2024-11-14T11:09:40-06:00 2023-12-31 221478099 COHNREZNICK LLP 500 EAST PRATT STREET 4TH FLOOR BALTIMORE MD 21202 990 2023-01-01 262998289 AMERICAN COMMUNITIES TRUST AMER 4109891607 PO BOX 50160 BALTIMORE MD 21211 MRS CHINA BOAK TERRELL CEO 4109891607 2024-11-13 1 0 LORI ROTHE YOKOBOSKY CPA P01273422 4107834900 2024-11-12 2023 2024-10-15 13:58:12Z CHINA BOAK TERRELL PO BOX 50160 BALTIMORE MD 21211 2586469 0 X WWW.ACTIMPACT.ORG X 2008 MD TO IMPROVE INNER CITY NEIGHBORHOODS BY INCREASING ECONOMIC OPPPORTUNITY. 5 5 3 5 0 0 1644865 2544718 3893 1906 49 199 29300 39646 1678107 2586469 258990 89880 0 0 255623 240639 0 0 24560 388300 454334 902913 784853 775194 1801616 9045085 11213260 2764151 3130710 6280934 8082550 X TO BUILD STRONG, VIBRANT COMMUNITIES BY PARTNERING WITH NONPROFIT AND FOR PROFIT ORGANIZATIONS TO DEVELOP COMMUNITY INVESTMENT STRATEGIES THAT HAVE LASTING SOCIAL IMPACT AND CREATE ECONOMIC OPPORTUNITY. 0 0 709822 85386 11999 BALTIMORE PUMPHOUSE:THE BALTIMORE PUMPHOUSE IS A MULTI-PHASED, $27M INITIATIVE TO ESTABLISH A SMALL BUSINESS TOWN CENTER IN THE HEART OF A SEVERELY DISTRESSED COMMUNITY THAT WAS ONCE AN EPICENTER OF BUSINESS AND RETAIL. THE BALTIMORE PUMPHOUSE CONSISTS OF 4.1 ACRES AND FIVE HISTORICAL BUILDINGS (THE "PROJECT") LOCATED AT THE CORNER OF N. WOLFE AND N. GAY STREETS, IN BALTIMORE'S BROADWAY EAST COMMUNITY (THE "PROPERTY"). THE PROJECT SPONSOR, AMERICAN COMMUNITIES TRUST ("ACT"), IS A NON-PROFIT COMMUNITY DEVELOPMENT PARTNER SPECIALIZING IN CREATING INCLUSIVE ECONOMIC DEVELOPMENT PROJECTS THAT BRING GROWTH AND PROSPERITY TO LOW-INCOME RESIDENTS. THE FIVE BUILDINGS THAT CONSTITUTE THE BALTIMORE PUMPHOUSE WERE BUILT 125 YEARS AGO AS THE WATER PUMPING STATION FOR EAST BALTIMORE. VACANT SINCE THE 1990'S, THE CONDITION OF THE BUILDINGS WAS SO DERELICT THAT THEY BECAME THE PERFECT FILMING LOCATION FOR THE WIRE. KEY OBJECTIVES OF THE PROJECT INCLUDE: ELIMINATING OF FOUR ACRES OF BLIGHT FROM A SEVERELY DISTRESSED COMMUNITY, SUPPORTING MINORITY AND LOCALLY OWNED SMALL BUSINESSES; LOCAL JOB CREATION; INCREASING OPPORTUNITIES FOR COMMERCE AND THE CIRCULATION OF THE DOLLAR WITHIN THE COMMUNITY; RELIEVING PRESSURE ON AND UTILIZATION OF SOCIAL SERVICES; INCREASING DIRECT ACCESS TO HEALTHY FOOD; AND RESTORING HISTORICAL TREASURES. THIS MULTI-PHASE STRATEGY IS CURRENTLY IN ITS FINAL PHASE FOR COMPLETION.THE WORK DONE TO DATE INCLUDES: CONSTRUCTION COMPLETED IN AUGUST 2017: COMPLETED ENVIRONMENTAL REMEDIATION, SITE WORK AND REPAIR OF ESSENTIAL INFRASTRUCTURE, WHILE BUILDING NEW 8,000 SF COMMERCIAL PRODUCTION AND TEACHING KITCHENS (BUILDING 7-NEW CONSTRUCTION).CONSTRUCTION COMPLETED IN OCTOBER 2019: REHABILITATED THE HISTORIC STOREHOUSE (BUILDING 3). TODAY, THE 9,890 SF STOREHOUSE SERVES CREATIVES, HOUSING A PHOTOGRAPHY AND MOTION STUDIO AND FASHION ATELIERS. CONSTRUCTION COMPLETED IN NOVEMBER 2022: REHABILITATED 6,830 SF HISTORIC STABLES (BUILDINGS 5 AND 6) AND CONSTRUCTING A NEW CONNECTOR BETWEEN BUILDINGS 5 AND 6 TO FORM ONE SINGLE BUILDING. THE HISTORIC STABLES WILL HOST WEDDINGS AND SMALL CONFERENCES.COMMENCEMENT OF CONSTRUCTION ON BUILDING 1 (AS OFFICES AND FLEX SPACE UNDER PRE-LEASE) IN JUNE 2024. 