and accrued expenses (1,095,908) 252,715 45,780 (15,154,463) (4,662) (15,956,538) - (15,956,538) Related-party payable 162,630 (2,376,387) 20,186 6,793,661 3,731,201 8,331,291 (8,331,291) -Deferred revenue 9,176,173 - - 6,460,218 - 15,636,391 - 15,636,391Tenant security deposits - liability - - - 440,087 - 440,087 - 440,087Interest payable - - - 12,952,068 1,208,354 14,160,422 (4,782,436) 9,377,986 Net cash provided by (used in) operating activities 11,651,919 (2,081,537) (165,886) 17,132,663 13,023,951 39,561,110 (5,799,362) 33,761,748 2023
429
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2023
58 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Cash flows from investing activities
Purchase of investments in marketable securities (274,497,989) - - (17,412) - (274,515,401) - (274,515,401) Proceeds from sale of investments in marketable 287,089,789 - - - - 287,089,789 - 287,089,789Net (increase) decrease in investments in related parties and other companies 2,080,111 - - 3,204,854 (24,667,168) (19,382,203) 19,840,494 458,291 Net (increase) decrease in notes receivable (3,418,830) - - (4,483,890) (2,035,000) (9,937,720) 8,002,720 (1,935,000)Purchase of property and equipment and net decrease (increase) in development in progress (4,557,479) - - (259,594,863) - (264,152,342) 8,297,632 (255,854,710)Payment of deferred costs - - - (2,759,656) (90,000) (2,849,656) - (2,849,656) Net cash provided by (used in) investing activities 6,695,602 - - (263,650,967) (26,792,168) (283,747,533) 36,140,846 (247,606,687) Cash flows from financing activities
Capital contributions, net of distributions - - - 167,607,080 13,650,952 181,258,032 (22,338,763) 158,919,269 Payment of syndication costs - - - (573,228) - (573,228) - (573,228) Payment of debt issuance costs - - - (173,832) - (173,832) - (173,832) Payment of right-of-use lease obligations (principal) (1,281,920) - - (897,235) - (2,179,155) - (2,179,155) Payment of mortgages and notes payable (578,072) - - (38,893,964) - (39,472,036) - (39,472,036) Proceeds from long-term debt 3,000,000 - - 129,175,209 - 132,175,209 (8,002,721) 124,172,488 Net cash provided by (used in) financing activities 1,140,008 - - 256,244,030 13,650,952 271,034,990 (30,341,484) 240,693,506Net increase (decrease) in cash, cash equivalents,and restricted cash 19,487,529 (2,081,537) (165,886) 9,725,726 (117,265) 26,848,567 - 26,848,567 Cash, cash equivalents, and restricted cash, beginning of year 21,571,610 4,437,457 982,440 200,628,592 1,977,980 229,598,079 - 229,598,079Cash, cash equivalents, and restricted cash, end of year 41,059,139 $ 2,355,920 $ 816,554 $ 210,354,318 $ 1,860,715 $ 256,446,646 $ - $ 256,446,646 $ 2023
430
Eden Housing, Inc. and Affiliates
Consolidating Schedule of Cash Flows
Year Ended December 31, 2023
See Independent Auditor's Report.
59 Eden Housing,
Inc.

Eden Housing
Management,
Inc.

Eden Housing
Resident
Services, Inc.

