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PROJECTED IRRs ARE ANNUALIZED AND CALCULATED BASED ON PROJECTED MONTHLY INVESTMENT INFLOWS AND OUTFLOWS. UNLESS OTHERWISE INDICATED ALL RETURN FIGURES ARE
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INCLUDING THOSE DESCRIBED IN THIS DOCUMENT, AND ACCORDINGLY, ACTUAL RESULTS MAY DIFFER MATERIALLY AND NO ASSURANCE CAN BE GIVEN THAT AI WILL ACHIEVE THE RETURNS
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BE NO ASSURANCE THAT THE FUND WILL ACHIEVE COMPARABLE RESULTS OR THAT RETURN OBJECTIVES OR ASSET ALLOCATIONS WILL BE MET. ACTUAL REALIZED RETURNS OR
UNREALIZED INVESTMENTS WILL DEPEND ON, AMONG OTHER FACTORS, FUTURE OPERATING RESULTS, THE VALUE OF THE ASSETS AND MARKET CONDITIONS AT THE TIME OF DISPOSITION,
ANY RELATED TRANSACTION COSTS, AND THE TIMING AND MANNER OF SALE, ALL OF WHICH MAY DIFFER FROM THE ASSUMPTIONS AND CIRCUMSTANCES ON WHICH THE VALUATIONS USED
IN THE PERFORMANCE DATA CONTAINED HEREIN ARE BASED. ACCORDINGLY, THE ACTUAL REALIZED RETURNS ON THESE UNREALIZED INVESTMENTS MAY DIFFER MATERIALLY FROM THE
RETURNS INDICATED HEREIN.
PARK HILL REAL ESTATE GROUP LLC, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, SHAREHOLDERS, MANAGERS, MEMBERS AND EMPLOYEES EACH
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SERVICES AUTHORITY.
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SERVICES AUTHORITY.
UNLESS OTHERWISE NOTED, $ MEANS UNITED STATES DOLLARS AND R$ MEANS BRAZILIAN REAIS.
Agenda
SECTION 1
Introduction
SECTION 2
Company Overview
SECTION 3
APPENDIX A
APPENDIX B
APPENDIX C
SECTION 1
Introduction
Autonomy Investimentos
Leading real estate investment firm focused on development and value-add investments in major
urban and logistics markets in Brazil
Team Differentiators
-
2.
Established Performance
-
1.
Amounts invested or committed to invest are on a nominal currency basis (i.e., in Brazilian reais converted to U.S. dollars using the average exchange rate for 2010). As a result, amounts invested and projected returns are
not reflective of changes in currency exchange rates.
Gross IRRs presented reflect actual and projected internal rates of return, on a levered basis if applicable, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance
fees and other operating and transaction costs. Gross return calculations for unrealized investments are the combination of actual monthly cash flows through December 31, 2010 and projected monthly cash flows for the
duration of the investment, projected as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization of the investment. Please contact AI if you would like to
see projected performance based on assumptions which differ from those presented. AI receives quarterly marked-to-market valuations from Jones Lang LaSalle, which will be made available during on-site due diligence
meetings and upon separate request. Such current valuations, based on current equity values, may be generally lower than projected residual values, which account for projected operating cash flows and residual values.
Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment
Performance Summary Endnotes as of December 31, 2010 for further details.
2
SECTION 2
Company Overview
Departments
Executives
Professionals
Acquisitions
Design &
Construction
Roberto Miranda
de Lima
Rubens Scuoppo
Director
General Contractors;
Engineering Companies
Marketing &
Leasing
Property
Management
Finance &
Administrative
Capital
Structure & IR
Research
Consultant
Henrique Coelho
Director
Renata Noronha
Director
Paul Weeks
Brokers
Property
Service
Companies
Accounting,
Treasury, HR,
IT, etc.
Planning
Production
= Outsourced
4
Roberto
Miranda de
Lima
Robert
Gibbins
Henrique
Coelho
Jos
Carlos
Lima
Gonalves
Rubens
Scuoppo
Renata
Noronha,
CFA
AI Finance and Administrative Director; joined AI in 2007; assumed administrative and financial responsibilities, implementing best practices in financial
controls, cash management and financing for AIs portfolio
Prior experience:
- CFO at UNIBANCO AIG Seguros, Brazils fourth largest insurance company
- Additional nine years experience in finance and administration in banking, insurance and the Brazilian private pension market, having worked in
auditing at KPMG and Peat Marwick and in banking compliance at Banco Nacional and Unibanco; member of the Statutory Audit Board of the
Instituto Brasileiro de Resseguros
Education: Executive MBA from UNIBANCO/IBMEC
AI Commercial and Property Management Director; joined AI in 2006; responsible for property management, marketing and leasing
Prior experience:
Board of Directors of Tishman Speyer Mtodo do Brasil
New Business, Commercial and Financial Director of Mtodo Engenharia S.A.
