Net Lease Real

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Capital,ideas. U.S. REALTY ADVISORS, LLC Ne t L e a s e a n d S a l e - L e a s e b ac k S p e c i a l i s t s S i n c e 19 8 9 Pioneering ThE STR ATEGIES As one of the first financial advisory firms to specialize in net lease and sale-leasebacks, USRA has a well documented history of creative, effective problem solving. the net lease and sale leaseback industry was in it’s infancy when we began formulating our unique business model. From the outset, U.S. Realty advisors was positioned, not as a real estate company, but as an advisory firm. Senior level talent from across the fields of finance, law, and accounting were assembled to create a team with unmatched perspective. Bringing this uncommon depth of knowledge to each and every transaction, particularly in a new and undefined arena, proved instrumental in establishing our credibility. We quickly became known as “specialists” in a specialty discipline. as advisors first, we saw the benefits of listening to all sides, addressing all concerns, and identifying all of the potential advantages up front. only with all parties negotiating from equal footing would USRa deliver innovative solutions with flexibility and certainty. our ability to creatively structure and close transactions is well documented, however, it is our reputation for fair-minded deal making that has allowed USRa to maintain vital long-term relationships and sustain continued growth. “Well, the growth is really corporate growth. This business has been around— and I’ve been doing this business for almost 40 years—and lately, it’s become something very acceptable to the corporate user. Corporations understand that this is something they should be looking at—and there are issues more sophisticated than price. There are going to be tax issues, there are going to be accounting issues, and that’s where you need an experienced team that can handle very, very, complex transactions.” Richard H. Ader, Chairman/Managing Partner 2 U. S . Re a lt y a d v i S o R S U. S . Re a lt y a d v i S o R S 3 “Large companies, with multiple properties, that are reliant upon that real estate—those are the companies that, more often than not, are better served by selling their real estate. As long-term investors, those are the companies we primarily seek to do business with–companies with long-term capital needs–companies with whom we can build financially beneficial long-term relationships.” Laurie A. Hawkes, President/ Partner/Acquisitions Identifying ThE OPPORTUNITIES Across the country and across a broad spectrum of property types, USRA has the ability to quickly recommend a strategy and structure a tailored transaction. capital, but it was our knowledge of the latest iRS and FaSB rules and regulations, our thorough understanding of their current and future real estate needs, our ability to expertly structure a transaction that simultaneously addressed tax and accounting issues, as well as their flow of capital...that ultimately awarded us the coveted assignment. When looked at objectively, most companies should not own For investors in net lease real estate, the number of opportunities continues to increase as the net lease option gains greater understanding and acceptance. an influx of money, from a variety of sources, has dramatically changed the industry as a whole, but not our fundamental approach. at USRa, we have maintained a selective posture for nearly 30 years, preferring long-term business relationships to short-term deal making. USRa has carved out a position in the net lease arena that best utilizes our unparalleled experience and multi-disciplined advisory group. We recently completed a transaction for a multi-national restaurant chain that involved 847 separate leases in 47 different states. there were other sources of their real estate -- we have most recently been advising companies at the M&a stage not to take ownership of property-structuring net lease deals before taking title. the more sophisticated the market becomes, the more opportunities there will be for USRa to articulate the advantages of net lease. 4 U. S . Re a lt y a d v i S o R S U. S . Re a lt y a d v i S o R S 5 With senior level advisors in the fields of accounting, law, tax, and investment banking, USRA lends its intellectual capital to construct and complete even the most complex transactions. “We never shy away from the difficult transactions—in fact, that is where USRA can provide the most value. Whether a single property or a billion dollar plus portfolio, we bring our historical perspective and current market understanding to the table—presenting the client with an array of unique advantages, as well as certainty of closure.” David Silvers, Vice Chairman/Partner Whether generated in-house or through our long-standing relationships with both the brokerage and investment banking communities, USRa has a 30 year, $20 billion track record for streamlining the net lease process through our firm wide capabilities. Regardless of the type of business or its