9444-ORCF Lender Narrative Supplement – Cost Certification

Lender Narrative Supplement – Cost Certification Section 232 – New Construction, Substantial Rehabilitation, and Section 241(a)

U.S. Department of Housing and Urban Development Office of Residential Care Facilities

OMB Approval No. 2502-0605 (exp. 11/30/2022)

Public reporting burden for this collection of information is estimated to average 15 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. The information is being collected to obtain the supportive documentation that must be submitted to HUD for approval, and is necessary to ensure that viable projects are developed and maintained. The Department will use this information to determine if properties meet HUD requirements with respect to development, operation and/or asset management, as well as ensuring the continued marketability of the properties. Response to this request for information is required in order to receive the benefits to be derived from the National Housing Act Section 232 Healthcare Facility Insurance Program. This agency may not collect this information, and you are not required to complete this form unless it displays a currently valid OMB control number. While no assurance of confidentiality is pledged to respondents, HUD generally discloses this data only in response to a Freedom of Information Act request.

Warning: Anyone who knowingly submits a false claim or makes a false statement is subject to criminal and/or civil penalties, including confinement for up to 5 years, fines, and civil and administrative penalties. (18 U.S.C. §§ 287, 1001, 1010, 1012; 31 U.S.C. §3729, 3802).

INSTRUCTIONS:

The lender should review the Cost Certification and audited financial statements and complete the following sections of this supplement:

Mortgage Increase Request?	New Construction	Substantial Rehabilitation	232/241(a)
No	N/A—Complete Lender Certification	All sections	N/A—Complete Lender Certification
Yes	All sections	All sections	All sections

The narrative is a document critical to the Lean Underwriting process. Each section of the narrative and all questions need to be completed and answered. If the lender’s underwriter disagrees and modifies any third-party report conclusions, provide sufficient detail to justify. The narrative should identify the strengths and weaknesses of the transactions and demonstrate how the weaknesses are mitigated by the underwriting.

• Charts: The charts contained in this document have been created with versatility in mind; however, they will not be able to accommodate all situations. For this reason, you are allowed to alter the charts as the situation demands. Be sure to state how you have altered the charts along with your justification. Include all the information the form calls for. Charts that include blue text indicate names that should be modified by the lender as the situation dictates.

• Applicability: If a section is not applicable, state so in that section and provide a reason. Do not delete a section heading that is not applicable. The narrative will be checked to make certain all sections are provided. If a major section is not applicable, add “– Not Applicable” to the heading and provide the reason. For instance:

Parent of the Operator – Not Applicable

This section is not applicable because there is no operator.

The rest of the subsections under the inapplicable section can then be deleted. This instruction page may also be deleted.

• Format: In addition to submitting the PDF version of the Lender Narrative to HUD, please also submit an electronic Word version.

• Additional documents to be submitted with the Cost Certification are:

1. Audited borrower financial statements and Form HUD-92330-ORCF

2. Audited general contractor and subcontractor financial statements (as applicable) and Form HUD-92330-A-ORCF

3. Form HUD-92023-ORCF

4. Draft LEAN Section 232 Maximum Insurable Mortgage Letter

5. Invoices that have not been provided to HUD for initial closing or insured advances.

6. Updated third-party appraisal and lender narrative appraisal section (in the case of a mortgage increase request that includes a proposed revision to value).

Instead of pasting large portions of text from third-party reports into the narrative, it is preferred that the lender simply reference the page number and the report. The focus of this document is for lender conclusions, analyses, and summaries.

Italicized text found between these characters <<EXAMPLE>> is instructional in nature, and may be deleted from the lender’s final version. Please use the gray shaded areas (e.g.,      ) for your response. Double click on a check box and then change the default value to mark selection (e.g., ).

