Webinar: How is CPACE filling the gaps in the capital stack for real estate developers and owners.

Innovative Capital for Innovative Developers Description:

Commercial Property Assessed Clean Energy (CPACE) financing is a hot topic among developers as it has the capacity to replace expensive equity and mezzanine in the capital stack and improve developers’ WACC.

In this 30-minute webinar, CleanFund – the nation’s largest direct commercial PACE lender will explain:

• What is CPACE?

• CPACE terms, structure and how it improves the WACC

• Representative CPACE development projects and types of projects CPACE is best for

• How CPACE works with the senior lender and why lenders consent to CPACE

Innovative Capital for Innovative Developers

Description: Property Assessed Clean Energy (PACE) is a hot topic among developers as it has the capacity to replace expensive equity and mezz in the capital stack and improve developers’ WACC.

In this 30-minute webinar, CleanFund – the nation’s largest direct commercial PACE lender will explain:

• What is PACE?

• PACE terms, structure and how it improves the WACC

• Representative PACE development projects and types of projects PACE is best for

• How PACE works with the senior lender and why lenders are consenting to PACE

0:02
hello and welcome to commercial pace filling gaps in the capital stack my
 
0:07
name is Joshua Kagan and I'm the managing director at clean fund I want to thank our media partner connect media
 
0:13
and our developer partner II can development group for their support on today's webinar these slides are going
 
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to be made available after today's today's webinar so no need to frantically screengrab additionally we
 
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want this webinar to be as interactive as possible so feel free to type in a question and we will do our best to get
 
0:30
to it at the end note that I will be using the moniker C pace to stand for
 
0:36
pace today the C is in reference to commercial pace
 
0:43
so my goals for this webinar are threefold the first is for you to walk away with an understanding of where pace
 
0:49
fits into a development or redevelopment capital stack the second is for you to walk away understanding how pace can
 
0:56
improve a projects weighted average cost of capital by 100 200 basis points increasing project returns by
 
1:03
potentially millions of dollars and third for you to understand the specific steps involved in identifying and
 
1:10
closing identifying a pace opportunity in closing the project so the fat I will
 
1:17
move to our agenda which is we will quickly go through some introductions followed by an explanation of what C
 
1:23
pace is and where it fits in the capital stack we'll go over a couple real-world applications of C pace improving project
 
1:30
returns we'll walk through these steps and identifying and closing a pace project and then we'll move to your
 
1:35
questions so for brief introduction as I said earlier my name is Joshua Keegan
 
1:40
and I'm managing director at clean font I work with owners sponsors developers to structure a creative pace
 
1:47
transactions I've been a clean fund for four years I came as employee number six
 
1:52
and I've closed more than a dozen deals previous to this I ran the global energy efficiency
 
1:59
finance division of Richard Branson's carbon war room and previous to that I was with Atlas Capital a clean tech
 
2:05
venture capital firm joining us today as well is Jason bass who's the director of
2:12
finance for ekn group jason has spent more than 25 years in commercial real estate he's a deal guy and an absolute expert
 
2:19
when it comes to financial analysis structuring and development so who is
2:25
clean front clean fun we were founded in 2009 and from day one the only thing
 
