17. Debt Financing

The following table provides the details related to the total Debt Financing, net of deferred financing costs, at December 31, 2016 and 2015:

	Outstanding Debt Financings on December 31, 2016, net		Restricted Cash		Years Acquired	Stated Maturities	Reset Frequency	SIFMA Based Rates			Facility Fees		Period End Rates
TOB & Term A/B Trusts Securitization
Fixed - Term TOB	$	46,860,699	$	-	2014	Jul 2017 - Jul 2019	N/A	N/A			N/A		4.01% - 4.39%
Fixed - Term A/B		171,778,950		1,373,695	2016	⁽¹⁾	⁽¹⁾	⁽¹⁾			⁽¹⁾		⁽¹⁾
Variable - TOB		42,455,000		-	2012	Dec 2016	Weekly	1.29 - 1.39%				1.62%	2.91 - 3.01%

TEBS Financings
Variable - TEBS I		60,430,991		396,412	2010	September 2017	Weekly		0.77	%		1.85%		2.62%
Variable - TEBS II ⁽²⁾		91,768,081		170,988	2014	July 2019	Weekly		0.75	%		1.62%		2.37%
Variable - TEBS III ⁽²⁾		82,089,312		3,495,592	2015	July 2020	Weekly		0.75	%		1.39%		2.14%
Total Debt Financings	$	495,383,033

⁽¹⁾ See table below for a summary of terms for the individual Term A/B Trust securitizations
⁽²⁾ Facility fees are variable

	Outstanding Debt Financings on December 31, 2015, net		Restricted Cash		Year Acquired	Stated Maturities	Reset Frequency	SIFMA Based Rates		Facility Fees		Period End Rates
TOB Trusts Securitization
Fixed - Term TOB	$	160,582,124	$	1,930,027	⁽³⁾	⁽³⁾	⁽³⁾	⁽³⁾		⁽³⁾		⁽³⁾
Variable - TOB		55,930,000		-	2012	April 2016 - June 2016	Weekly	0.16 - 0.68%		0.94 - 1.62%		1.1 - 2.3%

TEBS Financings
Variable - TEBS I		60,735,743		364,637	2010	September 2017	Weekly		0.04%		1.91%		1.95%
Variable - TEBS II ⁽⁴⁾		92,280,069		163,418	2014	July 2019	Weekly		0.02%		1.42%		1.44%
Variable - TEBS III ⁽⁴⁾		81,968,780		4,843,625	2015	July 2020	Weekly		0.02%		1.26%		1.28%
Total Debt Financings	$	451,496,716

⁽³⁾ See table below for a summary of terms for the individual Term TOB Trust securitizations
⁽⁴⁾ Facility fees are variable

The fixed Term TOB Financings at December 31, 2016 are secured by the mortgage revenue bonds for Live 929 Apartments and Pro Nova 2014-1. The variable TOB Financings at December 31, 2016 are secured by three PHC Certificates (See Note 7).

The following table summarizes the individual Term A/B Trust securitizations at December 31, 2016:

Term A/B Trusts Securitization	Outstanding Term A/B Trust Financing at December 31, 2016, net		Restricted Cash		Year Acquired	Stated Maturity	Fixed Interest Rate
Willow Run	$	11,564,852	$	-	2016	September 2026		3.64	%
Columbia Gardens		11,565,068		-	2016	September 2026		3.64	%
Concord at Little York		11,301,031		-	2016	September 2026		3.64	%
Concord at Williamscrest		17,504,186		-	2016	September 2026		3.64	%
Concord at Gulfgate		16,133,987		-	2016	September 2026		3.64	%
Companion at Thornhill Apartment		9,666,656		-	2016	September 2026		3.64	%
Seasons at Simi Valley Apartments		3,678,770		-	2016	September 2026		3.64	%
Sycamore Walk		3,050,786		-	2016	September 2026		3.64	%
Decatur-Angle Apartments		21,387,126		755,489	2016	September 2026		3.64	%
Berrendo Square Apartments		5,409,361		-	2016	September 2026		3.64	%
Laurel Crossings Apartments		6,378,482		-	2016	September 2026		3.64	%
Bruton Apartments		15,258,925		618,206	2016	September 2026		3.64	%
15 West Apartments		8,366,804		-	2016	December 2026		3.64	%
Oaks at Georgetown A		11,709,479		-	2016	March 2017		4.56	%
Harmony Terrace A		6,549,479		-	2016	March 2017		4.56	%
Oaks at Georgetown B		5,229,479		-	2016	March 2017		4.56	%
Harmony Terrace B		7,024,479		-	2016	March 2017		4.56	%
Total A/B Trust Financing\ Weighted Average Period End Rate	$	171,778,950						3.80	%