Table of Contents

Executive Summary 4

Cost Certification Review Team and Signatures 5

Lender’s Cost Certification Reviewer 5

CPA Reviewer (Borrower’s Cost Certification) 5

CPA Reviewer (Contractor’s Cost Certification) 5

Signatures 5

Additional Borrower Cost Certified Items 6

Increased Borrower Certified Cost Items 7

Mortgagor Entity Balance Sheet 7

Operator Entity Income Statement 8

General Contractor or Subcontractor Cost Certification 9

General Contractor Incentive Computation 15

Liquidated Damages Analysis 17

Determination of Total Allowable Construction Cost 18

Architect’s Fees—Design, Supervision, Additional Services 19

Interest During Construction 20

Property Tax Analysis 21

Insurance Analysis 22

Mortgage Insurance Premium (MIP) Analysis 22

HUD Application Fee and Inspection Fee Analysis 23

Title and Recording Fee Analysis 23

Non Profit Developer’s Fee 24

Initial Financing Fee, Permanent Placement Fee, and Other Approved Financing Expenses 24

Legal, Organizational and Cost Cert Audit Fee 25

Borrower Other Fee Analysis 26

Major Movable Equipment Analysis 26

Marketing 27

Relocation 28

Calculation of Replacement Cost 29

Mortgage Determinants 30

Overview 30

Sources & Uses – Copied from HUD-92264a-ORCF 30

Secondary Sources 30

Circumstances that May Require Additional Information 30

Conclusion 31

Signatures 31

Executive Summary

FHA Number:	     
Project Name:	     
Project Address:	     
City / State / Zip:	     
Lender Name:	     
Section of the Act:	New Construction	Substantial Rehabilitation
	241(a) Addition	241(a) Equipment Purchase
	241(a) Major System Upgrade	Other <<specify here>>

Initial closing mortgage amount:	$     		Requested mortgage increase amount: *	$     
			Requested mortgage decrease amount:	$     

*Note: The minimum mortgage increase request is $100,000.

Project is part of building with shared walls/floors with non-HUD insured or other HUD-insured project and costs were allocated: (Note: any allocated costs must be described in detail in the applicable cost certification audit)

Yes: No:

Key Dates:

Initial closing date:	     
HUD-approved final trip report date:	     
Revised contract completion date (including HUD-approved time change orders):	     
Number of days from initial closing to final completion:	     
Number of days from initial closing to cutoff date:	     
Borrower cutoff date:	     
Date of financial responsibility (day after cutoff date):	     
Borrower fiscal year end (next) date:	     
Operator fiscal year end (next) date:	     
Beginning date of audited income statement:	     
Date borrower signed Form HUD-92330:	     
Date of borrower entity’s third-party CPA certification:	     

Third-party reports provided:

		Borrower’s Audit	Conclusion is:		Accepted as is.		Modified by lender.
		General Contractor’s Audit	Conclusion is:		Accepted as is.		Modified by lender.
		Other <<identify here>>	Conclusion is:		Accepted as is.		Modified by lender.

Waivers Requested or Previously Approved:

<<Provide narrative description. Identify status of waivers that affect cost certification. If new waiver request, give full explanation of the basis for the request.>>      

Cost Certification Review Team and Signatures

Lender’s cost certification reviewer:	     
CPA reviewer: (borrower’s cost certification)	     
CPA reviewer: (contractor’s cost certification)	     

Lender’s Cost Certification Reviewer

<<Provide discussion on qualifications.>>      

CPA Reviewer (Borrower’s Cost Certification)

<<Provide discussion on qualifications.>>      

CPA Reviewer (Contractor’s Cost Certification)

<<Provide discussion on qualifications.>>      

Signatures

	Signed by	Date signed
Form HUD-92330-ORCF	<<name>> <<title>>	<<date>>
Borrower’s audit (CPA)	<<name>> <<title>>	<<date>>
Form HUD-92330A-ORCF	<<name>> <<title>>	<<date>>
General contractor’s audit (CPA)	<<name>> <<title>>	<<date>>

Additional Borrower Cost Certified Items

(Not included in original underwriting estimates—from Form HUD-92330-ORCF)

(Double click inside the Excel Table to add information)

<<Provide narrative description. Identify basis for costs, reasons not included in original firm commitment application underwriting, justification for allowing or disallowing additional costs.>>      

Increased Borrower Certified Cost Items

(Above original underwriting estimate--from Form HUD-92330-ORCF)

(Double click inside the Excel Table to add information)

<<Provide narrative description. Identify basis for cost increase and justification for allowing or disallowing increased costs.>>      

Mortgagor Entity Balance Sheet

As of (date):

     

(Note: The Balance Sheet date should be as of the borrower entity’s cost cutoff date.)

