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FIDELITY-AMG REALTY PARTNERS, LLC April 2007 TABLE OF CONTENTS I. Fidelity Profile II. Investment Philosophy III. Management Team Biographies IV. Representative Transactions V. Sampling of Current Retail Portfolio VI. References FIDELITY-AMG REALTY PARTNERS, LLC I. Fidelity Profile Fidelity-AMG Realty Partners, LLC is the acquisition and investment arm of the Fidelity group of companies. Fidelity Land Development Corporation is an entrepreneurial real estate investment and development company headquartered in Chatham, New Jersey. Through its related companies, Fidelity Properties, LLC, Fidelity Management Company and Fidelity Maintenance, Fidelity offers a fully integrated asset management platform including in-house leasing, management, maintenance, construction, and architecture and design services. Fidelity Management Company also manages properties in Maryland, Pennsylvania and Connecticut for third party owners. Fidelity is recognized as one of the preeminent retail development firms in the State of New Jersey. Fidelity-AMG Realty Partners, LLC was formed to coordinate all future acquisitions of existing shopping centers and to expand Fidelity’s target markets as well as provide a capital markets platform (including fund sponsorship, investor relations and reporting services). Fidelity-AMG will also provide investment advisory and asset management services to select domestic and offshore clients. Fidelity was founded in 1978 by Salvatore A. Davino. Over this 29-year period, Fidelity has been responsible for the acquisition and development of more than 40 properties in excess of 4 million square feet. During this period, the company has organized numerous private partnerships in connection with the aforementioned acquisitions and developments. Fidelity highlights: • Proven 29-year track record of delivering superior results. • Fully integrated investment acquisition, management and disposition platform. • Meaningful alignment of interest with investors. • Exceptional relationships with the best national and regional tenants. • Excellent banking and lending relationships. • Overall portfolio occupancy level of 98%. • Exceptional pipeline of product. • Access to off-market transactions. • Potential to acquire newly constructed properties developed by Fidelity. • State-of-the-art property management and reporting systems. FIDELITY-AMG REALTY PARTNERS, LLC II. Investment Philosophy: To deliver superior risk-adjusted returns by acquiring neighborhood community shopping centers and power centers leased to credit tenants in the northeastern portion of the United States and southeast coast of Florida. Underperforming centers will be targeted, as will newly constructed properties. Location and a property’s position in the market are given paramount consideration. Only markets with high barriers to entry will be considered to ensure the intrinsic growth expected of real estate except in markets where a strong retail location is needed to compliment new housing growth. Leverage will be utilized to enhance returns and provide portfolio diversification. Target Markets: • New Jersey Entire state • New York NYC Boroughs, Long Island, Rockland, Westchester and Orange Counties • Connecticut Fairfield County, I-91 Corridor, Greater Hartford MSA • Pennsylvania Philadelphia MSA, Bucks County, Lehigh County, Pocono Region • Massachusetts I-90 Corridor, Greater Boston MSA • Delaware Newark, Wilmington, New Castle • Maryland North of Washington DC Beltway • Northern Virginia Fairfax and Loudon Counties, Richmond MSA • Florida All major MSA’s – Orlando and coastal markets preferred. Additionally, Raw Land will be considered in the NJ-NY-CT-PA and DE markets. Benefits of Investing in Retail Shopping Centers: • Neighborhood, community and power centers have enjoyed the benefits of continued positive growth in consumer spending despite weak economy. Continued economic growth will further this trend. • Operating performance has remained stable and releasing rates and NOI have been modestly positive compared to negative rental and NOI growth for apartments, industrial and office sectors. • Average property transaction of $20 to $40 million enables acquisition of a