37359 4494 LAST MILE PARK:LAST MILE PARK IS A $6.3 MILLION, ONE-MILE PUBLIC ART AND HERITAGE ECO-TRAIL THAT WILL LOOP THROUGH AMTRAK'S EIGHT OVERPASSES. LYING ADJACENT TO THE BALTIMORE PUMPHOUSE, THE TRAIL LIES BETWEEN THE NORTH-OF-THE-TRACKS NEIGHBORHOODS TO THE NORTH AND EBDI, EAGER PARK, AND JOHNS HOPKINS UNIVERSITY TO THE SOUTH. THE TRAIL WILL TAKE PEDESTRIANS ON A TOUR OF SCULPTURAL ART, PERMANENT ARTISTIC LIGHT INSTALLATIONS, AND GREEN INFRASTRUCTURE WHILE PROVIDING ENGAGING INFORMATION ON THE NARRATIVES AND CULTURE OF EAST BALTIMORE AND ITS RESIDENTS. LAST MILE PARK STITCHES TOGETHER THE NORTHERN AND SOUTHERN NEIGHBORHOODS AROUND THE RAILROAD TRACK, PROMOTING ONE UNIFIED COMMUNITY. THE PILOT SITE OF LAST MILE PARK OPENED IN MAY 2022. ACT RECEIVED AN ADDITIONAL AWARD OF $904,000 FOR THE NEXT SITE IN 2024. 747181 1 1 0 0 0 0 0 0 0 0 1 0 1 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 19 0 1 3 0 0 0 0 0 0 0 0 0 0 0 0 0 X 5 5 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 1 1 0 MD X CHINA BOAK TERRELL 4109891607 PO BOX 50160 BALTIMORE MD 21211 BENJAMIN L CIRKA VICE PRESIDENT 0.50 X X 0 0 0 BILL STRUEVER PRESIDENT 0.50 X X 0 0 0 DR GARY RODWELL BOARD MEMBER 0.50 X 0 0 0 ELAINE DI PIETRO TREASURER 0.50 X X 0 0 0 JANICE WOODCOCK SECRETARY 0.50 0.50 X X 0 0 0 CHINA BOAK TERRELL CEO 40.00 4.00 X 127000 0 22758 127000 0 22758 1 0 0 0 0 2424718 120000 2544718 CONSULTING AND DEVELOP 236000 1906 1906 1906 199 199 29553 0 29553 29553 29553 LEGAL FEES 900099 10093 10093 10093 2586469 11999 0 29752 89880 89880 127000 120650 1270 5080 113639 105034 7299 1306 17369 16500 174 695 19449 18477 194 778 66315 62999 663 2653 48423 46002 484 1937 182000 172900 1820 7280 10432 9911 104 417 74717 70981 747 2989 696 661 7 28 34933 33186 350 1397 784853 747181 13112 24560 274813 1678226 58789 27162 563450 918310 152968 164134 40645 10111 0 30534 5303482 5303482 2691583 3091412 9045085 11213260 63760 157407 8983 375148 1422080 1421654 1269328 1176501 2764151 3130710 X 4896895 6698511 1384039 1384039 6280934 8082550 9045085 11213260 1801616 0 X 0 1 X 1 0 X 1014833 507691 1001518 1644865 2544718 6713625 73649 244400 253635 3893 1906 577483 418085 15094 5446 20810 29553 488988 1506567 767185 1260599 1669568 2576177 7780096 0 0 0 7780096 209 28 49 199 485 209 28 49 199 485 24247 3093 8490 10093 45923 1530814 770487 1260627 1678107 2586469 7826504 0.99410 0.98450 0.00010 0.00030 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: OTHER - 2019 AMOUNT: $ 24,247. 