Key Questions

	Yes		No
Are there any long-term liabilities other than the HUD-insured mortgage? .
Are there any intercompany payables/receivables?
Are any “to be paid” items on the Form HUD-92330-ORCF shown as short-term liabilities?
Does the mortgage payable differ from the mortgage proceeds advanced as of the cutoff date?
Are there any leases?
Are there any mortgage and/or impound payments that are not current?

<<For each “yes” answer above, please address briefly here.>>      

Operator Entity Income Statement

From (date):	     
To (date):	     

(Note: The Income Statement date should cover the period from the date of initial occupancy—or in the case of substantial rehabilitation the date of initial closing--to the mortgagor entity’s cost cutoff date. If the lender is unable to determine the answers to any questions below they should contact the third-party CPA for further clarification. If the mortgagor is also the operator this may be the mortgagor entity’s income statement.)

Key Questions

	Yes		No
Is the Income Statement for the Operator Entity? .
Are there any facility utility costs included in the construction contract?
Are there marketing/promotion costs included in both the borrower’s Form HUD-92330-ORCF and the operator income statement?
Are there real estate taxes included in both the borrower’s Form HUD-92330-ORCF and the operator income statement?
Are there insurance costs included in both the borrower’s Form HUD-92330-ORCF and the operator income statement?
Are there any maintenance costs that may include construction contract latent defects or incomplete work?
Is interest, depreciation, or amortization included in the Income Statement?
Do management fees exceed the amounts permitted in the Management Certification-Residential Care Facility, Form HUD-9839-ORCF?

<<For each “yes” answer above, please address briefly here.>>      

Income Statement Analysis

<<Provide narrative description of justification for allowing or disallowing income and expenses.>>      

General Contractor or Subcontractor Cost Certification

General Contractor Name:	     
Subcontractor Name:	     
Subcontractor Trade Line Item on HUD-92330A-ORCF:	     
Date of Certification:	     

(Note: A General Contractor’s Cost Certification is required when there is a cost plus contract-Form HUD-92442A-ORCF or the general contractor had or has an identity of interest with the mortgagor entity. A Subcontractor at any tier, equipment lessor, or material supplier must cost certify where the total for all subcontracts, purchases, and leases is more than five percent of the mortgage and an identity of interest exists or comes into being between such entity and the mortgagor or the contractor, where the contractor must cost certify. Attach additional pages to the narrative as necessary for each subcontractor cost certification.)

Key Questions

	Yes		No
Is Contractor’s Profit included in the cost certification? .
Does the General Overhead exceed the amount shown on the Form HUD-92328-ORCF?
Are there additional Contractor General Requirement line items not reflected in the Firm Commitment application Cost Analyst review?
Are there additional Contractor Other Fee line items not shown on the Form HUD-92328-ORCF?
Does the certified Bond Premium amount exceed the amount shown on the Form HUD-92264a-ORCF?
Does the certified Offsite and/or Demolition amount exceed the amount shown on the Form HUD-2328 or Form HUD-92264a-ORCF?
Are there miscellaneous costs (labor, materials, other) not shown on the Form HUD-92328-ORCF?

