VALUATION REPORT Toucan & Peacock Portfolio's
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VALUATION REPORT Toucan & Peacock Portfolio’s Eurynome LLC 160 Greentree Drive Suite 101 City of Dover Kent County Delaware United States and Credit Suisse Securities (Europe) Limited One Cabot Square London E14 4QJ 26 October 2015 TABLE OF CONTENTS 1. VALUATION SUMMARY . Valuation Statement . Assumptions, Extent Of Due Diligence Enquiries And Sources Of Information . Executive Summary of Market Values 2. PROPERTY COMMENTARIES a) 34/50 Cheapside & 6-14 Albert Street East, Barnsley S70 1RQ b) The Grand Buildings, 66-100 Jameson Street, Hull HU1 3JX c) 19/21 Albion Place, Leeds LS1 6JS d) 202 High Street, Lincoln LN5 7AU e) 32 Lister Gate, Nottingham NG1 7DD f) 24 Broad Street, Reading RG1 2BT g) 12 Culver Street West & 22/24 High Street, Colchester CO1 1XJ h) 11 Broad Street, Reading RG1 2BH i) 28 High Street, Winchester SO23 9BL j) 37/39 Fore Street, Taunton TA1 1HR k) 28/30 King Street, Manchester M2 6AZ l) 74/76 English Street, Carlisle CA3 9HP m) 86/87/87a Broad Street, Reading RG1 2AP n) 20/22 Queen Street, Cardiff CF10 2BU 3. APPENDICES a) Engagement Letter Toucan & Peacock Portfolio’s 26 October 2015 1 1. VALUATION SUMMARY Toucan & Peacock Portfolio’s 26 October 2015 2 Strutt & Parker LLP 13 Hill Street Berkeley Square London W1J 5LQ Telephone: 020 7629 7282 Fax: 020 7629 0387 E-Mail: [email protected] VALUATION STATEMENT REPORT DATE 26 October 2015 ADDRESSEES We confirm that our Report and Valuation can be disclosed to and relied upon by: (a) Elavon Financial Services Limited as the loan facility agent, U.S. Bank Trustees Limited as the loan security trustee and the Original Lender (as defined in the Facility Agreement), under or in connection with the facility agreement with, among others, Leto Limited, Perses Limited and Helios Limited as the borrowers, to be entered into (such agreement as amended from time to time, the "Facility Agreement") and each of their respective transferees, successors, or assignees; (b) each person and its transferees, successors, or assignees which becomes a party to the Facility Agreement as lender as part of the securitisation or primary syndication of any loan made under the Facility Agreement or related finance documents or in accordance with the terms thereof; (c) Credit Suisse Securities (Europe) Limited as lead manager and, where applicable, liquidity facility provider or other support provider in connection with the securitisation of, or referable to, any loan made under the Facility Agreement; and (d) any other manager, note trustee and/or security trustee in connection with any securitisation of, or referable to, any loan under the Facility Agreement, (together the "Addressees"). The Addressees may disclose the report and any other advice, letters, certificates or other documents relating to such report (together, the "Report Documents") only to the following parties: (a) where disclosure is requested or required by any applicable law or regulation, by any court of competent jurisdiction or any competent judicial, governmental, supervisory or regulatory body or in connection with legal proceedings relating to the report; (b) to any affiliates of any Addressee; Toucan & Peacock Portfolio’s 26 October 2015 3 (c) to their respective agents or advisers in connection with the loan and/or hedging transactions under or in respect of the Facility Agreement or any securitisation of, or referable to, any loan made under the Facility Agreement; (d) to any financial institution or other entity in connection with the loan and/or hedging transactions under or in respect of the Facility Agreement, and their respective advisers; (e) to future owners, or prospective purchasers, of any property financed under the Facility Agreement; (f) to the rating agencies (and their respective legal advisors) in connection with any securitisation of, or referable to, any loan made under the Facility Agreement and to investors in such securitisation; (g) where disclosure is required by the rules of any stock exchange, listing authority or similar body on which their shares or other securities are listed; (h) to any potential transferee or assignee of any lender under the Facility Agreement; and (i) the Addressees may also make reference to the Report Documents, and include all or part thereof, in any offering materials or ongoing investor reporting materials related to any securitisation of, or referable to, any loan made under the Facility Agreement, (together, the "Permitted Recipients"), provided that each of the Addressees hereby warrants and represents that prior to (or no later than at the same time as) any disclosure of the Report Documents or any part thereof, any disclosing Addressee shall provide the Permitted Recipient in writing with the following (or a materially similar) disclaimer: "This document is disclosed to you for information purposes only and may not be relied upon by you. Strutt & Parker LLP shall have no liability to you