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Paris Acquisition Fund, LLC

Executive Summary. Paris Acquisition Fund, LLC (?the Fund") is an investment vehicle whose purpose is to acquire select apartments in the Paris, France area through ?viager" transactions. Viager transactions have some very attractive attributes for purchasers, are unique to France, and well establi

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Paris Acquisition Fund, LLC

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    1. This summary is not an offer, nor a solicitation to purchase, membership interests in Paris Acquisition Fund, LLC (“PAF” or the “Fund”). If you have not been pre-screened and pre-qualified by the Fund, you have received this summary in error. The membership interests of PAF will only be offered as a private placement to a limited number of accredited investors and will not be registered under the Securities Act of 1933, as amended (the "Securities Act") or the securities laws of any state or foreign jurisdiction.  The Confidential Private Placement Memorandum of the Fund may be made available by PAF on a confidential basis for the purpose of evaluating an investment in its membership interests.  Paris Acquisition Fund, LLC

    2. Executive Summary Paris Acquisition Fund, LLC (“the Fund”) is an investment vehicle whose purpose is to acquire select apartments in the Paris, France area through “viager” transactions. Viager transactions have some very attractive attributes for purchasers, are unique to France, and well established under French law. The thesis of the Fund is to purchase multiple viagers which will allow the Fund to mitigate the actuarial risk associated with viager transactions. In a viager sale, the seller(s) transfer ownership of the property in exchange for a lifelong right to use the apartment, a down payment, and a guaranteed stream of monthly payments for the rest of his/her/their lives. Viager transactions are attractive because the sum of the down payment and the actuarially estimated total of the monthly payments are typically only 50%-60% of the current fair market value of the apartment. Michael Skaff is the originator of the Fund concept and will be the co-Manager of the Fund along with David Domek. Mr. Skaff is a managing director of Seneca Partners, LLC (although the Fund will be managed outside of Seneca Partners) and is a member of the investment committee for Seneca Health Partners L.P. I, a venture capital fund. Mr. Skaff speaks French proficiently.

    3. Viager Transactions: How They Work Apartment/homeowners over 60 years in age are eligible to engage in a transaction called a “Viager” The seller (either a single person or a married couple) receives a payment at closing (“bouquet”) and a guarantee of future monthly payments (“rente”) until the seller(s) passes away Essentially a “Life Annuity” transaction, with the total of the bouquet and actuarially expected cumulative rente payments typically targeted at about 50- 60% of the current fair market value

    4. Reasons to Sell Through a Viager Sellers don’t have heirs Sellers need additional income Sellers are guaranteed a “care-free” retirement and may live in their homestead for the rest of their lives Monthly payments are deductible in France Alternative financing structures common in the United States (e.g. reverse mortgages, home equity loans, etc.) are not generally available or allowed under French law

    5. Reasons to Buy Through a Viager The market prices viagers at 50% to 60% of Fair Market Value, due to the uncertainty of the hold period All of the property appreciation accrues to the benefit of the buyer Adverse actuarial outcomes for the seller can lead to windfall profit opportunities, as the debt is eliminated upon the seller’s death, irrespective of the size and duration of the buyer’s payments to the seller

    6. Sources of Viager Deals There are a number of potential sources for Viager transactions: Brokerages which focus exclusively or primarily on viager transactions. These firms market to the pensioners to solicit potential viager deals. Legasse Viager (www.viager.fr) Renee Costes Viager (www.paris-viager.com) Viager Prevoyance (www.viagers.net) Brokers that obtain one-off listings and websites which agglomerate these types of transactions Existing viager property owners that want to transition out of their ownership and get a realization prior to getting the property free and clear Existing fee simple property owners who can be enticed to enter into a viager transaction

    7. The Parisian Real Estate Market Chambre de notaires source data indicates average annual appreciation of approximately 9%/year over the last ten years across Paris (appreciation data by arrondissement varies slightly, but is within 8%-10%/year) Paris has a limited supply of apartments, particularly in Hausmannien buildings located in the most desirable arrondissements, due to virtually no room for new construction, height restrictions, and the difficulty in modifying existing structures Apartment buildings greater than 50 years old are particularly attractive, and have performed well in both up and down markets On average, approximately 11.4 billion Euros have been invested annually in the Paris Region real estate market over the last five years, almost 60% of which has been by foreign investors France has the greatest per capita GDP (39,960 Euros) in Europe and Paris real estate is in high demand internationally