<<For each “yes” answer above, please address briefly here.>>      

Structures Analysis

<<Provide narrative description of justification for allowing or disallowing or disallowing trade items. Variances above 10% between original underwriting and certified amount should be explained.>>      

Land Improvement Analysis

<<Provide narrative description of justification for allowing or disallowing or disallowing trade items. Variances above 10% between original underwriting and certified amount should be explained.>>      

General Requirements Analysis

<<Provide narrative description of justification for allowing or disallowing or disallowing trade items. Variances above 10% between original underwriting and certified amount should be explained.>>      

Summary Table: Contractor Cost Certification Analysis

Change Order Analysis

Necessity Change Orders (do not include time change orders)

Betterment Change Orders (do not include time change orders)

Time Change Orders

General Contractor Incentive Computation

Construction period, HUD-92264a-ORCF:	     	Months
Period for prorating interest, taxes, insurance:	     	Months
Period for prorating mortgage insurance premium:	     	Months
Incentive Percentage (Form HUD-92443-ORCF):	     	Percent

Step 1: Soft Cost Computations

(Note: all HUD-92264a- ORCF references are to the Replacement Cost section. The Allocation for Savings Computation is calculated as follows: (HUD-92264a-ORCF Construction Period divided by Cost Certification Proration Period) x Line Item. This calculation is needed because the cost certification period includes an additional 0 to 60 days after construction is complete—and that additional period is beyond the control of the general contractor.)

Step 2: Construction Cost

Liquidated Damages Analysis

(Note: For Cost Plus Contracts, estimated liquidated damages are not applicable.)

Actual Damages Calculation

(The portion for the actual liquidated damages computation is the actual HUD approved construction time in days divided by the number of days in the construction period--up to the mortgagor’s cost cutoff date--times the applicable soft cost.)

Lesser of Estimated or Actual Damages:

$     

Determination of Total Allowable Construction Cost

Certified Construction Amount—HUD 92330-ORCF, Line 1 Total	Allowable Construction Amount (above calculation)	Disallowed Construction Amount
$	$	$

Architect’s Fees—Design, Supervision, Additional Services

Design Architect:	     
Supervisory Architect:	     

Additional Consultants/Engineers Providing Architectural Services

Landscape Architect:	     
Structural Engineer:	     
Mechanical Engineer:	     
Plumbing Engineer:	     
Electrical Engineer:	     
Interior Designer:	     
Other, identify:	     

Key Questions

	Yes		No
Is there an identity of interest between any of the architects/engineers and other participants (borrower, operator, general contractor, design architect, etc.)? .
Were there any costs for services provided by the architects or engineers that were not included in Line 2a, 2b and 2c of the Form HUD-92330-ORCF?

<<For each “yes” answer above, please address briefly here.>>      

<<Provide narrative description of justification for allowing or disallowing or disallowing architect’s fees. Architects Additional Services should be explained. >>      

Interest During Construction

(Allowable interest should be the amount accrued on the HUD insured loan.)

Original Underwriting Estimate	Certified Interest Per HUD-92330-ORCF	Allowable Interest	Disallowed Interest
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing interest. >>      

Property Tax Analysis

(The construction period is defined as the period from initial closing to the borrower cutoff date. The construction period is       days.)

Original Underwriting Estimate	Certified Property Taxes Per HUD-92330-ORCF	Allowable Property Taxes (calculated above)	Disallowed Property Taxes
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing property taxes. >>      

Insurance Analysis

(Property, Liability, Builder’s Risk Insurance if not paid by General Contractor. The construction period is defined as the period from initial closing to the borrower cutoff date. The construction period is       days.)

Original Underwriting Estimate	Certified Insurance Per HUD-92330-ORCF	Allowable Insurance (calculated above)	Disallowed Insurance
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing insurance. >>      

Mortgage Insurance Premium (MIP) Analysis

(The construction period is defined as the period from initial closing to the borrower cutoff date. The actual construction period is       days.)

Estimated Mortgage Insurance Premium (HUD-92264a-ORCF):	$
Divided by the number of days in the estimated construction period (HUD-92264a-ORCF) - converted from months to days:
= Mortgage Insurance Premium per day	$
Times the number of days in the actual construction period = allowable amount of:	$

Original Underwriting Estimate	Certified MIP Per HUD-92330-ORCF	Allowable MIP (calculated above)	Disallowed MIP
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing MIP.>>      

HUD Application Fee and Inspection Fee Analysis

(Fees paid to reopen an expired or terminated commitment are not allowable costs.)