diversified portfolio. • Size of investment provides greater liquidity through access to a wide range of buyers. • Favorable financing terms available. • Combination of long-term leases to creditworthy anchors provides stability and predictability of returns while income from smaller satellite tenants, with short-term leases provides for more periodic increases in rents. • Relatively low volatility compared to other property types without sacrificing returns. FIDELITY-AMG REALTY PARTNERS, LLC III. Management Team Biographies Salvatore A. Davino, Founder and President of Fidelity Group of Companies Managing Director of Fidelity-AMG Realty Partners, LLC Mr. Davino is the founder of the Fidelity group of companies and has more than 40+ years experience in acquisition, development, construction and management of real estate projects. Mr. Davino has been involved in all phases of a project from the site acquisition stage through design, construction, financing, leasing, management and marketing of the properties. Prior to forming Fidelity, Mr. Davino was President of Gibraltar Land Resources (a real estate syndication arm of Gibraltar Securities) and co-owner of Anthony Davino & Son, a contracting and home building firm. Mr. Davino's community involvement and philanthropic activities are dedicated to organizations which include Columbus Hospital, Cathedral Healthcare System Board of Governors, Board of Overseers of Redemptoris Master Seminary, Trustee of The Shepherds of Youth in Florham Park, appointed by the Governor of New Jersey as a Commissioner to the State’s Italian-American Heritage Commission, Board Member of Opportunity Project in Millburn and founding Director of Enterprise Bank. Mr. Davino was awarded the Ellis Island Medal of Honor for his philanthropic endeavors. Alexander J. Tafro, Managing Director of Fidelity-AMG Realty Partners, LLC Mr. Tafro has 20+ years of investment real estate experience in acquisitions, financing, leasing and development. Mr. Tafro joined Fidelity in 1999 to serve as its Chief Operating Officer and co-founded Fidelity-AMG Realty Partners, LLC. Mr. Tafro oversaw the acquisition, financing and lease-up of the 800,000+ s.f. Watchung Square Mall anchored by Target, Home Depot and Wal-Mart, as well as the final approvals and leasing of The Streets at Chester. Mr. Tafro's prior experience includes ten years as a principal in the law firm of Brach, Eichler, Rosenberg, Silver, Bernstein, Hammer & Gladstone, P.C. (now WolfBlock Brach Eichler) and employment with The Chase Manhattan Bank N.A. Mr. Tafro is a member of the ICSC and a licensed NJ real estate salesperson. Mr. Tafro graduated from The College of William and Mary in Virginia with a BA in Economics in 1980 and from Seton Hall Law School, cum laude in 1984. Mr. Tafro volunteers his time to various youth sports programs in Mendham, NJ. Louis P. Lagios, Managing Director of Fidelity-AMG Realty Partners, LLC Prior to co-founding Fidelity-AMG Realty Partners, LLC, Mr. Lagios was a Principal of GC Capital Partners, LLC, a boutique real estate investment advisory firm representing foreign investors acquiring real estate in the United States and Europe. Prior to forming GC Capital, Mr. Lagios was a Director of Sentinel Real Estate Investment Corp. from 2000-2001 and Vice President of Investments at ARC Properties, Inc. and its affiliates Tibor Pivko+Company, ARC International Fund and ARC Corporate Realty Trust, Inc. from 1996-2000. Prior to joining ARC Properties, Inc., Mr. Lagios was an attorney with the Roseland, NJ law firm of Brach, Eichler (now WolfBlock Brach Eichler) from 1993-1996. Mr. Lagios is also a licensed real estate broker and has nearly 18 years of experience in real estate. Mr. Lagios graduated from New York University with a Bachelor of Arts in Politics with honors and holds a Juris Doctor degree from Fordham University and a Master of Laws (LL.M) degree in Taxation from New York University. Mr. Lagios is a member of NAREIT, ICSC, Hellenic American Bankers Association and Arab Bankers Association of North America. Theodore M. Kakoyiannis, Principal, Fidelity-AMG Development Partners, LLC Mr. Kakoyiannis joined Fidelity in 2006 to focus on the acquisition of development sites and redevelopment