Equity Enterprises USA, Inc. - 2013 West Atlantic RFP Response

Proposal for the Redevelopment of West Atlantic Avenue Properties

Submitted by: Equity Enterprises USA August 13, 2013

In response to: Request for Proposals CRA Project No. CRA2013-06 REISSUED

PROPOSAL FOR WEST ATLANTIC PROPERTIES — CRA2013-06 REISSUED

TABLE OF CONTENTS

TAB 1 Executive Summary and Redevelopment Area Map

TAB 2 Site Usage

TAB 3 Conceptual Site Plan and Elevations

TAB 4 Basic Floor Plans

TAB 5 Proposed Offering Price

TAB 6 CRA Incentive Programs

TAB 7 Inclusion of Additional Properties

TAB 8 Time Schedule

TAB 9 Cost Analysis

TAB 10 Preliminary Operating Pro Forma

TAB 11 Financing Plan

TAB 12 About Equity Enterprises USA

Legal organizational structure

Principals, partners, officers

Relevant experience

Professional references

Availability of current financial statement

Legal or administrative actions

TAB 13 Appendix A: Delray Beach Rental Market Opinion Letter

Acknowledgement of Addendum No. 1

Requested Forms: Acknowledgement Letter

Authorization for Release of Information


DATE: August 13, 2013

TO: Delray Beach Community Redevelopment Agency

20 North Swinton Avenue

Delray Beach, Florida 33444

FROM: Equity Enterprises USA Inc., a subsidiary of Equity Properties

5100 PGA Blvd., Suite 301 Palm Beach Gardens, FL 33418

RE: CRA Project No.: CRA2013-06 Request for Proposals, West Atlantic Avenue Properties (REISSUED)

EXECUTIVE SUMMARY

With the economy on the rebound, a brand-name hotel coming soon, and a welcoming Gateway Feature in place, the time is right for redeveloping Delray Beach’s West Atlantic Avenue corridor.

Residents of the city’s western neighborhoods are asking for shops and retail services within walk-ing distance. Businesses are looking for Class A office space near I-95. Local teachers, firefighters, and other middle-income wage earners are clamoring for workforce housing, while Delray Beach newcomers seek housing options in an expanded downtown area.

The attached plan proposed by Equity Enterprises USA serves all of these groups, and more. It em-ploys local people, develops vacant land, and unified east and west in a visually compelling way. We believe it will be a catalyst for future redevelopment and investment in the West Atlantic com-munity.

CAPABLE TEAM

Before we outline our plan, allow us to introduce ourselves. We are a subsidiary of Equity Proper-ties, a Dublin, Ireland-based company with a 40-year history of successful property development and redevelopment in Ireland, the UK, and Germany. Equity Enterprises USA Inc. now is actively involved in South Florida.

Our firm has the proven capability to deliver this project. We are particularly adept at creating high quality projects in emerging redevelopment areas. Two relevant project examples from our portfolio include the Smithfield Market—the largest private mixed-use development ever undertaken in Dub-lin City, at the heart of Dublin’s HARP (Historic Area Rejuvenation Project) initiative—and the resi-dential project known as Forbes Quay, providing 1, 2, and 3-bedroom apartments in Grand Canal Square. We invite you to further explore our project experience in Tab 12 of this proposal.

We are joined in this endeavor by an award-winning local architecture firm and a highly regarded local General Contractor. Currie Sowards Aguila Architects, founded in Delray Beach 44 years ago by Bob Currie, FAIA, designed this project with a deep understanding of the city’s history, urban development needs, and design preferences. Our builder, Randolph & Dewdney Construction, is an African American-owned, Delray Beach-based organization with more than 65 years of collective


experience in the construction industry. Our team will employ local people throughout the project, from architects and engineers to construction supervisors and laborers.

PROJECT OVERVIEW

Our single-phased project consists of three mixed-use buildings fronting on West Atlantic Avenue and two clusters of townhouse-style apartments behind them. In all, we are proposing more than 43,000 square feet of retail space, more than 34,000 square feet of Class A office space, and two dis-tinctly different types of rental housing.

The buildings facing West Atlantic Ave-nue are 21st century modern. All three sites offer ground-floor retail space to service the neighborhood as well as vis-itors and tourists staying in the Fair-field Inn. All three have arcades that shade the sidewalk, promote pedestrian friendliness, and support al fresco din-ing. With balconies overlooking West Atlantic Avenue, these buildings pro-vide “eyes on the street” for increased safety and security.

The westernmost building has two floors of Class “A” of-fice space above the ground-floor retail and a large public parking lot in the rear. The other two buildings feature rental apartments on the upper levels. The building in the center has a rooftop pool to be shared by all apart-ment dwellers. It also provides covered public parking in a garage beneath the building.