Affordable
Housing
Properties Other Entities Subtotal Eliminations
Consolidated
Total
Supplementary information
Cash paid for interest - net of capitalized portion 281,701 $ - $ - $ 41,230,710 $ - $ 41,512,411 $ (1,614,938) $ 39,897,473 $ Noncash investing and financing activity
Increase in right-of-use assets and operating lease 874,744 $ - $ - $ 6,780,459 $ - $ 7,655,203 $ - $ 7,655,203 $ Purchase/transfer of interest in projects - $ - $ - $ 3,204,854 $ - $ 3,204,854 $ - $ 3,204,854 $ Cash and cash equivalents 21,813,496 $ 2,355,920 $ 816,554 $ 45,777,665 $ 1,768,019 $ 72,531,654 $ - $ 72,531,654 $ Impound deposits - - - 3,294,976 - 3,294,976 - 3,294,976Restricted cash 19,245,643 - - 161,281,677 92,696 180,620,016 - 180,620,016 Total cash, cash equivalents, and restricted cash 41,059,139 $ 2,355,920 $ 816,554 $ 210,354,318 $ 1,860,715 $ 256,446,646 $ - $ 256,446,646 $ 2023
431
Supplementary Information
Eden Housing, Inc. Only
432
Eden Housing, Inc. and Affiliates
Schedules of Financial Position - Eden Housing, Inc. Only December 31, 2024 and 2023
61 2024 2023
Current assets
Cash and cash equivalents $ 22,110,213 $ 21,813,496
Investments in marketable securities 60,147,459 55,318,076 Receivables, net - current portion 55,047,270 51,118,884 Notes and interest receivable, net - current portion 5,820,853 5,451,243 Prepaid expenses and other 177,544 189,566
Total current assets 143,315,361 133,879,243
Restricted cash 24,671,255 19,245,643
Receivables, net - net of current portion 80,886,547 67,927,430 Notes and interest receivable, net - net of current portion 297,173,895 257,617,009 Deferred costs, net 23,530 -
Investments in related parties and other companies (7,956,523) (4,152,068) Development in progress 3,994,875 10,180,511
Right-of-use assets - leases 1,353,218 1,474,686
Property and equipment, net 1,325,168 1,571,635
Total assets 544,787,326 $ 487,744,089 $
Assets
433
Eden Housing, Inc. and Affiliates
Schedules of Financial Position - Eden Housing, Inc. Only December 31, 2024 and 2023
See Independent Auditor's Report.
62 2024 2023
Current liabilities
Accounts payable and accrued expenses $ 3,272,452 $ 3,841,030 Operating lease liability - current portion 555,400 651,562 Deferred revenue 17,750,250 10,040,007
Interest payable - current portion 10,000 10,000
Notes payable - current portion - 217,358
Total current liabilities 21,588,102 14,759,957
Accounts payable - development 1,514,059 1,806,428
Operating lease liability - net of current portion 816,546 813,946 Related-party payable - net of current portion - 162,630 Notes payable - net of current portion 4,958,871 4,951,613 Total liabilities 28,877,578 22,494,574
Net assets
Without donor restrictions
Undesignated 362,853,404 354,471,645
Board-designated funds 146,341,344 110,777,870
Total without donor restrictions 509,194,748 465,249,515 With donor restrictions 6,715,000 -
Total net assets 515,909,748 465,249,515
Total liabilities and net assets $ 544,787,326 $ 487,744,089 Liabilities and Net Assets
434
Eden Housing, Inc. and Affiliates
Schedules of Activities - Eden Housing, Inc. Only
Years Ended December 31, 2024 and 2023
63 Without Donor
Restrictions
With Donor
Restrictions Total
Without Donor
Restrictions
With Donor
Restrictions Total
Support and revenue
Developer fees, including interest 22,042,484 $ - $ 22,042,484 $ 14,690,643 $ - $ 14,690,643 $ Management fees 4,149,934 - 4,149,934 4,225,189 - 4,225,189 Ground lease income 693,310 - 693,310 654,856 - 654,856Grants and contributions 4,461,632 6,715,000 11,176,632 18,852,486 - 18,852,486Interest income and net investment return 12,934,395 - 12,934,395 11,802,876 - 11,802,876Pass-through loss from equity method investments (3,492,503) - (3,492,503) (478) - (478)Other income 639,891 - 639,891 534,591 - 534,591 Total support and revenue 41,429,143 6,715,000 48,144,143 50,760,163 - 50,760,163 Expenses
Program expenses
Affordable housing development 10,324,643 - 10,324,643 9,422,646 - 9,422,646 Supporting services
Management and general 9,902,413 - 9,902,413 9,504,132 - 9,504,132 Total expenses 20,227,056 - 20,227,056 18,926,778 - 18,926,778 Change in net assets before other (income) expenses 21,202,087 6,715,000 27,917,087 31,833,385 - 31,833,385 2024 2023
435
Eden Housing, Inc. and Affiliates
Schedules of Activities - Eden Housing, Inc. Only
Years Ended December 31, 2024 and 2023
See Independent Auditor's Report.
64 Without Donor
Restrictions
With Donor
Restrictions Total
Without Donor
Restrictions
With Donor
Restrictions Total
Other (income) expenses
Deferred interest expense - - - 230,418 - 230,418Depreciation and amortization 295,209 - 295,209 330,275 - 330,275Other 21,933 - 21,933 - - -Contributions from related parties (32,464,077) - (32,464,077) (5,421,998) - (5,421,998)Contributions to related parties 9,403,789 - 9,403,789 17,793,479 - 17,793,479 Total other (income) expenses (22,743,146) - (22,743,146) 12,932,174 - 12,932,174 Change in net assets 43,945,233 6,715,000 50,660,233 18,901,211 - 18,901,211Net assets, beginning of year 465,249,515 - 465,249,515 446,348,304 - 446,348,304Net assets, end of year 509,194,748 $ 6,715,000 $ 515,909,748 $ 465,249,515 $ - $ 465,249,515 $ 2024 2023
436
Eden Housing, Inc. and Affiliates
Schedules of Functional Expenses - Eden Housing, Inc. Only Years Ended December 31, 2024 and 2023
See Independent Auditor's Report.
65 Program
Services
Management
and General Total
Program
Services
Management
and General Total
Grants and other assistance to organizations - $ 441,594 $ 441,594 $ - $ 263,355 $ 263,355 $ Grants and other assistance to individuals 111,614 - 111,614 115,619 - 115,619 Salaries and wages 7,431,258 5,577,000 13,008,258 6,884,162 5,119,484 12,003,646 Pension plan 338,822 248,806 587,628 291,018 250,557 541,575 Other employee benefits 649,202 853,887 1,503,089 654,527 716,498 1,371,025 Payroll taxes 556,649 355,408 912,057 473,370 293,453 766,823 Legal fees - 177,045 177,045 19,184 137,861 157,045
Accounting fees - 141,109 141,109 - 135,498 135,498
Other fees for services 465,873 810,158 1,276,031 225,011 1,054,263 1,279,274 Advertising and promotion - - - - 1,800 1,800
Office expenses 73,813 (139,810) (65,997) 66,657 195,106 261,763 Information technology 40,442 456,990 497,432 8,539 359,302 367,841 Occupancy: utilities - 19,937 19,937 - 19,184 19,184
Occupancy: repairs and maintenance 13,374 36,691 50,065 2,277 42,484 44,761 Occupancy: real estate taxes - 1,769 1,769 674 - 674
Occupancy: property and liability insurance - 45,016 45,016 - 70,300 70,300Travel 100,515 77,875 178,390 86,981 69,611 156,592 Conferences, conventions and meetings 62,822 53,427 116,249 56,948 282,050 338,998 Other insurance 19,262 11,570 30,832 14,256 13,355 27,611 Mortgage interest 241,085 - 241,085 2,419 32,114 34,533 Ground lease - 733,140 733,140 - 447,055 447,055
Other 219,912 801 220,713 521,004 802 521,806
Total expenses before other expenses 10,324,643 9,902,413 20,227,056 9,422,646 9,504,132 18,926,778 Other expenses
Deferred interest - - - 230,418 - 230,418
Depreciation and amortization 295,209 - 295,209 330,275 - 330,275 Other 21,933 - 21,933 - - -
Contributions to related parties 9,403,789 - 9,403,789 17,793,479 - 17,793,479 Total expenses 20,045,574 $ 9,902,413 $ 29,947,987 $ 27,776,818 $ 9,504,132 $ 37,280,950 $ 2024 2023
437
Eden Housing, Inc. and Affiliates
Schedules of Cash Flows - Eden Housing, Inc. Only
Years Ended December 31, 2024 and 2023
66 2024 2023
Cash flows from operating activities
Change in net assets $ 50,660,233 $ 18,901,211
Adjustments to reconcile change in net assets to net cash provided by operating activities
Depreciation 295,209 330,275
Amortization expense - right-of-use leased assets 782,333 1,285,750 Amortization of debt issuance costs 7,258 -
Net realized and unrealized gain on investments (3,885,934) (4,469,486) Loss from investment in partnerships and other companies 3,492,503 478 (Increase) decrease in assets
Receivables (16,887,503) (8,964,825)
Interest receivable (5,831,376) (3,658,968)
Prepaid expenses and other (15,411) (12,022)
Increase (decrease) in liabilities
Accounts payable and accrued expenses (860,947) (1,095,908) Related-party payable (162,630) 162,630
Deferred revenue 7,710,243 9,176,173
Net cash provided by operating activities 35,307,367 11,651,919 Cash flows from investing activities
Purchase of investments in marketable securities (319,692,708) (274,497,989) Proceeds from sale of investments in marketable securities 318,749,259 287,089,789 Net decrease in investments in related parties and other companies 311,952 2,080,111
Net increase in notes receivable (34,095,120) (3,418,830) Purchase of property and equipment and net decrease
(increase) in development in progress 6,136,894 (4,557,479) Payment of deferred costs (23,530) -
Net cash (used in) provided by investing activities (28,613,253) 6,695,602 438
Eden Housing, Inc. and Affiliates
Schedules of Cash Flows - Eden Housing, Inc. Only
Years Ended December 31, 2024 and 2023
See Independent Auditor's Report.
67 2024 2023
Cash flows from financing activities
Payment of right-of-use lease obligations (principal) (754,427) (1,281,920) Payment of mortgages and notes payable (217,358) (578,072) Proceeds from long-term debt - 3,000,000
Net cash (used in) provided by financing activities (971,785) 1,140,008 Net change in cash, cash equivalents, and restricted cash 5,722,329 19,487,529 Cash, cash equivalents, and restricted cash, beginning of year 21,571,610 41,059,139 Cash, cash equivalents, and restricted cash, end of year $ 41,059,139 46,781,468 $ Supplementary information
Cash paid for interest - net of capitalized portion 233,827 $ 281,701 $ Noncash investing and financing activity
Increase in right-of-use assets and operating lease
liabilities $ - $ 874,744
Cash and cash equivalents $ 22,110,213 $ 21,813,496
Restricted cash 24,671,255 19,245,643
Total cash, cash equivalents, and restricted cash $ 46,781,468 $ 41,059,139 439
Eden Housing, Inc. and Affiliates
Schedules of Related-Party Receivables -
Eden Housing, Inc. Only
December 31, 2024 and 2023
See Independent Auditor's Report.
68 2024 2023
Receivables
Developer fees $ 59,399,387 63,072,394 $
Advances for development costs 29,724,523 38,905,084
Advances for general partner equity and other long-term purposes 12,438,368 14,534,370
Incentive, asset and partnership management fees 8,591,079 9,286,697 Advances for operations and other short-term purposes 4,755,894 5,335,955 Ground leases 2,916,956 2,612,206
Other 3,024,857 3,382,361
120,546,314 137,433,817
Less allowance for doubtful collections (1,500,000) (1,500,000) 119,046,314 135,933,817
Less current portion (55,047,270) (51,118,884)
Noncurrent portion 80,886,547 $ 67,927,430 $
440
Eden Housing, Inc. and Affiliates
Schedules of Notes and Interest Receivable -
Eden Housing, Inc. Only
December 31, 2024 and 2023
See Independent Auditor's Report.
69 Notes receivable are from related parties, unless otherwise noted. 2024 2023
Notes receivable
Seller carryback notes $ 134,245,366 154,602,831 $
Sponsor notes 93,675,620 107,168,274
NWA project notes 3,559,443 3,559,443
Equity funding note 1,310,000 1,310,000
Operating deficit note - 245,000
Other project notes 776,917 776,917
Other project notes from third parties 22,275 22,275
Total notes receivable 267,684,740 233,589,621
Interest receivable 29,500,906 35,332,283
Total notes and interest receivable 303,017,023 263,090,527 Less allowance for doubtful collections (22,275) (22,275) Total notes and interest receivable, net 302,994,748 263,068,252 Less current portion (5,820,853) (5,451,243)
Noncurrent portion 297,173,895 $ 257,617,009 $
441
Eden Housing, Inc. and Affiliates
Schedules of Notes Payable - Eden Housing, Inc. Only
December 31, 2024 and 2023
70 2024 2023
Interest payable Principal Interest payable Principal

Equity Equivalent
Investment Notes
Wells Fargo Community
Development
Corporation, bears
simple interest at 2%,
interest-only paid
quarterly until April 2026,
and thereafter, principal
and interest payments
due quarterly.
$ 10,000 $ 2,000,000 $ 10,000 $ 2,000,000

Total equity equivalent
investment notes 10,000 2,000,000 10,000 2,000,000
Deferred Notes
Tyrell Gardens
Funds due to the City of
Hayward upon collection
from homeowners. - - - 217,358

Total deferred notes - - - 217,358

Development of
Affordable Housing
Projects

Housing Partnership
Fund, bears interest rate
of 4.5% per annum,
interest-only paid monthly
beginning October 1,
2023. Commencing
October 1, 2029,
principal is to be repaid in
four equal annual
installments, with the final
installment being paid on
July 1, 2030. - 3,000,000 - 3,000,000

Total development of
affordable housing
projects - 3,000,000 - 3,000,000

Total, gross 10,000 5,000,000 10,000 5,217,358
442
Eden Housing, Inc. and Affiliates
Schedules of Notes Payable - Eden Housing, Inc. Only
December 31, 2024 and 2023
See Independent Auditor's Report.
71 2024 2023
Interest payable Principal Interest payable Principal

Debt issuance costs, net - (41,129) - (48,387)

Total, net 10,000 4,958,871 10,000 5,168,971

Less current portion 10,000 - (10,000) (217,358)

Noncurrent portion $ - $ 4,958,871 $ - $ 4,951,613
443
Eden Housing, Inc. and Affiliates
Schedules of Board-Designated Funds -
Eden Housing, Inc. Only
December 31, 2024 and 2023
See Independent Auditor's Report.
72 2024 2023
Cash, cash equivalents and restricted cash
Program funds $ 1,723 10,406,933 $
Strategic plan funds 37,649 125,049
Development funds 18,072,754 8,618,424
Capital magnet funds 12,285,000 -
Investments in marketable securities
Program funds 31,677,650 24,942,089
Strategic plan funds 7,864,196 7,490,016
Amounts disbursed to related entities under board-approved initiatives, which are intended to be repaid and thus remain classified within board designated net assets
Development in progress 33,320,515 26,275,996
Notes receivable 11,600,000 16,715,000
Investments in related parties and other companies 7,037,494 13,656,410 Related party receivables 11,966,550 8,344,897
Strategic plan expenses 2,462,789 3,184,820
Other 516,630 516,630
Total board-designated net assets 146,341,344 $ 110,777,870 $ 444
73 Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards To the Board of Directors
Eden Housing, Inc. and Affiliates
We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the consolidated financial statements of Eden Housing, Inc. and Affiliates, which comprise the consolidated statement of financial position as of December 31, 2024 and the related consolidated statements of activities, functional expenses, and cash flows for the year then ended, and the related notes to the consolidated financial statements, and have issued our report thereon dated June 26, 2025. The financial statements of certain affiliates were not audited in accordance with Governance Auditing Standards, and accordingly, this report does not include reporting on internal control over financial reporting or instances of reportable noncompliance associated with such affiliates.

