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efta-efta01116966DOJ Data Set 9Other

Les Bordes opportunity

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EFTA Disclosure
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Les Bordes opportunity May 2014 FOR U.S. KEY CLIENT PARTNER (KCP) CLIENTS ONLY. NOT FOR FURTHER DISTRIBUTION. EFTA01116966 Disclaimer In prepanng these materials. neither Deutsche Bank nor any of its affiliates has acted or is acing land does not purport load in any way) in a fiduciarycapacity. DevtSChe Bank AG. °ding tlerough CS London branch has prepared mete materials lOr Blue Slat International Group ('BSIG') In dung SO. 015 ie acting to assist BSIG and no other person in connection with mese ma:goals Of that panted*, Deutsche Bank will not be responsible o any person Other man BSIG lot providng any 01 me prolecnons anomed to clients 01 DB. nor for providing any adv0a re relation o any matter tarred to herein ViChOut imbed a person's liability for fraud. neither 05 nor any 01 its agitates nor any Of AS Or their respective directors, officers. represeMatives, employees. advisers or agents shall have any hablity b any other person in connection with these materials. These Material* have been meowed by 05 On the bads d a melhodorogy and techniques teed by DB in preparing snanoal evaluations o (NS Or a simiar nature. and bay may. therefore. contain o be based On. in whOle Or in OM Monetary 0 inteleCtual prOpetly notes belonging solely to DB, witch may not be disclosed to a cord party without DB's prior written consent My valuation. appraisal or conclusion of a financial nature contained in these materials results from the application by DB of techniques and principles generally adopted in the 00rWixt Of me preparation Of InanCial presentations o the nature. and DB cannos end dads not warrant that the use Of different 'KWIC.** and pnnclples would nal lead le a different result DB * aang as Macioce actnser 10 BSIG in Mateo SO a potential Sale 01 Gotten led estate asset', tOr nterests therein) CASIMASI le dentine( person Cr persons the -Oppontinity'l DB has been authpesed by ISSIG tO provide and Cadeltute INS document (me 'Marketing Materials') on its behat in connection with the Opportunity. These Marketng Matenals are provided for information purposes only lo a bided number of persons who may be interested in the Oppartuncy and for no purpose other than to assist such persons in deciding whether they wish 10 purchase any AS6016 These Marketing Materials are presided On the basis del each reepler4 01 the Marketing Matenale (a ReCOienr) and such ReCOient% repreS60100wee. directors. Officers. 00010).% and prOlOSSIOnal advisers keel/ them and the existence Of the Opparlunity confidential. Neither these Marketing Materials nor any of their contents my be phetocoped et reproduced. in whole a in part, or referred to. cistnbultd to. disclosed to or cornmuncated to. in whole or in part any other person (which expression shall include a referenC9 le a body COTO-ate. association Or partnerbhp) without the eipreee written consent Of BSIG. The inlermanen Contained in these marketing Materials is net la be used by any Recipient be any purpne Other man evaluating the OppOrtually. NO person may rely On these Marketing Materials without the prier written Consent 01 DB Neither the (Weld Of these Marketing Material', by a pereen, nor any information contained neren constitutes. Or Shall be (ONO teen as COnatituting. the Simng Of inveStrrent advice ant these Marketing Material* are not intended to provide. and must not be taken as. the basis of any investment decision regarding the Opportunty. Weber these Marketing Material:, nor anythng contained herein, nor any Chafe Oral Of written nfermillOn mace available 10 any ReOpent (Save Or any representations and warranties exideldy Set Out in a sale and purChaSe agreement entered in* between. On the One hand. any purchaser of Assets art,, on the other hand. BSIG). form the bass of any contract or commtment whatsoever. Neither the provision par the Ostribubon of these Marketing Materials (par any of their contents) should be considered as any form of recommendation or commitment on the pan of WIG or DB to proceed with any transaction. Each of &SIG and OB expressly reserves the ngt*. without providing any reasons, at any time and in any respect. to amend or leminsee the sale meetly°, to laminate dscussions Wel any or all pa/Spear.. punhaaM of Assets. to MOP any or al proposers. or to negotiate with any person with respect 10 the Opportunity wthOul advanCe notice and without liabahr be any knee& costs Or expenses ineurre0 by any Recipient Or any Other person. These Marketing Materials do not purport to contain al information that a prospective purchaser of Assets may desire or require in evaluating the Opportunity. All information. assumptions. dela and results contained in these Marketing Materials. whether express or implied, are ',ea.