Townhome-style apartments designed with a Key West character occupy the parcels behind our mixed use buildings. These buildings have ground floor ADA-accessible units (1, 2 and 3-bedroom floor plans) with 2-story units above. Each apartment has its own entry and dedicated parking in a gated lot adjacent to the buildings. Tenants enter these apartments from side streets (SW 6th Avenue, SW 7th Avenue, and SW 8th Avenue).

We intend to set aside at least 20 percent of the apart-ments—both the modern and the Key West- style units—for below-market-rate workforce housing. This represents 75 percent more workforce housing than this development would be required to provide per the City of Delray Beach’s Land Development Regulations (LDR).

Furthermore, we intend to act as property managers for the apartment buildings, committing our firm to a long-term presence in the West Atlantic neighborhood.


PARKING

We have calculated, per LDR requirements, that our development needs 444 parking spaces to ac-commodate the various uses (retail, office, residential). Our plan, which includes adjacent on-street parking, provides a total of 458 spaces—14 more public spaces than are required by the LDR. Using the LDR’s “fee in-lieu of” parking space calculation for the West Atlantic Neighborhood ($4,000 per space), those 14 spaces amount to a contribution of $56,000 to the City.

Of the 458 total parking spaces, 324 are for public and employee use, and 134 are dedicated resi-dential spaces in gated lots. Our plan provides enough parking to allow for one-quarter of all retail square footage to be restaurant use.

JOB CREATION/RETENTION

Based on employment projection formulas used by PMG Associates to measure the economic impact of recent CRA development proposals, our development will bring an estimated 260 Full Time Equiv-alent (FTE) jobs to the West Atlantic corridor. Our 34,074 square feet of office space will support an estimated 136 FTE jobs (1 employee per each 250 square feet) while our 43,638 square feet of retail space will support an estimated 124 FTE jobs (1 employee per 350 square feet). Acknowledging that retail and food service businesses tend to employ more part-time than full-time workers, the total number of jobs created is likely to exceed 260.

Regarding job retention, we are offering an opportunity to relocate displaced businesses from the property at 700 West Atlantic Ave-nue.

Finally, we are not asking for any incentives, loans or special financ-ing. We are proposing simply to purchase these underutilized sites over a 5-year period and redevelop them to benefit the community. The mixed-use buildings will pro-vide retail to serve not only the surrounding neighborhood, but the entire city and its visitors as well. Three of the four proposed buildings will provide workforce housing opportunities for the com-munity and create local jobs—both during the construction phase and through the placement of fu-ture retail businesses.

We are eager to hear your response to this proposal, and to meet with the CRA Board to further dis-cuss our mutual goals and your vision for this emerging section of the community.

Sincerely,

John Flynn Managing Director, Equity Enterprises USA Inc.

Office: 561-909-1601 / Cell: 561-389-1428 / [email protected]


REDEVELOPMENT AREA MAP

REDEVELOPMENT SITE AREA:

Inclusion of all offered parcels:

Lots 1-8 Lots 9-14 Lots 15-24 700 W. Atlantic Avenue

LOTS 1-8

LOTS 9-14

700 W. ATLANTIC AVENUE

17 SW 8TH AVENUE

LOTS 15-24

Alley between lots 1 and 8 (in yellow)

17 SW 8th Avenue (PCN # 124346170200500140) Offer placed on property, currently in negotiations (shown in yellow)


SITE USAGE

LOT ONE:

17,660 Sq Ft ground floor retail

34,074 Sq Ft 2nd and 3rd floor office space

149 space parking garage

BUILDING A

BUILDING B

BUILDING C

TOWNHOUSE A AND B

TOWNHOUSE C AND D

PARKING GARAGE

LOT TWO:

10,505 Sq Ft ground floor retail (32) 2nd and 3rd floor apartments (14) ADA ground floor units (18) 2 story townhouse style

units

LOT THREE:

15,473 Sq Ft ground floor retail (33) 2nd, 3rd and 4th floor

apartments (14) ADA ground floor units (18) 2 story townhouse style

units


CONCEPTUAL SITE PLAN


CONCEPTUAL RENDERING BUILDING A - 800 BLOCK

BUILDING FEATURES:

17,660 Sq Ft ground floor retail, 1/4 allotted for restaurant use

Minimum 10 foot wide pedestrian friendly arcade to promote neighborhood serving businesses

17,200 Sq Ft 2nd story large floor plate Class “A” office space

16,800 Sq Ft 3rd story large floor plate Class “A” office space convertible to executive suites based on demand


CONCEPTUAL RENDERING BUILDING B - 700 BLOCK

BUILDING FEATURES:

10,505 Sq Ft ground floor retail, with oppor-tunities to relocated existing businesses

