EXCELLERE CAPITAL GROUP
GLOBAL OPPORTUNITIES EQUITY PROPERITIES FUND NORTH AMERICA
INVESTMENT OPPORTUNITY
2010
EXCELLERE CAPITAL GROUP
GLOBAL OPPORTUNITIES EQUITY PROPERITIES FUND NORTH AMERICA
TABLE OF CONTENTS
Overview 3
Excellere Capital Group 4
Global Opportunities Equity Properties Fund (GOEP) North America 4
Asset Acquisition Process
Investment Management
Target Markets
Investment Opportunity 7
Financial Governance and Valuations 7
Senior Management Team 8
GOEP North America Initial Asset List 13
EXCELLERE CAPITAL GROUP
GLOBAL OPPORTUNITIES EQUITY PROPERITIES FUND NORTH AMERICA
OVERVIEW
Excellere Capital Group is a Dallas-based investment banking firm specializing in the delivery of capital solutions specifically in the areas of real estate and oil and gas to include the formation and management of investment funds, financial restructurings, IPO launches, joint ventures, mergers and acquisitions and asset workouts.
Excellere is taking its Global Opportunities Equity Properties Fund North America (GOEP-North America) public on the London Stock Exchange (LSE), expected for fall 2010. The Fund is comprised of investment-grade real estate assets in North America that are distressed, undervalued and experiencing historic lows in their valuations. The aim is to build an income-producing, value-appreciating portfolio that will generate significant value for its shareholders.
Upon its IPO launch, GOEP-North Americas initial valuation is expected to exceed $250 million (USD) or £160 million (GBP). By the end of the first 12 months of operation, the Fund is expected to exceed $500 million (USD) or £325 million (GBP). The initial portfolio will have $40 million (USD) in debt, projected to be compressed to $20 million (USD) within 6 months.
GOEP-North America will be established in the Isle of Guernsey, a British Crown Dependency. The Guernsey domicile takes advantage of a corporate tax structure currently more favorable than similar REIT benefits available in the US.
The London Stock Exchange was selected as the optimal exchange as it is the worlds leading market for growing companies. Its internationally recognized stature, presence, trading platform and capacity best serve the objectives of GOEP-North America.
Excellere is seeking pre-IPO investment in GOEP-North America. Investors will be able to invest a minimum of $1 million (USD) or a maximum of $10 million (USD) in exchange for direct shares in the GOEP-North America Fund at a 2:1 ratio. Thus, for every dollar committed, an investor will receive twice the value.
This is the pre-IPO stage of the Fund; these rates will not be available once the Fund is public. This is the first such offering and another is not expected.
EXCELLERE CAPITAL GROUP
Excellere strives to execute win-win financial transactions for its clients and investors using the experience, market knowledge and relationships that have been developed worldwide over the past three decades. An experienced team of professionals provides a broad spectrum of sophisticated capital market, financial advisory and entrepreneurial services for the real estate and oil and gas industries. Specifically, Excellere focuses on:
GOEP NORTH AMERICA FUND
The investment objective of GOEP-North America is to build a comprehensive income-producing and value-appreciating property portfolio. Due to the current property market downturn in North America, fundamentally stable yet undervalued properties can be acquired at much lower investments than before.
CHANGE FAA TO ADVISORY COMMITTEE
As Acquisitions Manager, Excellere identifies real estate assets and opportunities throughout North America that possess strong long term strengths which will return significant yields on investment. Once a qualifying asset is identified, the Investment Committee set up by FAA has the responsibility for approving each asset. FAA then monitors each asset, developing and implementing strategies to generate superior returns on investment. All members of FAA have extensive experience in valuation, finance, development, construction and project management across all asset classes.
Asset Acquisition Process
Excellere focuses on large investment properties and investment grade projects available for acquisition within target markets. Fundamentally stable yet undervalued properties are priorities; due to the current property market downturn, these properties can be acquired at much lower investment levels than in the previous ten-year investment cycle.
In identifying quality assets, Excelleres acquisition team looks for the following:
Assets are acquired through:
Joint venture, when the continuing involvement of the existing landowner, local authority or central government agency is necessary, or for larger projects, where sharing of financial risk is appropriate
Assets with a gross value of less than $1 million (USD) will not be acquired unless they involve the acquisition of smaller or adjacent properties with the intention of assembling one larger parcel.