(' On nfOrmaten (it presided by Or On behall 01551G 10 05, any Other member of me DB Group (which erpression Mail mean Deutsche Bank AG. logether its andat6S, associated COmpaneS. subsidiary undertakings and branches frOM time 10 lime), anchor Iii) which was publicly available (together. 'Information'), The accuracy and completeness of the information in these Marketng Materials and the Irionnstion has not been independently verified by BSIG. DB. any Whet member of the DB Group or any of their respective representatives. OffiCerb, deeClOni. empleyeeb. professional advberS aectior agents e4gether. 'Relith.ant Releencl Cr any Other person. In preparing these Marketing Materials. DB has assumed and felled upon the aCCWaCy and Completeness Of all InterMaten NO Relevant Person (i) makes Cr will make any repreSentalOn Ce warranty, expressed Or irrplied. in relation 10 me accuracy. elnahtity. adeQuacy o completeness 01 the IntOrmaten. mete Marketng talents Or any of their contents or me trines mat can be derived MOM mess Marketing Materials Or any Other written information or oral information provided in connection thereat!), of any data that any of them generates: hi) accepts or wit accept any responsibilty, liabilty or oblgalon (whether in contract. Sort or othermsel in relate:lite the Information, these Marketing Materials or its Contents Or any CAnet written intrmatiCn Or Oral inkrmiallOn provided in Cennedlen therewith Or any data that any o them generates. Or any °friable% from tneSe Marketing talents or any Other written information or oral inberetion provided in Connection therewith ce any data that any of them generates or for any rebance that any party troy seek to place upon such information except to the extent that such responsibility. liabitty or obligation cannot be excluded by law. (iii) accepts of will =eel any respcnsibibly or liability lo any other person in relation 10 the OiStibutiel Or possession 01 theSe Marketing Materials in any kirtediClien. °seep' 10 the °Cent that such responsibility Or lability Cane%b8 exCluded by law: (6) assumes Or will assume any lebpOnSbility Or bablity to any potential putCheefir Cr any Other person ter any IOSS Or 6thrOge 01 any kind whatsoever arising OS a result 01 such Purchaser's Or such Omer person's use Or msuse Ot tneSe Marketng Male/natant any Ot thee °Ordeals including, without liMlatiOn, any direct. snared Or COnlieguentel less o damage suffered by any person as a result of 'dyne on the accuracy of any information in these Marketing Materials or any errors or omissions in these lAarketmg Materials NI accepts of wit accept any responsbilty. duty of care or bablity for prancing the Recipient with access to any additional information. updating these Marketing Materials or any O1 half contents 0 for correcting Cr riolifying any person of any inaccuracy in mess Marketing Material*. Or any Of they contents Or any other written infOrmatlen Or Oral infOrrratnn provided in Confection therewith or any data that any of them generates which may become apparent. or hal are under any obligation to consider or accept any offer, irrespective of whether such offer is the only offer or one of a number of offers representing the highest price. No audit of these Marketing Materials has been undertaken by an independent third party. Nothing heron is intended to exclude any liability for. Of remedy in respect of. fraudulent misrepresentation, Any Recipient intereSted In putCh4lairg AstetS is recommended to CenduCt due Open°. Iinckidng, but net NNW 10, investigation and analysis of 8810. its business. prospects, results of operations and financial conations) and to seek its men independent legal. financial era other spedatst advice. In no circumstances will any Relevant Person be responsible for any costs or expenses incurred by any prospective purchaser of Assets in connection with the appraisal or evaluation of the Assets or these Marketing