Public plaza creates an attractive entrance to the apartments above and provides an oppor-tunity for outside dinning

(8) 1 bedroom apartments


2nd story secure community pool and amenity area

49 space covered parking open to the public


CONCEPTUAL RENDERING BUILDING C - 600 BLOCK

BUILDING FEATURES:

15,473 Sq Ft ground floor retail for neighbor-hood serving businesses

Florida Contemporary style building designed to meet the City’s vision for West Atlantic Neighborhood

Balconies overlooking West Atlantic Avenue highlights the benefits of urban living





CONCEPTUAL RENDERING TOWNHOUSE STYLE APARTMENTS

BUILDING FEATURES:

(20) 1 bedroom, (4) 2 bedroom, and (4) 3 bed-room ground floor ADA compliant apart-ments with individual entries off parking area

(36) 2 story, 2 bedroom 2-1/2 bath town-house style units on 2nd and 3rd floor

Shared porch entries facing 6th, 7th and 8th avenues to provide “eyes” on the street security

134 secure parking spaces dedicated to residents in gated lots


CONCEPTUAL ELEVATIONS

BUILDING A ELEVATION (WEST ATLANTIC AVENUE)

BUILDING B ELEVATION (WEST ATLANTIC AVENUE)

STREETSCAPE FEATURES:

Wide covered pedestrian arcades serving ground level retail creating unity (similar to East Atlantic Avenue)

Shaded exterior courtyard suitable for outdoor dining

23 on-street parking spaces on West Atlantic Avenue

Balconies overlooking West Atlantic Avenue, enlivening the gateway to Delray Beach

21st century Florida modern design aesthetic


CONCEPTUAL ELEVATIONS

BUILDING C ELEVATION (WEST ATLANTIC AVENUE)

TOWNHOUSE SIDE ELEVATION

BUILDING C:

Shaded sidewalks serving ground floor retail provide a comfortable shopping experience

New on-street parking spaces lining SW 6th Avenue, SW 7th Avenue, and SW 8th Avenue.

TOWNHOUSE STYLE APARTMENTS:

Porches overlooking SW 6th, 7th and 8th Ave-nues provide neighborhood connectivity and “eyes on the street” security.

Florida traditional design (Key West character) to transition into existing neighborhood

TOWNHOUSE STREET ELEVATION


BUILDING A – FIRST FLOOR PLAN

BUILDING AMENITIES:

10-foot-wide minimum arcaded entries on West Atlantic Avenue

15 foot first floor height

Prime location across the street from future Fairfield Inn

Direct access to 149-space public access Parking structure

Ground floor office lobby entrance from garage


BUILDING A – SECOND FLOOR PLAN

BUILDING AMENITIES:

Large floor plate open Class “A” office space

Direct access to 2nd level of parking garage

North facing floor to ceiling windows to bring in natural light

Location next to future hotel convenient for business travelers


BUILDING A – THIRD FLOOR PLAN

BUILDING AMENITIES:

Large floor plate open Class “A” office space

Convertible to executive suite office plan as dictated by demand

Balconies to provide modern office amenities

Low-e impact resistant windows and white roof to reduce heat gain and energy use


BUILDING B – FIRST FLOOR PLAN

BUILDING AMENITIES:


Public plaza/courtyard entry with additional retail frontage and outdoor dining opportuni-ties

15-foot first floor height

49-space covered parking

Ground floor lobby access to apartments above through courtyard entry or from park-ing area


BUILDING B – SECOND/THIRD FLOOR PLAN

BUILDING AMENITIES:

Upgraded kitchens with granite counters in all units

Tile and wood laminate floors throughout

Private balconies on all units

Secure, 2nd-story open air community amen-ity area with swimming pool, restrooms and community room



BUILDING C – FIRST FLOOR PLAN

BUILDING AMENITIES:


15-foot first floor height

Parking at rear of building

Loading zones at rear of building

Floor-to-ceiling glass storefront for visually enticing retail displays

Secure, resident-only ground floor lobby for apartments


BUILDING C – SECOND/THIRD/FOURTH FLOOR PLAN

BUILDING AMENITIES:

Upgraded kitchens with granite counters in all units


Private balconies on all units

Community room on each level



TOWNHOUSE STYLE APARTMENTS—GROUND FLOOR PLAN

BUILDING AMENITIES:

Private covered entries with direct access from secure parking lot

Private covered patios on all units

1, 2 and 3 bedroom ADA/ Fair Housing compliant units

Upgraded kitchens with breakfast bar and granite counters




TOWNHOUSE STYLE APARTMENTS—SECOND FLOOR PLAN

BUILDING AMENITIES:

2 bedroom, 2 1/2 bath units

Walk-up units with shared 2nd-story porch overlooking SW 6th, 7th, and 8th Avenues.

