Friday, November 19, 2010

Olympic Village in Receivership: Now What?

Here is the announcement made by the city on Wednesday:

The City of Vancouver and Millennium agree to receiver

The City of Vancouver and Millennium Southeast False Creek Properties, the company that owns the Millennium Water development, have today negotiated an agreement that will see Ernst & Young Inc. appointed as the receiver for the company. Ernst & Young Inc. will assume control of Millennium Southeast False Creek Properties and the Millennium Water development

Over the past few days, many media outlets and people have been asking me why this happened, and what it means. Since I am not a lawyer or accountant, I must confess that I do not fully understand what exactly has been agreed upon, or why. Furthermore, I think it is easy to misunderstand what is really happening, and what might happen. However, here are a few questions and answers, along with some specific recommendations for the city. I would encourage those who have a better understanding of the situation to correct me where I am wrong.

Why have there been so few sales since the sales program started last spring?

I think there are a number of reasons why the sales program was so unsuccessful. For one thing, the prices were too high. Who set the prices at this level? The developer and Rennie, in conjunction with the city in its capacity as the lender. Why were the prices so high? Presumably to recover the increased construction and development costs and generate enough revenue to pay off the city loan and make some profit for the developer.

Another reason for the poor sales was the 'ghost town' feeling. This is a challenge faced by many new communities including the first phase redevelopment of South Shore False Creek and St. Lawrence in the 70's, and more recently, the first phases of UniverCity at SFU.

What is particularly odd in this case is the status of the 252 city developed 'social housing' and rental housing units. These units were completed prior to the Olympics, and could have been occupied as soon as the Olympics were over.

While I suggested last November that the city should sell, rather than keep these units, at that time city staff and members of Council essentially agreed to keep the units, rather than sell them.

However, rather than select the operator last November, as they were urged to do, the City chose to wait until late summer before issuing a Proposal Call to select non-profit owners and managers. As we now know, given the city's business terms and other considerations, only three proposals were received, and all were rightly rejected by the Province. Now, you might ask why was the province involved. It was involved since it was being asked by the city to guarantee the loans the non-profit operators required to purchase the projects from the city.

While many want to blame the Campbell and Sullivan administrations for the current situation facing the Village, one thing is undeniable. It was this administration that allowed these units to remain empty for almost nine months. And the fact that they were empty contributed to the 'ghost town' feeling and project controversy that most definitely affected sales. The uncertainty as to who would manage and live in the social housing units was also a factor affecting sales.

While some people want to blame the province for allowing these units to remain empty, I think this is ridiculous. The city owned the units and it should have put arrangements in place to ensure they were occupied as soon as the Olympics were over.

Bob Rennie claims to have been trying to get the city to allow him to reduce prices for the past four months, but the city would not let him. Why?

The city did not allow the Rennie Marketing campaign to proceed because if the units were sold at the lower prices being proposed, Millennium would not receive enough money from the sales proceeds to pay off the city’s loan and outstanding land payment. For this reason, the city wanted the developer to put up additional equity to secure the loan and land payment. The developer was not prepared to do this.

Now, some might ask why would the developer and Rennie even propose a sales program that would not generate enough money to pay off the loans…and expect the city to accept it (as lender). One explanation is that they did not expect all the units to be sold at the lower prices. Rather, the reduced prices would be used to resurrect the sales program, and start to create ‘momentum’ in the sales.

Why did the city and developer agree to the appointment of a receiver?

Some city officials have been saying in confidence that this development has been in a 'soft receivership' for some time. However, given the poor condominium sales, it was increasingly evident that the developer would not be able to meet his next loan payments. While he did try to sell the 119 rental units that he owned, there were no buyers at the price being asked. While he could have sold the retail spaces, their value was less certain given the current situation. With few residents, there was only one commercial tenant (Canada Trust) and uncertainty as to when the others might move in. Furthermore, not all the space was leased.

If the developer did not pay up, the city would have had the right to go to court and this would have set in motion what may well have been a very unfortunate chain of events, no doubt involving lawsuits from both sides. This could have further delayed any sales activity. I don't think either side really wanted a lawsuit, especially since the city's very substantial control and decision making related to the project would have been exposed for all to see. While an extensive legal process might have allowed the city to recover more cash and assets from the developer to offset its potential losses, on balance the parties agreed it was best to reach a more amicable settlement.

Frankly, I think this was the right thing to do. Just as I hate family divorces that result in significant legal fees and ill-feeling, I would not have liked to see an extended legal battle between the city and the Maleks, who I like and believe to be very genuine in their desire to create good communities. There is no doubt that both sides were to blame for the current situation. What I will be interested to know, however, is just what additional monies and properties did the city get in return for effectively forgiving the outstanding land payment of $171 million, and allowing the developer to walk away from its other obligations.

