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Real Estate to Oil and Gas to Revenue Generating Growth Companies 2018 NEWSLETTER We hope you enjoy reviewing our first annual newsletter highlighting some of our activity from 2018 and including a few notes regarding our anticipated focus for 2019. RGI and Marc Realty Capital (“MRC”) have remained very active since the downturn in 2008. Between 2009 and 2015 we were focused on buying a deal every 10 days in core Chicago neighborhoods, mostly from distressed sellers. In 2016, we were forced to shift away from Chicago multifamily as pricing appeared too high for our risk tolerance. Rather than limit ourselves to one niche market, we spent significant time finding operating partners nationally to capitalize on numerous and potentially uncorrelated niche markets ranging from real estate to oil and gas to revenue generating growth companies. We even traveled to Dubai and sub-Saharan Africa in search of mispriced opportunities. While we are in the process of developing several institutional real estate assets, we tend to also thrive in mid-market private investment deals. 50% or more of a deal’s success is based on the market, which we can not control. However, we do have control over buying the right assets in attractive markets as well as partnering with and overseeing the best operators. BELOW IS A SAMPLING OF SOME OF THE DEALS THAT RGI SUCCESSFULLY COMPLETED IN 2018: REAL ESTATE 800 S WELLS, CHICAGO, IL $150,000,000 All-In Basis DECEMBER 21, 2018 This transaction is the largest ever condo deconversion globally, comprising 449 residential units, 250,000 NRSF of retail and office space, and 150 parking spaces. RGI partnered with The Wolcott Group, MRC and Fred Bronstein running point for the real estate team at Elliott Management Corporation to purchase this building known as “River City.” If fully rented today, in its current condition, the as-is cap rate of this purchase is around 6% and we believe we will stabilize this to over a 7% cap rate. The all-in project costs will exceed $150,000,000. The acquisition basis on the residential piece of the deal is $202,000 per door and the acquisition basis on the commercial is $82 per NRSF (assumes $30,000 per parking space). We believe our purchase was opportunistic given that Related is building 11,000,000 SF to the direct south, Lend Lease is building 4,000 apartment units to the direct north, Blackstone is investing $600,000,000 to improve the Willis Tower 4 blocks to the north, and across the river to the west 601 Capital is developing 3,000,000 SF of commercial anchored by Walgreens’ downtown HQ. While we are modeling a 15% IRR on a 5-year hold, the RGI Principals believe the IRR achieved will be higher given the unprecedented action in the immediate vicinity of the subject property. We are proud of the hard work, persistence, legal expertise, creativity and collaborative teamwork that enabled us to execute this complex transaction. 1/10 RGI AND DDG PARTNERSHIP RGI, MRC and DDG are currently live on two development deals in which we recently secured equity from a single source investor. The partnership’s most high-profile deal is a 260-room lifestyle hotel with a total development budget of $90m. The iconic brand we are implementing will be a great fit for the West Loop location that we are under contract to purchase. We are currently in the zoning process and the capital structure will be 50% debt and 50% equity. Our development yield on cost will be around 10%. At 1400 North Orleans, RGI, MRC and DDG are building an $88M apartment building consisting of 252 units. The $350,000 per door basis is well below exit comps which are around $500,000 per door. Our untrended yield on cost is 6.25% and the market exit cap rates for stabilized buildings such as these are 4.5% to 5.25%. This means our margin on cost is between 19% to 39%. We recently partnered with JAB to build a smaller new construction apartment at 227 W North and exited the deal at a 2x on equity, so we have a lot of momentum in this section of Old Town. We are also working with DDG on compelling deals in Southern California, Miami Beach and Wynwood. We anticipate growing this partnership to over $1B+ of development deals. RGI AND CHURCHILL PARTNERSHIP RGI has partnered with Churchill, which is led by Justin Ehrlich and Sorabh Maheshwari, to capitalize on the distress that is pervasive throughout the NYC condominium development market. Prior to founding Churchill in 2013, Justin Ehrlich was a prolific and successful investor having built 2 million square feet of condos mostly in the Tribeca area between 2009-2013. Prior to Churchill, Sorabh ran