Matenah. My Decision as le whether % 00 to purchase any Ardete Should De taken eddy by the ROOPent. BelCre entenng into Such tranSadien(S). the Recipient Should take steps to ensure mat it fury understands such transectionts) and has freCke an independent assessment 01 the apprOpnateriela 01 Such transaction(s) in the light of its own objectrres and circumstances. including the possible nsks and benefits of entering into such transaction(s). The views expressed in these Marketing Materials are subject to change based upon a number of factors, including. without rim taten. Merkel conditions, OS well as any change to the abSentellOaS 0108 Thee° Marketing Matenals Shall not be deemed 10 De an indication Of the side Of altars Or financial 00001110n 01 any 01 the ASSOCS. OW Shall it constitute an indcatlon that there haS been ne Change n the afraid, or financial condition 01 any 01 the Assets. after the dale hereol. Ce is acting as a financial adviser to °SIG in relation to the Opportunity, and will not regard any other person (whether a Recipient or pal) as a client in relation to the Opportunity and will not be responsible to anyone other than BSIG for prancing the protecbons afforded to its reSpeCtive Charts nor tar presiding advice le any Such CthEt perSOn WAhOul prejudice 10 lablity lOr fraud. each member 01 the 0B Group adder* any liability 10 any such Other person in Connection with the Opportunity In Certain pnbdebenS. he datnbutiOn Or possession o these Marketing Materials may be restricted by taw or regulation. Each person into whose possession these Marketing Materials come is required to inform itself about, and to observe. any such restrictions. No Relevant Person accepts any liability to any person in relation to the dagnOuben Or possession Of these Marketing Matenals in any empliction. By accepting mese Marketing Materials. the Recipient represents and warrant that it is elgible under all applitabre laws and regulations 10 receive tneW Marketing Malerial6 eflthOla Ofeefav041110.1 01 any unful41160 registration regUrernente or Other legal reetridenS in the prefiliCtiOn in whiCh it resides Or COMMIS business. These Marketing Materials are preliminary and irshil not be faded On or gelled Wen and Should be returned to DB by. any person wne is not elicible under al applicable taws and regulations to I erCene these Marketing Materials. My investment or investment admty to which these Marketing Material relates is available only to persons eligNe under all °pelted* laws and regulations to receive these Markebng Materials and will be engaged in only with such persons. Fonvard-looking statements - All statements. other than statements of hseorical fad included in these Marketing Materials, are or may be deemed to be forsard.looking statements. The use of the words 'creeds'. 'intends'. anticnatest 'estimates'. 'may. iceman, 'objective. plan Or larger, and Other amular expressions are Intended to identify fOrward-I0Oking Statements NO representation Or warranty is given as to the CCenpletenen Or aCCutaCy d any forward-kodung statements contained in thine Marketing Materials. These fOrwarcl-b0Weig slasainams are not guarantees of Uwe Decremente and are subject *a ember of risks and uncertainties. Any Statement. estimate and proteiCiOn included in hese Marketing Manama% with respect to arbapate0 future perbrrnanCS May not prove 10 he barred and Should nal be relied upon as a prom se or representation as to future performance. These Marketing Materials is necessarily based on economic. market and other conobons as in effect on its data. and the Inforrrotion made available to 06 as of the date hereof This lirpOlant NOtfee and any non-Oentradual Obligations anbing out Of Or n Connection with a shall De governed by and COnelfued in accordance wch English law No enquiry shall be made of BSIG or, as applicable. of any of its representatives, directors. officers. employees or professional advisers. other dreary or indirectly, with respect to any of the information contained in these Marketing Materials or with respect to any possble transaction involving the OppOrtunty. and any such °equines trust be channelled through OB Any statement Or Opinion Contained heren regarding the treatment Cafe. 00$60ning and valuation 01 BSIG Or any Other perSOn 6 net and should not be construed BS. an indication that OB will proem? favourable (or any) research coverage about BSIG or such Met omen or publish research containng any particular rating or price target for the share capital of es* (if applicable) or such other person. DB has adopted policies and guidelines designed to preserve the independence of any research analyst employed by DO or any of its affiliates. 