Private balconies on every unit

Upgraded kitchens with breakfast bar and granite counter



TOWNHOUSE STYLE APARTMENTS—THIRD FLOOR PLAN

BUILDING AMENITIES:

2 bedroom, 2 bath second story

Washer and dryer hook up in every unit

Low-e impact windows and white roof to re-duce heat gain and energy use

Florida traditional design (Key West style) with Bahama shutters

Concrete block construction, impact resis-tant windows and standing seam metal roof for added hurricane hardening


PROPOSED OFFERING PRICE

Equity Enterprises USA Inc. proposes to buy the property for $1 million cash. The payments would be made in six increments according to this schedule:

$47,600 upon completion of construction

$95,200 after the 1st year of operations

$142,800 after the 2nd year of operations

$190,500 after the 3rd year of operations

$238,200 after the 4th year of operations

$285,700 after the 5th year of operations

TOTAL $1,000,000

We will compensate for the difference between our offer and the appraised market value by providing a host of benefits to the City and local community. These benefits include:

Jobs for local workers. Based on employment projection formulas used by PMG Associates to measure the economic impact of recent CRA proposals, we estimate that our development will create 260 Full Time Equivalent jobs: 136 office worker jobs and 124 retail jobs.

Local spending by these workers will create an economic ripple effect for Delray Beach. According to a 2012 report entitled “Office Worker Retail Spending in a Digital Age,” office workers spend about $102 per week in the vicinity of their office building. Using that figure as a guide, we can estimate that 136 office workers would spend $721,344 per year in stores, restaurants and bars in Delray Beach.

The same report found that clerical and administrative workers spend about $57 per week in close proximity to their workplace. Assuming that retail employees earn similar wages as clerical and administrative workers, we can estimate that our 124 retail workers would spend approxi-mately $367,536 per year in the vicinity of their workplaces.

Our project also would employ hundreds of construction workers for the duration of construction (18 months). Our General Contractor, Delray Beach-based Randolph & Dewdney Construction Inc., is a company that is committed to the community, “understanding that helping the disad-vantaged, whether through hiring or community involvement, would pave the way for the compa-ny to reach its goal as an icon in the industry.”

Needed workforce housing for Delray Beach firefighters, police officers, teachers, and other mid-dle-income citizens. We intend to set aside at least 20 percent of the apartments (in both the modern and the Key West-style buildings) for workforce housing. This represents 75 percent more workforce housing than this development would be required to provide per the City’s LDRs.

Retail services to meet the day-to-day needs of West Atlantic neighborhood residents. These re-tail services could include a food market, dry cleaner, restaurant, etc., and would be within walk-ing distance of many homes.


324 free public parking spaces. That’s 14 more public parking spaces than are required by the LDR, with a value to the City of $56,000 (calculated using the LDR’s “fee in-lieu of” parking space calculation for the West Atlantic Neighborhood of $4,000 per space).

Increased tax revenue for the City of Delray Beach through the development of underutilized and vacant land.

A boost in safety and a feeling of security for visitors to the West Atlantic corridor by attract-ing more pedestrian traffic and “eyes on the street.”

Attractive buildings fronting Atlantic Avenue to help “fill the gaps” and enliven West Atlantic Avenue. Visitors arriving from Interstate 95 will notice a new energy in Delray Beach.


CRA INCENTIVE PROGRAMS

No CRA incentives are requested at this time.


INCLUSION OF ADDITIONAL PROPERTIES

We have placed an offer on the property at 17 SW 8th Avenue (PCN # 124346170200500140). We are currently in negotiations with the seller.

If our efforts to buy this parcel are not productive, the alternative design shown below will be substi-tuted for that area.


TIME SCHEDULE

Purchase and planning period: From selection through March 2015

The purchase and planning phase includes Design of the development; Planning and Zoning and SPRAB review and approval of Conditional Use and Site Plan applications; and Building Department Review and issuance of Building Permit.

Construction period (single phase): April 2015 through October 2016 18 months to substantial completion 30 additional calendar days to final completion

The construction period includes a single phased construction including all site work, parking, landscaping, building construction and on-street parking.