the credit portfolio for Onex Real Estate, focusing primarily on Manhattan lending markets. Since inception, Churchill has originated over $1B of loans in Manhattan and the best locations in Brooklyn. In addition to issuing loans and structured products, Churchill has been buying distressed debt throughout Manhattan. We love the fact that Churchill’s deals can achieve a 15-20% IRR if the developer can successfully pay off, and, if the project ends up troubled, Churchill has the ability to finish the development and deliver its investors a strong equity multiple. There will be continued distress and therefore opportunity in the Manhattan residential condominium market over the next few years and we anticipate that our already robust activity with Churchill will increase in 2019 and 2020. In addition to the residential distress, we believe that traditional banks will soon have to write down their loans backed by NYC retail and we are ready to act upon on these opportunities as they emerge. 5181 SOUTH HARVARD AVE, TULSA, OK (WATERFORD APARTMENTS) Purchased for $26,372,000 NOVEMBER 1, 2018 RGI, along with Marc Kulick and his firm, Vesta Realty Partners, purchased a 97% occupied 344-unit multi-family apartment complex in Tulsa, OK. The total project cost equates to $68,500 per unit which is 10%+ less than the sales comps in the area. The metrics are compelling with the as-is cap rate over 6.5%, a projected investor IRR over a 10-year hold at 17.0%, and year 1 cash-on-cash return at over 10%. We locked in a 10-year loan at closing which limits global macro risks. Our DSCR is over 1.8x so there would have to be a lot of pain in Tulsa and or the broader US market to impair our investment. The economy in Tulsa is growing and diversifying from being purely energy driven. Tulsa has been the biggest winner in the Aerospace industry with American, Spirit, and several smaller players moving substantial facilities to Tulsa. Furthermore, both St Francis and St Johns have anchored a tremendous medical expansion with 5 new facilities being delivered throughout 2018, and at least 3 scheduled for 2019. There has also been substantial growth in the financial sector backed by George Kaiser and the Bank of Oklahoma. Despite the above, the main reason we made this investment was to establish a relationship with Marc Kulick whom we believe to be one of the nation’s most talented emerging property managers. We plan on helping Kulick grow his management portfolio from 2,000 units to over 10,000 units within the next 5 years. You will probably be hearing a lot about Kulick from RGI’s principals. We love the fact that he lived in all the properties he managed over the past decade up until 3 months ago when his girlfriend forced him to move into a house. 2/10 345 E 33RD, MANHATTAN – SOLD INVESTMENT DATE: AUGUST 1, 2017 EXIT DATE: DECEMBER 18, 2018 INVESTOR IRR: 18.58% EQUITY MULTIPLE: 1.27X RGI partnered with Jared Pinchasick (JAM Partners) to purchase this 17-unit apartment building located in Murray Hill on August 1, 2017. The walk-up building was purchased for $7,200,000 which equates to $424,000 per unit, $678 PSF, and a cap rate of 4.00% on as-is income. The plan – which we executed on budget, ahead of schedule and with rents higher than proforma – was to stabilize to between a 5.5% and 6.0% yield on cost. We capitalized the deal with a 2-year construction loan at 63% of total project cost. We entered this deal contemplating that the downside scenario could be execution risk coupled with rising cap rates during our stabilization period. If cap rates did rise, we would own a fully rented apartment building with low leverage in the best city in the world while we waited for the market to rebound. During our holding period of this asset, the apartment sales market in NYC was negatively impacted by both the crash occurring in residential condos as well as rising cap rates and interest rates. Despite a correction in the NYC apartment market, we were able to successfully exit this asset at an investor level IRR of 19.0%. Had the sales world been as fluid and robust as it was when we bought this asset, our IRR would have been much higher. Nevertheless, we are certainly excited about getting everyone such a great IRR given the minimal risk we believe we took on this investment. 746 PROSPECT PL, BROOKLYN, NY Purchased for $1,490,000 AUGUST 14, 2018 RGI partnered with a local operator to purchase this off market 6-unit apartment building in Brooklyn for $331 PSF / $298,000 per unit. This is our 3rd deal with the operator. Our PSF and per unit bases are well below comparable trades.
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