OPPORTUNITY LAND FUND NO. 7, LP
3200 Southwest Freeway Suite 3000 Houston, Texas 77027 Main: 713.535.2200 rockspringcap.com
This presentation is for informational purposes only and does not constitute an offer to sell or a solicitation or an offer to buy any interests in Opportunity Land Fund No. 7, L..P.. or any other securities. Any such offer will be made only pursuant to a Private Placement Memorandum that will be issued in connection with any such offering.
0
Table of Contents
I. Introduction II. Right Time III. Right Place IV. Right Company V. Right Investment VI. Track Record
Texas Land Experts
1
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Introduction Houston, TX Circa 1912
Texas Land Experts
Overview and strength adj. 1. Rocky. 2. Unyielding; strong Rockspring Capital (rok' spring kap'î tl) n. 1. A 2nd generation land investment company. 2. A successful track record of six funds. 3. A business plan verified by economists. 4. A seasoned management team. 5. A focus on Texas. 6. Major competitive advantages. 7. A significant pipeline of deals. ‐‐ v. 1. Acquire with cash quickly. 2. Local market expertise. 3. Deliver superior risk adjusted returns. 4. Align interests. ‐‐ adj. 1. Opportunistic. 2. Discipline. 3. Transparency. 4. Creative. ‐‐ syn . Texas land experts. rocky (Rok‐e) adj. ‐ier, ‐iest 1. Made of, covered with, or full of rocks. 2. Like rock, as in hardness
Texas Land Experts
3
Investment Summary •
Current illiquidity in market provides opportunity to invest in quality properties from distressed owners in an otherwise healthy market.
•
Core markets are within Texas Triangle – Houston, Austin, San Antonio and Dallas/Ft. Worth.
•
Opportunistic purchases will include: –
Direct investment in land located in desirable communities and in‐fill areas.
–
Distressed debt at steep discounts based upon the fundamental value of the land collateral.
•
Fund provides diversification to investors through product, location and investment size mix.
•
Capital preservation and appreciation through an all cash investment – no debt.
•
Adhere to GIPS and ILPA alignment of interest, governance and transparency principles.
•
Target $100 million fund ‐ Investor returns of 15% IRR with 8% preferred.
Texas Land Experts
4
The Sponsor •
Rockspring Capital is a second generation, privately owned land investment firm with offices in Houston and Austin, Texas.
•
Significant competitive advantages include local expertise with long term market relationships, all cash acquisitions, value‐add entitlement processes and proprietary land owner/transaction database (Texas is non‐disclosure state).
•
Formed in 1973 with an exclusive focus on land.
•
Investment strategy to buy land just prior to change of “highest and best use.”
•
President and CEO Jim McAlister, IV joined the company in 1993.
•
Opportunity Land Fund No. 7, L.P. is company’s seventh fund since 2003.
•
Previous six (6) funds: ‐ Profitably invested $230 million. ‐ More than 300+ unique investors. ‐ 50% of investors in multiple funds.
Texas Land Experts
5
Superior Performance in Stable Market * Compelling track record on harvested properties. Unlevered Date No.
Investment
Property Sales to Date
1
Fund 1
Beltway 8 & Antoine
2
Fund 1
Atascocita
3
Fund 1
Atascocita
4
Fund 1
League City
5
Fund 1
6
Purchase
Price
Hold
Cash
Deal
Sell
Purchase
Sell
Period/Mo.
Multiple
IRR
Jun‐03
Jan‐06
($2,300,000)
$3,333,731
31
1.45
15%
Nov‐03
Mar‐05
($3,664,149)
$7,600,479
16
2.07
71%
Nov‐03
Jul‐05
($673,305)
$1,396,587
20
2.07
55%
Nov‐03
Nov‐06
($553,077)
$1,400,000
36
2.53
36%
Westheimer Lakes Sugarland
Oct‐03
Feb‐07
($2,300,000)
$5,439,716
40
2.37
29%
Fund 1
League City
Nov‐03
Apr‐07
($1,882,864)
$4,766,084
41
2.53
31%
7
Fund 1
Clay Road & Wood Pine
Dec‐03
May‐08
($109,112)
$256,786
53
2.35
21%
8
Fund 1/2
I‐45 South of FM 1960
Jan‐04
Nov‐07
($2,082,988)
$2,515,393
46
1.21
5%
9
Fund 1/2
I‐45 South of FM 1960
Jan‐04
Dec‐09
($134,377)
$352,000
71
2.62
18%
10
Fund 2
Beltway 8
Aug‐04
Jan‐06
($259,595)
$376,269
18
1.45
29%
11
Fund 2
US 59 and Rankin
May‐04
Dec‐07
($165,912)
$361,530
42
2.18
25%
12
Fund 2/3
US 290 & Hempstead Hwy.
Sep‐04
Oct‐05
($7,619,438)
$13,470,080
13
1.77
71%
13
Fund 2/3
US 290 & Hempstead Hwy.
Oct‐04
Nov‐07
($2,308,678)
$3,375,116
37
1.46
13%
14
Fund 3
West Lake Houston Pkwy.