Leasing period: To 1st quarter 2017


PROJECT COST

COSTS

General condi ons $350,000

Ancillary & Offsite builder's costs: $500,000

Building budget as per quota on a ached: $27,878,796

Commercial fit out allowance @ $25 per sq. : $1,942,800

Total hard costs: $30,671,596

So costs

Building permits

Impact fees

Architectural fees

Engineering fees

FPL transformers / service

FPL line reloca on

Sewers/H2O/fireline taps/fees/meters $4,181,819

ATT/Comcast

Soil borings/tes ng

Concrete tes ng

hazardous waste

Unsuitable soil

Signage

Builders risk insurance

Ne cost of house & demoli on: $150,000

TOTAL COSTS ex land/interest & O/H: $35,003,415

Interest

Construc on Period $1,312,628

Le ng period $875,085

$2,187,713

Overheads, Legal & Accoun ng fees $1,750,171

TOTAL COSTS EXCLUDING LAND $38,941,300


Delray West Atlantic Site ‐ 10 Year stabilized operating rental pro forma Amortization Model

STABILIZED OPERATING PRO FORMA 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 INCOME Residential 2,081,400 2,143,842 2,208,157 2,274,402 2,342,634 2,412,913 2,485,300 2,559,859 2,636,655 2,715,755 Retail 1,090,950 1,123,679 1,157,389 1,192,111 1,227,874 1,264,710 1,302,651 1,341,731 1,381,983 1,423,442 Office 613,332 631,732 650,684 670,204 690,311 711,020 732,350 754,321 776,951 800,259

GROSS POTENTIAL RENT 3,785,682 3,899,252 4,016,230 4,136,717 4,260,818 4,388,643 4,520,302 4,655,911 4,795,589 4,939,456

Less: Vacancy & Collection Losses (1,320,011) (570,011) (120,011) (123,611) (127,320) (131,139) (135,074) (139,126) (143,300) (147,599)

Less: Operating Expenses (389,193) (400,869) (412,895) (425,282) (438,040) (451,181) (464,717) (478,658) (493,018) (507,809)

Less: Management, Taxes, Reserves (509,550) (524,837) (540,582) (556,799) (573,503) (590,708) (608,429) (626,682) (645,483) (664,847)

NET OPERATING INCOME 1,566,928 2,403,536 2,942,742 3,031,025 3,121,956 3,215,614 3,312,083 3,411,445 3,513,788 3,619,202 AMORTIZATION

Less Interest at 4% on capital cost of : $38,941,300 (1,557,652) (1,466,477) (1,466,477) (1,466,477) (1,466,477) (1,466,477) (1,466,477) (1,466,477) (1,466,477) (1,466,477)

Capital Surplus before tax 9,276 937,059 1,476,265 1,564,548 1,655,478 1,749,137 1,845,606 1,944,968 2,047,311 2,152,725

Cumulative Surplus before tax 9,276 946,335 2,422,600 3,987,148 5,642,627 7,391,764 9,237,369 11,182,337 13,229,649 15,382,374

NB: Model Assumes:

Vacancy loss of $1.2 million on rental income in 2016 before stabilization

Vacancy loss of $450,000 on rental income in 2017 before stabilization

Rental growth of 3% per annum Operating & other expenses increase at 3% per annum

TEN YEAR OPERATING PRO FORMA


FINANCING PLAN

To fund the project, we intend to obtain a mortgage loan from Wells Fargo Bank, which has ex-pressed interest in future lending opportunities with our company (see letter, next page).

We are confident in our ability to obtain financing, as attested to by Gunster, Yoakley & Stewart, P.A. (see letter to follow).


ABOUT EQUITY ENTERPRISES USA

Equity Enterprises USA is a member of the Equity Properties Group, a property development and investment company operating out of Ireland and the United Kingdom that has made significant investments in leisure, retail, residential, hotel, offices, healthcare, and warehousing development. Equity Properties is owned by the Flynn family, respected and recognized commercial property developers, owners and managers in the Ireland, UK and German markets, with a history of over 40 years in the business. Equity Enterprises USA is headquartered in Palm Beach Gardens, Florida. It began operations at the end of 2012 in order to offer the following in the United States:

Property refurbishment

Property redevelopment

Property development and investment Description of Services Equity Enterprises USA seeks a range of property development and investment opportunities in the South Florida market, with intent to expand into new development as the market for real estate and property development continues to improve. The Company seeks to specialize in property development within the IT sector of the economy, continuing the work done by Equity Properties. Recently the Equity Properties Group has completed construction of a 100,000-square-foot cloud computing facility for Amazon, a new 75,000-square-foot headquarters for the Bank of Ireland, and a new European call center for Sky News, an affiliate of Fox News. The company’s clients include:

Adobe

Microsoft Hewlett Packard

Verizon

Amazon CIT

The Hartford Medtronics

Prudential

Moody’s AM Best

Bank of Ireland


Air France

Bank of New York Mellon University College, Dublin

Allied Irish Bank Vanquis Bank

Hilton Hotel Group

Clarion Hotel Group The Government of Ireland

Sky Broadcasting

Doosan Group, South Korea The Flynn family and Equity Properties have an excellent construction, leasing and management track record, and have played an active role in all aspects of the management and development process, including design, legal, marketing, construction, cost control and banking. The Flynns have had long standing working histories with a number of leading institutions and funds including the Irish Pension Fund Property Unit Trust, Canada Life, Investment Bank of Ireland, Irish Life, University College Dublin and Allied Irish Investment Managers. The family trades under the banner of Equity Properties and a list of their current projects can be viewed at www.equityproperties.ie.