15 years of total real estate experience
CEO of the Compass Group in Mexico, VP of Telecom and Pay TV Globo Organizations and CEO of Playcenter S.A.
Education: Civil Engineering Degree from Universidade Mackenzie and Advanced Management Program at INSEAD
AI Design & Construction Director; joined AI in 2008
Prior experience:
- 31 years real estate development experience
- Technical Development Manager of Gafisa S.A., General Director of Ruy Ohtake Arquitetura e Urbanismo and Commercial Director of Metdo
Engenharia S.A.
Education: Civil Engineering Degree from UNIP (IEEP), Specialization in Production Engineering from Fundao Vanzolini and Specialization in
Corporate Planning and Business Strategy from Fundao Getlio Vargas
AI Capital Structure and Investor Relations Director; joined AI in 2010
Prior experience:
- Almost 2 years at Sadia S.A., responsible for structuring new M&A and business development area
- 10.5 years at Credit Suisse/Garantia, 4 of which responsible for local Private Equity; portfolio companies included ALL, TAM, Mtodo Engenharia
Education: Industrial Engineering Degree from the Escola Politcnica of the University of So Paulo
5
Strategy
Focus on assets with potential to be positioned in the top quartile of respective markets
1.
Standardized
Strongly reliant on
depth and accuracy
of management's
knowledge and
absorption
projections
Offers bond-like
risk/return and cash
flow predictability on
portfolio
May have
disproportionally
high returns within
development
Built-to-Suit &
Sale Leaseback
Leasing Arrangement
Acquisition
Retrofit
AD2200
Rochaver Tower D
Standard Building
Gross IRRs presented reflect actual and projected internal rates of return, on a levered basis if applicable, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance
fees and other operating and transaction costs. Gross return calculations for unrealized investments are the combination of actual monthly cash flows through December 31, 2010 and projected monthly cash flows for the
duration of the investment, projected as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization of the investment. Please contact AI if you would like
to see projected performance based on assumptions which differ from those presented. AI receives quarterly marked-to-market valuations from Jones Lang LaSalle, which will be made available during on-site due
diligence meetings and upon separate request. Such current valuations, based on current equity values, may be generally lower than projected residual values, which account for projected operating cash flows and
residual values. Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please
see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
6
Investment Process
Unique experience in creating value all along the investment chain
Process
Operations
Acquisition
Advantage
Activities
Institutional approach
Local presence
Market intelligence
Market monitoring
Deal sourcing
Integrated institutional
construction of target asset
business plan
Examples
Development/
Retrofits
Asset/Property
Management
Disposition
Marketing &
Leasing
Market intelligence
Experience in different
disposition strategies
Customized disposition
structuring
Off-market sourcing
Cajamar
Underwriting Ouvidor:
thorough analysis of
potential improvements
Total Portfolio
16.1%
16.2%
Rochaver
16.2%
PL Cajamar
16.1%
14.5%
AD2202
13.0%
15.4%
Total Stabilized
FLBC
23.2%
AD2200
13.9%
Standard
13.4%
15.8%
Total Realized
Ouvidor 107
20.3%
ROP
5.0%
12.0%
10.0%
15.0%
20.0%
25.0%
Realized
Unrealized
Total
Total
Number of
Invested
Projected &
Total
Leverage Est. Total
(4)
(5)
(6)
Invested Equity Capitalization Ratio(7) Proceeds(8)
Investments Equity
2
$ 18,957 $
18,957 $
28,730 34.0% $
26,714
8
294,912
392,778
725,512 45.9%
1,348,500
10
$ 313,869 $
411,735 $
754,242 45.4% $ 1,375,214
Gross
Gross
Levered Unlevered Equity
IRR(9)
IRR(10) Multiple(11)
14.4%
13.6%
1.4x
21.5%
18.5%
3.4x
21.3%
18.4%
3.3x
Note: Please see Investment Performance Endnotes as of December 31, 2010 to reference notes cited in the table above.
1.
2.
3.
4.
Gross IRRs presented reflect actual and projected internal rates of return, on a levered basis if applicable, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance
fees and other operating and transaction costs. Gross return calculations for unrealized investments are the combination of actual monthly cash flows through December 31, 2010 and projected monthly cash flows for the
duration of the investment, projected as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization of the investment. Please contact AI if you would like to
see projected performance based on assumptions which differ from those presented. AI receives quarterly marked-to-market valuations from Jones Lang LaSalle, which will be made available during on-site due diligence
meetings and upon separate request. Such current valuations, based on current equity values, may be generally lower than projected residual values, which account for projected operating cash flows and residual values.
Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment
Performance Summary Endnotes as of December 31, 2010 for further details.
Amounts invested or committed to invest are on a nominal currency basis (i.e., in Brazilian reais converted to U.S. dollars using the average exchange rate for 2010). As a result, amounts invested and projected returns are
not reflective of changes in currency exchange rates.
Based on net operating income after operating expenses and property level taxes and before income taxes.
Nominal yields based on historic cost. Yields for investments under development are projected. CERJ, which is under development, is not included as AI intends to pre-sell portions of the investment during multiple phases
of the development.
8
Principal Clients
Premium tenant portfolio with presence in several sectors: average occupancy of AIs tenant base
as of June 2011 was 3,168m2 with a physical vacancy of 0.37%
Services
Chemical
Pharmaceutical
Real Estate
Consulting
Financial
Services
Industry
Retail
Other
AI Competitive Advantages
Agile decision making combined with institutional fiduciary risk management process
10
SECTION 3
Market Opportunity
Brazils Annual GDP Growth Rate
8%
14%
7%
12%
6%
10%
12.5%
9.6%
9.3%
8.9%
5%
8%
7.7%
7.6%
6.5%
4%
6%
6.0%
4.3%
3.1%
2%
1%
1.7%
0%
0%
2004
2005
2006
2007
2008
2009
2010
2011e
1996
1998
2000
2002
2004
2006
2008
2010
Source: FIPE
So Paulo Office Market Vacancy and Class A/A+ Average Lease Rates
Steadily increasing rental rates and decreasing vacancy
20%
900,000
18%
800,000
120
16%
100
12%
80
700,000
14%
600,000
m2
R$ m2/month
4.8%
4.5%
4%
2%
140
5.7%
5.2%
3%
5.9%
500,000
10%
60
8%
40
6%
300,000
4%
200,000
2%
100,000
0%
20
0
2005
Source: CBRE
2006
2007
2008
Lease Rate
2009
Vacancy
2010
400,000
2005
Source: CBRE
2006
2007
2008
2009
2010
12
Logistics
Developments
Office Space
Acquisition
Office Space
for Retrofit
Office Space
Development
GLA (000m2)
70
55
11
189
2,130
395
45
63
105
840
1,610
40
23
10
77
576
161
273
430
1,169 1,735
Potential Acquisitions
13
3% 3%
Developing Logistics
13%
2%
36%
Rio de Janeiro: 10
So Paulo: 20
Santa Catarina: 1
Operational/Expanding Logistics
6%
33%
2%
Developing Logistics
Perform preliminary
analysis
36%
R$1.3 billion
pipeline
Operational/Expanding Logistics
8%
14
APPENDIX A
Location
Initial
Asset Investment Acquisition
Date(3)
Type
Type
Realized Investments
Rio Office Park (ROP)
Ouvidor 107
Subtotal
Rio de Janeiro
Rio de Janeiro
Office
Office
Unrealized Investments
Rochaver(12)
AD2200(13)
AD2202(14)
Faria Lima Business Center(15)
CERJ(16)
Standard Building(17)
Atrium Faria Lima(18)
Parque Logstico Cajamar(19)
Subtotal
So Paulo
Office Development
So Paulo
Office
Retrofit
So Paulo
Office Development
So Paulo
Office Acquisition
Rio de Janeiro Office Development
Rio de Janeiro Office Built-to-suit
So Paulo
Office Built-to-suit
Cajamar
Logistics Development
Total Investments
Acquisition
Retrofit
Mar-07
Apr-07
Invested
Equity(4)
14,928 $
4,030
18,957 $
14,928 $
4,030
18,957 $
14,928
13,802
28,730
0.0%
70.8%
34.0%
$ 187,784 $
9,166
1,591
36,039
13,336
17,558
29,439
$ 294,912 $
201,418 $
9,708
56,964
1,591
50,226
13,336
18,523
41,012
392,778 $
423,348
21,639
74,010
10,795
50,226
28,676
58,192
58,626
725,512
52.4%
55.1%
23.0%
85.3%
0.0%
53.5%
68.2%
30.0%
45.9%
$ 313,869 $
411,735 $
754,242
45.4%
Mar-06
Jun-06
Jun-06
Oct-06
Apr-07
Jun-07
Feb-08
Feb-08
Total
Projected &
Total
Leverage Est. Total
Invested Equity(5) Capitalization(6) Ratio(7) Proceeds(8)
Gross
Gross
Levered Unlevered Equity
IRR(9)
IRR(10) Multiple(11)
17,811
8,902
26,714
6.5%
36.4%
14.4%
6.5%
21.9%
13.6%
1.2x
2.2x
1.4x
685,920
34,439
91,576
23,974
321,298
39,901
59,687
91,706
$ 1,348,500
22.4%
22.2%
16.4%
31.7%
19.6%
13.5%
20.5%
23.1%
21.5%
18.5%
17.7%
15.1%
26.5%
19.6%
12.7%
17.1%
22.9%
18.5%
3.4x
3.5x
1.6x
15.1x
6.4x
3.0x
3.2x
2.2x
3.4x
$ 1,375,214
21.3%
18.4%
3.3x
Note: Please see Investment Performance Endnotes as of December 31, 2010 and Investment Specific Endnotes to reference notes cited in the table above.