Oct‐04
Apr‐06
($1,232,606)
$2,222,550
17
1.80
50%
15
Fund 3
Will Clayton and Wilson
Sep‐04
Aug‐07
($525,856)
$1,000,000
35
1.90
25%
16
Fund 4
US 290 & Kickapoo Rd.
Mar‐06
Oct‐07
($12,873,161)
$22,871,685
20
1.78
42%
17
Fund 6
Dancing Bear Ranch (Lots)
Apr‐09
Various
($121,289)
$175,736
9
1.45
104%
24
1.88
45%
Weighted Average
* Past performance not a predictor of future results.
Texas Land Experts
6
Representative Transaction In‐Fill Site Sold to Developer •
Metro Area:
Houston – Atascocita Road and FM 1960
•
Acquisition:
$3,664,149 / November 2003
•
Sale:
$7,600,479 / March 2005
•
Size:
38 acres
•
Owner:
Land Fund 1
•
Project IRR:
71%
Overview & Strategy This 38‐acre land parcel is located between two master planned communities ‐ Kingwood to the north and Atascocita to the South. The area is one of the most densely populated suburban markets in Texas. With Wal‐Mart located across the highway, a “big‐box” competitor was the likely targeted end‐user. Trammell Crow Commercial purchased the property and quickly completed the build‐out of a Super Target as the anchor tenant in the development.
Texas Land Experts
7
Representative Transaction Sold To Retail Developer •
Metro Area:
Houston – US 290 and Kermier Road
•
Acquisition:
$12,873,161 / March 2006
•
Sale:
$22,871,685 / October 2007
•
Size:
825 acres
•
Owner:
Land Fund 4
•
Project IRR:
42%
Overview & Strategy This transaction is a textbook example of buying in the pathway of growth – acquiring with the full knowledge that utilizing proven retail spacing principles would attract an interested buyer within a short period of time. This parcel is located near two major highway interchanges and is the next major retail center in the high growth US 290 corridor. Trademark Properties, based in Dallas, plans to spin off all but approximately 250‐300 acres to a residential developer to focus on their core expertise of retail development.
Texas Land Experts
8
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Right Time Houston, TX Circa 1912
Texas Land Experts
The Opportunity •
U.S. land values have once again over corrected to home values.
•
Historically 90% of land absorption is driven by residential development – other uses follow.
•
Current illiquid market conditions create a unique opportunity to invest in land at extremely attractive prices.
“Land prices may not get much lower…ever.” ‐ Urban Land Institute, Emerging Trends in Real Estate Report
Source: OFHEO
Texas Land Experts
10
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Right Place Houston, TX Circa 1912
Texas Land Experts
The Texas Story Texas offers a unique opportunity to buy properties from distressed owners due to illiquidity in an otherwise healthy market. •
Texas is the 11th largest economy in the world.
•
Texas is the fastest growing state in the nation.
•
Texas is leading the nation in job creation.
•
Texas did not experience over appreciation in housing prices.
•
Texas did not experience overbuilding in real estate.
Texas Land Experts
12
The Texas Triangle • Approximately 90% of the population and economic activity centers in or around the Texas “Triangle”. • In 2009, Texas ranked #1 as home to the most Fortune 500 headquarters in the nation. • Diverse Economic Drivers: ‐ Houston ‐ Energy, Medical, Port. ‐ Austin ‐ Government, Technology. ‐ San Antonio ‐ Tourism, Military. ‐ D/FW ‐ Finance, Distribution.
Texas Land Experts
13
Texas GDP Larger Than Most Countries Gross Domestic Product (Millions $) $1,400,000 $1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 Austria
Norway
Sweden
Poland
Belgium
Switzerland
Indonesia
Turkey
Netherlands
Korea
Mexico
Australia
Russia
India
Texas
Source: Metrostudy
Texas Land Experts
14
Population Growth Exceeds Nation POPULATION GROWTH DRIVES LAND ABSORPTION with Texas historically exceeding the U.S. by 2.2X. The population of Texas is projected to double once again from 2000 through 2040.
Source: U.S. Census Bureau
Texas Land Experts
15
Fastest Growing State State Texas California Florida Georgia North Carolina Arizona Virginia Washington Colorado Nevada
2000 Population 20,851,820 33,871,648 15,982,378 8,186,453 8,049,313 5,130,632 7,078,515 5,894,121 4,301,261 1,998,257
2010 Population 25,145,561 37,253,956 18,801,310 9,687,653 9,535,483 6,392,017 8,001,024 6,724,540 5,029,196 2,700,551
Increase 4,293,741 3,382,308 2,818,932 1,501,200 1,486,170 1,261,385 922,509 830,419 727,935 702,294
Source: US Census Bureau
Texas Land Experts
16
Texas Leads States in Net Moves
State
Move‐Outs
Move‐Ins
Net
Texas
3,977
5,617
1,640
Colorado
1,786
2,190
404
Florida
4,757
5,135
378
South Carolina
1,237
1,611
374
Arizona
1,879
2,249
370
Oregon
672
1,026
354
Georgia
1,983
2,286
303
North Carolina
2,478
2,666
188
Kentucky
758
925
167
Maryland
1,361
1,489
128
Source: Allied Van Lines Household Goods Shipments, January ‐ November 2010.
