Freshwater Fix, LLC

Hi Eric,

Thanks for your questions. You have posed quite a lot in this inquiry. Let me break the queries down a bit in a series of replies. If I do not adequately respond, I trust you will let me know.

First: Our Strategy for Sustainability:

Fix Development has really embedded the values defined in Werbach's Ten Rules in virtually all we do. It's a challenge to simplify and identify just one example, particularly because most aspects are all at interplay with each other, creating complex examples. However, here is a simple story that I hope demonstrates what you are asking:

Our recent Clock Shadow Building integrated significant environmental aims, modeling our effort after the Living Building Challenge guidelines. As a result, we achieved zero waste in construction (99.5% waste diversion) and we operate net zero energy and with zero stormwater run-off. We combine this environmental effort with deep social aims which, in part were translated by offering mission-driven for-profit and nonprofit tenants occupancy with below market rents. Because we tapped such an under supplied niche in the market, we were 100% rented before the building was complete.

A number of values could be highlighted in this example, but I'll focus on two - our integration of metrics and our celebration of transparency. We proved that a triple bottom line building can be built at a competitive price ($175 / s.f.) and we share our project pro forma with any developer who asks so that when they say they "can't" do these things, we simply demonstrate that its not that they can't, but they won't. They are making a choice. Our transparency has led to another project in Milwaukee, led by another team, that is adopting our financial model to replicate this success. I'm attaching a case study of the project which includes many of the metrics we documented and demonstrates how we share our results transparently.

Eric:

Sorry, the system appears to have posted my first response multiple times. Hopefully that is corrected shortly, if you see repeated posts above this, my apologies.

Next, I'll turn you your questions about our hiring practices.

Fix Development is a sole proprietorship of which I am the only permanent employee (Juli Kaufmann, President). This strategy also reflects our sustainability values - by maintaining the "right-size" so as not to have to down-size. The nature of development work is very project-based. As such, the workflow ebbs and flows dramatically, in unpredictable cycles. We have chosen to adapt to this reality by using a crowd sourcing model to meet personnel capacity needs.

On each project, we will assemble collaborative consultants, companies, and compatriots who share a commitment to common values while also bringing specialized skills relevant to the particular project. We have cultivated a core network of "friends" who we often use as go-to partners based on the trust and cohesion we have established, but truly every situation is unique. We generally try to engage firms that are located within the community were work is undertaken and people who bring cultural connections to the specific neighborhoods. In our last project, our efforts had a special mission to help women. Therefore, we intentionally engaged women-led firms for 90% of the work. The project was also located in a Latino neighborhood and so Spanish-speaking partners combined with Latino cultural organizations were part of our team. Pay equity is always important and we work to ensure even atypical partners, like artists and community organizers, receive exceptional compensation, even if that is not typically their experience, because we value their contributions no less than any other team member.

We have never been involved in disputes, law suits, or other such concerns. In contrast, the social equity of our work has received recognition. For example, in the past year the Greater Milwaukee Foundation bestowed a prestigious award as did the LISC Wisconsin Chapter - both acknowledging our deep community impact. Links for more information on these awards can be found here: http://www.fixdevelopment.com/press/

Tenant Strategy

Next you asked questions about our approach to tenants. Typically, we offer rental rates that are either at, or below market as a strategy to recruit tenants that embrace our core community values. We have found that finding the "right" tenants is much more critical than setting an arbitrary price. We have developed many strategies for getting to an effective bottom line by then working in partnership with tenants.

Due to the above strategies, we have very little attrition. Frankly, we don't have a high degree of concern about needing to replace tenants, should that happen. We have a waiting list for current buildings and, because our rates tend to be low, most new tenants would likely improve our financial performance if we lost a current tenant that is contracted well below market rate rent.

With respect to "cancelling" tenants... I'm not exactly sure what you are getting at. All of our tenants are bound by leases and we do hold them accountable to the lease terms. We work hard to structure leases that work for each tenant by understanding their business model and helping them feel certain the space is affordable. Given that, we expect them to honor the lease and, historically, have had very few issues. We recently did have one nonprofit that lost funding and we did work with them to reduce rent for a period of time to enable them to remain in the building. That effort was mutually successful do our joint commitment to seek resolution. In general, we consider our tenants our partners. We do everything to maintain them effectively in the buildings, but if they need to move on, we seek to make that departure as healthy for everyone as it can be. We have never litigated against a tenant.