1.
Amounts invested or committed to invest are on a nominal currency basis (i.e., in Brazilian reais converted to U.S. dollars using the average exchange rate for 2010). As a result, amounts invested and projected returns are
not reflective of changes in currency exchange rates. Gross IRRs presented reflect actual and estimated internal rates of return, on a levered basis if applicable, presented on an after local property tax, gross basis exclusive
of fund expenses, management fees, performance fees and other operating and transaction costs. Gross return calculations for unrealized investments are the combination of actual monthly cash flows through December
31, 2010 and estimated monthly cash flows for the duration of the investment, projected as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization of
the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. AI receives quarterly marked-to-market valuations from Jones Lang LaSalle, which
will be made available during on-site due diligence meetings and upon separate request. Such current valuations, based on current equity values, may be generally lower than projected residual values, which account for
projected operating cash flows and residual values. Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may
realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
16
Summary of AI Investment Performance represents the 10 real estate transactions in Brazil in which AI, its affiliates and/or predecessors and successors have invested equity capital as either the only equity investors or as joint venture
partners. While some transactions include multiple stages of real estate developments, each transaction was executed as part of one business plan, and is therefore presented as a single transaction. Investment decisions regarding the
transactions were made by Messrs. Gibbins and/or Lima.
2.
For purposes of the performance data contained in this presentation, U.S. dollar amounts for Invested Equity, Invested and Projected Equity, Total Capitalization, Total Realized and Total Estimated Proceeds have been calculated by
translating Brazilian reais into U.S. dollars as of December 31, 2010, using the average exchange rate for 2010. This evaluation method is intended to eliminate the effect that currency appreciation or depreciation would have on the
performance data as represented.
3.
Represents the month in which either the purchase and sale contract or the deed for the investment was executed.
4.
Represents the aggregate equity capital that has been invested through December 31, 2010. Property-level income and debt financing are used to reduce equity requirements for on-going acquisition and development costs and capital
expenditures until all capital requirements for the respective property have been funded.
5.
Represents the aggregate equity capital invested and projected to be invested, if any, as of December 31, 2010. Projected and realized property-level income and debt financing are used to reduce equity requirements for on-going
acquisition and development costs and capital expenditures until all capital requirements for the respective property have been funded. Projected invested amounts for each investment are based on the good faith and reasonable
estimates of the AI team for the investment and do not necessarily reflect the amounts that will ultimately be invested.
6.
Represents the sum of (i) the aggregate equity capital invested and projected to be invested, if any, as of December 31, 2010, and (ii) acquisition/development indebtedness and capitalized costs incurred and projected to be incurred, if
any with the acquisition of the property. Projected invested amounts for each investment are based on the good faith and reasonable estimates of the AI team for the investment as of December 31, 2010 and do not necessarily reflect
the amounts that will ultimately be invested.
7.
Represents the debt assumed on each investment as a percentage of total capitalization (loan to cost).
8.
Represents the sum of the net proceeds generated from distribution of current income and disposition of the property as of December 31, 2010, excluding any proceeds from property-level income or debt financing which are used to offset equity requirements, plus the projected operating cash flows and residual values for investments to be received by the applicable investors based on the corresponding business plan for each of the unrealized investments. The
business plan for each investment sets forth an expected hold period for the investment and is periodically updated. In addition, the projected operating cash flows and residual values for each investment are based upon the good faith
and reasonable estimates of the AI team for the investment as of such date. These estimated proceeds have been calculated solely for purposes of this presentation, and do not necessarily reflect the amounts that will ultimately be
received by the applicable investors.
9.