Texas Land Experts
17
Weathering The Great Recession Texas is the only state among 20 largest that has more jobs today than before the recession four years ago (Sep. 2006‐Sep. 2010)
Source: US Bureau of Labor Statistics
Texas Land Experts
18
Low Unemployment
Source: US Bureau of Labor Statistics
Texas Land Experts
19
Stable Home Prices The rate of home appreciation in Texas has been steady, rising an average 3.7% per year over the last decade. Home Price Index
From 2003 to 2007 in a stable Texas market, the Company had a deal track record of a 45% unlevered IRR on all properties acquired and sold.
$600,000 $500,000 $400,000 $300,000 $200,000 $100,000 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 Arizona
California
Source: FHFA State Level House Price Index (2010 Q3)
Florida
Nevada
Texas
Texas Land Experts
20
Texas Escaped the “Bubble” • Elements Were in Place for a Texas Bubble: – Sub‐prime financing available in Texas, too. – Strong economies…new jobs and households. – Strong housing demand. • But…No Price Bubble. • Why did Texas Escape the Nationwide Collapse? – Rational approval process for new developments. – Ample and timely new housing supply to meet demand. – No ‘flipper’ investors…could not make money. – Texas state banking regulations limit primary residence cash‐out and home equity loans to 80%. Texas Land Experts
21
Houston
Source: Metrostudy Chicago
Annual Starts Triad Rio Grande Valley
Texas Land Experts
Reno, NV
St George
Northern Colorado
Naples
Colorado Spgs
Sarasota
Boise
Albuquerque/Santa Fe
Annual Closings
Tucson
Sacramento
San Diego
South Florida
Indianapolis
Jacksonville
Nashville
Tampa
Denver
Minneapolis
NoVa-C
Cent Cal
Las Vegas
Charlotte
Salt Lake City
Inland Empire
So Cal Coast
MD - C
Raleigh-Durham
San Francisco
Austin
Northern Virginia
San Antonio
Maryland
20,000
Phoenix
Atlanta
Orlando
Dallas/Ft Worth
Texas Leads Nation in New Home Activity New Home Starts and Closings – Q3 ’10
25,000
Texas Markets
15,000
10,000
5,000
0
22
Source: Metrostudy
Texas Land Experts
San An to n io
MD - C
No Va-C
Bo ise
Ho usto n
Dallas/Ft Wo rth
Co lo rado Sp gs
15.0
Rio Gran de Valley
In d ian apolis
Austin
Cen t Cal
Nash ville
Min n eap olis
No rth ern Virginia
Sacramen to
Raleig h -Durham
Tucso n
No rth ern Co lorado
Albuq uerq ue/San ta Fe
Salt Lake City
Ph o en ix
St Geo rg e
Orlan d o
Nap les
Marylan d
In lan d Emp ire
Ch arlo tte
Atlan ta
Saraso ta
Jackso nville
San Fran cisco
Tamp a
Triad
Den ver
San Dieg o
Ch icag o
So Cal Co ast
So uth Flo rida
Ren o , NV
Las Veg as
Low Supply of New Homes National Comparison – New Home Inventory in Months - Q3 ’10
25.0
20.0
Texas Markets
10.0
5.0
0.0
23
Atlanta
Sacramento
Tampa
Naples
Orlando
Triad
Phoenix
Jacksonville
South Florida
St George
0.0
Texas Land Experts
So Cal Coast
Maryland
MD - C
San Francisco
San Antonio
Houston
Northern Virginia
150.0
Austin
200.0
NoVa-C
Dallas/Ft Worth
San Diego
Colorado Spgs
Raleigh-Durham
Inland Empire
Nashville
Indianapolis
Salt Lake City
Tucson
Las Vegas
Denver
Cent Cal
Charlotte
Boise
Minneapolis
Albuquerque/Santa…
Source: Metrostudy Rio Grande Valley
300.0
Northern Colorado
Reno, NV
Sarasota
Chicago
Comparably Low Lot Supply National Comparison – Vacant Lot Inventory in Months - Q3 ’10
350.0
25.5 yrs
250.0
Texas Markets
100.0
50.0
24
Actual Lot Shortage Lot Delivery vs. Absorption – Houston – Q3 ‘10 Texas housing supply and demand factors remain very favorable to land investment. 60,000
~6M 50,000
Houston MSA has grown significantly from 4M to 6M in the last decade
40,000
30,000
~4M 20,000
10,000
0 3Q10
3Q09
3Q08
3Q07
3Q06
3Q05
3Q04
3Q03
3Q02
3Q01
Source: Metrostudy (Historical Starts and Delivery Data)
3Q00
3Q99
3Q98
3Q97
3Q96
3Q95
3Q94
3Q93
3Q92
3Q91
Annual Starts
Annual Lot Delivery
Texas Land Experts
25
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Right Company Houston, TX Circa 1912
Texas Land Experts
Recent Milestones Land Division Employees Hired Land Fund No. 1 $19,500,000
Change to fund structure
2001
Personnel Changes
Land Fund No. 2 $30,500,000
Land Fund No. 4 $55,000,000
Michael Ross joins as SVP Entitlements
Beau Ryan joins as COO
Jim Hynes joins as Managing Director
Land Fund No. 5 $32,000,000
Land Fund No. 6 $67,000,000
Opportunity Land Fund No. 7 $100,000,000
Land Fund No. 3 $25,000,000
2003
2004
Capital Raise
Company Advisory Board formed
2005
2006
2007
2010
Strategic Initiatives
Texas Land Experts
27
Organizational Structure Jim McAlister, IV President and CEO
Jim Hynes Managing Director Investment Management
Beau Ryan Chief Operating Officer Chief Financial Officer
Michael Ross Senior Vice President Entitlements
Acquisitions & Sales
Kellie Jenks Vice President
Darla Purchase Financial Administrator
Kristina Lanningham Project Coordinator
Davis Adams Land Transactions
Jessica Walton Vice President Gary Gerhart Vice President
James Kadlick Land Transactions Chris Hutcheson Land Transactions Zach Jones Land Transactions
Investment Committee Members
Texas Land Experts
28
Experienced Management Team Executive management team has more than 70 years of diverse real estate investment management expertise. Jim McAlister, IV, President and Chief Executive Officer Mr. McAlister joined the company in 1993 and is responsible for the overall strategic direction of the firm and its investment activities. Upon completion of its seventh fund, Mr. McAlister will have secured in excess of $330 million of capital from investors.
