Client Background: In November 2003, Episcopal Ministries to the Aging (EMA) formed a non-profit corporation called "William Hill Manor" to acquire an existing continuing care retirement community located in Easton, MD. Due to certain financial and tax considerations of the seller of the Community, EMA's acquisition comprised a combination of (1) a long term lease with an option to buy a ten-acre parcel on which a portion of the Community is located, (2) the right to purchase condominium independent living units in the Community, and (3) the outright purchase of the remainder of the Community. In 2004, the acquisition of WHM was achieved through a combination of tax-exempt revenue bonds and EMA loaned funds.

Project Overview: In 2004, EMA and WHM began pursing a multi-track development of the WHM property. Key elements of the development included:

• The acquisition of the additional ten-acre property from the original developers and owners of the Community
• The acquisition and development of property near the community to be conveyed to a group of physicians in a tax-free exchange for an office building & land adjacent to the Community
• The renovation of the Healthcare Center to more effectively address the Community's market
• The expansion of the Community's assisting living facilities and
• The refinancing of WHM's existing bond debt and repayment of loaned funds back to EMA.

Wye River Group was engaged in August, 2007 to assist WHM with the planning and implementation of a financing for the above-described projects.

Financing Overview: Due to the legal and tax ramifications of certain aspects of the WHM's project, its bond issue was required to be sold in four separate series of bonds. Wye River Group was instrumental to the timely and successful completion of WHM's financing and specifically performed the following services over the course of its engagement:

• Developed a highly-customized Plan of Finance to accommodate WHM's complex development plan and challenging financing requirements
• Solicited, evaluated and coordinated the selection of a regional underwriter and letter of credit bank to support an issuance of variable rate demand bonds for the project
• Negotiated the terms and structure of the financing to accommodate various unique aspects of WHM's project and finances
• Negotiated four interest rate swaps for each series of bonds creating a fully-synthetic fixed rate structure with a low cost of capital