All levered IRRs are after the effects of leverage (if any), post local property taxes, and gross, meaning they are before fund expenses, management fees and performance fees borne by investors, which may be substantial in the
aggregate. Original underwriting assumptions project longer term hold periods than typical fund terms, therefore hold periods have been shortened to represent projected returns had investments been made through a typical fund
structure. Please contact AI to see projected performance based on actual business plans. All IRRs are annual.
10. All unlevered IRRs are the projected returns had no financing been utilized in the investments. All unlevered IRRs are post local property taxes and gross, meaning they are before fund expenses, management fees and performance
fees borne by investors, which may be substantial in the aggregate. All IRRs are annual.
11. Represents the ratio of Total Estimated Proceeds to Invested Equity.
Investment Specific Endnotes
12. Rochaver. The unrealized nominal gross IRR (post local property taxes and effect of leverage) of 22.4% for Rochaver is calculated based on historical expenditures and revenues, current lease contracts and forward-looking AI
business plans for all four towers (Towers A, B and D which are operational and Tower C which is under construction), including the assumptions that Tower C will be completed within budget and delivered in March 2012.
Lease revenues are forecasted for Towers A and B based on current contracts until January 2013 and from January 2013 forward, with a 3.0% permanent vacancy rate assumed for both towers. As of January 2011, both towers were
leased for an average R$89.16/m2 and were 99.3% leased. All lease rates are adjusted for inflation on a yearly basis (estimated at 4.9% per annum), according to existing contracts. As of March 2011, Towers A and B generate gross
monthly operating revenue of R$5.3 million.
Tower D lease revenues are forecasted based on current BTS contract and are adjusted for inflation in March on a yearly basis (estimated at 4.9% per annum). As of March 2011, Tower D generates gross monthly operating revenue of
R$1.2 million.
Once operational, Tower C is expected to be leased up in 21 months (from March 2012 to December 2013) at a lease-up rate of 2,660m2 per month or 1.5 floors per month with the last 4.5 floors being leased without grace periods. As
of March 31, 2011, the lease rate is assumed to be R$80.00/m2. During the lease-up period, the vacancy costs are assumed to be fully borne by AI. A 3.0% permanent vacancy rate is assumed on maturity, as well as inflation
adjustments to rentals (estimated at 4.9% per annum) on a yearly basis. Based on the previously presented assumptions, Tower C is expected to generate gross monthly operating revenue of R$4.3 million at current prices upon
stabilization (expected to happen in January 2014).
The total hold period for Rochaver complex is expected to be 94 months (March 2006 to January 2014) and projected disposition valuation is estimated at an exit cap rate of 8.9%. Also, the AI team believes it is being conservative by
considering Tower C lease rate of R$80.00/m given that Towers A and B are currently leased at an average of R$89.16/m.
17
Lease revenues are forecasted based on current contracts renewals and some new tenants entering the building until June 2011 when the building is expected to generate a total gross monthly operating revenue of R$426,154 at an
average office lease rate of R$68.57/m2. From then on, lease rates shall be adjusted by inflation on a yearly basis (estimated at 4.9% per annum). The hold period is expected to be 64 months with disposition in February 2012 and the
projected disposition valuation is estimated at an exit cap rate of 9.8%.
16. CERJ. The unrealized nominal gross IRR (post local property taxes) of 19.6% is based on the assumptions as of December 31, 2010 that AIs stake in CERJ will be monetized through four corporate towers (12,922m2, 9,922m2, 7,350m2
and 9,065m2) to be delivered in September 2014, September 2017, September 2019 and September 2021, respectively. AI expects such towers will be leased up in 12 months and dispositions are expected to occur in August 2016,
December 2018, August 2021 and December 2022, respectively. The projected disposition valuation is estimated at an exit cap rate of 9.2%.
On top of the four corporate towers, AI will have a 15% participation in the SPC that will explore an additional 121,000m2 of office suites on the site. Such SPC will develop the office suites under a launch-and-sell modality. When a
tower development is launched, marketing efforts will take place to pre-sell the units in installments to private individuals or small institutional investors. Such installments are expected to aggregate approximately 60% of the units total
value until tower delivery. At delivery, it is expected that either the buyer will pay the outstanding balance or the obligations will be securitized.
In connection with the corporate towers, AI is expected to invest an additional R$14.1 million (at current prices). The 15% participation in the SPC is expected to require an additional R$4.8 million.
17. Standard Building. The unrealized nominal gross IRR (post local property taxes and effect of leverage) of 13.5% for the Standard Building is based on historical expenditures and revenues, current lease contracts and the forward-looking
AI business plan for the investment, including the assumption that the asset will continue to generate gross monthly operating revenue of R$563,919 per month as of March 2011, adjusted for inflation on a yearly basis thereon
(estimated at 4.9% per annum). The hold period is expected to be 103 months with disposition taking place in January 2016. The projected disposition valuation is estimated at an exit cap rate of 9.4% based on current lease prices
adjusted for inflation on a yearly basis (estimated at 4.9% per annum), which AI believes is conservative given that it is a BTS contract with lease rates below current market levels.