Beau Ryan, Senior Vice President and Chief Operating Officer Mr. Ryan joined the company in 2007 and has overall responsibility for the financial reporting and accounting for the Land Funds. He also oversees all financial and administrative matters for the company and its related entities as well as communications and reporting on partnership activities to limited partners.
Jim Hynes, Managing Director Mr. Hynes joined the company in 2010 and is responsible for investment management activities including capital raising and strategic asset management for the company’s funds. In addition, he is responsible for managing capital market activities including formation and structuring of new offerings and business development activities for new investors both individual and institutional.
Michael Ross, Senior Vice President, Entitlements Mr. Ross leads due diligence activities and all post‐acquisition value added projects which include site analysis, budget development, interaction with engineers, politicians, attorneys, land planners and work with MUD formation or annexation.
Texas Land Experts
29
Diligent Deal Sourcing 1,000 1,000 250 250 100 100 25 25 20 20 15 15
•
Our differentiated and sustainable competitive advantage of deal sourcing takes advantage of an inefficient private market.
Screened
•
Current illiquidity of capital markets limits number of buyers.
Evaluated
•
Direct sourcing through owners, banks, financial institutions, consultants, tax advisors, developers, builders, brokers, etc.
•
FDIC model of strategic joint ventures.
•
Loan database identifies delinquent borrowers in advance of default.
•
Monitor and attend property auctions.
•
Continually communicate with market that we are “Buyer of Choice.”
Proposals
Offered
Feasibility
Closed
Texas Land Experts
30
Strict Investment Criteria Make money on the buy…
Selection
Value Add
Disposition
•
Utilize extensive market knowledge and local expertise.
•
Focus on high‐growth metropolitan areas in the Texas Triangle.
•
Proximity to major transportation routes.
•
Invest at deep discounts in illiquid market.
•
Focus on opportunities with defined and foreseeable exit strategies.
•
Expected investment returns of 2.0x in 3 years or 3.0x in 5 years.
•
Quick close with cash and no contingencies for maximum discount.
•
Typical deal size between $2‐10 million.
•
2 – 5 year target exit strategy.
Texas Land Experts
31
Value Add Entitlement Processes Take action quickly… Selection
Value Add Disposition
• Post acquisition, the land is quickly prepared to be developer‐ ready. • Experienced team works closely with government agencies to acquire permits, resolve traffic issues and make utilities and other services available. * Land Sites – Entitlement Process • Design site plan • Create utility district plan • Secure surface control through designation of drill sites • Plan drainage improvement • Mitigate flood plain and potential wetlands • Establish access plan for optimal ingress/egress
* Entitlements – Rights and permits granted to a land owner by a municipality, county or other authority to use land or development resources in a particular way.
Texas Land Experts
32
Strategic Dispositions Make timely sales… Selection
Value Add
Disposition
• Full time in‐house brokerage team utilizing its direct relationships with: ‐ Owners ‐ Builders ‐ Developers ‐ End Users ‐ Investors • Value Add activities favorably affect the timing of sale and the value of property: ‐ Property is in a favorable marketing position versus other alternatives because the end‐user can immediately focus on development day one.
Texas Land Experts
33
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Right Investment Houston, TX Circa 1912
Texas Land Experts
Focus on Land “Buy land. They ain’t making any more of the stuff”…Will Rogers •
•
Capital Preservation ‐
Investment in real estate without debt preserves capital with very low risk.
‐
Real estate investments with low basis and low holdings costs maximize return.
Appreciation ‐
•
Land is a tangible asset that always holds value in our investment model.
Inflation Protection ‐
Land is a hedge against inflation.