Internal Control over Financial Reporting
In planning and performing our audit of the consolidated financial statements, we considered Eden Housing, Inc. and Affiliates' internal control over financial reporting ("internal control") as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the consolidated financial statements, but not for the purpose of expressing an opinion on the effectiveness of Eden Housing, Inc. and Affiliates' internal control. Accordingly, we do not express an opinion on the effectiveness of Eden Housing, Inc. and Affiliates' internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's consolidated financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Compliance and Other Matters
As part of obtaining reasonable assurance about whether Eden Housing, Inc. and Affiliates' consolidated financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the consolidated financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.
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74 Purpose of this Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Los Angeles, California
June 26, 2025
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DISCUSSION AND/OR ACTION ITEM

AGENDA ITEMS

3. 26-103
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STAFF REPORT TO THE CITY COUNCIL
DATE: Regular Meeting of May 12, 2026
TO: Mayor and Members of the City Council
VIA: Patrick Tang, Interim City Manager
SUBMITTED BY: Edwin Gato, Director of Finance
SUBJECT: Budget Workshop: Fiscal Year (FY) 26-27 City of Hercules Proposed Annual Budget
RECOMMENDED ACTION:

The staff recommends that the City Council receive the budget presentation, review the preliminary budget documents, and the financial forecast for FY 26-27. This discussion should also cover the additional budget request outlined in Attachment 1, which details significant changes and the economic implications of each adjustment.

COMMISSION/SUBCOMMITTEE ACTION AND RECOMMENDATION:

On April 15, 2026, during a special meeting, the staff presented a comprehensive overview of the proposed Annual Budget for the FY 26-27 to the Finance Commission. The presentation included a thorough examination of each budget component. The Commission members expressed unanimous support for all staff recommendations, underscoring their strong commitment to the organization's financial planning and strategic priorities.

EXECUTIVE SUMMARY:

The City operates within a structured fiscal framework, and this meeting marks the beginning of the FY 26-27 Annual Budget development process. This report outlines the proposed allocations for the FY 26-27 Annual Budget, including both one-time and ongoing investments, as well as strategies to enhance long-term financial stability. Our primary objective is to address the community's needs while remaining aligned with the City's current and projected financial resources. The proposed budget reflects the community's long-term vision, strategic priorities, and plans.

The first public hearing regarding the introduction of this budget will take place on June 9, 2026. Following this session, the City Council will deliberate on the adoption of the proposed FY 26-27 Annual Budget during a second public hearing, scheduled for June 23, 2026. 450
To improve public understanding of the budget development process, the City has created an informative video that explains the complexities of financial planning and management.

This resource guides viewers through the essential steps of budget formulation, offering clear explanations and valuable insights. The video is available on the City's website at the following link: https://www.ci.hercules.ca.us/government/finance/budgets.

COMMUNITY NEEDS
As always, the City’s budget goals are to serve our community’s needs. That’s why the City commissioned a Community Budget Priorities Survey in the first quarter of 2026. What we learned in that survey is that our residents want Hercules to continue to be a place where people desire to live and raise families. Our community wants to maintain core services such as neighborhood police patrols, fast 911 response times, parks, and the youth and senior services that make Hercules a safe, well-maintained place to live. The following priorities were identified by our residents:
 Maintaining long-term financial stability and accountability  Retaining and attracting local businesses
 Meeting water quality health standards
 Maintaining fast 911 response times
BACKGROUND:

On May 28, 2024, the Hercules City Council officially adopted the Strategic Goals for 2024- 2026. This important decision represents a significant step forward in shaping our community's future. The adoption establishes a clear framework that will guide the Council's priorities in the coming years. The multi-year objectives outlined in this plan are designed to address key needs and opportunities, ultimately enhancing the overall quality of life and social well-being for all Hercules residents.

The goals are as follows:

Goal #1: Advance the development of the Hercules Hub, creating a dynamic center for community engagement and economic activity.

Goal #2: Strengthen the city's fiscal sustainability through prudent financial management, ensuring long-term economic viability.

Goal #3: Enhance transparency and communication within the community, fostering a culture of openness and collaboration between residents and city officials.

Goal #4: Continue investing in a skilled and dedicated team at City Hall to ensure effective governance and service delivery.

Goal #5: Strategically plan and fund major infrastructure projects to improve connectivity and enhance the quality of life for all citizens.

Goal #6: Develop a comprehensive land-use strategy that promotes responsible development while preserving the unique character of our neighborhoods. 451
Goal #7: Formulate a detailed economic development strategy to attract new businesses and stimulate local employment opportunities.

The City Manager’s proposed annual budget is a thoughtfully developed document that emphasizes a commitment to long-term financial stability. It includes detailed revenue forecasts and carefully allocated expenditures across various funding categories, such as the General Fund, designated restricted funds, sewer services, debt service, and internal service funds.

This budget comprehensively addresses all dimensions of City operations, ensuring the effective delivery of essential services. It encompasses routine operational functions, strategic capital investments intended to enhance infrastructure, and responsible management of existing debt obligations. By employing a holistic approach, this budget not only meets current operational requirements but also positions the City for sustainable growth and development.

This document offers comprehensive summaries of the various funds and detailed financial schedules that highlight the actual financial outcomes from the previous year. Additionally, it provides an in-depth comparative analysis of the proposed budget for FY 26-27 relative to the prior-year budget.

Overall Assumptions:

The following sections break down the essential assumptions that shaped this budgeting process, offering a transparent and insightful roadmap for our strategic initiatives moving forward.

I. Salaries and Benefits
Labor accounts for the largest share of our overall expenses, representing nearly 60% of total expenditures. This significant category includes not only direct compensation, such as wages and salaries, but also a variety of essential benefits, including comprehensive health insurance, robust retirement plans, and other associated labor costs. The following section details the key assumptions that have been meticulously considered in estimating the financial implications of salaries and benefits:

A. Base Salary: The costs related to personnel services include a 3% costof-living adjustment aimed at helping employees keep up with inflation.

Additionally, a 2% equity adjustment has been implemented for members of the Police Officers Association (POA) bargaining group, in accordance with the terms outlined in the approved labor agreements. These adjustments demonstrate our commitment to offering fair and competitive compensation for our law enforcement professionals.

B. Retirement Plans:

Normal Cost: The projected normal cost rates for the PERS Miscellaneous and Public Safety classifications have been determined through a comprehensive actuarial valuation based on data as of June 30, 452
2024. This analysis, conducted by CalPERS and specific to the City's retirement plans, is essential for establishing the minimum required contributions for FY 26-27.

The term "normal cost" refers to the annual amount, expressed as a percentage of payroll, required to fund the pension benefits earned by current employees during the current fiscal year. Additionally, the accompanying table provides an overview of changes in contribution rates, making a clear comparison with the previous year's budget. This information underscores the financial adjustments needed to ensure the sustainability and integrity of our retirement systems, which is crucial for policymakers and stakeholders involved in fiscal planning and management.

Unfunded Actuarial Liability (UAL) Analysis: The projected contribution amounts for the unfunded actuarial liability (UAL) for the PERS Miscellaneous and Public Safety classifications have been established through a thorough actuarial valuation conducted by CalPERS, using data as of June 30, 2023. This comprehensive analysis is vital for determining the minimum required contributions for the FY 26-27.

The UAL represents the discrepancy between the total cost of promised pension benefits and the currently available assets to fund those obligations. This shortfall indicates that the existing assets are insufficient to fulfill all promised payments to both current and future retirees. A substantial UAL can create significant financial challenges for the pension system, potentially necessitating increased employer contributions to address the resulting deficit.

The City's current funding ratio is approximately 70%. This figure is generally regarded as adequate by rating agencies, showing that the City's Plan Type
Membership
Type
FY 25-26 Prior
Year Budget
FY 26-27
Proposed
Budget
Change from
Prior Year
Budget
Safety Classic 27.38% 27.42% 0.04%
Safety PEPRA 13.99% 13.91% -0.08%
Non-Safety Classic 11.94% 11.92% -0.02%
Non-Safety PEPRA 7.96% 7.93% -0.03%
Plan Type
Membership
Type
FY 25-26 Prior
Year Budget
FY 26-27
Proposed
Budget
Change from
Prior Year
Budget
Safety Classic $ 1,049,426 $ 1,170,121 $ 120,695
Safety PEPRA $ 20,455 $ 20,455 $ -
Non-Safety Classic $ 862,624 $ 961,249 $ 98,625
Non-Safety PEPRA $ 10,296 $ 11,473 $ 1,177
$ 1,942,801 $ 2,163,298 $ 220,497
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financial health is considered "fairly healthy." This evaluation indicates stable and responsible management of resources, which provides stakeholders and potential investors with a respectable level of confidence. However, it is essential to recognize that a funding ratio of 70% is not optimal. While it reduces the risk of immediate insolvency, it remains below the 80%–90% range that is typically classified as "resilient" or "strong”. Consequently, this situation reflects moderate long-term risk and emphasizes the necessity for ongoing, consistent contributions to ultimately achieve a funding level of 100%.

Fortunately, the City has proactively established a section 115 trust, which allows for the prefunding of pension liabilities through an irrevocable, taxexempt trust. This strategy not only aids in reducing long-term costs through investment returns but also safeguards assets from potential budgetary reallocations. Furthermore, it enhances fiscal stability, improves credit ratings, and provides greater investment flexibility than conventional municipal funds, thereby supporting the effective management of high pension volatility.

C. Employer-sponsored health insurance, which provides essential medical, dental, and vision coverage, is projected to experience a modest 3% increase in premiums relative to the prior year’s FY 25-26 Kaiser rate. This anticipated adjustment reflects prevailing trends in healthcare expenses and underscores our commitment to delivering valuable health benefits to employees and their families. As we navigate the complexities of the healthcare landscape, we remain steadfast in our commitment to ensuring our workforce has access to comprehensive, vital health coverage.