The variable TOB Financings at December 31, 2015 are secured by three PHC Certificates (See Note 7) and three MBS Securities (See Note 8). The following table summarizes the individual fixed rate TOB Trust securitizations at December 31, 2015:

Term TOB Trusts Securitization	Outstanding Term TOB Trust Financing at December 31, 2015, net		Restricted Cash		Year Acquired	Stated Maturity	Fixed Interest Rate
Decatur Angle	$	22,847,450	$	1,078,823	2014	October 2016		4.26	%
Live 929		37,935,981		-	2014	July 2019		4.39	%
Bruton Apartments		17,246,899		851,204	2014	July 2017		4.51	%
Pro Nova 2014-1		9,006,899		-	2014	July 2017		4.01	%
Pro Nova 2014-2		8,371,899		-	2014	July 2017		4.01	%
Concord at Gulfgate		14,936,685		-	2015	February 2018		2.76	%
Concord at Little York		11,231,685		-	2015	February 2018		2.76	%
Concord at Williamcrest		15,606,685		-	2015	February 2018		2.76	%
Columbia Gardens		11,699,209		-	2015	December 2017		2.76	%
Willow Run		11,698,732		-	2015	December 2017		2.76	%
Total TOB Trust Financing\Weighted Average Period End Rate	$	160,582,124						3.68	%

Tender Option Bond (“TOB”) Financings

The Partnership executed a Master Trust Agreement with DB which allows the Partnership to execute multiple TOB Trust structures upon the approval and agreement of terms by DB. Under each TOB Trust structure issued through the Master Trust Agreement, the TOB trustee issues SPEARS and LIFERS, which represent beneficial interests in the securitized asset held by the TOB Trusts. DB purchased the SPEARS and the Partnership retained the LIFERS of each TOB Trust. Pursuant to the terms of the TOB Trusts, the Partnership is required to reimburse DB for any shortfall realized on the contractual cash flows on the SPEARS. The LIFERS grant the Partnership certain rights to the securitized assets. The TOB Trusts are considered VIEs and the Partnership’s rights are such that it is the primary beneficiary and consolidates the TOB Trusts in the consolidated financial statements. At December 31, 2016, the Partnership consolidated TOB Trusts securitized by the PHC Certifications. At December 31, 2015, the Partnership consolidated TOB Trusts securitized by the PHC Certificates and MBS Securities.

The three MBS TOB Trusts were paid in full and collapsed in January 2016. The Partnership expects to renew each TOB financing facility maturing in 2017 for additional six-month terms as it has the discretion to renew for six month periods per the terms of the agreement with DB.

In July 2015, due to certain restrictions imposed by the Volcker Rule, the Partnership and DB restructured eight of the existing TOB Trust structures by entering into a new Master Trust Agreement and creating new Term TOB Trusts. Similar to the TOB Trusts, the Partnership transferred assets to the Term TOB Trusts and the Term TOB Trusts issued Class A and Class B Certificates, which represent beneficial interests in the securitized assets. DB purchased the Class A Certificates and the Partnership retained the Class B Certificates. Pursuant to the terms of the Term TOB Trusts, the Partnership is required to reimburse DB for any shortfall realized on the contractual cash flows on the Class A Certificates. The Class B Certificates grant the Partnership certain rights to the securitized assets. The Term TOB Trusts are considered VIEs and the Partnership’ rights are such that it is the primary beneficiary and consolidates the Term TOB Trusts in the consolidated financial statements.