06 has policies whch prOhOil any Such research analyel Odin Deng Compensated ter his Or her involvement In investment banking transaction. OB has polities when prohibit its eMplOyeeS (and the employees 01 any Of AS atlitaleS) from offering. directly Or sidreely. a favourable research rating or specific price target. or offering b change a research rating or price target as consideration for or an inducement to obtain business or other compensation. Deutsche Bank AG is authOnS00 under German Banking Law (Competent authenty BaFin - Federal Financial Supervisory AutiOntyl arid auther6.00 and bunted 10 limited regulation Dy me MN Financial 0/ Mud Authority. 0001$ about the extent 01 Deutsche Banc AG'S atChonsallon and regulation by the Financial Conduct AVhenty are avoidable on requeSt 018080 051514 EFTA01116967 Overview of the opportunity Build the world's most exclusive residential development and country club 1,600 acre of unspoiled tranquility with a rich history Situated in the heart of the Loire Valley. the location of choice for generations of French royal families and aristocracy to situate their magnificent chateaux and hunting estates First archaeological evidence of settlement on Les Bordes estate dates back over 3.000 years: home to a small monastic order in the Middle Ages and hunting grounds for noblemen for centuries In 20th century. home and retreat of Baron Marcel Bich. founder of the Bic pen and razor empire In 1986. Robert Von Hagge created the "Augusta of Europe. an 18 hole course that would be one of the most sought after in the world Europe's number 1 golf course — Golf World "One of the not enchanting piaturc.ouc and tranquil settings in the whole 01 1Vall &reel Journal "Les Bordes raises expectations dangerously for the rest of our golfing life. Golf could get more luxurious, but probably only if each three-ball had its own personal team of ground staff just ahead of it. attending to each green with nail scissors and microfibre cloths. : i.l, 1.. . , • . . .L,. t.... .,t risk-rev—int architectural Financial Times "The course remains Ruben Von Ilagges linc4 work. As a picture of golfing excellence. there are few locations to rival Les Bordes." The Daily Telegraph "Eighteen of the moat terrifying but enjoyable holes imaginable? The Guardian "h should unquestionably. undeniably. he in anyone's top-five in the •orld." Golf World Magazine Perfectly located in the "Garden of France" Nearest transportations - Nearest train station: 9km - Nearest airport: 47km 10km from Chateau de Chambord - 3i0 most visited historic monument in France Distance from Paris - 75 min by train - 90 min drive - 35 min by helicopter oximate flights times to Paris - from London:1h - from Moscow: 3h - from Doha: 5h30 - from New York: 7h - from Los Angeles: 10h30 Approximate helicopter times to Les Sorties: - from London: 1h30 - from Nice.1h45 Planning in place to create Europe's largest residential and leisure development Developments SO M SO FT Potential facilities to include 400 Los Bordes golf lodges 162.797 1.751.693 - Hunting estate 50 luxury Los Bordes estates 75.000 807.000 240 hotel branded residences 56.856 611.766 - Equestrian centre Other facilities 6.427 69.155 - Tennis academy Hotel 4.000 43.040 Spa 4.000 43.040 - Shooting academy Chateau Bel Air, boutique hotel 2.660 28.622 - Cookery school Total 311.739 3,354.315 - Car livery service Total land area 5.600.000 sq m - Adventure playground Total POS approved area 353.921 sq m Total build density 6% - 24 hour security 1 1 EFTA01116968 Key investment highlights Les Bordes Golf, a unique trophy asset Extraordinary planning consent with strong support from the regional and local authorities Attractive market with strong fundamentals Low risk profile with attractive returns Highly experienced team of advisors in place Golf course consistently ranked as number 1 in Europe by Golf World magazine and among the best golf courses in the world One-off opportunity in prime Western Europe Unique planning permission to develop a landmark resort of 3.8m sq ft within a world heritage site Exciting prospect for the region expected to generate c. 1.750 jobs Strong demand for high-end and luxury residential