    8. Advantages of a Viager Transaction By targeting total cash (including the down payment and the actuarially estimated total of the monthly payments) to the seller of 50%- 60% of FMV, there is substantial downside protection for the buyer Historically, property appreciation has often exceeded the monthly payment obligations Windfall profit opportunity if seller(s) passes away prior to their actuarially determined life expectancy Buyer locks into current value with a relatively small down payment (typically 10% - 30% of fair market value) Due to French custom, modest or no improvements are typically necessary once the buyer takes possession of the apartment, as new buyers anticipate paying for the cost of any renovations/redecorating

    9. Individual Property Analysis Worksheet (Section 1) Property Information District: 16th Square Feet: 900 sq feet Fair Market Value: 640,000 euros FMV per sq foot: 711 euros Down Payment (Ask): 140,000 euros Monthly Payment (Ask): 1,726 euros

    10. Individual Property Analysis Worksheet (Section 2) Owner Information Male / Female: Female Age: 77 Life Expectancy: 12.6 years

    11. Individual Property Analysis Worksheet (Summary Results) Ratio of Down Payment to Current Property Value = 21.9% Ratio of Down Payment plus Projected Annuity Payments to Current Property Value = 61%

    12. Example Transaction – Potential for a Windfall Acquired apartment from a couple in their 70s four years ago with FMV of 430,000 euros for a 30,000 euro down payment and monthly payments of 1,000 euros Buyer bore 15,000 euros in transaction fees Couple passed away three years after the transaction closing Total invested capital of 81,000 euros at that point Post taking possession, the apartment was under contract for 610,000 euros within days; no capital was invested post close in the apartment for refurbishment After accounting for transaction costs on the resale, the after tax IRR is > 100% and cash on cash return is >4.5X in three years

    13. Summary of Actual Property Under Contract Address: 11 rue Saint Isaure 75018 Paris Pierre de Taille Architecture Building from 1897 First Floor 55.45 Square Meters (approximately 600 square feet) Couple Ages 78 and 79 Life expectancy 12 years Market value: €275,000 Asking Bouquet: €30,000 Asking Monthly Rent: €1,115 per month Negotiated Bouquet: €20,000 Negotiated Rent: €900 per month Occupied Value: €149,600 Percentage of Occupied Value to Market value: 54%

    14. Investment Thesis Viager transaction structure under French law provides patient buyers with substantial downside protection, due to targeting total payments to the seller(s) of approximately 50% - 60% of current FMV (assuming the seller(s) live to their actuarially estimated life expectancy) There is sufficient viager transaction volume (i.e. 3,000 – 5,000 transactions per year in France, with an estimated 1,000 – 1,500 in Paris) to be appropriately selective in acquiring assets. The number of aging French pensioners with insufficient current income is large and growing, which is anticipated to motivate increasing numbers of viager transactions. Since the sellers’ apartment equity is typically their largest source of capital, viager sales are a good way of monetizing the value of their apartment without having to leave By focusing on select areas of Paris and apartments with select criteria, we anticipate an attractive opportunity to acquire high value, saleable viagers due to the large and increasing demand and limited supply of these type of apartments Current and anticipated future volatility of equity markets makes a low risk, high potential return asset class more attractive today. Downside is limited as the fund will own assets (i.e. Paris apartments) that have intrinsic value. In a down market, we anticipate that the apartments would have attractive rental opportunities Provides US investors with a non-dollar denominated investment strategy which will generally be non-correlated to their other stock and bond investments

    15. Benefits of Investing in the Fund Multiple units (e.g. 15-60) purchased over a 2-4 year period will allow the Fund to mitigate actuarial risk Relationship with qualified consultant (see next slide) will leverage his knowledge and experience with viager purchases and allow us to hit the ground running and avoid making preventable mistakes Bringing $20M - $40M in institutional capital to the viager market will make the Fund an important market participant and could allow the Fund to get priority access to deal flow French language proficiency of Mike Skaff and Fund consultant provide key bridge to executing transactions in France

    16. Role of Consultant The fund has hired a consultant to work in Paris.  The person is Mr. Nocolas Legasse.  He is a fourth generation Parisian and specializes in Viager transactions. Mr. Legasse will be incented based on overall performance of the Fund. Mr. Legasse will provide the following advisory services to the fund: Develop and document viager transaction process flow for both acquisitions and divestitures, including expected timing of each step in the process A detailed list of specific documents necessary to be provided to French brokers, attorneys, notaries, French tax authorities, etc. Identify and document criteria to be used to identify/select viagers with the best investment profiles and participate in the investment decision process Introduction to notaries, lawyers, agents and other professionals involved in buying and selling viagers Deal flow generation and screening Provide insight into evolving Paris residential real estate market dynamics