2:31
we've ever done is commercial pace our one of our founders Craig Hill was the financial adviser to the City of
2:37
Berkeley when Berkeley created me the nation's first pays program so deep DNA in pace we're a direct lender we're not
2:45
a broker we've we're the oldest standalone C pace company and we funded more than 80 projects which is more than
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anyone in the country a couple months ago we fit we did the industry's first 144a
2:58
securitization of 120 million dollars of our projects we funded in the last year so as I said we're a direct lender were
3:04
backed by a very large private equity company a large insurance company a large asset management company so what
3:12
problems does IPE solve well our clients are telling us that we are in the later
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stages of the cycle right now and projects are experiencing labor costs
3:24
increases and material costs increases and there's cost overruns and lend
3:29
senior lenders are unwilling to provide more debt than what was perhaps originally prescribed and so our clients
3:37
are faced with having to raise pref equity which can cost on the high teens or low 20s or mez which can be somewhere
3:45
in the sort of nine to fifteen percent range our clients are also telling us that allocations for things like eb-5
3:52
and and new market tax credits are either drying up or are being delayed so
3:57
there's gaps in the capital stack that need to be filled and that's perhaps where pace can come in so what is ce
4:04
pace and how does it potentially address these these problems so CPA stands for
4:09
commercial property assessed clean energy it's a financing mechanism that enables a borrower to source capital and in
4:16
return for this cap for a capital for energy efficiency water efficiency renewable energy or in California
4:22
seismic projects in Florida storm resiliency projects and in return for
4:27
this capita our clients agree to put a special assessment on their property taxes I should say that you know many of
4:33
our clients aren't trying to create the world's greenest buildings and ask us well will will they still qualify for
4:38
pace and it's very likely that in a development project you're gonna spend dollars on pace eligible items whether
4:44
you're aware of it or not things like windows and lights and the roof and mechanical equipment I'll kind of go
4:50
into that a bit later so as I said earlier our repayment occurs from from a
4:55
property assessment and this isn't actually really anything new for a hundred years in our country we've been
5:01
using property assessments to pay for infrastructure whether it's things like paving the sidewalk or the local fire
5:07
department building or the local book school or mosquito abatement pace is just another assessment that gets
5:13
recorded on the property tax there's a couple innovations here that kind of make it make it interesting from a
5:19
financing perspective the first is if our clients ever sell their buildings they never have to repay us because the
5:25
obligation stays with the property tax the second is if our clients have triple net leases they can potentially pass
5:31
this assessment on to their tenants and some of our hospitality clients have come to the conclusion that since pace
5:38
has repaid from property taxes that they can put a line item on the checkout bill of their lodgers that says energy
5:44
assessment tax and past some of the page repayment on to their lodgers a third
5:50
innovation is that since this is repayment from property taxes this is a very secure form of lending for clean
5:57
fund and we can do things that traditional lenders can't do like 30
6:03
year terms that are fixed-rate and fully non recourse so where does pace exist
6:10
pace has to be enabled at the state level a state government has to create
6:16
an abling legislation and then counties and cities opt into it thus far 35
6:22
states in the District of Columbia have passed enabling legislation and 20 states have up and running programs I
6:28
should say that pace is rolling out across the whole country so in the last
6:33
couple months Delaware Pennsylvania Illinois Nevada etc have all passed the naming legislation in the coming months
6:40
we expect New Jersey to pass it in 2019 we expect Chicago Manhattan
6:45
Massachusetts etc to launch their pace programs so what is pace eligible what
6:53
type of assets are eligible and what were the measures that are eligible so in general clean fund can finance any
7:00
type of commercial building and it's you know hotels its office retail it's kind
7:07
of the main food groups as well as kind of more specialty assets what we can't finance is government buildings and the
7:15
reason being that governments don't pay property taxes we can do multifamily as long as it's five units or more we can't
7:22
do buildings that major environmental issues like a gas station or a mine so what are the
7:30
eligible improvements well as I alluded to earlier the buckets are energy efficiency water efficiency renewable
7:36
energy storm strengthening in Florida seismic retrofits in California and
7:42
Portland so energy efficiency could be lights windows envelope insulation
7:49
mechanical equipment electrical equipment elevators roof etc water
7:55
efficiency could relate to pumps low-flow fixtures irrigation
8:00
renewables solar storage etc and we can
8:06
help you go through a budget and identify what might be pace eligible but I'll come to that later so when should
8:13
owners or developers consider C pace well there's a lot of different applications for our capital one of them