resort properties, driven by the substantial growth of wealth creation in emerging markets Most visited country in the world (c. 80m foreign tourists a year) with Chateau de Chambord amongst the top three most visited historic sites in France Already existing golf course leveraging Les Bordes' excellent reputation Self financing project in the third year of development thanks to residential phased sales resulting in limited cash flow requirements Full team of highly experienced professionals already mandated 2 EFTA01116969 Les Bordes Golf, a unique trophy asset Existing site Europe's number 1 golf course, Les Bordes Championship 18 hole golf course: - golf course, practice greens and driving range - offices, storage facilities, clubhouse: c. 11,000 sq ft 10 cottages providing 41 letting bedrooms: c. 23,000 sq ft Two further 18 hole golf courses: golf course, practice greens and driving range clubhouse: c. 8,000 sq ft storage building and ancillary building with apartment Château Bel-Air, an ornate 1906 château - main building: c. 29.000 sq ft ancillary buildings: c. 12,000 sq ft An equestrian property comprising a house, several stables and grazing land Proposed developments Les Bordes — private estate aimed at UHNW individuals Development of 50 super prime estates ranging from 400 to 2,000 sqm. These residences will have access to the services of the 5-star hotel Development of 400 prime golf homes of 300 sqm - Existing Château Bel Air to be refurbished and operated as a boutique hotel Le Ganay - master planned community open to the general public and aimed at a young and successful demographic Development of 240 hotel branded residences ranging from 160 to 300 sqm Development of amenities including a village square with retail units, tennis centre, fitness centre, shooting academy, equestrian centre, 200 acre children's adventure playground, organic farm and cookery school Development of a 5-star luxury hotel with beauty spa 3 EFTA01116970 Extraordinary planning consent with strong support from the regional and local authorities Permits and authorisations received 24 December 2009 6 June 2010 15 February 2011 19 July 2011 13 January 2012 24 April 2012 H 2 May 012 31 October 2012 6 January 2014 war POS (modification of land use) PUP (local Commune agreement for services) Diagnostic archaeological survey Tree clearance permission Site infrastructure permission Road and path declassification Land exchange with local Commune Water law permission Infrastructure work commenced Project phases (10-year development) Les Bordes Le Ganay Golf Le Ganay residences Amenities - Development of - Development of Agree hotel Development of 2 luxury homes new Ganay operator tennis. - Development of course Development of equestrian & 24 lodges Hotel & spa development 20 hotel branded residences shooting centre - Development of - Ganay course - Development of 6 luxury homes completed 60 hotel - Development of Hotel branded 52 lodges operational residences Amenities operational - Development of - Development of 16 luxury homes - Development of 124 lodges 80 hotel branded residences - Development of - Development of 23 luxury homes - Development of 176 lodges 60 hotel branded residences - Development of - Development of 3 luxury homes - Development of 24 lodges 20 hotel branded residences 4 EFTA01116971 Attractive market with strong fundamentals Strong demand for high- end and luxury residential resort properties, driven by the substantial growth of wealth creation in emerging markets Most visited country in the world 2012 International tourists (in m) I 46.4 _ j 29.3 Source: World TalliST Organize:ion 35.7 30.4 83.0' Top visited historic sites O Arc de Triomphe O Mont Saint Michel 10 Chateau de Chambord Attractive length of golf stays 8 nights or longer 22% 4-7 nights 56% 1- 3 nights 22% Strong growth of UHNWIs, our target market CAGR 2008 - 2012: 8.5% 2008 • North America • Asia-Rad& - Europa • Latin America • Middle East •Afelca UHNWI 10.1 10.8 11.1 O 11.9 2009 2010 2011 2012 Source: World Wealth report 2013. Capgen,tni Key demand factors for second homes 80% 60% 40% 20% 0% ; Cultural/ Golf I Beach Children's Madna Lake Ski historical entertainment attractions Source: KPMG Goa Insights 2O3 Source: Savors 2013 5 EFTA01116972 Low risk profile with attractive returns Self financing project in the third year of development thanks to residential phased sales results in limited cash flow requirements Financial