The Term TOB Trust collateralized by the Pro Nova 2014-2 mortgage revenue bond was paid in full and collapsed March 2016. The Partnership expects to renew each Term TOB financing facility maturing in 2017 for an additional term.

The Master Trust Agreement with DB has covenants with which the Partnership is required to maintain compliance. At December 31, 2016, the most restrictive covenant was that cash available to distribute for the trailing twelve months must be at least two times trailing twelve-month interest expense. On December 31, 2016 the Partnership was in compliance with all of these covenants. If the Partnership were to be out of compliance with any of these covenants, it would trigger a termination event of the financing facilities.

At December 31, 2015, the Partnership had two interest rate swap arrangements related to the Decatur Angle and Bruton Apartments mortgage revenue bonds that were securitized in Term TOB Trusts. The Partnership posted approximately $1.9 million of cash collateral related to the interest rate swap agreements, which is reported as restricted cash in the consolidated balance sheet at December 31, 2015. See Note 19 for additional information on interest rate swap and cap arrangements.

Term A/B Trust Financings

Beginning in September 2016, the Partnership and DB began creating a series of Term A/B Trusts as a means to securitize the Partnership’s mortgage revenue bonds for longer terms and at fixed interest rates. Similar to the Term TOB Trusts described above, the Partnership transferred assets to the Term A/B Trusts and the Term A/B Trusts issued Class A and Class B Certificates, which represent beneficial interests in the securitized assets. DB purchased the Class A Certificates and the Partnership retained the Class B Certificates. Pursuant to the terms of the Term A/B Trusts, the Partnership is required to reimburse DB for any shortfall realized on the contractual cash flows on the Class A Certificates. The Class B Certificates grant the Partnership certain rights to the securitized assets. The Term A/B Trusts are considered VIEs and the Partnership’s rights are such that it is the primary beneficiary and consolidates the Term A/B Trusts in the consolidated financial statements.

During the third quarter of 2016, the Partnership paid off and collapsed seven of its nine Term TOB Trusts, simultaneously executing twelve new Term A/B Trust agreements secured by mortgage revenue bonds. Based on the terms of the Term A/B Trust, the restructuring of the debt was accounted for as a modification, with approximately $1.4 million capitalized as deferred financing costs. Approximately $1.2 million of capitalized costs were paid to a related party (Note 24).

In December 2016, the Partnership entered into four new short-term Term A/B Trusts with an original maturity date in March 2017. The Partnership intends to either extend the term of these Term A/B Trusts or create new Term A/B Trusts with a longer term.

At December 31, 2016, the Partnership had two interest rate swap arrangements related to the Decatur Angle and Bruton Apartments mortgage revenue bonds that were securitized in Term A/B Trusts. The Partnership posted approximately $1.4 million of cash collateral related to the interest rate swap agreements, which is reported as restricted cash in the consolidated balance sheet at December 31, 2016. See Note 19 for additional information on the interest rate swap and cap arrangements

Tax Exempt Bond Securitization (“TEBS”) Financings

At December 31, 2016 and 2015, the Partnership, through three wholly-owned subsidiaries (collectively, “Sponsors”), sponsored three separate TEBS Financings – the M33 TEBS Financing, M31 TEBS Financing and M24 TEBS Financing. The TEBS Financings are structured such that the Partnership transfers mortgage revenue bonds to Freddie Mac to be securitized into the TEBS Trusts. Freddie Mac then issues Class A and Class B Freddie Mac Multifamily Variable Rate Certificates (collectively, the “TEBS Certificates”), which represent beneficial interests in the securitized assets. The Class A TEBS Certificates are sold to unaffiliated investors and entitle the holders to cash flows from the securitized assets. The Class B TEBS Certificates are retained by the Sponsors and grant the Partnership rights to certain cash flows from the securitized assets after payment to the Class A Certificates and related facility fees, as well as certain other rights to the securitized assets. The TEBS Financings are considered VIEs and the Partnership’s rights are such that it is the primary beneficiary and consolidates the TEBS Financings in the consolidated financial statements.