D. All other discretionary expenditures are projected to increase by an average of 2%. This average increase is based on prevailing economic trends, the Consumer Price Index (CPI) for the San Francisco area as of February 2026, and efforts to reduce or eliminate non-essential spending.

This adjustment aims to manage payroll increases while maintaining overall financial stability effectively.

To ensure a balanced budget in FY 26-27, it is essential to reduce discretionary spending and optimize operational efficiency. By implementing these measures, we can streamline our resources and address the financial challenges posed by rising labor costs until we can generate additional revenue.

In addition to the previously outlined assumptions, Attachment 1 provides a thorough, detailed enumeration of significant budget increases. These additional budget requests are intended to enhance operational efficiency and to align compensation with the elevated responsibilities of various roles. Each proposed enhancement is carefully articulated, accompanied by a clear explanation of its projected impact on the overall budgetary framework. Below is a summary of these increases, underscoring their implications for our financial planning and resource allocation strategies. This approach will facilitate a more 454
effective alignment of our resources with organizational objectives and ultimately promote overall success.

The City's annual budget serves as an essential planning instrument that aligns community services with the resources needed to implement them. These critical services span multiple areas, including public safety through the police department, recreational opportunities in parks, community development initiatives, significant public works projects, and effective administrative operations. This comprehensive budget delineates a detailed financial strategy for the forthcoming fiscal year. It includes a five-year forecast for the General Fund, thereby facilitating informed planning for future needs and opportunities that will encourage growth and improve the quality of life for all residents.

As the City prepares to formulate the annual budget for FY 26-27, we encourage community members to share their valuable insights on the priorities that matter most to residents, businesses, and other stakeholders. Our objective is to develop a budget that not only ensures the City's financial sustainability but also supports the continuation of services deemed essential by our community. Your feedback is crucial to shaping a budget that accurately reflects the collective needs and expectations of our community.

FUND ANALYSIS:

The City utilizes fund accounting to ensure compliance with financial regulations and to enhance transparency in its financial management. A fund is a collection of related accounts, specifically organized to manage resources designated for activities or objectives. In the Analysis section of this report, comprehensive and detailed information is presented on the various categories of funds, emphasizing their distinct purposes and financial implications.

This section provides an in-depth examination of the following fund categories:

I. General Fund Revenue Estimates
II. General Fund Expenditures Projections
III. General Fund Projected Net Annual Results
IV. General Fund Reserves
General Other
Fund Funds Total
Ongoing costs:

Reallocation of Full-Time Parking Enforcement Funding $11,000 - $11,000 Full-Time Recreation Technician - Child Care $21,000 - $21,000 Finance Director Salary Grade from 056 to 057 $10,000 $10,000 $20,000 Reclassifying an Accounting Technician to an Accountant position $300 - $300 Total, Ongong $42,300 $10,000 $52,300
One-Time Costs:

Automated External Defibrillator (AED) Replacement $26,000 - $26,000 Community Center Oven Replacement $30,000 - $30,000
Total, One-Time $56,000 - $56,000
Total $98,300 $10,000 $108,300
Budget Impact
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V. General Fund Five-Year Forecast
VI. Non-General Fund Programs
General Fund
The General Fund serves as the City’s primary operating fund, providing essential financial resources for a diverse array of services. It is financed through various revenue sources, including property taxes, sales taxes, utility users tax, business licenses, fines, forfeitures, fees, and intergovernmental revenue. This fund plays a vital role in delivering critical services such as law enforcement, parks and recreation, public works—encompassing street and facility maintenance—and fundamental governmental functions, including administration and finance.

Unlike other funds designated for specific purposes, such as water and sewer projects or capital improvements, the General Fund supports a broad spectrum of City operations. Its importance cannot be overstated, as it ensures consistent delivery of essential services and equips the City to respond effectively to unexpected circumstances or economic fluctuations.

A General Fund revenue budget is a comprehensive document that outlines the anticipated financial resources for a government’s primary operating fund. This budget provides a detailed account of various funding sources, including taxes, fees, and other forms of revenue expected to be collected throughout the fiscal year. It serves as a strategic financial plan, crucial to supporting essential services such as public safety, infrastructure maintenance, and administrative functions. Moreover, the General Fund revenue budget serves as a benchmark for measuring actual revenue performance against projections, enabling staff to assess financial stability and make informed decisions on fiscal management.

I. General Fund Revenue Estimates
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As shown in the graph above and detailed in Attachment 2, the overall General Fund revenues for FY 26-27 are projected to increase modestly by about 2% compared to the audited actuals for FY 24-25. This expected growth is primarily attributed to the new Franchise Fee agreement with Republic Services and improvements in investment income, which is mainly influenced by rising interest rates and the reinvestment of maturing, lower-yielding securities into higher-yield instruments.

The General Fund revenues mainly come from several key tax sources, including the Utility User's Tax (UUT), Sales Tax, Property Tax, Real Property Transfer Tax (RPTT), and Transient Occupancy Tax (TOT), among others. The relationship among these crucial revenue streams is essential for maintaining financial stability.

If there is a disruption in one or more of these significant contributors within the City of Hercules, it could lead to a substantial decline in overall revenues. Such a decline would not only jeopardize financial stability but also affect the availability of important programs and services for the community. This situation highlights the importance of maintaining a stable and diverse revenue base to effectively support the needs of our residents.

The following section presents an overview of the primary revenue sources supporting the General Fund:
 Sales Tax
Sales tax revenue is the City's most significant funding source for the General Fund, with monthly remittances from the State. This consumption tax, applied to a broad range of goods and services, is essential to maintaining the City's financial stability and operational sustainability.
$-
$5,000,000
$10,000,000
$15,000,000
$20,000,000
$25,000,000
FY 23-24
Actual
FY 24-25
Actual
FY 25-26
Budget
FY 26-27
Proposed
Sales Tax Utility Users Tax Property Tax VLF
Other Taxes Program Revenues Investment Income Misc
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Recent analyses conducted in the second quarter, utilizing comprehensive data from the California Department of Tax and Fee Administration (CDTFA), indicate that sales tax revenues are likely to remain flat compared to the budget figures for FY 25-26. However, similar to other municipalities, a decline in estimated revenues may be expected for FY 26-27. This potential reduction could result from various economic factors, including significant increases in online shopping and notable decreases in discretionary spending, both of which may affect sales tax revenue. Staff will continue to monitor this revenue, and if any adjustments are necessary, they will return to the Council at midyear.

Additionally, it is critical to recognize that sales tax revenues are concentrated among a limited number of key operators. In fact, the top three sales tax producers account for over 50% of the City's total sales tax revenues.

Consequently, fluctuations in revenue contributions from these vital stakeholders could significantly affect funding for future programs and services, underscoring the fragile nature of the City's fiscal landscape.

The chart below provides a breakdown of the City’s sales tax revenues by industry group. This data has been adjusted for inflation and presented on a per capita basis for the second quarter ended in June 2025, offering a clearer understanding of the revenue contributions from various sectors to the City’s sales tax:
 Utility User’s Tax
The Utility User's Tax (UUT) is an 8% levy on the consumption of essential utilities used by both residents and businesses daily. This tax encompasses a diverse array of services, including electricity, gas, water, sewer, and various communication services, such as telephone (including both cell phone usage and long-distance calls) and cable television. The responsibility for establishing the tax rate lies with the City, which also determines how the revenues generated by this tax are allocated to support community needs and services effectively. 458
For the FY 26-27, the City expects to receive Utility User Tax (UUT) revenues amounting to $4.3 million. However, there is a concerning trend regarding UUT revenues, particularly in the Wireless Telecommunications sector. This ongoing decline is mainly attributed to changes in the allocation structures of bundled service packages offered by telecom companies, which have shifted a larger share of costs to non-taxable data services.

The anticipated decline in Wireless Telecom revenues is expected to be balanced by an increase in Utility User Tax (UUT) revenues from other essential utilities, such as electricity, gas, and water. This rise in revenue is primarily due to recent rate hikes for these services, which aim to address growing infrastructure needs and ensure the continued availability of quality utilities to the community.

Therefore, although challenges remain, the City’s UUT revenue outlook appears stable due to these adjustments.
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The chart below illustrates the sources of the City’s Utility Users Tax (UUT) revenues, organized by category:

Utility User’s Tax
Summary by Fiscal Year
$-
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
$3,000,000
$3,500,000
$4,000,000
$4,500,000
FY 23-24
Actual
FY 24-25
Actual
FY 25-26
Budget
FY 26-27
Proposed
Gas Electricity Telephone Water Cable
FY 23-24
Actual
FY 24-25
Actual
FY 25-26
Budget
FY 26-27
Proposed
Gas $ 577,391 $ 667,278 $ 570,000 $ 744,000
Electricity 1,708,846 $ $ 1,776,185 $ 1,921,000 $ 1,900,000 Telephone 443,848 $ $ 415,754 $ 406,000 $ 400,000
Water $ 788,337 $ 903,390 $ 847,000 $ 967,000
Cable $ 492,744 $ 449,836 $ 458,000 $ 360,000
Total $ 4,011,166 $ 4,212,443 $ 4,202,000 $ 4,371,000
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 Property Tax
The City receives a historically low percentage of property tax revenue compared to other municipalities, often deemed negligible because of its post-Proposition 13 property tax recapture rate. It currently receives only 5% of the base 1%. While residents of Hercules pay a high median effective property tax rate of 1.62%, the City’s budget relies largely on alternative revenue sources, which necessitates the management of City services within a relatively limited financial framework.