Texas Land Experts
35
Investment Structure Preserve capital through maintaining low holding costs and by acquiring investments without debt. • Low holding cost ‐ Holding and improvement costs rarely exceed 5% of initial cost. • No debt ‐ Purchasing real estate without debt eliminates risk of foreclosure, keeps carrying costs low and helps to retain value while substantially reducing capital risk. Typical real estate deal structure
Rockspring all equity deal structure
Equity Equity Debt “Cash is the only way to operate and only the most liquid can take advantage of the ton of emerging opportunities….” — Urban Land Institute, 2010 Emerging Trends in Real Estate Report
Texas Land Experts
36
Recent Acquisitions In‐Fill Site Acquired From Distressed Seller •
Metro Area:
Houston‐ Medical Center
•
Acquisition Date:
December 30, 2010
•
Size:
3.7 acres
•
Purchase Price:
$2,784,834
•
Owner:
Fund 7
Overview & Strategy This tract was purchased from a distressed owner forced to liquidate to meet other obligations. The asset was acquired for ~$17.50 psf and is a true in‐fill location within 200 yards of the future 45 acre University of Texas MD Anderson southeast campus. The site has an existing 85,000 square foot warehouse, currently leased and generating positive NOI. The tract is well positioned for substantial appreciation in price due to the growth prospects in the Medical Center. The planned exit strategy is to sell to a medical related business, a hospital or another investor.
Texas Land Experts
37
Recent Acquisition Bank Met Quarterly Capital Requirement •
Metro Area:
NW San Antonio
•
Acquisition Date:
June 2010
•
Size:
1,767 acres
•
Purchase Price:
$12 million
•
Owner:
JV Fund 6 & 7
Overview & Strategy This very desirable land tract was followed closely through the life cycle of sale/non‐performing loan/REO. The purchase price for this asset was a 70% discount to 2007 appraisal value of $39M. The Fund was able to obtain an attractive price due to the ability to close in 23 days on an all‐cash basis. Various land planning strategies are under study with the likely exit strategy providing buyers the ability to purchase anywhere from 2 to 100 acre parcels.
Texas Land Experts
38
Recent Acquisition In‐Fill Site Acquired From Distressed Developer •
Metro Area:
San Antonio
•
Acquisition Date:
August 2010
•
Size:
30.6 acres
•
Purchase Price:
$625,000
•
Owner:
Fund 7
Overview & Strategy This tract was purchased from an owner that was forced to liquidate to meet other obligations. The asset was purchased for $625,000 (~$0.50 psf); County offered to buy temporary and permanent easements valued at $111,000, reducing the Fund’s basis to $514,000. The asset is true in‐fill, located north of the intersection of Culebra Road and Loop 410. The tract is currently zoned C‐3, allowing for the highest available commercial use. The parcel can also be zoned to multi‐family or industrial. The planned exit strategy is to sell to a multi‐family developer in 2 years at $2‐3 psf.
Texas Land Experts
39
Recent Acquisition Creative Workout Transaction •
Metro Area:
San Antonio – Lake Medina
•
Acquisition Date:
April 2009
•
Size:
218 finished lots
•
Purchase Price:
$5.4 million
•
Owner:
Fund 6
Overview & Strategy The tract, Dancing Bear Ranch, was purchased from a distressed developer who needed liquidity to survive the economic downturn. The Fund was able to purchase the lots at an attractive price, while giving the developer an 18‐month option to repurchase the lots at a minimum IRR of 30%. The purchase price of $24,258 per lot is a significant discount to recent lot sales of $72,000 per lot. The planned exit strategy is to continue to sell as individual lots or sell in bulk to a developer.
Texas Land Experts
40
Deal Terms • $100,000,000 Private Placement. •
Minimums ‐ $250,000 individual / $1,000,000 institutional.
•
2% management fee.
•
No acquisition, disposition or asset management fees.
•
LP Advisory Board will consist of 5 outside limited partners.
•
Distributions: First, the LPs receive 100% of the distributions until an 8% Preferred Return (IRR) is met, Second, the LPs receive 100% of the distributions until their capital is returned, Third, the LPs and GP split the distributions 50/50 until the GP has received 20% of distributed profits, Fourth, the LPs and GP split the distributions 80/20 for the remainder of the fund.