The terms of the TEBS Financings require the Partnership to fund cash into certain escrow accounts. Balances in the escrow accounts are reported as restricted cash on the consolidated balance sheets at December 31, 2016 and 2015.

The interest rates on the TEBS Financings have variable components. In order to mitigate exposure to interest rate fluctuations on the variable rates, the Sponsors entered into interest rate cap agreements (Note 19).

M33 TEBS Financing

In July 2015, the Partnership, through its wholly-owned subsidiary of ATAX TEBS III, LLC (“Sponsor”), and Freddie Mac entered into a number of agreements relating to a new long-term debt financing facility referred to as the M33 TEBS Financing. The Sponsor securitized nine mortgage revenue bonds with an aggregate par value of approximately $105.4 million into the M33 TEBS Financing. See Note 6 for information on the mortgage revenue bonds securitized in the M33 TEBS Financing.

The M33 Class A TEBS Certificates were issued in an initial principal amount of approximately $84.3 million and were sold through a placement agent to unaffiliated investors. After payment of transaction expenses, the Partnership received net proceeds from the M33 TEBS Financing of approximately $82.2 million.

The term of the M33 TEBS financing coincides with the terms of the assets securing the M33 TEBS Certificates, except the Sponsor may elect to purchase all (but not less than all) of the securitized mortgage revenue bonds from Freddie Mac on either July 15, 2020 or July 15, 2025. Should the Partnership not elect to terminate the M33 TEBS Financing on these dates, the full term of the M33 TEBS Financing will run through the final principal payment date associated with the securitized mortgage revenue bonds, or August 1, 2055.

M31 TEBS Financing

The M31 TEBS Financing was initiated in July 2014. The term of the M31 TEBS Financing coincides with the terms of the assets securing the M31 TEBS Certificates, except ATAX TEBS II, LLC, a wholly-owned subsidiary of the Partnership, may elect to purchase all (but not less than all) of the Bonds from Freddie Mac on either July 15, 2019 or July 15, 2024. Should the Partnership not elect to terminate the M31 TEBS Financing on these dates, the full term of the M31 TEBS Financing will run through the final principal payment date associated with the securitized bonds, or August 1, 2050.

M24 TEBS Financing

The M24 TEBS Financing was initiated in September 2011. The term of the M24 TEBS Financing coincides with the terms of the assets securing the M24 TEBS Certificates, except that ATAX TEBS I, LLC, a wholly-owned subsidiary of the Partnership, may terminate the M24 TEBS Financing at its option on either September 15, 2017 or September 15, 2020. Should the Partnership not elect to terminate the M24 TEBS Financing on these dates, the full term of the M24 TEBS Financing will run through the final principal payment date associated with the securitized bonds, or July 15, 2050. The Partnership plans to renew the M24 TEBS Financing when it matures in 2017.

In November and December of 2015, the Fairmont Oaks and Bent Tree properties were sold and the mortgage revenue bond investments in the M24 Financing were paid off in full. The Partnership received approximately $14.1 million for the mortgage revenue bond principal plus base interest which was used to retire a portion of the M24 TEBS Financing facility.

During the first quarter of 2016, the Partnership implemented Accounting Standards Update (“ASU”) 2015-03, “Interest – Imputation of Interest (Subtopic 835-30)”. The new accounting guidance changed the presentation of debt issuance costs in the financial statements to present them as a direct deduction from the related debt liability rather than classified as Other Assets, applied retrospectively. This new ASU did not change the presentation of debt issuance costs related to revolving LOCs as these continue to be reported as Other Assets. Adoption of the standard resulted in decreases in reported Other Assets of approximately $5.4 million, reported Debt Financings of approximately $4.9 million and reported Mortgages Payable and Other Secured Financing of approximately $470,000.

The Partnership’s contractual maturities of borrowings for the twelve-month periods ending December 31^st for the next five years and thereafter are as follows:

2017	$	148,105,926
2018		3,117,845
2019		130,608,707
2020		82,404,547
2021		1,381,375
Thereafter		134,650,501
Total	$	500,268,901