Investment Management
Once a qualifying asset has been identified, Falcon Asset Advisors, as Investment Manager, has the responsibility for approving and monitoring each asset to include:
Key factors in FAAs decision to approve an asset include value, capital structure, cash flows, upside potential, location, condition, marketability, and legal and ownership structures. In addition, population growth, economic expansion, market stability, tourism, culture, employment and geography influence the selections.
All members of FAA have extensive experience in valuation, finance, development, construction and project management. While the majority of assets are income producing, FAA has the capability to develop, redevelop and reposition assets when necessary to ensure valuation improvements and success. In addition, top professionals in leasing, retail and commercial management, hotel operations and residential development will be engaged to manage each asset at the property level. FAA believes using its own team in conjunction with local, regional and national management and leasing expertise will optimize not only the asset but the overall Fund performance.
Target Markets
GLOBAL, OPPORTUNITIES AS THEY ARISE
North American real estate markets have been heavily impacted by the economic downturn of the past two years. Not since the Savings and Loan crisis of the late 1980s and early 1990s have such significant opportunities for value, growth and investment return in real estate been available.
GOEP looks for acquisition opportunities across all asset classes. the primary focus and more specifically, those states and sub-markets that show the most promise economically and demographically. The southern United States in particular is currently the most active region for growth and value in the country, with some regions, such as Texas, projected to virtually double in the next 15 years.
INVESTMENT OPPORTUNITY
This is the pre-IPO stage of the Fund; these rates will not be available once the Fund is public. This is the first such offering and another is not expected.
Shares will be locked for a 12 month period, and will be released based on a waterfall schedule, with possibility for acceleration. This schedule ensures the stability of the total investment of the portfolio.
The schedule is as follows:
100% lockout for the first 12 months post - IPO
75% lockout starting 18 months post - IPO
50% lockout starting 24 months post - IPO
25% lockout starting 30 months post - IPO
No lockout starting 36 months post IPO
FINANCIAL GOVERNANCE AND VALUATIONS
GOEP-North Americas financial statements will be prepared annually in accordance with International Financial Reporting Standards (IFRS). Shareholders will be sent updates regarding significant GOEP-North America activities as and when possible. Under IFRS, GOEP-North America will prepare an income statement, which, unlike a statement of total return, does not differentiate between revenue and capital and also includes net realized and unrealized investment gains. GOEP-North Americas management and administration fees, finance cost (including interest on any bank facility) and all other expenses will be charged through the income statement. The Investment Committee will appoint leading international independent property valuation specialists prior to the acquisition of all assets. It is the intention that all assets be valued on an annual basis. Such valuations will be undertaken in accordance with International Valuation Standards as issued by the International Valuation Standards Committee and subject to the covenants of the LSE.
SENIOR MANAGEMENT TEAM
Stephen Bargo Excellere
Mr. Bargo is a seasoned industry expert in the real estate and oil and gas fields. His vast experience over the past 30 years includes raising equity and debt, capital restructuring, joint ventures, portfolio optimization, operations management, start-ups and investing in real estate and oil and gas companies.
Mr. Bargo has been able to leverage strategic alliances within the real estate and oil and gas industries in the U.S. and Mexico in order to gain access to lucrative opportunities while delivering a competitive advantage to investors and joint venture partners.
William Karrington GOEP-North America, FAA
Mr. Karrington brings over 30 years experience in raising capital, financial restructuring, portfolio management, operations management, and investing in real estate and oil and gas. Mr. Karrington has held many senior positions with a number of prominent real estate investment companies including Henry S. Miller & Co., Gerald D. Hines Interests, Trammell Crow Company, Bank of America, Forum Capital Advisors, Patriot America/Apollo, and has been Shareholder, Principal and General Partner of numerous entrepreneurial real estate ventures.