or any third party including, without limitation, for any damages, costs, tax, expenses and/or interest, howsoever arising from the disclosure of this document." PROPERTIES The properties as shown on our attached Summary Schedule of Values known as the “Toucan & Peacock Portfolio”. INSTRUCTION AND You have instructed us to assess the Market Value of the freehold and long VALUATION DATE leasehold interests as at 1 October 2015 and in accordance with our Terms of Engagement letter dated 11th September 2015. PURPOSE OF VALUATION You have advised that the valuation will be required for loan securitisation purposes. You have further advised that Credit Suisse will be advising in the issuance in their capacity as an Arranger. MARKET VALUE Market Value: £52,585,000 (Fifty Two Million, Five Hundred and Eighty Five Thousand pounds). Toucan & Peacock Portfolio’s 26 October 2015 4 Our Market Value assumes purchasers costs are deducted at 5.80%. DEFINITION OF MARKET Market Value is defined in the RICS Valuation Professional Standards (January VALUE 2014) as: ‘the estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm’s length transaction after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion’. COMPLIANCE WITH This report has been prepared in accordance with Royal Institution of Chartered VALUATION STANDARDS Surveyors (“RICS”) Valuation – Professional Standards, incorporating the International Valuation Standards (the “RICS Red Book”) published in March 2012 and effective from 30 March 2012, in particular in accordance with the Valuation requirements of VS 6 entitled Valuation reports and Appendix 5 Valuations for commercial secured lending, as appropriate. We confirm that we are qualified for the purpose of the valuation in accordance with the RICS Valuation Professional Standards (January 2014) and have the relevant experience and knowledge to carry out valuations of this nature CAPACITY OF VALUER Strutt and Parker LLP is acting as an external valuer as defined by Professional Standard 2 of the RICS Valuation Professional Standards, January 2014. VALUER DETAILS AND The due diligence enquiries referred to below and property inspections were INSPECTION undertaken by surveyors from our London and regional office valuation teams, who are qualified for the purpose of the valuation in accordance with the RICS Valuation Standards. We were able to inspect a combination of a part or the whole of the properties, both externally and internally, The valuation has been reviewed by Mark Whittingham MRICS. OUR AGREEMENT Our Agreement with you is based upon our Engagement Letter with Exclusion Clauses and our Terms of Business, attached at Appendix 1. TERMS OF ENGAGEMENT This Valuation Statement should be read in conjunction with all the information AND SCHEDULE OF set out in our Report. We would also point out that we have made various EXCLUSION CLAUSES assumptions including the tenure, letting, town planning, the condition and repair of the buildings and site and ground and groundwater contamination. These are as attached in our Agreement. Variations from our Agreement are referred to in the ‘Assumptions, Extent Of Due Diligence Enquiries And Sources Of Information’ section below. If any of the information or assumptions on which the valuation is based on are subsequently found to be incorrect then the valuation figure may also be incorrect and should be reconsidered. EXTENT OF DUE The extent of the due diligence enquiries we have undertaken and the sources DILIGENCE ENQUIRIES of the information we have relied upon for the purpose of our valuation are AND INFORMATION stated in the ‘Assumptions, Extent Of Due Diligence Enquiries And Sources Of SOURCES Information’ section below. VERIFICATION We recommend that before any financial transaction is entered into based upon this valuation, you obtain verification of the information contained within our Report and the validity of the assumptions we have adopted. Toucan & Peacock Portfolio’s 26 October 2015 5 We would advise you that whilst we have valued the Properties reflecting current market conditions, there are certain risks which may be or may become uninsurable. Before undertaking any financial transaction based upon this valuation, you should satisfy yourselves as to the current insurance cover and risks that may be involved should an uninsured loss occur. INDEPENDENCE The total fees, including the fee for this assignment, earned by Strutt & Parker LLP from the Addressee is less than 5.0% of Strutt and Parker LLP’s total annual UK revenues. CONFLICT OF INTEREST We confirm that Strutt & Parker do not have any conflict of interest, either with the Properties or with any other parties, preventing us from providing an independent valuation in accordance with the RICS Red Book. LIABILITY Strutt and Parker holds Professional Indemnity Insurance in respect of the service provided, on a per claim basis. The indemnity is for the use of the “Addressees” and is confidential to them. We accept no responsibility to any other party.