18. Atrium Faria Lima. The unrealized nominal gross IRR (post local property taxes and effect of leverage) of 20.5% for Atrium Faria Lima is based on the forward-looking AI business plan of the investment, including the assumption that the
asset will generate gross monthly operating revenue of R$995,657 at December 2010 values under the 17 year BTS contract with Bunge Fertilizantes S.A., adjusted for inflation on a yearly basis (estimated at 7.2% per annum for the
construction price index until completion and 4.9% per annum for IGP-M thereon). The hold period is expected to be 89 months with disposition taking place in May 2015. Projected disposition valuation is estimated at an exit cap rate of
9.3%.
19. Parque Logstico Cajamar. The unrealized nominal gross IRR (post local property taxes and effect of leverage) of 23.1% for Parque Logstico Cajamar is based on the forward-looking AI business plan for the investment, which includes
two properties acquired in a joint-acquisition Cajamar and Jundia. Development of Cajamar will be completed in two phases. The first is expected to be completed in November 2011 and when stabilized (assuming a 3.0% permanent
vacancy rate) is expected to generate gross monthly operating revenue of R$677,442 at current prices. The second is expected to be completed in October 2013 and when stabilized (also assuming a 3.0% permanent vacancy rate) is
expected to generate gross monthly operating revenue of R$729,168 at current prices.
As of December 2010, AI entered into a sale and purchase agreement regarding the Jundia property. In connection with such sale, AI has received R$5.8 million gross (R$5.1 million net of taxes, commissions and other costs). The
Parque Logistico Cajamar performance figures assume that the Jundia property proceeds will be reinvested in its development.
All values are adjusted for inflation on a yearly basis (estimated at 4.9% per annum). The hold period is expected to be 70 months with disposition taking place in December 2013. Projected disposition valuation is estimated at an exit
cap rate of 10.2%.
18
Rochaver
Investment Type:
Development
Basis for Investment:
Strategic location in the heart of one of three
central business districts of So Paulo
Activities Concluded:
Phase 1 is finished and fully leased to Banco
Votorantim, SAP, Unilever, LG, American
Express and Pepsi Co, amongst others
Location:
Marginal Pinheiros, So Paulo
Total Leasable Area:
124,560m
Property Type:
Office
Initial Acquisition Date:
March 2006
Total Capitalization:
$423.3 million
Performance:
Projected yield on cost: 16.2%
Note: Gross IRRs presented reflect projected internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Gross return calculations are based on forward looking cash flow projections as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization
of the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. Prospective investors should bear in mind that past performance is not necessarily
indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
19
Ouvidor 107
Investment Type:
Retrofit
Basis for Investment:
Depreciated property in Rio de Janeiro city center with
potential for repositioning after renovation
Activities Concluded:
Increase of leasable area by 14% through refashioning
underutilized space
Location:
City center, Rio de Janeiro
Total Leasable Area:
6,326m
Property Type:
Office
Initial Acquisition Date:
April 2007
Total Capitalization:
$13.8 million
Performance:
Yield on cost: 20.3%
Note: Gross IRRs presented reflect realized internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see
Investment Performance Summary Endnotes as of December 31, 2010 for further details.