In the current fiscal period, the Assessor's office has implemented a Consumer Price Index (CPI) factor of 2%, which reflects the projected assessed values of properties in the City. This adjustment is intended to ensure that property valuations remain consistent with prevailing economic conditions. Consequently, the City's allocation from the 1% property value tax will be approximately $1.7 million for FY 26-27.
1% Weighted Tax Share
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Compared to other jurisdictions
 Franchise Fees
A City franchise fee is an assessment enforced by local governments on utility companies that provide essential services such as electricity, natural gas, water, and cable. This fee authorizes these companies to use public rights-of-way— roads, streets, and sidewalks—to deliver essential services to residents and businesses. In essence, the franchise fee serves as compensation for the usage of public space.

The primary objective of the franchise fee is to mitigate the financial burden that cities and counties incur in maintaining the infrastructure essential for utility operations, including roads and public facilities. Revenue from these fees plays a critical role in funding community infrastructure maintenance and enhancing local government fiscal stability.

Franchise fees are typically outlined in a franchise agreement, which is a formal contract between the utility provider and the local government. This agreement specifies the terms and conditions governing the utility's use of public rights-ofway, fostering a collaborative partnership that benefits both parties.

On March 25, 2025, the City Council approved a resolution reaffirming the Solid Waste Franchise Agreement between the City of Hercules and Richmond Sanitary Service, Inc., operating under the name Republic Services. As part of this agreement, it is anticipated that Republic Services has increased its annual payment to the City by approximately $195,000.
 Transient Occupancy Tax (TOT)
TOT, often called the "hotel tax," is a charge levied on individuals who temporarily occupy rental properties. Each guest who stays at these accommodations is mandated to pay 10% of the rental amount set by the property operator. 462
On October 22, 2019, the City entered into a Voluntary Collection Agreement with Airbnb to enhance the process of reporting, collecting, and remitting Transient Occupancy Tax (TOT) to the City.

Furthermore, pursuant to the Development Agreement for the Hercules SelfStorage facility, the City is entitled to receive 10% of Hercules Self-Storage Management LLC's rental income in place of TOT. The City began collecting this revenue in FY 24-25, estimating an annual revenue of approximately $200,000.  Parks & Recreation Program Revenues
Hercules Parks & Recreation is dedicated to providing a diverse and comprehensive range of programs that enhance the well-being of our community.

Our offerings include enriching summer camps, organized sports leagues that promote teamwork and physical fitness, educational classes that foster personal growth, and a variety of cultural events that celebrate our local heritage.

The Parks and Recreation Department faced a significant decline in revenue during the pandemic due to restrictions on program availability and the temporary closure of facilities. Since that period, the department has methodically reopened programs and achieved full recovery. The proposed budget for FY 26-27 forecasts ongoing growth in both program revenues and the diversity of offerings available to the community. This projection suggests a positive trend, reflecting a renewed interest and engagement in recreational activities that foster well-being and social connection within the community.
 Fees for Services
The City establishes fees that reflect the costs associated with the services it provides to the community. These fees are detailed in the City’s Master Fees Schedule, which is subject to periodic review and approval by the City Council.

Individual fees may be adjusted at any time during the fiscal year, provided there is a clear and demonstrable connection to the costs incurred in delivering those services.

On October 10, 2023, the City conducted a comprehensive study of user fees to determine appropriate levels of cost recovery for services that primarily benefit specific individuals or groups, rather than the general public. Following this analysis, the newly established fees were officially adopted on October 24, 2023, thereby ensuring that the fee structure aligns with the value rendered to the community.

II. General Fund Expenditure Projections
The General Fund serves as a fundamental financial resource that monitors the sources and uses of funds, which are largely managed at the City Council's discretion. This fund is dedicated to financing activities, programs, and services that the community considers essential and beneficial.
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Expenditure allocations from the General Fund are meticulously planned and directed toward several key areas. Primarily, these resources are utilized to enhance public safety, thereby ensuring a secure environment for all residents.

Additionally, funding is allocated to the maintenance and improvement of public infrastructure through public works projects, which are critical for the community's connectivity and overall functionality.

Moreover, the General Fund plays a significant role in supporting community development initiatives that contribute to economic growth and the vitality of the area. It also invests in enhancing parks and recreational opportunities, providing residents with valuable spaces for leisure activities and community interaction.

Beyond these initiatives, the General Fund is essential for supporting vital administrative functions, thus ensuring that the City operates efficiently and effectively meets the needs of its citizens.

The accompanying illustration provides a comprehensive overview of General Fund expenditures categorized by program:

According to the assumptions previously established, the ongoing expenditures for the General Fund are projected to increase by 5% in comparison to the budget of the preceding fiscal year. This estimation seeks to guarantee sufficient funding for essential services and responsibilities. A detailed summary of these financial projections can be found in Attachment 2.

Several significant changes have been observed compared to previous fiscal years. Notably, there has been a 6% reduction in General Liability insurance expenses, based on actual figures for FY 24-25. This decrease is attributed to improved loss history, particularly related to a single police incident. Additionally, there has been a sustained increase in funding for the County-administered animal control program, which has risen by $100,000 to help offset the County's additional expenses from prior years.
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III. General Fund Projected Net Annual Results
The General Fund is projected to conclude FY 26-27 with a favorable net operating result of $127,000. Additionally, it is expected to maintain an accumulated operating reserve of $5.4 million. This reserve constitutes 25% of the overall General Fund budget, reflecting our commitment to effective financial management. Such a strong reserve not only demonstrates fiscal discipline but also provides a solid foundation for future planning and strategic initiatives.

IV. General Fund Reserves
General fund reserves, commonly known as rainy-day funds, are a critical component of government financial management, enabling the allocation of resources to address unforeseen expenses or economic downturns. These reserves function as a fundamental financial buffer, enabling governments to respond effectively to unexpected financial demands that fall outside of the regular budgeting process.

Typically utilized for one-time, unanticipated expenditures—such as emergency response efforts or sudden revenue declines—general fund reserves play a significant role in mitigating financial risks. The primary objective of establishing these reserves is to enhance fiscal stability, thereby facilitating the management of unexpected costs while diminishing the potential negative effects of economic uncertainty. By implementing sound strategies for maintaining these reserves, governments can better navigate financial challenges and uphold their commitment to responsible fiscal governance.

The following is a comprehensive overview of the General Fund reserves. It outlines the various categories of reserves and provides the projected ending balance for FY 26-27, offering a clear understanding of the financial landscape and resources available:

Restricted
Section 115 Trust (Pension) $ 2,755,201
Former RDA Project Negative Cash Balance $ 3,400,000
Public Education and Government (PEG) Fees $ 310,000
Designated
Earthquake Insurance Deductible $ 500,000
Partial Repayment of CalHFA Loan $ 2,500,000
Hercules HUB (Local Match Requirement) $ 3,000,000
Capital Improvement Projects (CIP) $ 1,000,000
Reusable Bags $ 13,930
Unrestricted
Economic Uncertainty or Operating Reserve $ 5,406,682
Set-Aside for Programs and Projects $ 1,350,467
Total $ 20,236,280
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Within the general fund, there are three distinct types of reserves:

1. Restricted: These funds are designated for specific purposes and cannot be utilized for general expenditures due to financial, accounting, or legal restrictions.

2. Designated: These funds are earmarked for purposes as determined by a governing body and can be deployed in accordance with their designated objectives.

3. Unrestricted: These funds are available for any purpose and are not subject to any restrictions.

V. General Fund Five-Year Forecast
The Five-Year Forecast offers both a current and long-term financial assessment of revenues, expenditures, fund balances, and operating reserves. Its primary goal is to provide the City Council and the community with an economic outlook while identifying significant issues that may need to be addressed during the annual budget development process.

It’s important to note that a forecast is not a budget. Based on certain assumptions, the Five-Year Forecast serves as a tool that projects future financial conditions. If future deficits are anticipated, the forecast provides an opportunity to take corrective measures to maintain financial stability.

This analysis focuses on the City's General Fund, which is the main operating budget for tax-supported municipal services. Long-range financial forecasting helps the City make informed decisions that enable us to sustain the community's core services. Best practices recommend that the City update this plan annually.

As indicated in Attachment 5, the general fund forecast suggests a potential structural deficit beginning FY 28-29. This term indicates that, according to current projections, expenditure growth is beginning to outpace revenue growth.

While the budget for FY 26-27 appears balanced, the anticipated gap underscores that various structural factors—such as rising pension costs, labor expenses, and contractual obligations—may lead to a small deficit, estimated at less than 1% of total expenditures, if appropriate measures are not taken.

However, it is noteworthy that the City has successfully built a sufficient reserve to manage these projected deficits, offering a financial safeguard for the future. It is projected that the operating reserve will decrease from 25% to 23% by the end of FY 31-32. This anticipated decline may necessitate careful consideration of financial strategies and resource allocation moving forward.

VI. Non-General Fund Programs
Special Revenue funds
Special revenue funds are established to effectively monitor and manage revenues allocated for specific programs or projects. This structured approach 466
enhances transparency and accountability regarding the utilization of these funds. Typically, such revenues are obtained from grants or other designated funding sources that support particular initiatives, including transportation projects, assessment districts, and various specialized programs.

Given the restricted nature of these funding sources, it is essential to maintain a clear distinction in the tracking of revenues and expenditures, separate from the City’s primary operating fund, known as the General Fund. Currently, sufficient funding exists to complete ongoing projects and programs, thereby ensuring the responsible use of resources. However, the initiation of new projects or programs will be contingent upon the availability of future funding sources, necessitating thorough planning and consideration of potential funding opportunities.