opportunities. Prior to joining Fidelity, Mr. Kakoyiannis co-founded Imian Properties, a NY area development firm. Mr. Kakoyiannis was counsel to the New York firm Eiseman Levine Lehrhaupt & Kakoyiannis, P.C. (2000 to 2004), a boutique law firm with a specialty in real estate acquisition and leasing. Mr. Kakoyiannis provided counsel to owners, contractors and developers in the areas of construction litigation; real estate acquisition; real estate financing (construction and permanent); and negotiated and drafted construction documentation. Prior to joining Eiseman Levine, Mr. Kakoyiannis was an attorney at the New York firm Ingram Yuzek Gainen Carroll & Bertolotti, LLC (1995 to 2000). Mr. Kakoyiannis is also a licensed real estate broker in the State of New York. Mr. Kakoyiannis graduated from New York University with a Bachelor of Arts degree in Literature and Politics with honors and holds a Juris Doctor degree from Brooklyn Law School. Mr. Kakoyiannis is admitted to the bars of the States of New York and New Jersey, a member of the New York State Bar Association, The Bar for the City of New York, ICSC and the Hellenic American Bankers Association. FIDELITY-AMG REALTY PARTNERS, LLC Edward D. Maceiko, Chief Technical Officer Mr. Maceiko joined Fidelity in 1998 following his tenure as President of Selkirk, a commercial real estate development, design and construction company. He has been responsible for the development, design and construction of in excess of 12 million square feet of office, industrial and retail buildings over the past 20 years. Mr. Maceiko is a registered Architect and Professional Engineer in the State of New Jersey and numerous other states in the region. Mr. Maceiko is also a licensed NJ real estate salesperson. Mr. Maceiko manages Fidelity’s construction efforts and is responsible for providing a technical and structural evaluation of potential acquisitions. Mr. Maceiko’s primary responsibilities with Fidelity have included the role as Project Executive for the development of Watchung Square Mall. Mr. Maceiko holds a Bachelor of Architecture and Master of Civil Engineering degrees from New Jersey Institute of Technology and an MBA from Rutgers University. Mr. Maceiko is a member of the American Institute of Architects, holds a National Council of Architectural Registration and is a member of the American Society of Civil Engineers. David Voight, Director of Development. Mr. Voight is responsible for the coordination of all development activities, including governmental approvals, permitting, management of construction projects, bidding, awarding and administration of construction contracts. David joined Fidelity Land Development in 2000, and served as the on-site Project Manager for Watchung Square Mall a 800,000 sq ft retail shopping center. In addition, he coordinated all tenant fitouts and obtained governmental approvals for the State Highway widening project and sewer main extension components of Watchung Square Mall. Mr. Voight has also overseen numerous retail centers and expansions including the conversion of a theater complex to a retail building in Brick Township, NJ. A graduate of New England College, Mr. Voight holds a Bachelor of Arts degree in philosophy and communications. Carlo Caparruva, Vice President of Leasing Mr. Caparruva is Vice President of Leasing and Broker of Record for Fidelity’s in-house leasing company, Fidelity Properties, LLC. Mr. Caparruva’s primary responsibility is leasing the Fidelity portfolio, and he has been instrumental in satisfying Fidelity’s strict standards of maintaining the highest occupancy levels with the industry’s leading nation and regional retail tenants. Mr. Caparruva brings 15+ years of experience in investment sales, leasing and development to the Fidelity team. Prior to joining Fidelity, Mr. Caparruva served as Vice President of Investment Sales for Jeffery Realty, Inc, a New Jersey retail brokerage firm. His prior experience also includes 7+ years as a principal of a New Jersey based optical firm and employment as Senior Marketing Manager with Marriott International Corporation. Since his arrival at Fidelity in 2003, Mr. Caparruva has been involved in the addition of 500,000+ s.f. to Fidelity’s leasing portfolio as