8:19
could be a simple retrofit for instance we closed a project last month in Denver at the petroleum building which was in
8:25
downtown Denver and our client had was facing end of use end of life of a million dollar of a chiller that needed
8:32
a million bucks to replace it with a new one and that was a simple retrofit that we were able to finance we do value at
8:39
acquisition projects for instance we we closed a project a couple years ago and in San Francisco with Cypress developers
8:47
where it's called 644 Broadway where our client was taking a three-story office
8:52
building and transitioning and transforming it into basically the chinese-food version of Eataly it's
8:57
called the China Live building now our capital is being used for 10 improvement
9:02
projects as well as for new construction and redevelopment and we're going to go
9:08
into a couple state case studies are on that and with that I will turn it over to Jason bass Thank You Joshua and I
9:16
appreciate the opportunity to speak today we just closed on our first pace
9:21
loan now I think it's been about a month over a month and Rochester Minnesota by
9:27
the Mayo Clinic and very excited about the prospects for patient are looking at
9:33
several of our other development deals to do CPAs financing with with clean fund on
9:39
the Holiday Inn project specifically in Rochester is the one that I'm going to speak to today again we closed a two and
9:45
a half million dollar C pace loan on that deal we acquired the property back in March of this year it's pretty pretty
9:54
rundown tired Holliday in 173 rooms and we are in the process of converting that
10:00
hotel to a Hotel Indigo we closed the doors of the property in early September
10:06
of this year and we're looking about a ten month timeline to to get to the doors open for the Indigo but the pace
10:14
really came in handy on this deal it was a complicated deal the hotel itself is
10:20
within a larger HOA in the building there's some residences above the hotel there's some ground floor office
10:26
occupancies that are separate from the hotel and there were a lot of issues
10:31
with the ability in terms of the energy efficiency in terms of the various systems etc so there were a lot of
10:37
elements that are coming into play with the redevelopment associated with with
10:42
you know energy efficiency water efficiency etc and trying to get that
10:47
the right leverage with our senior lender was proving very tricky so being able to layer behind
10:53
well technically in front of but effectively behind that senior loan that
10:59
two and a half million dollar C pace financing really made the economic summoned you know deal pop for us and
11:05
took a lot of pressure off of us on the equity side so everything that Joshua said earlier
11:10
in terms of how Hays can be used to bring down your way to cost a capital how paise can be used to avoid expensive
11:17
you know prep equity or mess debt it often is really hard to work with the
11:22
senior lender on pace is a nice non-recourse you know vehicle and the
11:28
beauty of it being on the property tax bill is that the senior lender does not give up any kind of subordination so the
11:37
senior lender remains in a senior position even though effectively the pace loan is paid out of the property tax bill as part of your you know
11:43
through your assessment the pace lender in this case clean fund doesn't have any direct
11:49
ability or claim to attach to the property if for non-payment of the of
11:56
the property tax bill it can only make a claim on the current property tax bill so education of senior lenders I know
12:02
has proven a process and now there are a lot of senior lenders out there to understand pace and are comfortable with
12:08
bringing it in because they don't feel that it puts them in a subordinate position but it was it was a great
12:14
process working with with clean fund going through all the elements there's a lot to know about each state's specific
12:20
pace legislation and rules that's something that I learned going through the process Minnesota has
12:26
its own set of regs and processes California has very different ones so it's very important as the borrower to
12:33
work very closely with clean fund and really understand the nuances on a state-by-state basis we have projects in
12:39
California Minnesota up in Washington State we're actually exploring a project in Alaska now and they just approved C
12:46
pace about a year ago and we're trying to figure out how we do it there as well but but so far I haven't really seen any
12:53
issues or challenges with bringing the finance union and it's a great way especially in this challenging senior
12:58
lending environment to really you know increase leverage and in a very constructive way and on a non-recourse
13:04
basis so it's been great thank you so much Jason really appreciate the
13:11
overview and your partnership it's been awesome working with you and looking forward to doing more projects together
13:16
absolutely great so I'm going to turn it over to one other quick project because
13:23
I think this also exemplifies the power pace it's a different application of pace on this one our client al Tara
13:31
international they purchased an old historic warehouse building in in Dallas
13:37
and it was a five hundred thousand square foot building and they wanted to reposition it into 270 key hotel and 250
13:44
apartments and they needed 120 million dollars of capital and it was it was kind of a complicated capital stack that
13:50
was debt equity mez historic tax credits new markets tax credits eb-5 I'm sure
13:56