    17. Statistical Analysis The Fund has retained a university mathematics professor with significant actuarial experience to analyze the fund’s thesis and assist in the modeling of financial returns Results of the analysis confirm ability to mitigate actuarial risk as number of portfolio properties increase Developed a probability distribution function to forecast estimated hold period for properties in financial forecasting model

    18. Fund Structure Currently raising $20M - $40M from accredited investors; fund can launch with $8M in committed capital and may elect to continue accepting funds post the initial closing for a period of one year Fund will invest in viagers in France, particularly in select sections of Paris and the surrounding area, with the goal of selling the units immediately after taking possession. The fund will have the flexibility to rent the units as well, based on market conditions Fund will be structured with a 2.5% annual management fee, 7% priority return and “catch-up” provision, and a 20% carried interest (after return of capital, including capital used for fees and expenses)

    19. Use of Leverage The Fund is anticipating that within two –three years of Closing, it may be able to secure a line of credit from a lender to leverage its equity capital . Targeted leverage is 1:1 (i.e. each transaction would consume equal amounts of debt capital and equity capital) Leverage will be at the Fund level vs. encumbering the individual property, as viager sellers get an effective first lien on the property to ensure monthly payment compliance. Leverage increases investor IRR by 7%-8% The Fund will plan and acquire properties over the first two years as if it will not have access to leverage. If leverage is obtained, the rate of purchases will increase thereafter.

    20. Management Company Structure The Fund management company (Paris Capital Partners) will be co-managed by Michael Skaff and David Domek (the Managers). The Managers have known each other for several years. The Managers will be responsible for all of the day-to-day operations of the Fund, including: Reviewing and executing on potential viager acquisitions Prosecuting sales of viagers post possession All administrative functions, including making all necessary payments to sellers, taxes, insurance, etc. Supervising Fund consultant, including the provision of all promised deliverables Communicating with the LPs of the Fund on a regular basis re progress as well as Audited Financial Statements

    21. Risks Bad actuarial experience Mitigant – buy multiple units to diversify away actuarial risk Appreciation of units Mitigant – while past experience is not a guarantee of future results, by using logical criteria for selecting the viagers, the Fund anticipates that it will achieve reasonable prospective appreciation. Paris has a relatively fixed supply of units and there appears to be strong continuing demand. Appreciation has averaged 9% annually over the last ten years. Currency risk Mitigant – the Fund will be raised in Euros, so the Fund will not bear any currency risk. US investors will bear currency risk Language/culture issues Mitigant – both Mike Skaff and Fund consultant have French language proficiency

    22. Potential Returns Fund investors will get a 7% priority return and 80% of profit in excess of a 7% cumulative return Investor returns will be most impacted by: The continued availability of viager properties which can be acquired at 50%-60% of current FMV as described previously The hold period for viager properties compared to the actuarially estimated hold period The appreciation of the viager properties acquired by the Fund

    23. Disclaimers This summary is solely intended for review by individuals and entities that have been pre-screened and pre-qualified by Paris Acquisition Fund, LLC (“PAF” or the “Fund”). This summary is not an offer, nor a solicitation to purchase, membership interests in PAF, and any prospective investor is not entitled to receive, or otherwise rely upon, this summary.  If you have not been pre-screened and pre-qualified by PAF, you have received this summary in error. The membership interests of the Fund will be offered as a private placement to a limited number of accredited investors and will not be registered under the Securities Act of 1933, as amended (the "Securities Act") or the securities laws of any state or foreign jurisdiction.  The Confidential Private Placement Memorandum of the Fund (the "Memorandum") may be made available by PAF on a confidential basis for the purpose of evaluating an investment in its membership interests.  The Memorandum is not an offer to any person who is not an "accredited investor" as defined in the rules and regulations promulgated under the Securities Act.   Any performance data contained herein represents past performance and does not guarantee future results.  The Fund does not guarantee the accuracy of any statements, qualitative or numerical, contained in this summary. 

    24. Contacts Information For questions/more information, please contact Mike Skaff at 313-715-6174 Mikes@parisfunds.com or Dave Domek at 847-858-7973 Daved@parisfunds.com

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