Property Investment & Management The family has a particular expertise in the commercial sector and has been responsible for the leasing over a million square feet of space since the beginning of 2009. Deals completed this year include leasings to Paddy Power (150,000 sq.ft.), Inflight, Spencer Stuart and Des Kelly Interiors. Terms have been agreed to on a further 100,000 square feet and, at present, these are with lawyers to progress to contract stage.

Equity Properties Structure

The Board

Project Management

Administration

Design

Finance

SPVs SPVs

Estate Management

SPVs SPVs

IT


EQUITY PROPERTIES AND AFFILIATES OPERATIONAL STRUCTURE

The Company operates on a highly efficient basis through the utilization of a combination of full time employees, dedicated contract specialists, and task/job specific contractors with whom the company has maintained relationships for decades. During times of project development, the number of personnel engaged typically increases significantly to meet project term needs, but during non-peak periods, the personnel noted on the pages to follow support the operation.

Key members of the management team are as follows: John Flynn, Sr. John Flynn Sr. qualified as a quantity surveyor in 1964. His career in property included positions as Development Manager with a prominent Irish homebuilding company and Chief Surveyor with a large UK Property & Construction PLC. He subsequently became CEO of their overseas division. He returned to Ireland in 1972 and formed the family company. John is effectively Chairman of the Flynn family business. In the early 1990s, he took a 4-year sabbatical from the company to found and lead the Writs Response Group where, following substantial losses at Lloyd’s of London, he recruited and subsequently represented 3,500 investors in a successful legal action that achieved a negotiated settlement of £3.2 billion on behalf of all market participants. It was the largest “class action” distribution ever achieved under European law. John advises on project development and asset maximization and plays a vital role in terms of the strategic decision making process.

James Flynn James Flynn qualified from University College Dublin with a Bachelor of Commerce degree in 1988. Since then he has been involved in the family property business. James is CEO of the family business and is fully engaged in every aspect of the day to day operations of managing the Flynn portfolio. He has a personal relationship with most of the tenants since he was heavily involved in most of the lease negotiations. James has a complete understanding of every aspect of property development from site acquisition through planning and on to construction and marketing. John Flynn Jr John Flynn Jr. has been involved in the property business for twenty years. He has experience in all aspects of the business from site acquisition through to design and disposal. John spearheads Equity’s property development and asset management in the UK and Europe and is presently engaged in discussions with overseas banks and funds regarding various recapitalization and disposal options for the group’s European property portfolio. Since January 2013, he has been pursuing options relating to new investment and development opportunities in the U.S. Elaine Flynn Elaine Flynn has an Honors LLB degree (Law) from the University of London. She graduated in 1996 and has counseled Equity Properties in-house on legal issues since. Elaine follows up and advises on all legal contracts and leases on a day-to-day basis. She instructs the various corporate lawyers and organizes the group’s strategic review meetings. She is responsible for liaising with managing agents,


dealing with the legal aspects of ongoing rent review issues and rent collection disputes and settling or litigating all legal conflict issues that arise. Peter Wilson Peter holds Honors Degrees in Economics and Sociology from UCC together with an Honors Diploma in Property Economics from DIT and an Honors Bachelor of Science Degree in Surveying from Trinity College Dublin. Peter joined Equity Properties in 2004 having previously worked in the commercial property sector for a major European realtor. Peter has extensive experience in asset and development management across all sectors of commercial and residential property. He has successfully completed numerous developments from inception and continues to be a key employee in maximizing the investment value of assets within the group network and on behalf of the associated partners. Joseph Wright MSCS MRICS Joseph Wright is a qualified Chartered Surveyor being a full member of the Society of Chartered Surveyors Ireland and The Royal Institute of Chartered Surveyors. Joseph joined Equity Properties in 2009 having previously dealt in the Hotel & Licensed, Professional Services and Agency sectors at CBRE. Joseph has vast experience in the commercial property market including sales, leasings, acquisitions, valuations and rent reviews. He plays a key role in continuing to manage existing occupiers and developments, increasing income and adding value within the portfolio.

AFFILIATED

Equity Properties Board

Peter Wilson (Director of China

Opportunities & Head of Office Division)

James Flynn (Managing Director)

John Flynn Snr.