some of you on this call have done these kind of deals before and we we looked through the construction budget and we
14:02
were able to find twenty four million dollars of pace eligible items the the windows the roof the LEDs etc and we
14:10
were able to write a check for twenty four million dollars at six point one four six point one five percent repaid
14:16
over 20 years and the result of that is we took out 15% mez money and in doing
14:23
so we brought our clients weighted average cost of capital from nine point three percent to seven point four six
14:30
percent we brought it down 160 basis points and is gonna literally save our
14:36
client more than a million dollars a year this this is the power of pace
14:43
right here so you might be asking yourself well how do I determine if my
14:50
project will qualify for pace and the way to do it is you know it's pretty
14:56
simple send me an email Joshua dot Kagan at clean fund with the following information let us know the
15:02
property address so we can determine is in a pace eligible area or as pace gonna
15:07
be there in the coming months we have relationships with every single pace program administrator in the United
15:13
States we have a good sense of where pace is being adopted and as I said earlier it's rolling out across the
15:18
whole country let us know is it a new construction or a retrofit project what kind of asset class is it kind of
15:26
what are your sources and uses in a construction budget and what you think the value at completion is from there
15:32
we'll turn around with a term sheet and assuming we come to agreement on terms
15:38
we will move to an LOI so upon execution the LOI what are the steps to closing well it's
15:45
pretty simple there's there's pretty much three steps the first is we're gonna work with a construction lender to
15:51
get their consent Jason Jason alluded to to this step since pace is an assessment
15:59
we are paid with probably where we paid from property taxes and one implication is that in a work out situation property
16:05
taxes get paid ahead of debt and by statute we have to get the consent of the senior lender and many of you might
16:12
have heard that this is a challenge with working with pace and this isn't in tot this topic is an important one and I'm
16:18
gonna address it in more detail in a few slides around the specific mechanics of how we get consent and why we're getting
16:24
consent as often as we are so just hold that for now but know that as soon as we
16:29
issue an LOI our next step is to get lender consent we're gonna get C pace program approval and then I should say
16:36
that there's these pace admin the pay's administrators who are there who are an outsource function of the government
16:41
they're there to prevent abuses they're there to make sure that we're financing you know windows and lights and not
16:47
tables and rugs and again we have a great relationship with all over around the country we know how to do it the
16:53
third thing we do is we underwrite the transaction and we understand that you
16:58
know we're repaid from property taxes and that's what we need to underwrite to so we need on a right to the property
17:04
and we're not we're less concerned about the net worth our borrowers and more about the fundamentals of the actual
17:10
property and then we close and closing consists of our funds being wired into
17:15
an escrow account and getting dispersed based upon milestone payments usually para pursue with the senior lender I
17:22
should say you know upfront that pace dollars can only be used on pace eligible items and those items tend to
17:29
occur when a building as after buildings finished its horizontal work and it's
17:34
gone vertical things like you know the window the lights and the envelope etc what are
17:41
our typical terms you know we can sort of strike zone is somewhere between
17:47
500,000 and 200 million we can go below 500 thousand although those projects
17:52
tend to get expensive for our borrowers because of some of the fixed fees involved and we can go above 200 million
17:58
other 200 million is the largest term sheet we've ever put out our terms are
18:03
10 to 30 years fixed-rate fully non-recourse there's no covenants or
18:09
guarantees required at all we can do in general 20 percent of the as complete
18:15
value which tends to correspond to 20 percent of the soft and hard costs and we can do a combined 95 percent pace
18:23
plus debt leans value although on a new construction project you know senior lenders aren't gonna go
18:30
up to 95 percent the maximum I think we've seen is eighty percent combined lean-to value we we really look at
18:37
ourselves as the quarterback of the pace process we're here to make this simple easy and efficient for everyone involved
18:43
and that's why we we like to handle the lender consent process as well as the pace program approval process so as I as
18:52
I mentioned earlier getting lender consent is one of the steps in the process so you might ask yourself you
18:58
know how will my lender view pace and the reality is that pace is an assessment it's an assessment that gets
19:06
repaid from property taxes and like any other assessment and this is this is a
19:12
very very important point if there's kind of one thing to take away from this this webinar it might be this and that
19:17
is paced like any other assessment that goes on a property tax bill for 30 years or 50 years or even 70 years in a
19:25
workout situation under no circumstances can accelerate the amount that's ever
19:31
ahead of the senior debt is really this year's property taxes so consent
19:39
ultimately comes down to the project specific cash flows in the NOI and debt service coverage once the