In terms of recruitment, we have at our disposal the services of traditional commercial brokers, but we don't use them very often. Most of our referrals come from word of mouth based on our success in the market or from our own networks. Because Fix Development is a founder of Fund Milwaukee - a local crowdfunding network that supports local triple bottom line small businesses - we are in touch on a regular basis with small businesses seeking space. Our efforts with Fund Milwaukee build a natural network of potential tenants and we are constantly working to find space together with those prospects. Most of our tenants to date have emerged from this network. This network also allows us to plug prospective tenants into technical assistance for their business development, including financing support. Therefore, tenants view us as a valuable partner in helping them reach success.

Historical Performance, Financial Success

To date, all of our projects have met or exceeded our financial goals. For example, our most recent project, the Clock Shadow Building projected an initial 3% return, escalating to 5% after ten years. The project achieved a 3.6% return in Year One and a normalized return of approximately 4.8% in Year Two (The actual return is closer to 6% due to an exceptional grant that we exclude to show normalized performance). So, in that most recent example, we are exceeding expectations on distributions that ahead of schedule.

Financial goals have been something that is fairly predictable for Fix Development. The greater challenges have been documenting performance on environmental and social goals, which can be more intangible. We continue to strive for improvement in those metrics, although wherever we can specifically measure our impact, we believe we are clearly meeting or exceeding those targets as well. The community recognition, tenant demand, and financial support for our projects tends to demonstrate that others agree.

Hi Juli,

Thank you very much for the responses, I really appreciate it.

In regards to the lease agreements, I was looking for what would happen in the highly unlikely situation that a tenant wishes to leave their space. This could be the law surrounding standard lease agreements in Milwaukee and anything additional you may stipulate in the contract. You don't have to explain extensively the language in your agreements, but an overview would be good. If it helps, you could explain a scenario in which a tenant signs a 5-year agreement and they wish to leave after Year 3.

It is highly unlikely a tenant would leave before the contract ends, but I would like to know if there are any measures that would mitigate any reduction in rent revenue.

If a tenant wishes to leave early, we would assess it on a case-by-case basis. Per the terms of the 5-year lease, we could force them to perform and continue to pay rent for the remainder of the term. That would be the most extreme position. I would presume that a tenant leaving early might be opting for that out due to their failure, and if that was the case, suing for performance might not be very productive. However, our lease gives us that right.

Another option would be to work with tenants to assist in subleasing some or all of the space. Our leases currently include language to allow for that strategy. In fact, our Clock Shadow Cheese Creamery subleased to Purple Door Ice Cream. Now that the ice cream business is growing so much, they are moving out. The Creamery has found another sublease with Sugar River Dairy - a yogurt company. We are supportive of these efforts because they offer our tenants a secondary source of income while helping grow another business.

The third option would be to renegotiate terms of the lease - like the previous example I gave in another post. In that scenario we would see if we could find a mutual solution that might reduce our income but lesson the impact while we seek a longer term solution. We have also partnered with our tenants to help in fundraising through special events and appeals. This helps raise awareness about our tenants, while raising funds to mitigate our potential loss of rent. We can get creative in partnership with our tenants.

Assuming the tenant still leaves and we do not have a solution immediately, there are other strategies. First, we always maintain revenue reserves on each project. This would be a situation when reserve funding would be accessed to mitigate revenue loss until a replacement is found. Another strategy might be to host "Pop-up" uses. While we have never had a vacancy yet available to try this, we would be very open to allowing short term uses until a long term replacement tenant is found. In the case of this Freshwater Fix project, in the unlikely event that we have challenges finding a long term tenant for the remainder of the space, this could be a short term option. We have been approached by several possible user types for the space that would fit this category. Right now, we are not interested because we are working on a long term lease, but it would be a fallback option.

Let me know if further clarifications are helpful.

That was exactly the type of answer I was looking for. Thank you very much for the thorough responses.

Lucille is the name of one of our project architects :). Lucille included that sample signage to show how the second tenant's sign might look. We remain in conversation with two lead prospects for the remaining space, as noted in the Pitch Deck presentation. We hope to have announcements on progress coming later in January.