The following are funds under the Special Revenue category:
a. Asset Seizure (Fund #101): The City has established a forfeited assets fund designed to manage the financial proceeds obtained from drugrelated assets seized by the police. This fund is essential for accounting for the monetary amounts and property confiscated during law enforcement operations addressing illegal drug activities. The funds will remain in custody until a final court determination is made, ensuring compliance with legal standards. Moreover, these resources are strictly restricted for use in activities pertaining to law enforcement. b. AB 3229 COPS Program (Fund #201): The California State Legislature initiated the Citizens Options for Public Safety (COPS) program, a vital initiative designed to enhance front-line law enforcement services across the state. Each year, the City benefits from approximately $150,000 in funding through this program. These essential funds are seamlessly integrated into the General Fund, providing crucial financial support that helps offset the costs associated with police services. This program plays a significant role in ensuring the safety and security of the community by bolstering the resources available to law enforcement agencies. c. Landscaping and Lighting Assessment Districts (LLADs): This funding is designated specifically for the maintenance of landscaping and lighting, as well as for capital improvements in city parks, along major roadways, and within each of the five Landscaping and Lighting Assessment Districts (LLADs). These districts collectively encompass approximately 8,500 parcels. An annual assessment must be submitted to the county and included on the county tax rolls. To facilitate this process, an engineer's report outlining the budget and assessment amount is required.

It is important to note that the Victoria by the Bay LLAD is expected to continue in deficit. However, the assessment increase approved by voters is projected to address this gap within the next ten years. In addition, the Hercules Village LLAD is currently indicating a structural deficit for the 467
fiscal year and is likely to maintain this deficit annually unless appropriate measures are implemented.
d. Stormwater (Fund #231): Stormwater funds are established to address the costs associated with managing stormwater runoff. This encompasses activities such as regulatory compliance, planning, maintenance, capital improvements, and infrastructure repairs. Typically, these funds are financed through user fees, ensuring that those who benefit from stormwater management services contribute to their expenses. The activities supported by the Stormwater fund are currently exhibiting a favorable trend and are anticipated to continue improving as the years progresses. Staff will persist in monitoring and analyzing the financial health of the fund to ensure adherence to the Clean Water Act and other regulatory requirements.
e. Development Impact Fees (DIF): Under the California Mitigation Fee Act (AB 1600), municipalities and counties may implement Development Impact Fees (DIFs). This legislative framework enables local governments to impose fees on new development projects to support the financing of public infrastructure, facilities, improvements, and community amenities that are proportionate to the development's impacts. These fees play a crucial role in ensuring that the financial responsibilities associated with new developments are equitably distributed and that infrastructure improvements align with the community's needs.

It is important to emphasize that DIFs are not intended to cover operational and maintenance costs, nor can they be utilized to remedy existing capital or infrastructure deficiencies. Their primary aim is to mitigate the effects of new development projects on public facilities and services.

The City DIF funds are divided into specific categories, each of which has a projected available fund balance for FY 26-27:
• Public Facilities (Fund #241): $202,753
• Community Development Tax Fund: $79,564
• Other Development Fee (Fund #243): $80,496
• Police Facilities (Fund #244): $156,088
• Parks & Recreation (Fund #247): $86,710
• Public Benefit Fee (Fund #249): $1,091,960
• Traffic Facilities (Fund #261): $748,541
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f. State Gas Tax (Fund #262): A gas tax fund, or Highway Users Tax Account (HUTA), is a dedicated fund that receives revenue from taxes on gasoline and diesel fuel, which is then used to finance transportationrelated projects like road construction, maintenance, and public transit.

The primary purpose of a gas tax fund is to ensure that the revenue generated from fuel consumption is used to maintain and improve the infrastructure that supports transportation, including roads, bridges, and public transportation systems. The revenue for these funds comes from excise taxes (a tax on the sale of a specific good, in this case, gasoline and diesel fuel) levied on the sale of these fuels. For the FY 26-27, projections indicate that the gas tax fund is expected to generate approximately $770,000, providing vital support for the ongoing development and improvement of transportation.
g. Measure J Street Fund (Fund #263): The Measure J Fund is a dedicated revenue fund established to monitor and manage the income generated from the County's ½-cent sales tax measure. This fund is specifically designated for critical initiatives focused on the maintenance and enhancement of local streets and transportation systems, operating in a manner similar to the Gas Tax. Funds collected through Measure J are reserved exclusively for projects that improve, repair, and preserve the City's transportation infrastructure, ensuring that it remains safe and efficient for all residents. For the FY 26-27, the Measure J Fund is anticipated to generate $495,000 in revenue, underscoring its vital role in supporting the agency's commitment to maintaining and advancing transportation services.
h. SB1 Road Maintenance and Rehabilitation Account (Fund #268):

Senate Bill (SB) 1, Chapter 5, Statutes of 2017, represents a significant advancement in the effort to revitalize California's aging transportation infrastructure. This legislation established the Road Maintenance and Rehabilitation Program (RMRP), a strategic initiative designed to address the significant backlog of maintenance needs affecting the State Highway System and local street networks.

In addition, the bill created the Road Maintenance and Rehabilitation Account (RMRA), a dedicated funding source intended to support essential infrastructure improvements. The funds generated through the RMRA will be distributed to eligible cities and counties according to a specific formula outlined in Streets and Highways Code section 2032(h).

This funding is vital for conducting necessary maintenance, undertaking comprehensive rehabilitation projects, and implementing crucial safety enhancements.

Through the implementation of this program, communities will be better positioned to manage and enhance their transportation infrastructure effectively. This initiative aims to ensure safer, more reliable transportation options for all residents. For FY26-27, the estimated revenue is $736,000. 469
i. Solid Waste and Recycling (Fund #291): The City of Hercules has entered into a Restated Solid Waste Franchise Agreement with Richmond Sanitary Service, Inc., operating as Republic Services, to oversee municipal waste and recycling services. This agreement is set to take effect in the years 2025 and 2026 and aims to improve the overall efficiency and effectiveness of waste management within the community.

A key aspect of this agreement is the introduction of updated rate structures, which will include a 3% increase for specific services. This increase is necessary to address the rising costs associated with postcollection operations, ensuring the continued delivery of high-quality services. Furthermore, the agreement aligns with compliance initiatives related to California's Senate Bill 1383, which focuses on reducing organic waste and enhancing recycling efforts throughout the state.

To facilitate a smooth transition to the new pricing structure, the remaining balance in the waste management fund will be designated as a rate stabilization fund. This allocation is intended to offset the initial rate increase of $243,000 that will be incurred by the City Waste Program, thereby supporting residents during this adjustment period while ensuring the reliability of waste management services.
j. Water Quality Retention Basin (Fund #387): This fund is established to collect revenues generated from the Property Tax Special Assessment associated with the creation of the City of Hercules Community Facilities District No. 2017-01, formed on April 11, 2017. The development projects at Bayfront and Muir Pointe necessitated the construction of a water quality detention basin to manage and mitigate runoff produced by the enhancements made to support these developments. The establishment of this Community Facilities District (CFD) provides a structured funding mechanism to address the ongoing maintenance costs linked to the water quality detention basin, thus ensuring both environmental protection and community health within the district. FY 26-27 projected ending available balance is $440K.
k. Regional Water Quality (Fund #521): This fund accounts for Regional Water Quality. Created by the State Legislature in 1967, the Board protects water quality by setting statewide policy, coordinating, and supporting the Regional Water Board efforts, and reviewing petitions that contest Regional Board actions. There are nine regional water quality control boards that exercise rulemaking and regulatory activities by basins.

FY 26-27 estimated ending available balance is $57K.
l. BART Park & Ride (Fund #266): This fund is designated for the maintenance of BART's park-and-ride facility, ensuring its operational integrity and user satisfaction. BART will finance maintenance expenses through a revolving fund mechanism, thereby preventing the City from incurring any out-of-pocket costs. This approach facilitates consistent upkeep and fosters an efficient transit environment for all commuters. 470
m. General Plan Update Fee and Building Training Fee (Fund #267): A general plan update fee is a fee established by local jurisdictions in California to recover costs associated with preparing, updating, and revising their general plans and related elements. These plans serve as fundamental frameworks for guiding a community's long-term vision. The fees are designed to cover the expenses incurred by local agencies in developing and maintaining these general plans, which are mandated by California law to address various dimensions of community development, including land use, circulation, housing, and more. In addition, the cash balance in the fund has been entirely allocated for the fiscal year 25-26 to facilitate the update of the City's general plan.
n. Successor Housing: On February 27, 2024, the City Council adopted a resolution that designates the City as the Housing Successor to the Hercules Redevelopment Agency. This designation grants the City the authority to manage outstanding loans effectively and access resources within the Housing Funds. These financial assets will be used to cover administrative costs and to support the development of affordable housing, with particular focus on households categorized as extremely low-income to low-income.

Moreover, on January 28, 2025, the City Council approved a resolution to establish a policies and procedures manual for the administration of Hercules Successor Housing loans. This manual is designed to promote consistency and fairness in the management and oversight of approximately 41 collectible loans issued by the former Redevelopment Agency.

Sewer Enterprise Fund
On January 23, 2001, the cities of Hercules and Pinole formalized a joint letter agreement concerning the operation and ownership of the Pinole/Hercules Wastewater Treatment Plant. The City of Hercules holds a fifty percent undivided ownership interest in the plant, while the City of Pinole is responsible for its management and operations. Hercules is responsible for the operation and maintenance of its own wastewater collection system. Furthermore, the City of Pinole is tasked with managing the records and accounts for all transactions related to the wastewater treatment plant.

The City of Hercules operates a collection system that consists of over 60 miles of underground piping and five lift stations. Wastewater collected through this system is treated at the Hercules-Pinole Wastewater Treatment Plant (WWTP), which is operated by the City of Pinole. Hercules maintains a 50% ownership stake in the WWTP.