well as new property acquisitions totaling 1,300,000 s.f. A graduate of Upsala College, Mr. Caparruva holds Bachelor of Arts degrees in Political Science and History. He is a member of several professional organizations including the ICSC and is a licensed NJ Real Estate Broker. Anthony P. Davino, Executive Vice President Mr. Davino is an Executive Vice President of Fidelity Maintenance, Inc., overseeing Fidelity’s maintenance and related construction services. In 1989, Mr. Davino renovated his first shopping center, the Kennedy Mall in Brick, NJ. Since that time, he has completed 5 additional overall shopping center renovations including site-work and landscaping. Mr. Davino has completed in excess of 250 retail and office interior build-outs and retrofits and has overseen several projects from the ground out. He is a medical office specialist and has participated in constructing 3 state-of-the-art radiology centers as well as out-patient surgi-centers. Additionally, he has recently completed and oversees the operations of a modern full-service golf range, pro shop and family entertainment facility in Roseland, NJ. Mr. Davino studied Real Estate and Business Law at Boston College. FIDELITY-AMG REALTY PARTNERS, LLC Elliot L. Warm, Esq., General Counsel Mr. Warm is General and Real Estate Counsel to the Fidelity group of companies and affiliated businesses. He joined Fidelity in November 1991, having previously been a partner in a law firm at which he practiced law for 15 years. He has spent his entire legal career of more than 30 years being involved in all phases of real estate transactions. He has also acted as an Adjunct Instructor at the Rutgers School of Law, Newark, New Jersey, and has had various materials published in connection with seminar presentations. Mr. Warm received a BA Degree from Rutgers College in New Brunswick in 1969, summa cum laude, and a JD Degree from Rutgers School of Law, Newark, New Jersey in 1973. Joseph N. Machiaverna, CPA, Controller CFO, Fidelity Management Company, Inc. Mr. Machiaverna's duties at Fidelity include overseeing all areas of accounting and taxation as well as supervising and maintaining IT systems. Mr. Machiaverna joined Fidelity in 1992 as a CPA, bringing with him 15 years experience in the practice of public accounting and taxation. Mr. Machiaverna received a BA Degree in Accounting from New York University School of Business which he attended under an early admittance program. He is a member of the New Jersey State Society of Certified Public Accountants and the American Institute of Certified Public Accountants. Juliet Fidlow, Director of Property Management Juliet Fidlow is the Director of Property Management, overseeing Fidelity's portfolio of retail, commercial, and medical facilities. Ms. Fidlow has over 20 years of experience in the real estate industry and contributes at a senior level in all areas of property management including implementation of lease renewals, identification and resolution of facility problems, tenant concerns and the preparation of operational budgets and financial reporting. Ms. Fidlow's prior experience includes five years as Director of Property Management for a third party management firm operating multi-tenanted commercial properties for private and institutional clients, and nine years employment as Senior Commercial Property Manager for a group of overseas investors of medical and retail properties in New Jersey. Ms. Fidlow is an ICSC Certified Property Manager, a licensed NJ real estate salesperson and is a member of several organizations including ICSC and BOMA. Maryann Devcic, Lease Analyst Ms. Devcic's primary responsibility is to coordinate and oversee lease administration. Her duties include lease review and abstraction, financial reporting and account analysis for the management company and owners as necessary. Ms. Devcic also assists in the administration of IT systems and website for the company. Prior to joining the Fidelity team, Ms. Devcic’s experience includes work at AT&T and as a contract lease analyst for Jones Lang LaSalle Maryann graduated Seton Hall University in 1999 with a BA in Finance and is a licensed NJ real estate salesperson. Fidelity is complemented by an excellent support and