Prior to the formation of GOEP-North America and FAA, Mr. Karrington was co-founder and Director General of Forumex Partners and Meximae Holdings, providing real estate development, investment banking and mortgage facilities in Mexico where he maintained a cross border resident relationship for several years. Mr. Karrington has achieved meaningful milestones in U.S. and international asset acquisitions and dispositions of all asset types, has led efforts in the formation of IPOs, and has managed large portfolios of investment grade commercial real estate assets. He has directed several profitable corporate formations and business expansions and has had active involvement in debt instruments of all types including securitizations. Mr. Karrington has completed in excess of $3.9 billion (USD) in transactional activities to date.
While at Patriot American/Apollo, Mr. Karrington led the acquisition efforts of the acquired assets. His acquisitions success led to the accumulation of large portfolios of assets that eventually became two NYSE office REITs sponsored by Apollo Advisors and the NYSE Patriot American Hospitality REIT.
Mr. Karrington has been an industry panelist, attained his Certified Commercial Investment Member designation (CCIM), Certified Property Manager (CPM), and Texas Real Estate Broker license. Mr. Karrington completed his BS in Business and MBA studies at the State University of New York at Buffalo.
Kendrick James GOEP- North America, FAA
Mr. James brings a unique and wide breadth of transactional experience to GOEP-North America and FAA with more than 25 years of experience in the areas of real estate, finance, and law.
Before joining GOEP-North America and FAA, Mr. James served as Chief Operating Officer and in-house counsel for Crimson Capital Ltd/Patrinely Group, LLC, where he oversaw day-to-day operations and was responsible for all acquisitions, development activities, and new business opportunities. Mr. James was responsible for negotiating all project and company financing, capital planning, structuring and execution, and served as the principal contact for all capital and financial partners. Mr. James was also a member of the companys executive committee. His experience included the active supervision of all phases of real estate development including land, acquisitions, entitlements, design, finance, operations, asset management and corporate finance. To date Mr. James has championed more than $5.5 billion (USD) in investment grade real estate finance and development, corporate finance and legal advisory transactions.
Prior to joining Crimson/Patrinely, Mr. James spent two years as general counsel of Columbia Energy Services successfully directing all legal matters. Columbia Energy Services (CES) was the unregulated energy and trading subsidiary of a NYSE utility company. Mr. James represented Columbia in its acquisition of the predecessor to CES and successfully negotiated the divestment of CES to a major energy company. Prior to CES, Mr. James was in private legal practice where he provided counsel to individual clients and medium to large institutions, both private and public companies in the areas of real estate, finance, and corporate transactions.
Previous to obtaining his law degree and his practice of law, Mr. James earned an MBA Degree from St. Thomas University in Houston and BA from the University of Texas.
Charles M. Anglin Jr. FAA
Mr. Anglin has over 26 years experience in the commercial real estate industry. Prior to FAA, he served as Senior Partner with Rainier Capital in Dallas, directing all asset management divisions of the company. Prior to Rainier, Mr. Anglin was CFO of a private real estate firm where he provided the exit strategies and execution management for more than $200 million (USD) of real estate assets.
Mr. Anglin developed extensive distressed asset workout expertise and asset database formation while working at the most senior levels of the Resolution Trust Corporation. There he specialized in complex real estate workout solutions for a portfolio of
over $4 billion (USD) in real estate assets.
Additionally, Mr. Anglin has provided executive oversight to more than $600 million (USD) of mixed-use commercial real estate projects nationwide.
Mr. Anglin received a BS in Accounting from Abilene Christian University.
Ivan K. Hendren FAA
Prior to joining FAA, Mr. Hendren was a land acquisition / development manager at BRE Properties REIT, Irvine, CA (NYSE: BRE). Mr. Hendren has delivered nearly $1.2 billion (USD) in transaction value and project costs.
Prior to BRE Properties REIT Mr. Hendren worked for the Bargo Group in Austin, TX, where he was involved in valuation analysis, acquisition, development, underwriting, due diligence and raising equity capital from investors. In his career prior the Bargo Group, Mr. Hendren was a corporate finance analyst at Deutsche Bank Alex Brown where he participated in over ten IPOs as well as equity, debt and M&A transactions in the technology sectors.
Mr. Hendren graduated from Brigham Young University with a BS in Business Management - International Finance and earned his Masters in Real Estate Development from University of Southern California.
