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THREE RIVERS LODGE NEWFOUNDLAND AND LABRADOR Confidential Information Memorandum

THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

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Page 1: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

THREE RIVERS LODGE NEWFOUNDLAND AND LABRADOR

Confidential Information Memorandum

Page 2: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

EXECUTIVESummary

Investment Opportunity

Prime FishingLocation

UniqueOpportunity

The Woods River system is over100 miles long.

Above: Map of Newfoundland and Labrador, Lodge location denoted by star graphic.

Below: Labrador in relation to map of Canada

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Page 3: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

OPPORTUNITY

Summary details include the following:

Vendor Three Rivers Lodge Ltd. (TRL)Company Shares Robin E. Reeve - 45% (Managing Partner)

Stephen C. Reeve - 45% and Kevin Barry Jr. - 10%Address Three Rivers Lodge on Crossroads Lake, Woods River, Labrador, Canada

Founded The Lodge was founded in 1998

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Three Rivers Lodge is a remote wilderness fly fishing camp accessible via float plane out of Labrador City.

Asking Price

$1,495,000 CDN$1,200,000 USD

CBRE Limited (“CBRE”) is pleased to offer for sale, Three Rivers Lodge, Labrador, Canada (“Property”). The Property, located approximately 150 miles north-northeast of Labrador City and Wabush which are twin mining towns in the southwest corner of Labrador.

Page 4: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

THREE RIVERS LODGE

OVERVIEWLocated in the heart of what is arguably the premier trophy brook trout destination in the world, Three Rivers Lodge is a multi-camp fly-in destination with exclusive angling rights on the Woods River which is arguably one of the premier river systems in Labrador. Because the Woods River system is a fast flowing, freestone river broken often by a series of lakes, ponds, pools and rapids, the lodge has earned a reputation in international sport fishing circles as one of the best fly fishing destinations in Labrador for not only brook trout but also Lake Trout and Northern Pike. Three Rivers Lodge is an Orvis endorsed fly fishing destination.

Three Rivers Lodge is in the enviable position of owning five land leases providing exclusive angling rights on a hundred miles of the Woods River system that ensure exclusive, pristine angling opportunities for lodge guests. Of these licences, four are included with the sale of the main lodge including: Crossroads Lake, Vizina Lake, Woods River

Outpost, Woods River.

It is important to note there is a moratorium on all future lease applications so while current license holders in good standing will be allowed to maintain their leases no new leases will be granted. This circumstance in particular combined with exceptional angling and the quality of the lodges creates a unique business opportunity that is Three Rivers Lodge.

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Page 5: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

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PROPERTY DETAILS

- Three Rivers Lodge consists of a compound of 9 principle buildings, along with a storage shed connected by wooden boardwalks.

- Two of the buildings, the “Guides Camp” and the “Winter Camp” are fully insulated for winter weather and used for winter inspection tours of the Lodge.

- The Main Lodge is situated on a peninsula on Crossroads Lake to help keep insects to a minimum.

- The compound sleeps a maximum of 14 guests in 4 lodges with en suite baths, with up to 6 staff, management and the pilot in separate cabins.

- A spacious, fully equipped, outpost camp is capable of sleeping four anglers and two guides in shared accommodation is located at 5th Rapids.

Main Camps

5th Rapid Outpost

Page 6: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

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The Waters

The Woods River

- The Woods River system is a fast flowing 100 mile long freestone river.

- Numerous headwater creeks flow into the main river offering innumerable angling opportunities.

- Mayflies, caddis, stoneflies and various stages of dace, darters, sculpins and minnows make these waters a perfect and virtually untouched fly angling destination.

Page 7: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

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Fly Angling

Fly Fishing, Catch and Release

- Typically 6 to 8 weight fly rods are used along with barb-less hooks and strong leaders.

- The Lodge has longinsisted that all brook trout are released to maintain the natural balance of the ecosystem.

- Anglers who want to commem-orate their trophies with carved mounts take measurements and an image from which a quality reproduction is made.

- Giant pike and lakers inhabit the many lakes and wide reaches along the watershed and provide alternative fly fishing. Both species are great sport on the long rod, and the rules allow spin fishing with single barbless lures.

The Fish

- Trophy Brook Trout are strong, classically proportioned river fish, beautifully colored in June, neon bright by August. They average 3-4 pounds and run up to approximately 10 pounds.

- Northern Pike inhabit the flat waters - lakes, ponds and broads of the rivers. Pikes are the top of the fish food chain and average 8-10 pounds.

- Lake Trout dwell in the dark holes of the lakes in summer. Laker Trout are often 10 pounds and up.

Page 8: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

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The GuidesThe Guides

- Professional experienced guides accompany every visitor to the lodge at a ratio of 1 guide to 2 anglers.

- All guides are proficient in handling small boats in varied waters and are licensed by the Province of Newfoundland and Labrador.

- All staff are trained in Wilderness First Aid and CPR.

- The guides are enthusiastic outdoorsmen who are very familiar with the area.

Fly-outs

- TRL leases a Del Iavilland Beaver float plane to transport guests.

