In October 2024, the Partnership entered into the Construction Lending JV to invest in loans to finance the construction and/or rehabilitation of affordable multifamily housing properties across the United States, such as the Partnership’s current GIL, taxable GIL and property loan investments. The Partnership will provide 10% of the capital for the Construction Lending JV with the remainder to be funded by the third-party investor with each party contributing its proportionate capital contributions upon funding of future

investments. There have been no investments made within the construction Lending JV to date and the Partnership has not yet contributed any capital. The Partnership’s initial maximum capital contribution to the Construction Lending JV is approximately $8.3 million. A wholly owned subsidiary of the Partnership is the Construction Lending JV’s managing member responsible for identifying, evaluating, underwriting, and closing investments, subject to the conditions of the joint venture and third-party investor evaluation and approval. The Partnership will earn proportionate returns on its invested capital plus promote income if the joint venture meets certain earnings thresholds. The Partnership expects to account for its investment in the Construction Lending JV using the equity method.

In October 2024, the Partnership terminated the M31 TEBS Financing and paid all principal and accrued interest due on the M31 Class A TEBS Certificates. Upon termination, five of the remaining 11 MRBs that had been securitized in the facility were transferred into TOB facilities, and six MRBs were transferred to a counterparty related to a short-term financing facility while alternative financing is being arranged.

In October 2024, the Partnership entered into new TOB trust financings for five of the MRBs that were previously in the M31 TEBS Financing. The following table summarizes the initial terms of the TOB trust financing:


TOB Trusts Securitization	TOB Trust Financing		Stated Maturity	Interest Rate Type	Tax-Exempt Interest on Senior Securities	Remarketing Senior Securities Rate	Facility Fees	Interest Rate
Avistar at the Crest - Series A	$	7,348,000	October 2027	Variable	Yes	3.35%	1.44%	4.79%
Avistar on the Boulevard - Series A		12,224,000	October 2027	Variable	Yes	3.35%	1.44%	4.79%
Avistar on the Hills - Series A		4,073,000	October 2027	Variable	Yes	3.35%	1.44%	4.79%
Avistar at the Oaks - Series A		5,950,000	October 2027	Variable	Yes	3.35%	1.44%	4.79%
Avistar in 09 - Series A		5,137,000	October 2027	Variable	Yes	3.35%	1.44%	4.79%
Total TOB Trust Financing	$	34,732,000

In October 2024, the Partnership and its wholly owned subsidiary, ATAX TEBS II, LLC, entered into various agreements relating to a new long-term financing facility (the “2024 PFA Securitization Transaction”) through the securitization of partial interests in 14 mortgage revenue bonds (the “2024 PFA Securitization Bonds”) with total outstanding principal of $90.2 million. A municipal conduit issuer (the Public Finance Authority of Wisconsin) and a trustee created the 2024 PFA Securitization Transaction, into which the Partnership then sold 14 custodial receipts representing partial interests in the 2024 PFA Securitization Bonds. The municipal conduit issuer then issued Affordable Housing Multifamily Certificates in the stated amount of approximately $75.4 million, which were sold to unaffiliated investors. For financial reporting purposes, the Affordable Housing Multifamily Certificates of the 2024 PFA Securitization Transaction are considered debt financing of the Partnership. Debt service on the Affordable Housing Multifamily Certificates is payable from the cash flows due on the custodial receipts for the 2024 PFA Securitization Bonds. The holders of the Affordable Housing Multifamily Certificates are entitled to interest at a fixed rate of 4.10% per annum, payable monthly, and all principal payments from the 2024 PFA Securitization Bonds until the stated amount of the Affordable Housing Multifamily Certificates is reduced to zero, which will be no later than September 2039. The Partnership will also pay credit enhancement, servicing, and trustee fees related to the 2024 PFA Securitization Transaction totaling 0.80% per annum. The Partnership retained the residual interests in the 2024 PFA Securitization Bonds and is evaluating financing options for such residual interests. The Partnership received net proceeds of approximately $74.2 million, after payment of placement, legal and other related costs. Approximately $37.7 million of the net proceeds was used to repay the Partnership’s temporary bridge financing provided by a lender from the period between the M31 TEBS Financing termination and closing of the 2024 PFA Securitization Transaction.

In October 2024, the Partnership repaid various debt financings to allow for closing of the 2024 PFA Securitization Transaction. The following table summarizes the debt financings repayments:


Debt Financing	Debt Facility	Month	Paydown Applied
Trust 2024-XF3219	TOB Trust	October 2024	$	8,229,000
Montecito at Williams Ranch - Series A	TOB Trust	October 2024		6,765,000
Vineyard Gardens - Series A	TOB Trust	October 2024		3,595,000
Montevista - Series A	TOB Trust	October 2024		5,854,000
Jackson Manor Apartments	TOB Trust	October 2024		4,100,000
Village at Avalon	Term TOB	October 2024		12,654,000
			$	41,197,000