The City generates approximately $6 million annually in service charges from more than 8,400 connections, with billing processed through the County tax roll.

Additionally, developers are required to pay impact fees to ensure that there is adequate capacity for the wastewater produced by their projects. 471
On July 22, 2025, the City Council adopted a resolution to increase sewer rates. This adjustment, essential to the ongoing improvement and maintenance of the city’s sewer system, will take effect on July 1, 2025, and remain in place until 2029. The rates established by the resolution are as follows:

The Sewer Enterprise Fund is exclusively designated for the operations, maintenance, and capital improvements of the sewer system. Revenues generated from sewer fees are strictly allocated for sewer-related purposes and may not be diverted to non-sewer-related expenditures. For FY 26-27, the proposed operating budget is estimated at $10.3 million, which includes planned capital improvements totaling $3.2 and an annual debt obligation payment of $2.1 million.

Internal Service Funds (ISF)
ISFs are established to account for activities that provide goods or services to other departments within a government, rather than to the general public. The City uses five Internal Service Funds (ISFs). Three of these funds are dedicated to the management of capital replacement and asset management for vehicles, facilities, and technology items. The remaining two ISFs focus on overseeing the City’s Information Technology (IT) Operations and Facilities Maintenance. a. Vehicle Replacement: The City has developed a vehicle replacement cycle plan. This model outlines a schedule for replacing vehicles based on their age and mileage. Some vehicles need to be replaced before reaching their targeted age and mileage thresholds, while others may remain in service longer than planned. Each vehicle is evaluated using these criteria, along with an assessment of maintenance and fuel costs, to determine the optimal time for replacement. For FY 26-27, the police department plans to replace one patrol vehicle and one unmarked administrative vehicle at an estimated cost of $132,000. The projected available balance for future vehicle replacements is noted to be $476,000.
b. Information Technology Operations: The Information Technology Fund is critical in providing the City with a comprehensive range of technologyrelated services. It encompasses components of essential networking and infrastructure technologies, including high-capacity servers and sophisticated switching systems that facilitate efficient data transmission. 2026 2027 2028 2029 2030
Minimum Fixed Charge:

Single-Family Residence [1] $ 625.80 $ 801.40 $ 857.50 $ 908.95 $ 949.85 $ 983.09 Multi-Family Residence (per Dwelling Unit) [1] $ 625.80 $ 690.23 $ 738.55 $ 782.86 $ 818.09 $ 846.72 Senior Living (per Dwelling Unit) [1] [2] $ 427.16 $ 562.37 $ 601.74 $ 637.84 $ 666.54 $ 689.87 Non-Residential Metered (per Business) $ 120.00 $ 335.97 $ 359.49 $ 381.06 $ 398.21 $ 412.14 Volumetric Rates Per 100 Cubic Feet - Non-Residential Metered:

All Flow $ 3.87 $ 7.13 $ 7.63 $ 8.08 $ 8.45 $ 8.74
Notes:

Description Existing
Rates
[1] All residential customers only pay a flat fee per dwelling unit, regardless of usage. [2] Apartments are currently charged the existing "Senior Living" flat fee per dwelling unit only, regardless of usage. Under the proposed rates, starting in FYE 2026, apartments will pay the "Multi-Family Residence" flat fee per dwelling unit only, regardless of usage.

Projected for Fiscal Year Ending June 30,
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The fund strongly emphasizes security and cyber protection, ensuring the safeguarding of digital assets against potential threats.

Additionally, it guarantees reliable internet connectivity, which is vital for departments to access essential online services and resources. The service desk operates as a key support mechanism, addressing and resolving technical issues as they arise.

Furthermore, well-defined disaster recovery plans are implemented to protect critical data and maintain operational continuity in the event of unforeseen circumstances. Collectively, these elements constitute a robust framework of data communication technologies designed to enhance the efficiency and resilience of the City’s technological infrastructure.

For FY 26-27, the proposed IT operating Budget is estimated to be $1.3 million. Resources are from administrative charges to departments based upon their proportional share of program costs.
c. Facilities Maintenance: The fund accounts for Facility Maintenance and provides and manages maintenance and emergency structural repair services for all City facilities. The source of revenue is reimbursement from departments for the cost of providing facility maintenance services.

This interservice fund pays for the maintenance and repair of the City’s facilities which include:
 City Hall (including the Police Department)
 Senior Center
 Library
 Lupin & Hanna Kids Center
 Teen Center
 Community Center
 Ohlone & Foxboro Community Center
Activities include contract janitorial, HVAC, plumbing and other miscellaneous activities; various repairs and improvements performed by City staff, and utilities. FY 26-27 proposed Facilities Maintenance Budget is estimated to be $1.2 million. Resources are from charges to departments based upon their proportional share of program costs using the square footage of the building they occupied.
d. Facility Replacement ISF: This fund is designated to support the major replacement of City buildings and facilities. Currently, there is a considerable backlog of significant maintenance projects, particularly at City Hall and the Police Department.
473
e. IT Equipment Replacement ISF: This fund will be utilized to replace the infrastructure and equipment necessary to support the city’s technological requirements, including servers, switches, and data security systems. A model is currently being developed for the implementation of the IT Master Plan. Presently, expenditures are recorded under IT Operations using a "pay-as-you-go" approach.

The ISF plays a crucial role in financial management by receiving contributions from various operating funds, including the General Fund, Special Revenue Fund, and Sewer Enterprise Fund. These contributions not only support the ongoing operations of the organization but also facilitate future capital replacements.

The utilization of internal service funds allows for a more equitable distribution of costs over the asset's useful life. This budgeting approach is beneficial as it reduces the need for substantial financial allocations in one year followed by smaller ones in subsequent years. Instead, it involves calculating estimates for repairs or replacements in advance, with allocations made from the operating budget into the internal service funds. This proactive strategy ensures that resources are available when needed, promoting efficiency and financial stability.

Debt Service Funds
The Debt Service Fund is responsible for accumulating financial resources to cover the payment of principal, interest, and related costs for general long-term debt, primarily funded by taxes levied by the City. Debt is issued as necessary to support infrastructure improvements.

Below is a summary of the City's long-term debt and the debt service payment obligations for FY 26-27:

CalHFA Loans: The City received loans from CalHFA through the Residential Development Loan Program (RDLP) and the Housing Enabled by Local Partnerships (HELP) to build the Sycamore North project, also known as the Aventine development. The City expected income from leasing the residential units to be enough to repay these loans. However, the actual cost of finishing the project was much higher than the budget set by the City and the Redevelopment Agency. As a result, the project failed and was put up for sale to find a qualified developer who could offer the best deal. Now, the City is responsible for repaying the loans. Debt Description Fund No. Principal Interest Total 2020 Lease Revenue Refunding Bond 672 477,396 85,766 563,162 Taxable Lease Revenue Bonds,
Series 2009 (Bio-RAD Project)
673 325,000 580,796 905,796
Engie Energy Construction Loan 388 158,064 97,545 255,609 Wastewater Revenue Bonds, Series
2021A
Sewer Fund 395,000 161,186 556,186
Public Owned Treatment Works
Construction Loan
Sewer Fund 1,213,515 297,322 1,510,837
Total, Annual Debt Service
Payment
2,568,975 1,222,615 3,791,590
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In 2012, City staff talked to CalHFA and negotiated new loan terms after several meetings. They extended the payment deadline and lowered the interest rate from 3% to 1.5%. The updated loan agreements for CalHFA Loan No. HELP-080604-03 and RDLP-060506-01 were signed on April 11, 2005, and February 15, 2007. These agreements will end on April 11, 2027, and August 15, 2026. The remaining loan balance must be paid in full by the contract expiration dates.

On January 10, 2023, the City Council approved a resolution to allocate funds from the State Local Assistance Funds in accordance with Senate Bill 154 (Skinner), as specified in the Budget Act of 2022. The Council has earmarked $2.5 million for a partial repayment of loans from the California Housing Finance Agency (CalHFA).

At present, the City is engaged in discussions with CalHFA to establish a revised repayment plan for the outstanding loan balance following the application of the $2.5 million payment. The proposed term for this repayment plan is between 5 to 10 years.

The staff has submitted a formal proposal to CalHFA and is currently awaiting the Board's approval. Upon receiving this approval, the staff will provide an update to the Council regarding the proposed repayment terms.

Capital Improvement Projects (CIP)
Each year, the staff prepares and presents a Capital Improvement Program (CIP) budget to the City Council for adoption, alongside the operating budget for the upcoming fiscal year. The CIP budget is established for a single year, while also encompassing projected programming over a ten-year period.

The formulation of the CIP is informed by a variety of sources, including assessments of ongoing projects, active grant applications, requests from the community and the City Council, regulatory mandates, as well as numerous condition reports, studies, and evaluations conducted by work groups. This comprehensive process entails the identification and prioritization of infrastructure needs. The staff diligently balances these requirements with available funding to develop the CIP, prioritizing projects for funding consideration as early as possible within the five-year framework, subject to available financial resources. It is important to note that the demand for projects significantly exceeds the available funding over the ten-year horizon. Therefore, the staff maintains a list of projects that are not recommended for funding, referred to as "unfunded projects," which may be considered in subsequent years. 475
Attachment 7 contains the project list and its corresponding funding sources for FY 26-27, as summarized below.

FISCAL IMPACT:

This report has no direct fiscal impact. Direction provided by the City Council will be incorporated into the FY 26-27 Annual Budget.