Application Fee

Original Underwriting Estimate	Certified Application Fee Per HUD-92330-ORCF	Allowable Application Fee	Disallowed Application Fee
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing application fee.>>      

Inspection Fee

Original Underwriting Estimate	Certified Inspection Fee Per HUD-92330-ORCF	Allowable Inspection Fee	Disallowed Inspection Fee
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing inspection fee.>>      

Title and Recording Fee Analysis

(Title search and policy, recording fees at initial endorsement, mortgage (or other security instrument), transfer and stamp taxes, title updates during construction, final title policy and recording charges, and legal fees associated with these items are allowable costs.)

Original Underwriting Estimate	Certified Title and Recording Per HUD-92330-ORCF	Allowable Title and Recording Fee	Disallowed Title and Recording Fee
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing title and recording.>>      

Initial Financing Fee, Permanent Placement Fee, and Other Approved Financing Expenses

(These should be reflected in the Lender’s Certification at Initial Closing and should include lender’s legal fees. Do not allow the total of these fees and expenses to exceed 3.5% for non-bond financing and 5.5% for bond financing.)

Original Underwriting Estimate	Certified Initial Financing Fee Per HUD-92330-ORCF	Allowable Initial Financing Fee	Disallowed Initial Financing Fee
$	$	$	$

Original Underwriting Estimate	Certified Permanent Placement Fee Per HUD-92330-ORCF	Allowable Permanent Placement Fee	Disallowed Permanent Placement Fee
$	$	$	$

Original Underwriting Estimate	Certified Other Approved Financing Expenses Per HUD-92330-ORCF	Allowable Other Approved Financing Expenses	Disallowed Other Approved Financing Expenses
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing financing fees.>>      

Legal, Organizational and Cost Cert Audit Fee

(Legal fees may not include lender legal fees. These should be included in the financing fee. Any increases in these fees above original underwriting must be supported by invoices, must not be associated with the cost of acquiring the land, zoning, creating tax shelters and trusts, and cannot be allowed if the lender is requesting a mortgage increase.)

Lender’s Attorney
Borrower’s Attorney
Other Atty. (identify)
Other Atty. (identify)

Original Underwriting Estimate—Legal Fees	Certified Cost--Legal Fees	Allowed Legal Fees	Disallowed Legal Fees
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing legal fees.>>      

(Organizational fees include third party reports, such as architectural reviews, environmental reviews, and appraisals, and may include a Clerk of the Works. Costs to create mortgagor or operator books and records should be included as organizational fees and not be included in the cost certification audit fee.)

Original Underwriting Estimate--Organizational Fees	Certified Cost—Organizational Fees	Allowed Organizational Fees	Disallowed Organizational Fees
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing organizational fees.>>      

Original Underwriting Estimate—Cost Cert Audit Fee	Certified Cost—Cost Cert Audit Fee	Allowed Cost Cert Audit Fee	Disallowed Cost Cert Audit Fee
$	$	$	$

<<Provide narrative description of justification for allowing or disallowing or disallowing organizational fees.>>      

Borrower Other Fee Analysis

<<Provide narrative description to identify basis for costs, reasons not included in original firm commitment application underwriting, and justification for allowing or disallowing additional costs. >>      

Major Movable Equipment Analysis

Key Questions

	Yes		No
Are any major movables currently leased? .
Where beds are included in the Major Movables list is the number of beds less than the underwritten bed count?

<<For each “yes” answer above, please address briefly here.>>      

<<Provide narrative description to identify basis for costs, reasons not included in original firm commitment application underwriting, and justification for allowing or disallowing additional costs. Variances above 10% between underwriting and certified amount should be explained.>>      

Marketing

(Marketing costs are for rent for space used for marketing, salaries and benefits of marketing staff, promotional services and advertising, marketing consultants, and marketing supplies. Additional marketing costs above the original marketing estimate may be eligible costs for purposes of a mortgage increase if all invoices are provided and the costs are fully explained and justified below.)