What is the financial condition of the project?

None of us know for certain the value of the unsold condominiums, the rental building and the retail space. However, Rob Macdonald did put forth his estimate of values in his October 16, 2010 Op-Ed article in the Vancouver Sun. The full article was posted on this blog on October 16 , but here is his assessment of the situation:

So what is the real financial condition of this project? The value of the market condos after paying sales commissions, marketing costs and further interest charges is about $500 million. In addition, the extra residential rental tower and the commercial space in the project are together worth about $70 million, so the total net asset value is about $570 million.

The city now owes about $530 million on its debt, so the surplus of about $40 million could be applied to the remaining purchase price for the land on which the developer purportedly still owes the city $170 million.

So now what will the city do?

Ironically, we may now see the city do the same thing with Rennie, that the Maleks wanted to do…lower prices to get the sales underway, and then increase prices as there is more interest and confidence in the project.

However, there are other options. The city could sell some of the units as a block to another developer, who would then undertake their sale. While this might not seem like a viable way to recover the costs, since the units would be sold ‘wholesale’ rather than ‘retail’, it might be worthwhile exploring, especially since there may be some international buyers willing to buy a block of units at prices much higher than what a local developer might pay.

When I was in Shanghai this past summer, there was considerable interest in how one might buy some of the Olympic Village units. While I am sure some local politicians and officials would cringe at the thought of marketing the project overseas, as Roger Bayley, one of the project designers has very publicly noted, the project is held in much higher regard around the world than it is here, at the moment.

Renting vs. Selling?

Both Rennie and the city have indicated that they might not sell all the units. Rather, they may well chose to rent some of them, until market conditions improve, in order to bring life to the community. This will have pros and cons. One of the pros is that it might help populate the community, and reduce the ‘ghost town’ feeling. And indeed, it could well be that in time the units will sell for considerably more than at current prices.

However, while I do not know all the numbers, the market rents that might be achieved will not cover the financing costs, strata fees and property taxes for these apartments…especially the more expensive apartments. Indeed, in some cases the rents may only cover 1/3 to 1/2 of the costs, (and this assumes that the city has a very attractive borrowing rate, and the operating costs for these very energy efficient units will be lower than normal.) The city will also be losing property taxes from the community, and potentially upset some of the people who have already bought, since they did not expect to be living in a community nwith a large rental component.

Furthermore, one should not underestimate the challenges of renting these units at acceptable rent levels. My understanding is that not all of the 119 Millennium rental units are yet leased (at rental rates averaging $2.40 a square foot), and we now have another 126 city owned rental units coming to market.

Should these 126 city owned rental units now be sold? Of course they should be, so that we can offset some of our losses. However, the city is now in the process of negotiating with the Coop Housing Foundation to convert some into a coop. Some may ask why I think they would they sell when the expensive condos have not? Because they could be sold at $600 a foot, while other units are currently priced at twice this price. As Rennie boasted yesterday, he has sold over 400 units on a site adjacent to the Olympic Village, at very similar prices. (Yes, these are pre-sales, but I am convinced the OV rental and yes, Social Housing units could have been sold as finished product, if brought to market.) Maybe the receiver can convince the city to reconsider this option once it realizes just how much money we could lose.


I expect that the receiver, in consultation with the city and Rennie will start ‘crunching the numbers’ to determine which units should be sold, and at what prices, and which should be rented. Presumably they will also consider 'block sales' to other local or international developers.

While I know that neither the city nor Rennie were particularly impressed with my previous suggestions as to how best increase revenues, I do have a few more suggestions which I hope will be considered.

In addition to may be time to change the name from Millennium Water to something else, and repositioning the marketing materials...I would also redo some of the display suites which, to my mind, were more about showing off the designers than showing off the suites. Many of the 'look at me' furnishings are too large for the rooms, something any of the city's many fine apartment stagers can attest to. Here are three more ideas:

1. Increase the value of Millennium's 119 unit Rental Housing Apartments

Over the past few months, Millennium has preparing to sell its 119 rental housing units to another investor. The city could increase the value of these units by allowing them to be 'strata-titled' now, and sold-off after a predetermined date. Say five or ten years. SFU did the same thing with the Cornerstone Rental units at UniverCity, with considerable success.

This could add tens of millions of dollars in value, without affecting the current lease up program, since few, if any renters are expecting to be in these units for 10 years.

2. Offer Innovative and Creative Financing Programs: Rent to Own, Shared Equity, Shared Ownership, etc.

I do not think the city should be renting out too many more units. On the contrary, more owner-occupiers will benefit the community character and the value of the other condominium homes.