19:47
lender understands that see pace does not accelerate so I'll give you an example we're
19:52
working on a project in the Bay Area right now it's a very large multifamily project and our client needs 180 million
19:59
dollars of capital they have a lender who's going to give a hundred and ten million dollars a day which is like 60
20:04
to 61 percent LTV they wanted thirty million dollars at pace their current
20:11
without pays their current debt service coverage is a 1.5 3 with 30 million of
20:17
pace-it brought down the debt service coverage below 1 and the senior lender said they won't go below 1.2 so we right
20:24
size the project and got it down to 20 million which has brought the combined lien devalue pays plus debt to value at
20:32
272 percent so we worked with the lender to get them comfortable and right-sized
20:38
it from 30 million to 20 million and replacing 20 million of pref equity with
20:44
a you know 20% return threshold with 6.25% pace is going to save our client
20:49
more than 2 million dollars a year so occasionally our clients come across
20:56
borrowers who are completely ops are Iike lenders who are completely obstinate or ideologically opposed to
21:03
pace that that happens and that can you know that can happen and that's why it's my pleasure today to announce for the
21:10
first time the launch of clean funds debt service sorry debt Capital Markets Group or the only CPAs team with
21:18
full-time employees actively partnering with peace friendly lenders should be noted that two of clean funds largest
21:24
investors are two of the seven largest construction lenders the United States and we have an active network of local
21:33
regional and national lenders who were bringing deals to you so if you come
21:38
across a lender who seems just completely difficult to work with let us help you find one who is more pace
21:45
friendly so in conclusion clean fund we were founded in 2009 we funded more
21:52
commercial pace projects than anyone in the country we had 40% market share in 2017 our financial technology see pace
21:59
can replace pref equity mez or expensive debt if you give debt from debt fund in the capital stack and
22:07
in doing so we can improve lack or weighted average cost of capital and sponsor returns by between 100 and 200
22:14
basis points and potentially increasing your returns by millions of dollars and
22:20
with that I will turn it over to your questions and I see that there are some questions that already been posted and
22:26
if you have questions feel free to type them in and the first question asked you
22:34
mentioned you can't do pace on government buildings so how can you do pace on other tax exempt entities so how
22:42
does a hospital who's a tax-exempt pay pay this so how does this occur and this
22:48
individual might be referencing the Seton medical project we did so you can see Medical Center project we did last
22:54
year which was the largest project in pace history was a 40 million dollar seismic retrofit of a hospital in San
23:01
Bruno San Bruno California so you're right governments don't pay property
23:07
taxes they can't qualify for pace but not-for-profits they don't pay property
23:12
taxes but they can and are able to pay property assessments so that's how we're able to do hospitals and community
23:20
centers and all kinds of other not-for-profits another question is does
23:29
si pace only work when the capital stack is being reset as a new construction or an acquisition financing or do you have
23:36
success working with existing lenders so we absolutely you know pace can be used
23:42
for stabilized assets as well as for new construction and we have a great track
23:48
record of getting consent from existing lenders there's there's a number of reasons why lenders give consent they
23:55
want to maintain good relations existing lenders want to maintain good relationships with their borrowers
24:02
oftentimes on a retrofit project we're bringing down operating costs we're reducing with pace we're reducing energy
24:09
costs and potentially maintenance costs which can offset the increased payment that's sure that's clearly the case on a
24:16
lot of solar projects we're working so great record in terms of getting the consent of existing mortgage holders one
24:23
challenge is around CMBS servicers although we have gotten consent from Ellen R and C W and some others there's
24:31
just a lot of time and energy that goes into finding the right servicer and
24:36
explaining to them and etc so those tend to be more of a challenge than than existing then you know bank lenders or
24:42
private lenders or things like that let's see another question how do you
24:48
work with finance brokers we work with brokers every day and we there's a lot
24:56
of ways we can work with them we can you know honor on our fees brokerage fees
25:02
that are in place etc so when you contact me afterwards we can go and more
25:07
granularity all right a lot of questions coming in at once so let me just pause
25:13
so one question is prepayment allowed and if so under what terms partial and
25:20
full prepayment is allowed at any time and it's a percentage of outstanding principle I should say that our Terms
25:26
are flexible and intended to match the business plan of our clients so for instance if our clients are planning on
25:32
selling their ass to the pond stabilization you know we can get aggressive on prepay and return for a
25:37
slight increase in rate see what other questions we're doing opportunity where
25:49
do you Opportunity Zones fit in so I should say that we we've done deals you
25:55