maintenance staff and as an organization employs over 40 people. FIDELITY-AMG REALTY PARTNERS, LLC IV. Representative Transactions Seaview Square GLA: 1,089,628 s.f. upon completion Location: Seaview Square 2301 NJ Route 66 Ocean Twp, NJ The Story: Seaview Square is emerging as one of the most prolific power centers in the region. This redevelopment project is located between Route 35, Route 66 and Route 18; three of Monmouth County’s most highly traveled corridors. The center is anchored by Target, Costco, Value City, Sears and PetsMart, with a number of parcels slated for development. Fidelity acquired Seaview Square with Investcorp International, Inc. in October 2005 in what was the largest retail trade in 2005 in New Jersey. At the time of acquisition the Center had approximately 773,000 s.f. leased and approximately 185,000 s.f. vacant and four potential pad sides for expansion that would add approximately another 70,000 s.f. to the Center. . The Center has a number of environmental and topographical issues that needed to be addressed as a result of being constructed on an former landfill. Fidelity had the expertise to tackle these issues, particularly with its experience in developing Watchung Sqaure. Lehman Brothers provided the acquisition financing as well as an additional facility to finance the expansion center. Tenants: FIDELITY-AMG REALTY PARTNERS, LLC Watchung Square GLA: 809,801 s.f. Location: Watchung Square 1515 Route 22 West Watchung, NJ The Story: Watchung Square is one of the largest and most dominant power centers in the Northeast. This 80 acre site is strategically located on the densely populated Route 22 corridor and is recognized as one of New Jersey's premier destinations in a strong trade area. This center, which opened in 2001, is anchored by Target, Home Depot, Wal-Mart, Stop&Shop Supermarket, TJ Maxx, Bed, Bath & Beyond and Borders. This site has excellent access and visibility with two signalized access points. Fidelity acquired the land for Watchung Square Mall from the Lockheed Martin Corporation. Among the many challenges to this site was the re-zoning to permit its construction, the remediation of soil and ground water contamination, successful defense of legal appeals to the Supreme Court of NJ, the movement of over 1 million cubic yards of material to grade the site, and the construction of a retaining wall in excess of 2000 linear feet to contain the Watchung Mountains slope to the north end of the site. Project costs exceeded $100 million. Working closely with the Borough of Watchung, the State of New Jersey and prospective tenants, Fidelity redeveloped this site into a premier destination power center. Summit Bank (now Bank of America) provided the construction financing and permanent financing. Tenants: FIDELITY-AMG REALTY PARTNERS, LLC Roxbury Mall GLA: 690,562 s.f. Location: Roxbury Mall 275 Hwy 10 Succasunna, NJ The Story: Located at the intersection of Route 10 and Commerce Boulevard in western Morris County, Roxbury Mall is only minutes from the major transportation arteries of Interstate 80, Route 46 and Route 206. Roxbury Mall has an excellent tenant roster that generates high sales volumes. Originally this site consisted principally of an underperforming enclosed mall, two small supermarkets and a mom-and-pop cinema. Upon acquisition, Fidelity repositioned the entire center in 18 months. By eliminating the enclosed mall and acquiring the associated leases, Fidelity constructed a power center and added Home Depot, Caldor’s (now a Kohl’s), Linens-N-Things, Staples and other national retailers. Fidelity bought out the 42,000 square foot Acme lease and facilitated the expansion of the ShopRite supermarket to a state-of-the-art 72,000 square foot superstore. A new lease was signed with Clearview Cinemas to expand the theater to a 10 screen multiplex. Fidelity also added 90,000 square feet of Class A office space, including a 60,000 square foot building dedicated as one of the first “medical office buildings” in underserved western Morris County. The International Trade Center in nearby Mt. Olive is the home of New Jersey Foreign Trade Zone, Office Park and Commerce Park. Just a few of the many major corporations that are located there are Kenwood USA