Original Underwriting Estimate--Marketing	Certified Cost—Marketing	Allowed Marketing	Disallowed Marketing
$	$	$	$

<<Provide narrative description and detailed explanation for costs above original estimate. Identify basis for costs, reasons not included in original firm commitment application underwriting, and justification for allowing or disallowing additional costs. >>      

Relocation

(Additional relocation costs above the original estimate may be eligible costs for purposes of a mortgage increase if all invoices are provided and the costs are fully explained and justified below. However, increased overhead or allocated costs from identity of interest entities are not eligible for consideration for a mortgage increase.)

Original Underwriting Estimate--Relocation	Certified Cost—Relocation	Allowed Relocation	Disallowed Relocation
$	$	$	$

<<Provide narrative description and detailed explanation for costs above original estimate. Identify basis for costs, reasons not included in original firm commitment application underwriting, and justification for allowing or disallowing additional costs. The explanation should identify the number of individuals relocated (compared to original estimate) and cost per relocation (compared to original estimate). >>      

Calculation of Replacement Cost

*(Land is HUD’s estimated Value of Land “As Is” from the original underwriting—Form HUD-92264a-ORCF—adjusted for change orders that reduced the value of the land during the construction period. The Applicable Net Income During Construction is determined by the Windfall calculation discussed in the email blast of _______.)

Mortgage Determinants

Overview

The mortgage criteria based on actual allowed costs are summarized as follows:

Criteria	Firm Commitment Application	Cost Certification Amount
Fair Market Value:	$     	$     
Replacement Cost:	$     	$     
Debt Service:	$     	$     
Requested Amount:	$     	$     

The Mortgage Amount is: $     

(Note: If the new Mortgage Amount is less than the Firm Commitment Mortgage Amount, the difference will be an additional deposit in the reserve for replacement account or may be a mortgage reduction if requested by the lender.)

Additional Deposit to Reserve for Replacement Account: $     

Sources & Uses – Copied from HUD-92264a-ORCF

<<Provide a statement of Sources and Uses of estimated cost at final closing. Include all eligible and ineligible costs.>>      

Secondary Sources

<<List and discuss all secondary sources, including terms and conditions of each. Secondary sources include Surplus Cash Notes, Grants/Loans, Tax Credits, and the like. Demonstrate compliance with HUD limits on private sources. Remember that Criterion 11 is applicable to mortgage sizing.>>      

Circumstances that May Require Additional Information

In addition to the information required in this narrative, depending upon the facility for which mortgage insurance is to be provided, the mortgagor, operator, management agent and such other parties involved in the operation of the facility, current economic conditions, or other factors or conditions as identified by HUD, HUD may require additional information from the lender to accurately determine the strengths and weaknesses of the transaction.  If additional information is required, the questions will be included in an appendix that accompanies the narrative.

Conclusion

<<Cost certification supplement conclusion and recommendation. In the case of a mortgage increase or decrease request, indicate the new mortgage amount, the revised principal and interest payment, and revised application fees and mortgage insurance premiums to be paid to HUD or refunded to the lender at closing. In the case of a mortgage increase, discuss the new debt service coverage, loan-to-value ratio, and impact on operator lease payments.>>      

Signatures

Lender hereby certifies that the statements and representations of fact contained in this instrument and all documents submitted and executed by lender in connection with this transaction are, to the best of lender’s knowledge, true, accurate, and complete. This instrument has been made, presented, and delivered for the purpose of influencing an official action of HUD in insuring the loan and may be relied upon by HUD as a true statement of the facts contained therein.

Lender:
HUD Mortgagee Number:

This report was prepared by:	Date		This report was reviewed by:	Date
<<Name>> <<Title>> <<Phone>> <<Email>>			<<Name>> <<Title>> <<Phone>> <<Email>>

Previous versions obsolete Page 32 of 32 Form HUD-9444-ORCF (06/2019)