2020 AMOUNT: $ 3,093. 2022 AMOUNT: $ 8,490. 2023 AMOUNT: $ 10,093. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 25077 25077 15568 10111 5457 30534 INVESTMENT IN BFH LL, LLC 5303482 C 5303482 CONSTRUCTION IN PROGRESS 2658812 DUE FROM EMPLOYEES 177 DUE FROM BFH 432423 3091412 DUE TO BALTIMORE FOOD HUB INC 1173934 SECURITY DEPOSITS 2567 1176501 X PART X, LINE 2: THE ORGANIZATION AND BFH ARE EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE IRC AND DID NOT HAVE ANY UNRELATED BUSINESS INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. HEB AND BFH LL HAVE ELECTED TO BE TREATED AS PASS-THROUGH ENTITIES FOR INCOME TAX PURPOSES, AND AS SUCH ARE NOT SUBJECT TO INCOME TAXES. RATHER, ALL ITEMS OF TAXABLE INCOME, DEDUCTIONS AND TAX CREDITS ARE PASSED THROUGH TO AND REPORTED BY THEIR OWNERS ON THEIR RESPECTIVE TAX RETURNS. HEB AND BFH LL'S FEDERAL TAX STATUS AS PASS-THROUGH ENTITIES IS BASED ON THEIR LEGAL STATUS AS LIMITED LIABILITY COMPANIES. ACCORDINGLY, THESE CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS DO NOT REFLECT A PROVISION FOR INCOME TAXES FOR HEB AND BFH LL AND THESE ENTITIES HAVE NO OTHER TAX POSITIONS WHICH MUST BE CONSIDERED FOR DISCLOSURE. FAWB IS WHOLLY-OWNED BY THE ORGANIZATION AND IS DISREGARDED FOR INCOME TAX PURPOSES. BFH MEMBER ELECTED TO BE TREATED AS A C-CORPORATION FOR INCOME TAX PURPOSES AND THUS ACCOUNTS FOR INCOME TAXES IN ACCORDANCE WITH THE LIABILITY METHOD AS REQUIRED UNDER GUIDANCE FROM THE FASB ON ACCOUNTING FOR INCOME TAXES AS INTERPRETED BY CLARIFYING GUIDANCE ISSUED BY THE FASB. UNDER THE LIABILITY METHOD, TAX RATES ARE APPLIED TO CUMULATIVE TEMPORARY DIFFERENCES BASED ON HOW THEY ARE EXPECTED TO AFFECT THE TAX RETURN. DEFERRED TAX ASSETS AND LIABILITIES ARE ADJUSTED FOR TAX RATE CHANGES. UNDER THE GUIDANCE, INCOME TAX BENEFITS ARE RECOGNIZED AND MEASURED BASED UPON A TWO-STEP MODEL: 1) A TAX POSITION MUST BE MORE LIKELY THAN NOT TO BE SUSTAINED BASED SOLELY ON ITS TECHNICAL MERITS IN ORDER TO BE RECOGNIZED, AND 2) THE BENEFIT IS MEASURED AS THE LARGEST DOLLAR AMOUNT OF THAT POSITION THAT IS MORE LIKELY THAN NOT TO BE SUSTAINED UPON SETTLEMENT. THE DIFFERENCE BETWEEN THE BENEFIT RECOGNIZED FOR A POSITION IN ACCORDANCE WITH THIS MODEL FOR FINANCIAL STATEMENTS AND THE TAX BENEFIT CLAIMED ON A TAX RETURN IS REFERRED TO AS AN UNRECOGNIZED TAX BENEFIT. BFH MEMBER ACCRUES INCOME TAX-RELATED INTEREST AND PENALTIES, IF APPLICABLE, WITHIN PROVISION FOR INCOME TAXES. NO DEFERRED TAX ASSETS, INCLUDING NET OPERATING LOSS CARRYFORWARDS, OR LIABILITIES HAVE BEEN RECOGNIZED AS BFH MEMBER DOES NOT HAVE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE FINANCIAL STATEMENT CARRYING AMOUNT OF EXISTING ASSETS AND LIABILITIES AND THEIR RESPECTIVE TAX BASES. NO PROVISION FOR INCOME TAXES HAS BEEN RECOGNIZED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. BFH MEMBER HAS NOT TAKEN ANY TAX POSITIONS THAT WOULD CREATE UNRECOGNIZED TAX BENEFITS. FOR INCOME TAX PURPOSES, THE ORGANIZATION AND AFFILIATES REPORT ON A CALENDAR YEAR-END BASIS. INCOME TAX RETURNS FILED BY THE ORGANIZATION AND AFFILIATES ARE SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE FOR A PERIOD OF THREE YEARS. WHILE NO INCOME TAX RETURNS ARE CURRENTLY BEING EXAMINED BY THE INTERNAL REVENUE SERVICE, TAX YEARS SINCE 2020 REMAIN OPEN FOR THE ORGANIZATION AND AFFILIATES. 0 BALTIMORE FOOD HUB PO BOX 50160 BALTIMORE MD 21211 463459055 501(C)(3) 71335 0 GRANTS HEALTHY EAST BALTIMORE PO BOX 50160 BALTIMORE MD 21211 820793193 501(C)(3) 18545 0 GRANTS 2 0 SCHEDULE I, PART I, LINE 2 ACT MUST: 1. ESTABLISH AND MAINTAIN EFFECTIVE INTERNAL CONTROL OVER GRANT AWARDS IN A MANNER THAT PROVIDES REASONABLE ASSURANCE THAT ACT IS MANAGING GRANT AWARDS IN COMPLIANCE WITH ALL APPLICABLE STATUTES, REGULATIONS, AND THE TERMS AND CONDITIONS OF THE GRANT AWARDS. 2. COMPLY WITH ALL STATUTES, REGULATIONS AND THE TERMS AND CONDITIONS OF THE GRANT AWARDS. 3. EVALUATE AND MONITOR ACT'S COMPLIANCE WITH STATUTES, REGULATIONS, AND THE TERMS AND CONDITIONS OF THE GRANT AWARDS. 4. TAKE PROMPT ACTION WHEN INSTANCES OF NONCOMPLIANCE ARE IDENTIFIED INCLUDING NONCOMPLIANCE IDENTIFIED IN AUDIT FINDINGS. FORM 990, PART VI, SECTION B, LINE 11B THE CEO AND TREASURER REVIEW THE FORM 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C IT IS SHARE WITH THE BOARD ONCE THEY BECOME MEMBERS. CONFLICTS ARE REVIEWED AS THEY ARISE. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD REVIEWS THE COMPENSATION OF THE CEO. FORM 990, PART VI, SECTION C, LINE 19 DOCUMENTS ARE AVAILABLE ON THE ORGANIZATION'S WEBSITE: ACTIMPACT.ORG FOR A WEALTHY BALTIMORE LLC PO BOX 50160 BALTIMORE MD 21211 871374177 REAL ESTATE MD BALTIMORE FOOD HUB INC BALTIMORE FOOD HUB PO BOX 50160 NO 5 BALTIMORE MD 21211 463459055 PROPERTY DEVELOPMENT AND MANAGEMENT MD 501(C)(3) LINE 7 AMERICAN COMMUNITIES TRUST INC 1 HEALTHY EAST BALTIMORE LLC PO BOX 50160 BALTIMORE MD 21211 820793193 TO FACILITATE INVESTMENT IN THE BALTIMORE FOOD HUB MD N/A RELATED 0 0 BFH LL LLC PO BOX 50160 BALTIMORE MD 21211 352637866 LENDING MD AMERICAN COMMUNITIES TRUST RELATED -60071 7821888 0 1 0.95000 BFH MEMBER LLC PO BOX 50160 BALTIMORE MD 21211 611900290 REAL ESTATE MD BALTIMORE FOOD HUB INC C -3470 500 1.00000 1 0 0 0 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 HEALTHY EAST BALTIMORE LLC D 432423 COST BALTIMORE FOOD HUB INC E 1173934 COST BALTIMORE FOOD HUB INC E 71335 COST