- Two fly outs per guest per week are included to destinations such as the Fifth Rapids Outpost Camp.

- From Labrador City to TRL’s Crossroads Lake camp.

Page 9: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

Property Photos

PAGE 9

Crossroads Lake Compound. Social time in the main dining lodge.

Comfortable wood frame cabins. The Lodge’s annual hat collection

Page 10: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

PAGE 10

Financial Perspective

Owner Financial Estimate, Previous Three Years

Below are the salient financial numbers for the past three years (2016-2018). All figures are in Canadian dollars, representing an exchange rate of approximately $1 US = $1.28 CDN (.78%)

** In 2018, the Province of NL discontinued the 50% HST credit afforded to all non-Canadians on monies spent on travel, room and board.

2016 2017 2018

Total Sales (CDN $) 448K 558K 660K

Less Operating Expenses 364K 415K 481K

= 84K 143K 179K

HST Collected 28K 27K 76K**

HST Paid 29K 27K 35K

Less HST Net (1K) -- $41K

= 85K 143K 138K

Plus Capital Expenses 6K 4K 22K

= 91K 147K 160K

Plus Booking Fees & Marketing 10K 68K 50K

Total Gross Profit 101K 215K 210K

Year Guest Count Paid Guests

Guides on a Ride

In-Camp Sales (In-cluded in Sales in chart above)

2016 (max 10) 68 58 10 18K

2017 (max 10) 61 55 6 58K

2018 (max 10) 96 87 9 28K

2019 (max 8) 78 76 2 TBD

Owner Estiamte of Guest Visits, Previous Four Years

Page 11: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

PAGE 11

SUBMISSIONSBased on information contained in this CIM and other information that may be made available by CBRE or the Vendor, interested parties are invited to submit a non-binding Letter of Intent (“LOI”). The LOI will outline the terms for the purchase of the Property, including the following information:

1. Total purchase price;2. Material terms and conditions of the proposal, including time lines and acknowledgment of restrictive covenants to

be placed on property at closing;3. Names and ownership interests of the benefi cial owners of the purchaser.4. A mailing address, e-mail address and fax number for the delivery of notices;

All LOIs must be received by the Vendor’s Advisor (CBRE Limited) via email or at the following address:

Submissions can be made any time but the Vendor will not respond to submissions until March 30, 2020.

BUILDING ACCESS / PROPERTY INQUIRIESAll inquiries regarding the Property, or any information contained in this Confidential Information Memorandum, should be

directed to CBRE.

GENERAL PROVISIONSThe Confi dential Information Memorandum (“CIM”) may not be distributed, produced or used without the express written consent of the Vendor or for any purpose other than evaluation of this property.

While the information contained herein is believed to be accurate and reliable as at the date of preparation of this CIM, neither the Vendor, nor any of their respective affi liates, agents, advisors, directors, offi cers, employees or shareholders, makes any representations or warranties, express or implied, as to the accuracy or completeness of such information. This includes any other written or oral communication by the Vendor, CBRE Limited and employees or any other of the Vendor’s advisors or agents, and each of such parties expressly disclaims any and all liability that may be based on such information

Offering Process

SCOTT MCEWENSenior Vice President & Sr. Managing Director+1 902 442 2981 (w)+1 902 628 9301 (c)[email protected]

5855 Spring Garden Road, Suite 300Halifax, NS B3H 2S4

Page 12: THREE RIVERS LODGE...OPPORTUNITY Summary details include the following: Vendor Three Rivers Lodge Ltd. (TRL) Company Shares Robin E. Reeve - 45% (Managing Partner) Stephen C. Reeve

LLOYD NASHSales Associate +1 709 754 0082 (w)+1 709 699 7508 (c)[email protected]

CBRE NEWFOUNDLAND

ROB COLEMAN Vice President +1 709 754 1454 (w)+1 709 693 3868 (c) [email protected]

This disclaimer shall apply to CBRE Limited, Real Estate Brokerage, and to all other divisions of the Corporation; to include all employees and independent contractors (“CBRE”). The information set out herein, including, without limitation, any projections, images, opinions, assumptions and estimates obtained from third parties (the “Information”) has not been verified by CBRE, and CBRE does not represent, warrant or guarantee the accuracy, correctness and completeness of the Information. CBRE does not accept or assume any responsibility or liability, direct or consequential, for the Information or the recipient’s reliance upon the Information. The recipient of the Information should take such steps as the recipient may deem necessary to verify the Information prior to placing any reliance upon the Information. The Information may change and any property described in the Information may be withdrawn from the market at any time without notice or obligation to the recipient from CBRE. CBRE and the CBRE logo are the service marks of CBRE Limited and/or its affiliated or related companies in other countries. All other marks displayed on this document are the property of their respective owners. All Rights Reserved.

DARCY LYNN MATTHEWSReal Estate Services Assistant +1 709 754 0604 (w)[email protected]

For more information, please contact:

CBRE PEI

SCOTT MCEWEN Senior Vice President & Sr. Managing Director +1 902 442 2981 (w)+1 902 628 9301 (c) [email protected]