(Chairman)

John Flynn Jnr

(European Director)

Joe Wright (Marketing

Director & Head of Industrial Division)

Elaine Flynn(Legal

Director)

Philip Dinkel (Director of

UK Operations)


TEAM MEMBERS

DESIGN

Dermot Hogan (Consultant Quantity Surveyor):

Dermot.J.Hogan F.R.I.C.S ,S.C.S.I, Dip Proj. Mang. is a Chartered Quantity Surveyor, a Fellow of the Royal Institute of Chartered Surveyors, a Fellow of the Society of Chartered Surveyors Ireland, and also holds a Diploma in Project Management from Trinity College Dublin. He has more than 30 years of experience on a wide range of construction projects ranging up to €150 million.

He is a partner/director in the firm of Joseph. C. Hogan & Sons and was lead partner in charge of many high profile projects in Ireland for us.

Currie Sowards Aguila Architects (Consultant Architect) Currie Sowards Aguila Architects provides architecture, planning, interior design, and sustainable design services from the company’s home office in Delray Beach, Florida.

Their award-winning work can be seen throughout the South Florida landscape—in multi-family housing, retail centers, public buildings, private clubs, hotels, bridges, parks, theaters, fire stations, houses of worship, and historic restoration projects. Over the years, their projects also have included U.S. Embassy commissions in China, Cyprus, Jordan, and Spain and hotel commissions in both the U.S. and the Middle East. In business for more than 40 years, the company is dedicated to exceptional customer service, committed to elevating design standards, and focused on providing the community with special places to live, work, and play. They have won more than 60 design awards. In 2000, Currie Sowards Aguila Architects was honored with the statewide Firm of the Year Award from the Florida Association of the American Institute of Architects.


EQUITY PROPERTIES RELEVANT PROJECTS

Of iceDevelopmentsBelfield Office Park, Dublin 4 Belfield Office park is a 350,000 sq. office development constructed in

1995. Occupiers include Ericsson, Vodafone, OPW, Paddy Power, UCD and

Skillso .

Sir John Rogerson’s Quay,

Dublin 2

This is a 160,000 sq. . office building with views directly over the river

Liffey. Located in Dublin’s new CBD, the building is fully let as their corpo-

rate headquarters building.

Burlington Plaza, Dublin 4 Pres gious fourth genera on 240,000 sq. office building. Part of this de-

velopment will house Bank of Irelands new headquarters. Nego a ons are

underway for a further 50,000 sq. .

Apex Business Centre,

Sandyford, Co. Dublin

The Apex Business Centre is a 65,000 sq. office development in Sandyford,

Co. Dublin providing suites in sizes ranging from 1,000 to 4,000 sq. . It was

the first me that this type of office accommoda on had been provided in

the Irish marketplace.

Riverside II, Dublin 2 Riverside II is a commercial development of 85,000 sq. . It is a new gener-

a on of office building, using an environmentally friendly cooling and

hea ng system. It is fully let to Beauchamps Solicitors and Bank Mellon

New York.

Chiswick High Road, London 21,000 sq. of third genera on offices in one of London’s most pres gious

suburbs let to Harvey Nichols.

Blackrock Business Park, Blackrock Business Park is a 100,000 sq. office park in the heart of

Blackrock in South County Dublin. Development commenced on a phased

basis since the mid 90’s. Occupiers include CIT, MasterCard, Skill Pages, Fin

CAD, Euler Hermes and IPSOS.

Whitaker Court, Dublin 2 Whitaker Court is a 50,000 sq. . 3rd genera on office block in Dublin’s

south docks.

Arthur Street This office development provides 107,000 sq. in a core City of London

loca on. It has been completed and is now fully let. Tenants include The

Pruden al and Moody’s.

Windsor Place, Dublin 2 50,000 sq. . own-door office development off Pembroke Street, Dublin 2.

Sandyford Office Park 26 own door office units ranging in size from 1,000 sq. . to 4,000 sq. .

Sandyford Business Centre B1 office development, first of its type in the country. Joint venture with

Investment Bank of Ireland.

Na onal Children’s Hospital

Site, 87/88 Harcourt St, D.2

50,000 sq. . office redevelopment of the Na onal Children’s Hospital on

Harcourt Street, Dublin 2.

Arena House, Sandyford Office development, 50,000 sq. . (in two blocks)


RetailDevelopments

Ashbourne Retail Park A retail warehouse park of 192,000 sq. ., in Ashbourne, Co. Meath, currently ac-

commoda ng Show me cinemas, Buylo (a discount food retailer), Des Kelly Interi-

ors, Argos, etc.

Belgard Retail Park A 123,000 sq. . retail park, considered to be one of the top five retail parks in the

country. Tenants include, B&Q, Halfords, Mothercare, Homestore and More, Car-

petRight and Burger King.

Smithfield Market, Dublin 7 The redevelopment of Smithfield Market was the largest private mixed-use develop-

ment ever undertaken in Dublin City totaling one million sq. . It included a 100 bed

hotel, 120,000 sq. . offices, 70,000 sq. . retail, a 4 acre mul story underground car

park and 561 apartments.