know the Dallas Butler project is an example where we've done deals at the eb-5 and new market tax credits and
26:00
historic tax credits and we've invested in the largest credit team in the industry so they probably don't want me
26:07
to say this but you know highly structured deals are specialty and additionally with opportunities on
26:13
projects you know those have a requirement around substantial renovation and rehabilitation and pace
26:19
can be a great tool for paying for this rehab especially if the assessment can be passed on the tenants because then
26:25
the true cost of capital gets close to zero so what is the typical timings start to
26:33
finish that question okay so in general you know as I said earlier the steps to
26:40
closing a project is you know we issue a letter of intent once we've kind of scoped gone through the construction
26:46
budget and determine what space eligible and of agreed terms we issue a LOI we get consent we get pays program approval
26:53
and we underwrite typically it's 45 to 90 days yeah it's it's sort of dependent
27:02
upon what our clients relationship is with with the borrower and how much education is sorry with a senior lender
27:09
and how much education is required to get it involved to get them consent so
27:16
I'm reading another question that just popped up hey Josh this is yes Jason Jason real quick um one thing to bring
27:22
up is as part of that borrowing process is the energy assessment that needs to
27:28
be performed that proved to be kind of the big work piece of the process for us
27:33
all of it it all the rest of it was just administrative and you know paint bring
27:38
the deal like a typical loan but we did have to do that energy assessment analysis and we'll have to Ferrar other
27:44
projects in order to demonstrate the payback so that may be something you want to mention yeah that's a great
27:49
point Jason thank you for bringing up that's that's a really kind of a state specific requirement so for instance
27:54
miss Minnesota Missouri Colorado Texas have requirements of savings to
28:00
investment ratio and that's that's part of the process around you know after we get consent getting pace program
28:06
approval in addition to making sure that we're actually financing qualifying measures some states require an energy
28:12
study as Jason is alluded to demonstrating that over the life of the assessment that there's going to be
28:18
energy savings involved and we helped quarterback that process as well and work with your engineers to make that
28:24
happen see what other questions arising
28:31
what is the typical percentage of new construction costs that are eligible for pace
28:37
in general we find that more than 20% of the construction budget it's going to qualify and that we
28:43
we are going to be limited by our own underwriting requirement or statute
28:48
depending on which stayed around of 20% as complete value or loan to cost what
28:57
we do is we'll go through the construction budget will parse out kind of line by line what might be pace eligible another question is I know each
29:07
situation is different but in office buildings two landlords typically pass pace payment through their tenants as
29:12
part of the cam charges and you know it's really case specific we definitely
29:18
have clients who are actively passing them on we have clients who you know it's a conversation with their tenants
29:24
we have some who you know believe that pace is a assessment assessment of prior property tax bills and they absolutely
29:30
the language of their leases absolutely says that they can pass it on so it's really project specific and what is the
29:36
language what is the language in the in the lease allow for another question is
29:43
it seems most paces for 20 years are you going to 25 and 30 years or is this
29:49
based on the useful life so we can do you know 10 to 30 years depending upon two things one the statute so for
29:56
instance Colorado statute only allows for 25 years but in California we can do 30 years I mean it's in Missouri we can
30:03
only do 20 years so sometimes we're handcuffed by the statute and the sort of the other side of it is the effective
30:09
useful life of the assets were financing another question is will will clean fund
30:17
fund solar panel fields or roof installs we can do ground mount systems we did a
30:23
5-megawatt ten million dollar project for Pacific ethanol which was a ground mount system and we were also able to do
30:29
we are also doing rooftop projects as well what interest rate would you
30:35
recommend developer see what use and developing a pro forma so our rates are
30:42
tied to Treasuries and we're somewhere depending upon you know the size of the
30:47
project the asset type etc you know we're somewhere between 250 and 400
30:53
basis points above Treasuries so you know in general sort of ballpark six
30:59
to six and a half percent on a new on a ground-up new construction and less for a fully stabilized asset and we can kind
31:06
of talk more specifics once we understand a little bit better about your project so we are now at we are now
31:19
at 10:31 so we've gone over and I want to thank everyone for participating if
31:25
you've asked questions that haven't been answered please feel free to follow up and I will answer them directly I want
31:31
to thank again connect media for for being our media partner as well as Jason bass and Ikki and development group for
31:38
being awesome development partners and I hope everyone has a great day and please follow up thank you
31:52
you
 
 
 
 
 
 
 
 
 
CleanFund | C-PACE (Commercial Property Assessed Clean Energy) Financing starts with CleanFund