location, all companies are interested in lowering their cost of capital, however, unlocking the value of their real estate and freeing up capital is just part of the equation. With well recognized industry leaders in the fields of real estate and corporate finance, together with skilled credit analysis, accounting, tax, and law experts, we are able to present a variety of financially advantageous alternatives and quickly execute a customized solution. the need for an immediate cash infusion to expand the core business, to reduce tax liability by removing costly assets from the balance sheet, to provide for greater operational flexibility in the future...USRa comes to the table prepared to perform the necessary due diligence. only by asking the right questions can we properly evaluate, strategically direct, and ultimately implement the best course of action. From aiG, disney, and Fluor to Nestle, United artists, and Walmart, we have systematically tailored net lease transactions that address the long-term real estate needs of the company while lowering the cost of Engineering 6 U. S . Re a lt y a d v i S o R S ThE SOLUTIONS capital to facilitate growth. U. S . Re a lt y a d v i S o R S 7 Maintaining ThE ADVANTAGES By being selective and by respecting the point of view of the seller, USRA has earned a reputation for negotiating fairly and delivering on long-term commitments. as long-term investors who do not pursue every deal in the market, our business growth is predicated on building mutually beneficial long-term relationships. our intellectual assets are responsible for creating sophisticated financial instruments, but it is our attentive and responsive management style that creates corporate goodwill and repeat customers. of equal importance is the fact that our core team has been in place for many years—adding a level of assurance not readily available in the net lease industry. our hand-on approach is fully cognizant of the clients’ need for operational flexibility—whether they control one property or one hundred. Much can happen over a 10 or 20 year lease term and we stand ready to alleviate concerns, correct problems, secure permitting., administer directives... that will enhance the operational efficiency and maintain the financial incentives. as principle investors, it is in our best interest to furnish the highest level of asset management services—with USRa as the net lease operator, the closing is just the beginning. “Our diverse backgrounds and depth of knowledge has fostered a team approach at USRA—an open dialogue and hands-on management style that extends from pre-closing through the term of the lease. The client maintains control of their real estate, with the assurance of operational flexibility—we generate repeat business by delivering a high level of efficiency and trust.” David M. Ledy, Chief Operating Officer/Partner/Dispositions 8 U. S . Re a lt y a d v i S o R S U. S . Re a lt y a d v i S o R S 9 Acquisition CRITERIA U.S. Realty Advisors purchases the full spectrum of commercial real estate property types, including office, warehouse, retail, restaurants, media and entertainment, assisted care, lodging and hotel resorts. Credit Rating: aaa through B (or equivalent if nonrated). Property type: General purpose commercial real estate office: Class a properties, CBd or suburban locations. industrial: Bulk warehouse and distribution properties. Retail: Free-standing supermarket and/or big box stores. also, portfolios of smaller, chain-retail properties (e.g., freestanding restaurants, convenience stores, automotive retailers, limited service hotels). transaction types: Sale-leaseback, acquisition from third parties or build-to-suit. (development funding for investment-grade tenants; forward commitments to purchase at completion for noninvestement-grade tenants.) lease Structure: triple-net or bondable lease. term: 15-20+ year primary term (10 years in exceptional cases); 20-25 years of renewal options. “Whether serving in an advisory role, or buying on our behalf as principals, we treat every deal as separate and distinct... by sticking to our knitting and takingthe long view, USRA has established a performance track record and a business model recognized throughout the industry.” Jack H. Genende, Chief Financial Officer/Partner Rents: initial rents at or below local real estate market; flat for primary term or stepped with periodic fixed increases. Renewal rents fixed upfront in some cases. More complex rent structures can also be tailored to address specific economic, GaaP or other lessee requirements. transaction Size: $10 million minimum 10 U. S . Re a lt y a d v i S o R S U.S. REALTY ADVISORS, LLC 1370 Avenue of the Americas 21st Floor New York, NY 10019 USA 212.581.4540 www.usrealtyadvisors.com Patricia S. Bennett Vice President pbennett@usrealtyadvisors.com 212.581.4540 PHONE 212.581.4950 FAX 1370 Avenue of the Americas 21st Floor New York, NY 10019 USA 2 U. S . Re a lt y a d v i S o R S U. S . Re a lt y a d v i S o R S 2

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