Lighthouse Cinema The Light House Cinema is a four-screen, 600-seat art house cinema.

Equity Properties has helped secure inward investment to Ireland by constructing and leasing facilities to companies such as Microsoft, Verizon, Adobe, and Amazon. The company was the first to initiate the concept of ‘B1’ suburban office parks in Ireland; and was also the first to introduce retail warehousing to commuter areas near Dublin.

IndustrialDevelopments

AF1, IDA Business Park,

Swords

Acquired from the IDA, this 11 acre site was purchased without any restric ve cove-

nants regarding use. Currently let to Amazon to house its cloud computer servers for

its European and the Middle Eastern opera ons.

Port Tunnel Business Park

Dublin 17

Port Tunnel Business Park comprises 22 duplex incubator offices and 45 enterprise

units (first me buyer industrial units).

Damastown Industrial Warehousing development.

HealthcareDevelopments

The Blackrock Clinic

Blackrock, Co. Dublin

The Flynns purchased a shareholding in the Blackrock Clinic from BUPA. The Blackrock

Clinic is Ireland’s leading private hospital. Since the share purchase, the hospital has

Hermitage Clinic

Liffey Valley, Co. Dublin.

The Hermitage Clinic is the first ‘state of the art’ hospital in West Dublin and caters

for up to 25,000 procedures annually.


IndustrialDevelopments

AF1, IDA Business Park, Swords

Dublin 17

Acquired from the IDA, this 11 acre site was purchased without any restric ve

covenants regarding use. Currently let to Amazon to house its cloud computer

servers for its European and the Middle Eastern opera ons.

Port Tunnel Business Park

Dublin 17

Port Tunnel Business Park comprises 22 duplex incubator offices and 45 enter-

prise units (first me buyer industrial units).

Damastown Industrial Park Warehousing development.

HealthcareDevelopments

The Blackrock Clinic

Blackrock, Co. Dublin

The Flynns purchased a shareholding in the Blackrock Clinic from BUPA. The

Blackrock Clinic is Ireland’s leading private hospital. Since the share purchase,

the hospital has ini ated a €100 million expansion program which is nearing

comple on.

Hermitage Clinic

Liffey Valley, Co. Dublin.

The Hermitage Clinic is the first ‘state of the art’ hospital in West Dublin and

caters for up to 25,000 procedures annually.

Jones Lang LaSalle Limited Registered Office 10/11 Molesworth Street Dublin 2 Ireland tel: +353 1 673 1600 fax: +353 1 679 5147 DDE Box No. 56 e-mail: [email protected] www.joneslanglasalle.ie

Registered in Ireland: 285474 Directors: J P Moran S A Murray M M Fleming N R Healy D P Lennon P J Daly D T Costello L M McGrane F M O’Buachalla M G Miland M C Reilly A G McCracken Associate Directors: J Johnston C Moore M Mulholland G Ross M Synnott

20 June, 2013 To Whom It May Concern Equity Properties We have worked with Equity Properties for many years on some of the most prestigious and successful property ventures in the greater Dublin Metropolitan Area. Office and Industrial developments such as Burlington Plaza, Swords Business Campus, Port Tunnel Business Park and the Amazon Data Centre have a combined total area of approximately 885,000 sq.ft. During our working relationship we have found Equity Properties to be innovative, honest and professional and have no hesitation in recommending them as one of the leading commercial property developers in Ireland. If you have any queries, please do not hesitate to contact me at the above number. Yours sincerely

Deirdre Costello

Our ref: DTC/cd

[email protected]


CURRENT FINANCIAL STATEMENT

A current financial statement for our firm is available for inspection at our office in Palm Beach Gardens, or can be obtained through our CPA.

Equity Enterprises USA Inc.

5100 PGA Boulevard, Suite 301

Palm Beach Gardens, FL 33418

Phone: (561) 909-1601

Our CPA:

Steven O’Halloran

Broc Accounting Services

Unit 11 Burnell Court

Northern Cross, Malahide Rd.

Dublin 17, Ireland

Phone: +011 353 1 646 1632

Email: [email protected]

LEGAL OR ADMINISTRATIVE ACTIONS, PAST OR PENDING

There have been NO legal or administrative actions, past or pending, that might impact our capaci-ty to complete the project.

Our firm has NOT been involved in any bankruptcies, foreclosures or other legal actions, past or pending, during the past 10 years.

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ACKNOWLEDGEMENT OF ADDENDUM NO. 1

This is to acknowledge that we have seen and read Addendum No. 1 to Request for Proposals, West Atlantic Avenue Properties, CRA Project No. CRA2013-06 issued June 28, 2013.

Documents

Equity Enterprises USA, Inc. - 2013 West Atlantic RFP Response