Corp., BMW of North America, Calvin Klein Cosmetics, Quest Intentional, Seiko Corporation of America, and Samsung International. The property has been refinanced with permanent financing from John Hancock Life Insurance Company. Tenants: FIDELITY-AMG REALTY PARTNERS, LLC The Streets at Chester Location: The Streets at Chester Route 206 Chester, NJ The Story: This 12+ acre site located in historic Chester in western Morris County, NJ, was approved by Fidelity for the development of a 105,000 square foot retail center. The project was leased to a compliment of top national retailers seeking to locate in this new “lifestyle” type center. Prospective tenants included Borders, Talbots, William-Sonoma, Pier One, Ann Taylor Loft, Chicos, Domain Furniture, The Children’s Place, Victoria’s Secret, The Limited and Saladworks. Due to an extremely attractive purchase and sale offer, and to accommodate the investment objectives of partners, the property was recently sold to the Continental Real Estate Companies of Columbus, Ohio which retained Fidelity Properties to complete the lease-up of the project. Tenants: FIDELITY-AMG REALTY PARTNERS, LLC V. Sampling of Current Retail Portfolio (Acquisitions & Development): Seaview Square Mall 1,089,628 s.f. / 70% leased (acquired 2005) Target, Costco, Sears (Shadow), PetsMart Starbucks, Applebees, Rag Shop, Value City Fidelity is in negotiations with several tenants that will increase occupancy to 95%. Watchung Square Mall, Watchung, NJ 810,000 s.f. / 99% leased Home Depot, Target. Wal-Mart, Stop&Shop, Bed Bath & Beyond, TJ Maxx, Old Navy, PC Richard, AC Moore, PetsMart, Staples Roxbury Mall, Roxbury, NJ 700,000 s.f. / 96% leased Home Depot, Shop Rite, Linen-N-Things, Staples, Kohl’s, McDonald’s FIDELITY-AMG REALTY PARTNERS, LLC Hickory Square, Chatham, NJ 109,000 s.f. / 99% leased Shop Rite, CVS Town Center Plaza, East Windsor, NJ 200,000 s.f. / 90% leased Shop Rite, Fashion Bug, Dress Barn, Marty’s Total Wine & More Tampa, FL 18,000 s.f. / 100% leased (acquired 2005) Total Wine & More (shadow anchored by Target, Home Depot, Toys R Us, Linen’s & Things DSW Shoe, Wild Oats and PetsMart) FIDELITY-AMG REALTY PARTNERS, LLC Garwood Mall Garwood, NJ 87,000 s.f. / 95.5% leased Kings, Walgreens Crescent Plaza, Florham Park, NJ 63,000 s.f. / 94.5% leased Kings, Drug Fair Bay Harbor Plaza Brick, NJ 160,000 s.f. / 100% leased Stop&Shop, Burlington Coat, AC Moore Lord Stirling Shopping Center Stirling, NJ 77,000 s.f. / 100% leased ShopRite, Drug Fair FIDELITY-AMG REALTY PARTNERS, LLC VI. References Lenders: Bank of America 750 Walnut Avenue Cranford, NJ 07016 Harry Ekstrand, Senior Client Manager/Team Leader 908-709-6008 Wachovia 2840 Morris Avenue Union, NJ 07083 Andrew Markey, Vice President, Relationship Manager 908-624-2832 Joe Tkac, Senior Vice President, Market Manager 908-624-2833 John Hancock Real Estate Finance Office Court at Walton Point 486 Norristown Road, Suite 130 Blue Bell, PA 19422 John Ferrie, Regional Vice President 610-825-9200 Tenants: Home Depot USA 3096 Hamilton Boulevard South Plainfield, NJ 07080 Marc O’Lear James Scott, Esq. 732-926-3688 Wal-Mart 701 South Walton Boulevard Bentonville, AR 72716 Robert Stoker, Senior Real Estate Manager 479-273-4000 Target 33 South Sixth Street P.O. Box 1392 Minneapolis, MN 55402 Scott Columb, Regional Real Estate Manager 612-761-1532 Stop & Shop Quincy Center Plaza 1385 Hancock Street P.O. Box 1942 Boston, MA 02105 Jim Sylvia, Vice President Real Estate 617-770-8626 FIDELITY-AMG REALTY PARTNERS, LLC ShopRite Village Super Market, Inc. 733 Mountain Avenue Springfield, NJ 07081 William Sumas, Principal 973-467-2200 ShopRite RoNetco Supermarkets, Inc. 1070 US Highway 46 Morris Canal Plaza Ledgewood, NJ 07852-9735 Dominick Romano, Chairman of the Board 973-927-8300 Municipal: Borough of Watchung 15 Mountain Avenue Watchung, NJ 07060 Mayor Albert Ellis 908-756-0080 Former Mayor Anthony Addario Legal: Alan R. Hammer, Esq. Managing Partner WolfBlock Brach Eichler 101 Eisenhower Parkway Roseland, NJ 07068 973-228-5700 Peter Kakoyiannis, Esq. Partner Eiseman Levine Lehrhaupt & Kakoyiannis, P.C. 805 Third Avenue New York, NY 10022 212-752-1000 FIDELITY-AMG REALTY PARTNERS, LLC
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