Eric Pickton FAA
Prior to FAA, Mr. Pickton served as Director of Finance for Forumex Partners, CFO for an international mining and materials separation company and was COO for a privately held oil and gas company in the U.S. which involved numerous international transactions and negotiations.
Mr. Pickton has also held positions with senior levels of responsibility with Clark Consulting, KBA Group LLP, Montgomery Coscia Greilich LLP, and David S. Crockett & Co. CPA where he gained proficiency in compliance, internal controls, tax, sophisticated partnerships, personal and corporate trusts and corporate consulting.
Mr. Pickton graduated from Southern Methodist University with a BA in Accounting, and a minor in information technology. Additionally, Mr. Pickton earned a Masters of Science in Accounting with a specialization in International Finance.
Joseph Burris Excellere
Mr. Burris has been a real estate developer and entrepreneur for 30 years, including being economic development consultant and originator of the Dallas Mavericks/Stars Arena concept at Lewisville, Texas. This $300 million (USD) project included Gerald D. Hines, John Portman & Associates, Brown & Root, Ellerbe Becket and Hunt Construction. In addition, Mr. Burris' many accomplishments include the Dallas Business Journal "Deal of the Year" and "Deal of the Decade" $370 million (USD) Cisco project in Richardson, Texas and the delivery of ATT's regional headquarters, One Telecom. He helped found the World Trade Consortium, Inc. with SAIC employees and formed a global joint-venture with World Trade Centers Association, New York, and other blue chip companies to provide container processing and security world-wide for the customs and border protection mandate. Mr. Burris co-Founded Heliosat, Inc. and has formed a consortium of space and energy companies to pursue space-based solar power/carbon neutral fuel production with the National Security Space Office (NSSO) and the Air Force Research Laboratory (AFRL).
Mike Spradling - Excellere
Mr. Spradling brings over 30 years experience in Texas state government where he has managed numerous multi-million dollar projects. He brings an extensive knowledge of sound fiscal policy and has been entrusted to account for millions of dollars of revenue.
Mr. Spradling received his BS Degree from Waylan Baptist University.
For a full listing of Excelleres Management team, please visit www.excellerecg.com
INITIAL ASSET LIST
These initial assets have been pledged for the North America fund:
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Property Description
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Estimated Value
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Colorado
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88 Fox Acres lots, golf course and community
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$ 29,000,000
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Colorado
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3 Fox Acres fractional ownership buildings
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$ 5,500,000
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Colorado
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1 Fox Acres whole ownership lot
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$ 300,000
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Colorado
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3 Fox Acres whole ownership lots
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$ 900,000
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Colorado
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1 Fox Acres whole ownership lot
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$ 300,000
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Colorado
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25 Fox Acres fractional ownership lots
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$ 7,100,000
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Colorado
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22 Aspen Lane Fox Acres - home
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$ 200,000
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Colorado
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Building B - 1 pad site pre-infrastructure
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$ 2,230,000
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Colorado
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2121 Midpoint - condo units 102, 301, 302
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$ 2,801,300
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Colorado
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2121 Midpoint - condo units 101, 103, 201-226
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$ 2,801,300
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Colorado
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Spring Creek - 2 pad sites partial infrastructure
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$ 4,568,000
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Colorado
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Liberty Farms 10 pad sites pre-infrastructure
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$ 25,852,000
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Colorado
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The 960 - 22 lots and equestrian center
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$ 12,100,000
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Colorado
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Rigden - 11 pad sites pre-infrastructure
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$ 4,284,000
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Colorado
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1 Fox Acres whole ownership lot
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$ 300,000
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Colorado
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2269 Fox Acres East Fox Acres home
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$ 1,275,000
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Colorado
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1524 Fox Acres West Fox Acres home
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$ 1,275,000
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Colorado
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2335 Fox Acres East Fox Acres home
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$ 1,275,000
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Sayulita, Mx
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Villas - Casa Club: 3 buildings, 1 finished pad
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$ 16,999,000
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Sayulita, Mx
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Terrace Gardens land for development
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$ 6,791,632
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Sayulita, Mx
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Sayulita Vistas - master planned community of 420 luxury villa homes and home sites
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$ 82,286,600
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TOTAL ESTIMATED VALUE
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$208,138,832
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