20
Activities Concluded:
Building repositioning in the top quartile of its
segment
Location:
Av. Brig. Faria Lima, So Paulo
Total Leasable Area:
5,575m
Property Type:
Office
Initial Acquisition Date:
October 2006
Total Capitalization:
$10.8 million
Performance:
Yield on cost: 23.2%
Note: Gross IRRs presented reflect projected internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Gross return calculations are based on forward looking cash flow projections as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization
of the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. Prospective investors should bear in mind that past performance is not necessarily
indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
21
AD2200
Investment Type:
Retrofit
Basis for Investment:
Previously in bad condition due to poor
management and stratified ownership
Activities Concluded:
Full renovation and refurbishments:
Cleaning of the faade
New entrance hall
Newly renovated penthouse floor
New amenities: Frans Caf
Professionally run parking area
Location:
Marginal Pinheiros, So Paulo
Total Leasable Area:1
13,202m2
Property Type:
Office
Initial Acquisition Date:
June 2006
Total Capitalization:
$21.6 million
Performance:
Yield on cost: 13.9%
22
Activities Concluded:
City Hall municipal approval obtained
Performance:
Projected yield on cost: 14.5%
Location:
Faria Lima region, So Paulo
Total Leasable Area:1
11,499m
Property Type:
Office
Initial Acquisition Date:
February 2008
Total Capitalization:
$58.2 million
23
Standard Building
Investment Type:
Built-to-Suit
Basis for Investment:
Built in one of Rio de Janeiros premium areas
Activities Concluded:
Financing structured
Performance:
Yield on cost: 13.4%
Location:
Shore, Rio de Janeiro
Total Leasable Area:
8,341m
Property Type:
Office
Initial Acquisition Date:
June 2007
Total Capitalization:
$28.7 million
Note: Gross IRRs presented reflect projected internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Gross return calculations are based on forward looking cash flow projections as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization
of the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. Prospective investors should bear in mind that past performance is not necessarily
indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
24
Phase II
Phase I
Activities Concluded:
Additional construction rights secured for phase I
Location:
Barra, Rio de Janeiro
Total Leasable Area:1
57,409m
Property Type:
Office
Initial Acquisition Date:
April 2007
Total Capitalization:
$50.2 million
Performance:1
Projected gross IRR: 19.6%
1. Yield on cost projection is not applicable for CERJ as AI intends to pre-sell portions of the investment during multiple phases of the development.
Note: Gross IRRs presented reflect projected internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Gross return calculations are based on forward looking cash flow projections as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization
of the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. Prospective investors should bear in mind that past performance is not necessarily
indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
25
Activities Concluded:
Leased vacant spaces to top companies
Location:
Barra, Rio de Janeiro
Total Leasable Area:1
4,811m
Property Type:
Office
Initial Acquisition Date:
March 2007
Total Capitalization:
$14.9 million
Performance:
Yield on cost: 12.0%
1. Represents 3rd and 4th floors of Tower 5; 2nd and 3rd floors of Tower 6.
Note: Gross IRRs presented reflect realized internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Prospective investors should bear in mind that past performance is not necessarily indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see
Investment Performance Summary Endnotes as of December 31, 2010 for further details.
26
Activities Concluded:
City Hall municipal approval obtained
Location:
Anhanguera Expressway, So Paulo
Total Leasable Area:
89,736m
Property Type:
Logistics
Initial Acquisition Date:
February 2008
Total Capitalization:
$58.6 million
Performance:
Projected yield on cost: 16.1%
Note: Gross IRRs presented reflect projected internal rates of return, on a levered basis, presented on an after local property tax, gross basis exclusive of fund expenses, management fees, performance fees and other operating
and transaction costs. Gross return calculations are based on forward looking cash flow projections as of December 31, 2010. These estimates are subject to change and may not be reflective of the actual returns at the realization
of the investment. Please contact AI if you would like to see projected performance based on assumptions which differ from those presented. Prospective investors should bear in mind that past performance is not necessarily
indicative of future results and that the Fund may not achieve its objectives and may realize substantial losses. Please see Investment Performance Summary Endnotes as of December 31, 2010 for further details.
27
APPENDIX B
25.0%
65.0%
6.0%
60.0%
5.0%
4.0%
55.0%
20.0%
3.0%
50.0%
15.0%
2.0%