Texas Land Experts
41
Offices
300 West Sixth Street Suite 1910 Austin, TX 78701
3200 Southwest Freeway Suite 3000 Houston, TX 77027‐7523
Main: 713.535.2200 | Fax: 713.535.2205 www.rockspringcap.com
Texas Land Experts 42
42
Dallas, TX – Grand Parkway 1959
Austin, TX 1873
Track Record Houston, TX Circa 1912
Texas Land Experts
Summary of All Funds All Fund Transaction # of Transactions
Acres Controlled
Purchase
Sale
Actual/Pro Forma Deal (1) IRR Equity Multiple
Hold Period (Years)
Realized: Land Fund 1 Land Fund 2 Land Fund 3 Land Fund 4 Subtotal/Weighted Average
6 5 2 1 14
218.1 188.4 82.2 824.7 1,313.5
$ 11,373,395 6,982,115 4,964,058 12,873,161 $ 36,192,729
$ 23,936,597 12,021,417 8,422,598 22,871,685 $ 67,252,297
43% 54% 60% 42% 47%
2.2 1.7 1.7 1.8 1.9
2.5 1.6 1.5 1.6 1.9
Partially Realized: Land Fund 1 Land Fund 2 Land Fund 6 Subtotal/Weighted Average
3 3 2 8
22.6 22.5 17.5 62.6
$ 2,014,122 478,268 203,220 $ 2,695,610
$ 2,720,256 765,454 261,099 $ 3,746,809
8% 15% 71% 14%
1.5 1.8 1.3 1.5
4.1 3.8 0.8 3.8
Unrealized: Land Fund 1 Land Fund 2 Land Fund 3 Land Fund 4 Land Fund 5 Land Fund 6 Subtotal/Weighted Average
5 8 5 8 6 14 46
40.1 1,741.1 2,633.5 3,463.6 4,261.0 4,567.7 16,706.9
$ 3,362,399 17,755,699 16,159,085 33,060,355 27,171,486 54,895,309 $ 152,404,334
$ 11,895,659 56,210,151 40,652,843 88,484,846 61,985,200 152,898,863 $ 412,127,562
16% 16% 13% 15% 18% 41% 25%
3.6 3.3 2.6 2.9 2.3 2.9 2.9
8.4 8.0 7.6 7.4 5.2 3.7 5.8
Total: Land Fund 1 Land Fund 2 Land Fund 3 Land Fund 4 Land Fund 5 Land Fund 6 Total/Weighted Average
14 16 7 9 6 16 68
280.8 1,952.0 2,715.6 4,288.3 4,261.0 4,585.2 18,083.0
$ 16,749,916 25,216,082 21,123,143 45,933,516 27,171,486 55,098,530 $ 191,292,673
$ 38,552,512 68,997,022 49,075,441 111,356,531 61,985,200 153,159,962 $ 483,126,668
32% 23% 21% 21% 18% 41% 28%
2.6 3.0 2.5 2.6 2.3 2.9 2.7
4.4 6.9 6.6 6.2 5.2 3.7 5.3
Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
44
Land Fund 1 Land Fund 1 Transactions (Acquired 2003 to Present) Actual/Pro Forma Deal (1) IRR Cash Multiple
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Realized: Beltway 8 & Antoine Atascocita Atascocita League City Westheimer Lakes Sugarland League City Subtotal/Weighted Average
Houston, TX Humble, TX Humble, TX League City, TX Sugar Land, TX League City, TX
06/03 11/03 11/03 11/03 10/03 11/03
01/06 03/05 07/05 11/06 02/07 04/07
63.0 37.9 6.9 2.0 84.3 24.0 218.1
$ 2,300,000 3,664,149 673,305 553,077 2,300,000 1,882,864 $ 11,373,395
$ 3,333,731 7,600,479 1,396,587 1,400,000 5,439,716 4,766,084 $ 23,936,597
15% 71% 55% 36% 29% 31% 43%
1.4 2.1 2.1 2.5 2.4 2.5 2.2
2.6 1.4 1.7 3.0 3.3 3.5 2.5
Partially Realized: I‐45 South of FM 1960 (JV 86%) (30.1 ac.) Clay Road & Wood Pine I‐45 South of FM 1960 (JV 86%) (30.1 ac.) Subtotal/Weighted Average
Houston, TX Houston, TX Houston, TX
01/04 12/03 01/04
11/07 05/08 12/09
19.9 1.3 1.4 22.6
$ 1,789,562 109,112 115,447 $ 2,014,122
$ 2,161,055 256,786 302,414 $ 2,720,256
5% 21% 18% 8%
1.2 2.4 2.6 1.5
3.9 4.4 5.9 4.1
Unrealized: Wilson & Will Clayton I‐45 South of FM 1960 (JV 86%) (30.1 ac.) League City Clay Road & Wood Pine Clay Road & Wood Pine Subtotal/Weighted Average
Houston, TX Houston, TX League City, TX Houston, TX Houston, TX
12/03 01/04 09/03 12/03 12/03
08/11 02/12 05/12 03/12 03/12
7.3 7.4 18.8 1.8 4.8 40.1
$ 635,444 618,487 1,558,446 152,911 397,112 $ 3,362,399
$ 2,299,097 2,210,834 5,946,702 400,120 1,038,906 $ 11,895,659
18% 17% 17% 12% 12% 16%
3.6 3.6 3.8 2.6 2.6 3.6
7.7 8.1 8.7 8.3 8.3 8.4
240.7
$ 16,749,916
$ 38,552,512
32%
2.6
4.4
Total/Weighted Average
Hold Period (Years)
Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