summary Sale price (€1 sq ft) Net salesol (Em) Cost (E / sq ft) Total Costal(Em) Total Profit Residential development # of luxury estates 1.022 850 (279) (315) 535 63% # of luxury golf lodges 883 1,628 (200) (504) 1,124 69% # of hotel branded residences 883 561 (200) (173) 388 69% Total 3.039 (992) 2.047 Hotel & other facilities Additional value created from hotel and other facilities (€m) 104 Hotel and other facilities development costs(4) (Ern) (61) Inlrastructure Infrastructure development costs@) (€m) (66) Total estimated profit (Ern) 2,024 Profit on costs 1.8x Time horizon 10 years (1) Net sales post marketing. agency and legal tees with 2% inflation assumed on sale price per sq ft across project time horizon (2) Total cost post contingency and professional fees with 2% inflation assumed on COSI per sq ft across project time horizon (3) Includes central mfrastructure and existing chateau refurbishment (4) Includes Hotel and facilities development and central overheads 6 EFTA01116973 Highly experienced team of advisors in place Professional team gleede I I Programme Management Cost Management Project Management 2013 sales volume by region Continental US Europe 1% 9% 1 ) UK APAC 49% 41% APAC Europe& 5% Alma 13% US. Canada & SAmerica 82% Consultant Operations Infrastructure Architecture Sales and marketing Hotel Water Resort Sales Les Bordes I I VEOLIA I HKS Contractor Power Residential a Sales Hart Howerton Riko Group Dalkia UI Anderson Orr ge CHRISTIE'S se Golf Surveying/Roads Golf Course 12aoceicar r Cabinet Perronnet I Von Hagge IE Lefevre Pelletier I I Estate Management QVEOUA I bare/Planning EDSA Note: Additional local team members have since been engaged through competitive bid process for Architect of record. Environmental. SPS (health and safety). Soil Survey. Bissau de Controle (regulatory confonney) lcatlo PRCo 7 EFTA01116974 Appendix I ,aitional information EFTA01116975 Comparable developments Golf/Country club community sale prices s 2.419 tt 1 1.998 1,359 Fisher Island 1.299 1.223 1.217 1.200 Kiawah Island O Sheraton Pines 1.126 1.123 .O Coming to the market hotel branded residence sale prices GI 1.104 1,022 I 1,014 O w - r 924 to Golfe Juan Royal Mougins 883 829 CO .o 2 .0 co Average: 1,109 783 754 742 687 S m 4, 3 3 0 ,.. -O . . 0 O _. (n co O ti El El El II II El 3.369 I 2.722 ■ 232 2.020 1 012 1,777 1,766 1 ,346- " Average: 1,734 883 797 547 639 Kempinski Kempinski Kempinski Four Seasons Four Seasons Chedi Kempinski Chedi Penthouse Penthouse Apartment Apartment Apartment Penthouse Apartment Apartment 1. LB Hotel frmanzoneVilla Mandarin Mandarin Residence Oriental Oriental Villa Apartment EFTA01116976 Project master plan Le Ganay golf course - redesigned by Robert von Hagge 5-star hotel with branded residences Sports and Fitness village Village and Golf Club House Mayr Spa Hotel branded residences 1 Les Hordes private estates: 150 plots which can be combined to build ambassadorial estates or Lodg Les Bordes golf course 8 private estate ro pe's #1 golf course 10 EFTA01116977 Taxation on holiday homes in France The typical buyer of a holiday home in France tends be looking for low risk, long term value Most people will expect to own their properties for many years and are unlikely to be looking for a quick gain French Rental Income — Non-Residents French income tax on French rental earnings is payable by both residents and non-residents alike However France has double taxation agreements with many countries, so in most cases people are unlikely to be taxed twice on the same income - The basic rate is 20% of tax on the net rental income for non-residents. Non-residents are not liable for a further 15.5% social charges provided the property is a furnished letting Capital Gains Tax - If you are resident in the EEA then capital gains tax is charged at a rate of 19%. Plus a further 15.5% social charges. However the French system of taper relief reduces the amount on which capital gains tax and the social charge is levied - There is a complete exemption from capital gains tax after 22 years of ownership, with tapered relief from the 6th year of ownership. The method by which this is achieved is a discount of 6% a year from the 6th year, and 4% in the final 22rd year - There is complete exemption from the social charges after 30 years of ownership again with taper relief form the 6th year of ownership 11 EFTA01116978

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