45.0%
1.0%
10.0%
40.0%
0.0%
5.0%
35.0%
0.0%
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
Expected
Expected
-1.0%
30.0%
1998
-2.0%
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
1992
Expected
1994
1996
1998
2000
2002
2004
2006
2008
2010
8.0%
300
12.0%
7.0%
250
200
6.0%
10.0%
5.0%
8.0%
4.0%
150
6.0%
3.0%
100
4.0%
2.0%
50
2.0%
1.0%
0.0%
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
0.0%
1993
1995
1997
1999
2001
2003
2005
2007
2009
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010
2011
Expected
29
Attractive Demographics
25.9
2003- 2008
2007- 2008
6.1
0.2
5.3
-1.5 -0.9
- 3.8
- 19.5
Income bracket AB
Income bracket C
(household income above
(household income
R$ 4.807)
between R$ 1115 and 4807)
Income bracket D
(household income
between R$ 768 and R$
1115)
Income bracket E
(household income below
R$ 768)
30
Domestic consumer market expanding due to the powerful combination of rising income and low
unemployment rates
Real Income Growth
10.1%
Annual % growth
9.8%
8.9%
5.6%
5.5%
3.3%
3.7%
3.0%
1.6%
3.2%
- 2.1%
- 7.2%
1998
2000
2002
2004
2006
2008
2010e
2012e
2014e
Unemployment Rate
Annual average
14.0%
12.4%
12.0%
1.1%
11.5%
9.9%
10.0%
10.0%
9.3%
8.0%
2009
-0.6
8.1
3.9
44.4
25.3
-24.3
1.74
8.75
4.3
-1.7
62.8
2010
7.5
6.7
7.4
46.6
20.3
-47.6
1.66
10.75
5.9
11.3
55.0
2011e
4.5
6.1
5.3
53.8
11.2
-68.4
1.70
12.25
6.0
7.7
56.6
2012e
4.0
6.3
5.6
57.5
2.2
76.3
1.70
10.75
4.9
5.5
57.3
7.9%
8.1%
6.7%
6.0%
4.0%
2.0%
0.0%
2003
2004
2005
2006
2007
2008
2009
2010
Source: IBGE
31
Availability of Financing
Credit availability increasing substantially but economy still presents low leverage, namely on real estate financing
Total Credit
% GDP
% GDP
United States
Spain
United Kingdom
Canada
France
Japan
Italy
South Africa
Hungary
India
Chile
Czech Republic
Poland
Brazil
Mexico
Argentina
80.0%
70.0%
60.0%
50.0%
40.0%
30.0%
20.0%
10.0%
0.0%
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
Expected
187
170
155
153
103
98
97
88
81
78
74
58
57
48
33
12
Mortgage Lending
% of GDP as of 2007
19.0%
Minimum
Requirements
18.8%
18.5%
17.4%
16.6%
17.8%
17.3%
17.7%
16.9%
14.8%
13.8%
Local 11%
International 8%
2000
2002
2004
2006
2008
United States
Spain
Germany
South Africa
France
Korea
Chile
China
Mexico
Turkey
Brazil 2009
Peru
Colombia
Brazil
Argentina
Russia
74.7
56.3
48.0
44.0
34.4
24.6
15.7
10.6
9.3
3.6
3.0
2.5
2.5
1.9
1.8
1.1
2010
Source: Central Bank of Brazil, Ministry of Finance, Ecowin, Moodys, MB Associados, Federal Reserve, Credit Suisse
32
Brazil ranks first or second in all five categories compared to other BRIC countries in both legal and regulatory
World Bank rankings1
2008
Political
Voice and
stability and
Government
accountability
no violence
effectiveness
Brasil
61
38
55
China
6
31
64
ndia
59
18
54
Russia
22
25
45
Fonte: Banco Mundial. Elaborao: MB Associados.
Regulatory
Quality
58
46
47
31
Rule of
law
46
45
57
20
Control of
corruption
59
41
44
16
Regulatory
Quality
55
46
44
35
Rule of
law
50
45
56
24
Control of
corruption
56
36
47
11
2009
Political
Voice and
stability and
Government
accountability
no violence
effectiveness
Brasil
62
54
58
China
5
30
58
ndia
60
13
54
Russia
23
22
45
Source:
World Bank,
preparedMundial.
by MB Associados
Fonte:
Banco
Elaborao: MB Associados.
1. As ranked by World Bank, the matrix ranks BRICs on a scale of 0-100 with 100 being the best.
33
APPENDIX C
Investment Objective:
Return Objective:
2-3x equity multiple and 1822% gross IRR post local property taxes2
Minimum Commitment:
GP Commitment:
Investment Period:
3 years
Term:
Limitations:
100% in Brazil
No more than 25% in a single investment asset
Leverage no more than 60% of cost on a portfolio level
Leverage no more than 70% of cost on an investment level
Preferred Return:
Carried Interest:
Management Fee:
80% to LPs and 20% to GP until LPs receive cumulative 1.8x on total capital contributions;
50% to LPs and 50% to GP until GP receives 20% of cumulative profits; and
80% to LPs and 20% to GP thereafter
Seeking a break-even operation, not a profit center, from management fees
For major investors, 1.75% on committed capital during the Investment Period, 1.75% thereafter on net invested capital
For minor investors, 2.0% on each
Transaction Fee:
None
Development Fee:
None
1.
2.
The fee terms described herein are subject to change and are qualified in its entirety by the detailed provisions of each Amended and Restated Agreements of Limited Partnership of the Fund and the
Subscription Agreements of the Fund (collectively with correlative documents governing any parallel or alternative vehicle, the Operative Documents), copies of which will be provided to each prospective
investor upon request. In the event of any conflict between the terms set forth herein and the terms of the Operative Documents, the Operative Documents shall control.
There can be no assurance that the Fund will achieve its objective or avoid substantial losses. Please reference Notice to Investors for information regarding risks involved with an investment in the Fund.
Please note that the Fund will bear fees that will substantially reduce returns to investors.
35