45
Land Fund 2 Land Fund 2 Transactions (Acquired 2004 to Present)
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Actual/Pro Forma Deal (1) IRR Cash Multiple
Hold Period (Years)
Realized: Beltway 8 US 290 & Hempstead Hwy. (JV 50%) West Lake Houston Pkwy. Will Clayton and Wilson US 290 & Hempstead Hwy. (JV 50%) Subtotal/Weighted Average
Houston, TX Houston, TX Houston, TX Houston, TX Houston, TX
08/04 09/04 10/04 09/04 10/04
01/06 10/05 04/06 08/07 11/07
8.3 62.8 91.0 7.0 19.4 188.4
$ 259,595 3,809,719 1,232,606 525,856 1,154,339 $ 6,982,115
$ 376,269 6,735,040 2,222,550 1,000,000 1,687,558 $ 12,021,417
29% 71% 50% 25% 13% 54%
1.4 1.8 1.8 1.9 1.5 1.7
1.5 1.1 1.5 2.9 3.1 1.6
Partially Realized: I‐45 South of FM 1960 (JV 14%) (30.1 ac.) US 59 and Rankin (40.82ac) I‐45 South of FM 1960 (JV 14%) (30.1 ac.) Subtotal/Weighted Average
Houston, TX Houston, TX Houston, TX
01/04 05/04 01/04
11/07 12/07 12/09
19.9 1.2 1.4 22.5
$ 293,426 165,912 18,929 $ 478,268
$ 354,338 361,530 49,586 $ 765,454
5% 25% 18% 15%
1.2 2.2 2.6 1.8
3.9 3.5 5.9 3.8
Unrealized: I‐45 South of FM 1960 (JV 14%) (30.1 ac.) League City US 59 and Rankin US 59 and Rankin (40.82) US 59 and Rankin West Lake Houston Pkwy. (JV 37.6%) West Lake Houston Pkwy. (JV 37.6%) FM 517 League City (JV 50%) (838ac) Subtotal/Weighted Average
Houston, TX League City, TX Houston, TX Houston, TX Houston, TX Houston, TX Houston, TX League City, TX
01/04 10/04 03/04 05/04 03/04 11/04 11/04 08/04
02/12 03/12 06/12 12/11 03/12 12/11 12/12 06/13
7.4 18.0 94.2 39.6 21.6 390.0 370.0 800.4 1,741.1
$ 101,410 1,668,049 5,062,522 1,076,902 1,910,359 2,841,433 1,708,211 3,386,813 $ 17,755,699
$ 362,135 4,500,946 16,414,192 6,036,057 6,112,200 8,623,312 3,756,240 10,405,070 $ 56,210,151
17% 14% 15% 25% 16% 17% 10% 14% 16%
3.6 2.7 3.2 5.6 3.2 3.0 2.2 3.1 3.3
8.1 7.5 8.3 7.6 8.0 7.1 8.1 8.9 8.0
210.9
$ 25,216,082
$ 68,997,022
23%
3.0
6.9
Total/Weighted Average Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
46
Land Fund 3 Land Fund 3 Transactions (Acquired 2004 to Present)
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Actual/Pro Forma Deal (1) IRR Cash Multiple
Hold Period (Years)
Realized: US 290 & Hempstead Hwy. (JV 50%) US 290 & Hempstead Hwy. (JV 50%) Subtotal/Weighted Average
Houston, TX Houston, TX
09/04 10/04
10/05 11/07
62.8 19.4 82.2
$ 3,809,719 1,154,339 $ 4,964,058
$ 6,735,040 1,687,558 $ 8,422,598
71% 13% 60%
1.8 1.5 1.7
1.1 3.1 1.5
Unrealized: Berdett Rd. & Meyer Rd. (JV 38.9%) FM 1314 in Montgomery County West Lake Houston Pkwy. (JV 62.4%) West Lake Houston Pkwy. (JV 62.4%) FM 517 League City (JV 50%) (838ac) Subtotal/Weighted Average
Sugar Land, TX Houston, TX Houston, TX Houston, TX League City, TX
01/05 10/04 11/04 11/04 08/04
06/12 12/11 12/11 12/12 06/13
372.2 700.9 390.0 370.0 800.4 2,633.5
$ 2,209,146 3,013,490 4,715,047 2,834,589 3,386,813 $ 16,159,085
$ 4,345,647 5,357,338 14,311,028 6,233,760 10,405,070 $ 40,652,843
9% 8% 17% 10% 14% 13%
2.0 1.8 3.0 2.2 3.1 2.6
7.5 7.2 7.1 8.1 8.9 7.8
2,715.6
$ 21,123,143
$ 49,075,441
21.0%
2.5
0.6
Total/Weighted Average Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
47
Land Fund 4 Land Fund 4 Transactions (Acquired 2005 to Present)
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Actual/Pro Forma Deal (1) IRR Cash Multiple
Hold Period (Years)
Realized: US 290 & Kickapoo Rd. Subtotal/Weighted Average
Houston, TX
03/06
10/07
824.7 824.7
$ 12,873,161 $ 12,873,161
$ 22,871,685 $ 22,871,685
42% 42%
1.8 1.8
1.6 1.6
Unrealized: Berdett Rd. & Meyer Rd. (JV 61.1%) Meyer Rd. ‐ Fort Bend County Katy Hockley Rd. South US 290 House Rd. South of US 290 Krosche Rd. & US 59 NW Corner Greenhouse Rd. & FM 529 FM ‐ 1467 Savannah (JV 60%) Morton Rd. & Willamette Way Subtotal/Weighted Average