ATTACHMENTS:

1. FY 26-27 List of Additional Budget Request

2. FY 26-27 Proposed General Fund - Fund Summaries

3. FY 26-27 Proposed Special Revenue Budget - Fund Summaries

4. FY 26-27 Proposed Sewer Enterprise Budget - Fund Summaries

5. FY 26-27 Proposed Internal Service Budget - Fund Summaries

6. FY 26-27 Proposed Debt Service Budget - Fund Summaries

7. FY 26-27 Proposed Capital Improvement Projects (CIP) Budget and Funding Sources

8. Presentation
Funding Sources Fund No. Amount
General Fund 100 2,650,495
SB1 RMRA 268 260,000
Gas Tax 262 455,000
Measure J 263 225,000
Sewer 420 444,700
MTC/TDA 3 296 150,000
TIRCP 354 1,000,000
5,185,195
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CITY OF HERCULES
FY 26-27 LIST OF ADDITIONAL BUDGET REQUEST
Title Fund
One-Time/
Ongoing
Department Description Justification General Fund Other Funds Total Ongoing costs:

Reallocation of Full-Time
Parking Enforcement Funding
General Fund Ongoing Police The Parking Enforcement Officer has recently resigned from his full-time position, leaving a
vacancy in the department. In response, the
department intends to transition this position to
part-time status. The funds saved from this
reclassification will be reallocated to support the
promotion of a Police Support Specialist to a
Supervisor role and to elevate a Police Officer to the
position of Administrative Sergeant.

The full-time Parking Enforcement Officer has
resigned, creating a vacancy in this position. Staff
will reclassify the role from full-time to part-time
and believe that funds would be better reallocated
to support the creation of an Administrative
Sergeant position and the establishment of a Police
Support Specialist Supervisor position for retention,
recruitment, and succession planning purposes.

Furthermore, as technology, social media, legal
mandates, training requirements, and community
engagement have increased, the need for an
Administrative Sergeant has become more
pressing.

Also, the Police Support Specialist position has long
required supervision to handle records, property,
and evidence effectively, as well as the
responsibilities associated with the Administrative
Specialist role. This new supervisory position will
not only provide backup for all administrative roles
but will also promote opportunities for
advancement to enhance employee retention.
$11,000 $11,000
Full-Time Recreation
Technician - Child Care
General Fund Ongoing Parks & Recreation Conversion of a part-time employee (30 hours per week) to a full-time employee (38 hours per week).

The Childcare Program is developing a sustainability
initiative focused on staffing. Currently, the
department has four part-time employees, each
working 30 hours per week, assigned to the
childcare sites: Hanna, Lupine, Ohlone, and
Preschool. Converting one of these part-time
positions to a full-time role would not only help
preserve valuable institutional knowledge but also
enhance our succession planning efforts.
$21,000 $21,000
Budget Impact
477

CITY OF HERCULES
FY 26-27 LIST OF ADDITIONAL BUDGET REQUEST
Title Fund
One-Time/
Ongoing
Department Description Justification General Fund Other Funds Total Budget Impact
Finance Director Salary
Grade from 056 to 057.

General
Fund/Other
Funds
Ongoing Finance/IT To address the adjustment of the salary grade for the Finance Director position. This revision reflects
the additional responsibility of overseeing the
Information Technology (IT) division and Housing
Successor Loan Administration.

Adjust the salary grade from 056 to 057. The
Finance Director oversees both IT and Housing
Successor Loan Administration. Recently, the
Finance Director completed an IT Strategic Plan
designed to align technology investments with
business goals. This plan evaluates current systems
and outlines initiatives in security, data
management, and digital transformation. It also
includes a SWOT analysis, an action plan, and
budget details. In addition to managing IT, the
Finance Director is responsible for the
administration of the Housing Successor Loan.
$10,000 $10,000 $20,000
Reclassifying an Accounting
Technician to an Accountant
position
General Fud Ongoing Finance Reclassifying an accounting technician as an accountant to perform higher-level, complex
tasks—such as financial analysis, reconciliations,
and month-end closing—along with routine clerical
duties (accounts payable).

Reclassifying an accounting technician position to
an accountant role acknowledges a significant
increase in the complexity, responsibility, and
required knowledge of the position, along with
transactional, day-to-day bookkeeping to
professional-level analysis, reporting, and strategic
financial control. This shift aligns the employee’s
duties with their actual workload, providing better
alignment with organizational needs and ensuring
proper compensation, including succession
planning.
$300 $300
Total, Ongoing Costs $42,300 $10,000 $52,300
One-Time Costs:

Automated External
Defibrillator (AED)
Replacement
General Fund One-time Parks & Recreation Replace 14 units that have been discontinued, specifically those related to pads and batteries that
are no longer in production. This replacement will
entail 9 units for the Parks and Recreation
department and 5 units for the Police Department.

A total of fourteen AED units require replacement.

Although all units are presently in good working
condition, their model has been discontinued, and
there will be no availability of replacement pads or
batteries in the future.
$26,000 $26,000
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CITY OF HERCULES
FY 26-27 LIST OF ADDITIONAL BUDGET REQUEST
Title Fund
One-Time/
Ongoing
Department Description Justification General Fund Other Funds Total Budget Impact
Community Center Oven
Replacement
General Fund One-time Parks & Recreation Replace the Commercial Oven at the Community Swim Center
The oven at the Community Swim Center has
surpassed its expected lifespan, as it is the original
unit installed during the building's construction in
1991. Commercial ovens generally have a life
expectancy of 10 to 20 years, meaning this
appliance has far exceeded its useful period. A
recent malfunction during a December event
prompted an inspection that confirmed the need to
replace the oven for both efficiency and safety
reasons.
$30,000 $30,000
Total, One-Time Costs $56,000 $0 $56,000
Total $98,300 $10,000 $108,300
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GENERAL FUND
480
General Fund
Fund Summary - 100
Fund Description / Budget Highlights
Fund Activity
FY 23-24 FY 24-25 FY 25-26 FY 26-27
Actual Actual Budget Proposed
Revenues
Taxes
Utility User Tax $4,011,166 $4,212,443 $4,202,000 $4,371,000 Sales Tax 5, 5,753,278 5, 852,353 5, 890,000 909,000
Property Taxes 1, 1,658,630 1, 732,725 1, 674,000 724,000 Franchise Fees 972,391 1, 918,508 1, 382,000 396,000
Business Licenses 292,733 298,849 282,000 300,000
Transfer Tax 82,236 90,359 153,000 156,000
Transient Occupancy Tax 29,590 201,833 245,000 251,000
Vehicle License Fee (VLF) and Other
Intergovernmental 2, 2,650,830 2, 708,899 2, 763,000 818,000 Fines & Forefeitures 37,136 34,409 40,000 40,000
Program Revenues
Community Development 224,004 405,978 292,400 192,150
Parks and Recreation 1, 1,648,866 1, 741,983 1, 649,000 742,000 Police 88,348 97,000 144,124 99,000
Public Works 50,454 32,054 31,000 49,000
Other 6,377 13,567 10,000 10,000
Investment Income 1,412,799 1,563,434 991,100 1,200,000 Tower & Property Leases 210,368 316,123 218,000 222,000 Cost allocated to other funds 667,863 791,929 785,968 801,688 Transfers In 156,727 176,556 186,159 251,663
Total, Ongoing Revenues 19,940,792 21,249,130 20,891,627 21,532,501 Expenditures
Police 9, 9,043,290 9, 309,187 635,424 10,263,948
Public Works 432,333 467,392 443,381 549,638
Community Development 1, 719,579 1, 003,801 1, 104,239 036,527 Parks and Recreation 2, 2,673,550 2, 873,344 2, 700,746 853,964 City Council 305,915 332,370 356,144 362,988
City Manager 525,815 555,456 553,611 562,720
Human Resources 465,665 544,989 599,922 617,494
Legal 223,043 206,188 255,000 260,000
City Clerk 339,370 438,872 537,496 554,834
Finance 1, 1,342,588 1, 445,387 1, 458,595 492,218
Workers Comp/General Liability 2, 1,480,421 1, 094,798 1, 757,019 970,399 Non-Department 260,000 284,756 260,000 62,000
Transfers Out (Debt Service
Obligations) 799,213 803,278 806,291 818,771
Total, Ongoing Expenditures 18,610,782 20,359,818 20,467,868 21,405,501 The General Fund is the City of Hercules Chief Operating Fund. This fund is used to account for all revenues and expenditures necessary to carry out basic governmental activities of the City that are not accounted for through other funds. For the City, the General Fund includes such activities as police, planning, engineering, public works, operations and maintenance, and legal and administrative services.
481
General Fund
Fund Summary - 100
Fund Description / Budget Highlights
Fund Activity
FY 23-24 FY 24-25 FY 25-26 FY 26-27
Actual Actual Budget Proposed
The General Fund is the City of Hercules Chief Operating Fund. This fund is used to account for all revenues and expenditures necessary to carry out basic governmental activities of the City that are not accounted for through other funds. For the City, the General Fund includes such activities as police, planning, engineering, public works, operations and maintenance, and legal and administrative services.

Net Annual Activity
Ongoing Operations 1,330,010 889,312 $ 423,759 $ 127,000 One-Time Revenues 731,717 - 916,991 -
One-Time Expenditures (1, (991,639) - 103,771)
Outstanding Encumbrances ( (626,897) 565,165)
Adjusted (Labor Agreements) (103,000)
Annual Surplus (Deficit) $443,191 $137,367 320,759 $ $127,000 Note: CalHFA Loan Balance Payment (1) ($3,750,000)
(1) The remaining balance on the CalHFA loan is now due. There are sufficient reserves available to facilitate the payment Transfer to Reserve (per Council Policy)
Operating Reserve $110,798 $34,342 $80,190 $31,750
Section 115 Trust (Pension) 34,342 110,798 80,190 31,750 Capital Improvement Projetcts 68,683 221,595 63,500 160,379 $443,191 $137,367 $320,759 $127,000
Operating Reserve:

Hercules City CouncilMay 12, 2026

Hercules City Council
May 12, 2026