While we tend to think in terms of buying or renting, there are many 'hybrid' forms of tenure elsewhere in the world, especially in the UK and US. These programs often allow people to purchase homes that they might not otherwise be able to afford through 'shared ownership'. While such programs may not be appropriate for the very high priced units, they could be effective for the lower priced units. Furthermore, when properly structured, these arrangements need not cost the partnering agency money.

In this case, while the prices may be lower in the beginning, the city would recover the balance of the purchase price over time. And the city does have a long term horizon. While I generally prefer to avoid programs that depend on price appreciation, in this case, given the nature of the area, I think it is reasonable to assume that values will increase over time.

From Wikipedia:

Equity sharing, also known as shared ownership or in the US as housing equity partnership (HEP), allows a person to purchase a share in their home even if they cannot afford a mortgage on the whole of the current value. It is generally used in affordable housing, providing a "third way" of land tenure between home ownership and renting.

There are various detailed methods to implement equity sharing, and it is implemented in over a hundred community land trusts in the United States. The remaining equity share may be held by the housebuilder or by a landlord such as a housing association. In some models the resident pays rent on that share.

3. Enliven the Community

As I wrote in previous posts, and reported by Jeff Lee in the Vancouver Sun, in order to accelerate sales there is a need to create more community life. This means more than just filling up units. It is necessary to get more retailers in place, if only on an interim basis, to provide services and activity. For example, there are no cafes or places to eat at the moment. Why not set up businesses in the vacant spaces? I'm told that the Salt Building was going to be a pub, but the tenant has decided not to proceed. If this is true, why not set up a temporary pub operation in the large space, until a permanent tenant is ready to lease and undertake costly improvements?

The city also needs to carry out some repairs and improvements. Unfortunately, a vehicle has driven into one of the columns ourside of a future retail space, breaking the pre-cast panels. This and other deficiencies need to be repaired right away. The city should also finish off the landscaping it was planning to do. It should also remove the gravel areas along First Avenue and ugly chain link fencing surrounding its social housing/rental projects. Now that the Hornby Bicycle Lane is almost finished, those crews should be mandated to upgrade the grounds around the Olympic Village with a similar level of diligence and haste. Other landscaping needs upgrading and improving. Much could be done to improve the general look of the neighbourhood.

The city should also start planning a program of festivals, sustainability fairs, and other events to bring people down to the area. We could start with a Christmas Tree lighting ceremony and other similar activities. While I know the sales program may not start until February, let's not put this off too long. If nothing else, the city owes it to those residents who have moved in to see a better community environment.

And finally, the city should instruct its traffic wardens never to ticket and tow cars parked in front of the presentation centre ever again. This is not good for sales!

I hope this is helpful.


victor said...

Michael, what has been odd over the past year is the unusual lack of salesmanship of the Rennie Group.
The office has been closed on Fridays. Only one sales person on hand when it was open. A very slow response from the email address provided. And an astoundingly slow followup to enquiries made of the on site sales office.
I cannot think that there was something else in play here.

michael geller said...

While it is customary for project sales offices to be closed on Fridays, I too found it odd that this particular sales centre was closed, especially when the project was front page news, and many people were coming down to the site hoping to take a look. A Global TV crew commented on this as well, on air.

I'll leave it to others to comment on your other concerns. However, there's no doubt in my mind that the city has been planning to take this project back for some time. It was just a matter of when.

Jamie Lee Hamilton said...

Thanks Michael for sharing your Ideas!

Unknown said...

Excellent analysis of the predicament and its causes, Michael. I hope that those in a position to act on your suggestions will give them the consideration they deserve.

Anonymous said...

As always, thought provoking analysis. However, I think that converting the units to rental will trigger 12% HST (net of any applicable rebates) on the whole building immediately. I doubt that the receiver would recommend a negative cash flow situation to the City.

Michael Geller said...

Anonymous, your point re: the HST is very interesting, and not something I thought about. Hopefully the receiver and Penny Ballem are reading this. I'll be curious to know if they agree with your assessment and whether have consdered this. 12% on an average cost base around $1 million per unit is a lot of money!

Anonymous said...

Renting out the units is a deemed sale in the eyes of CRA and definitely triggers the payment of HST. Also, selling condos at a later date that have been lived in, diminishes their value in the eyes of buyers. No homeowner wants to brag to friends that they just bought a condo that was rented out.

I suspect the city is in denial. As long as they can delay the inevitable of lowering prices, they can beat their chests proud that they have not lost any money.

They can wait 2 years to sell these units but what if prices are 10% lower in 2 years time? They just kissed $80 million goodbye for no good reason.

The city has lost $150 million on this transaction and the sooner they accept this fact,the better off everyone will be.

Greed got them into this mess and stupidity will only make it worse.

It is a nice project in an up and coming area that some day will be very nice. Make the appropriate adjustments to the price and sell the project out.

If these units were price at market, people would be lined up, as they are across the street at the Wall project.

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