Sugar Land, TX Sugar Land, TX Katy, TX Katy, TX Houston, TX Houston, TX Houston, TX Katy, TX
01/05 08/05 08/05 08/05 11/05 01/06 04/06 05/06
06/12 06/12 06/13 06/13 12/12 09/12 06/12 06/13
372.2 130.6 1,208.7 99.9 154.8 15.0 1,467.0 15.4 3,463.6
$ 3,466,573 2,082,310 14,708,852 1,497,885 3,566,558 1,669,977 4,154,291 1,913,909 $ 33,060,355
$ 6,137,238 3,525,660 39,163,144 2,516,472 15,174,271 4,410,450 11,090,520 6,467,092 $ 88,484,846
8% 8% 13% 7% 22% 16% 17% 19% 15%
1.8 1.7 2.7 1.7 4.3 2.6 2.7 3.4 2.9
7.5 6.8 7.9 7.9 7.2 6.7 6.2 7.2 7.4
4,288.3
$ 45,933,516
$ 111,356,531
21%
2.6
6.2
Total/Weighted Average Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
48
Land Fund 5 Land Fund 5 Transactions (Acquired 2006 to Present)
Unrealized: State Highway 242 and FM 2090 Katy Hockley Cutoff and Stockdick Rd FM 2218 and Hand Road in Pleak, TX FM 2218 and Hand Road in Pleak, TX FM 2218 and Hand Road in Pleak, TX FM ‐ 1462 Savannah (JV 40%) Total/Weighted Average
(1)
Actual/Pro Forma Deal IRR Cash Multiple
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Houston, TX Katy, TX Pleak, TX Pleak, TX Pleak, TX Houston, TX
09/06 10/06 10/06 10/06 03/07 03/07
12/11 12/11 03/12 03/12 03/12 06/12
1,928.0 320.0 247.0 69.5 229.5 1,467.0 4,261.0
$ 12,001,737 4,721,464 3,498,362 1,025,626 3,154,770 2,769,527 $ 27,171,486
$ 28,920,000 11,200,000 6,175,000 1,737,500 5,737,500 8,215,200 $ 61,985,200
18% 18% 11% 10% 12% 23% 17%
2.4 2.4 1.8 1.7 1.8 3.0 2.3
Hold Period (Years)
5.3 5.2 5.5 5.5 5.1 5.3 5.3
Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
49
Land Fund 6 Land Fund 6 Transactions (Acquired 2007 to Present) Actual/Pro Forma Deal (1) IRR Cash Multiple
Location
Acquisition Date
Sale Date
Acres Controlled
Purchase
Sale
Partially Realized: Dancing Bear Ranch (5 lots) River Oaks Ranch Subtotal/Weighted Average
San Antonio, TX Austin, TX
04/09 08/08
Various 12/09
10.5 7.0 17.5
$ 121,289 81,931 $ 203,220
$ 175,736 85,363 $ 261,099
104% 3% 71%
1.4 1.0 1.3
0.54 1.35 0.8
Unrealized: Katy Hockley Rd. SW of Hwy. 290 FM 2100 & Wolf Rd Nameless Rd., Leander, TX US 290 & Kermier Babcock Road Beltway 8 & Tidwell Warren Ranch Rd. River Oaks Ranch (936 of 943ac) Hwy 105, Conroe, TX Dancing Bear Ranch (acreage) Dancing Bear Ranch (218 of 223 lots) Bammel North Houston Binz‐Engleman Helotes Hwy 16 (JV 70%) Subtotal/Weighted Average
Houston, TX Houston, TX Austin, TX Houston, TX San Antonio, TX Houston, TX Houston, TX Austin, TX Houston, TX San Antonio, TX San Antonio, TX Houston, TX San Antonio, TX San Antonio, TX
07/07 10/07 09/07 02/08 04/08 06/08 07/08 08/08 09/08 04/09 04/09 12/09 05/10 06/10
06/13 06/13 08/12 10/12 03/13 07/12 09/11 05/12 03/12 12/11 12/11 06/12 12/11 05/12
198.0 431.0 107.0 74.5 46.0 23.5 408.5 936.0 32.0 78.1 459.5 2.0 4.6 1,766.9 4,567.7
$ 2,971,400 2,999,471 1,146,701 6,981,635 3,217,544 2,337,123 5,214,894 10,924,152 4,290,735 590,500 5,288,211 431,244 101,700 8,400,000 $ 54,895,309
$ 7,128,000 8,620,000 3,210,000 19,483,395 14,026,320 7,165,620 12,255,000 26,208,000 10,468,775 3,514,320 14,170,000 1,306,800 606,355 24,736,278 $ 152,898,863
16% 20% 23% 25% 35% 31% 30% 26% 29% 93% 44% 56% 202% 75% 39%
2.4 2.9 2.8 2.8 4.4 3.1 2.3 2.4 2.4 6.0 2.7 3.0 6.0 2.9 2.9
5.9 5.7 5.0 4.7 5.0 4.2 3.2 3.8 3.6 2.7 2.7 2.5 1.6 1.9 3.8
4,585.2
$ 55,098,530
$ 153,159,962
39%
2.9
3.8
Total/Weighted Average
Hold Period (Years)
Notes: (1) Represents actual sold transactions and projected sale values and dates.
Texas Land Experts
50
Conclusion
Texas Land Experts
51