EFTA Document EFTA01421951

Subject: RE: Opportunity Zones From: Oliver Rothauser Date: Wed, 19 Jun 2019 1.1 1.11 a. To: Andrew King <[email protected]>, Stewart Oldfield "Paul Barrett Hi Paul, Please see the attached materials and below for a brief overview below on the GTIS Opportunity zone fund. Please let us know if you have any questions or if you'd like to set up some time to speak about the opportunity in detail. Thank you! Deutsche Bank Wealth Management is pleased to announce the launch of the GTIS Partners Qualified Opportunity Zone Fund which will be structured as a private REIT. GTIS will be targeting a $500m fund size and have received commitments of —$100mm thus far. GTIS Firm Overview: Real estate fund manager founded in 2005 with $4.7 billion of AuM focused on the U.S. and Brazil with 94 employees located across seven offices Over $1.4 billion of equity capital committed to 81 residential projects in 30 markets comprising $7.1 billion in total project cost Over $180 million of equity committed to 7 projects that are now located in Opportunity Zones, including 1.8 million square feet of commercial space and 4,000 planned residential units GTIS 0-Zone Strategy: Diversified — invest in residential and commercial development in up-and-coming areas of major gateways (e.g. NY, SF) and select next-tier markets (e.g. PHX, ATL, DAL) EFTA01421951 Focused on growth markets — urban as well as suburban development (e.g. Multifamily and Single family rental) with a focus on sunbelt markets that have stronger demographics, job growth, and business friendly climate Balanced portfolio — 10-15 'bite sized' assets (target $20-$50M commitment) vs. one-off mega deals that carry idiosyncratic risks Commingled fund — REIT structure enables commingled pool with the flexibility to exit through IPO or individual property sales, and manager incentive tied to overall fund performance (fund-wide promote vs. deal-by- deal) Identified pipeline — $250M+ pipeline diversified across property types and markets, as a direct continuation of GTIS investment strategy carried out over the past 10 years REIT Structure: Ease of entry — REIT structure is investor friendly (rolling investor closing but pro-rata participation in all fund assets) Ease of administration —One form 1099 as opposed to multiple Kls for each property Manager incentives well aligned: - Comingled fund-wide incentive fee across all assets as opposed to a deal by deal promote Flexibility in managing working capital: - Recycling of capital within the REIT Multiple exit strategies: - Potential REIT IPO, ability to sell the underlying properties through Plan of Liquidation (vs. entire partnership interest), REIT conversion into a partnership fhttps://brandportal.intranet.db.com/img/modules/logogrey.gifl Oliver Rothauser Director I Sales & Origination Institutional Wealth Partners Deutsche Bank Wealth Management EFTA01421952 http://deutschewealth.com {https://brandportal.intranet.db.com/img/modules/positive_impact_ENG.gif} Please be advised that, in connection with a potential investment in GTIS (directly or indirectly), we (DBSI) will be treating you as an "institutional account" as such term is defined in FINRA Rule 4512(c)(3) and as such we expect that you have total assets of $50 million or more, are able to evaluate such transaction independently, without relying on any statements or views of DBSI, and will exercise your own independent judgment and conduct your own due diligence in relation to any investment decision regarding such transaction. In addition to the above characteristics, in connection with any private markets transaction we will proceed under the belief that you have substantial experience investing in such offerings and that you possess the sophistication to evaluate the particular transaction. Note that in order to execute any transaction or service that we offer to you, you must be fully on-boarded as a client of both the Wealth Management division of Deutsche Bank and the Institutional Wealth Partners group thereof and execute all related documentation. We will regard your acceptance of this email as confirming your agreement with the above statements. If you are not in agreement with such statements, please advise us immediately. Note: As a diversified global financial services firm, Deutsche Bank AG and its affiliates (including Deutsche Bank Securities Inc.) engage in a broad spectrum of activities including commercial and investment banking, lending, principal investing, financial and merger and acquisition advisory services, underwriting, investment management activities, private banking services, providing depositary bank and custody services, sponsoring and managing private investment funds, brokerage, trustee and other financial services activities on a world-wide basis. In the ordinary course of business Deutsche Bank and its affiliates may engage in activities in which their interests or the interests of certain of their clients may conflict with your interests in respect of the transactions that you may be considering executing with or through Deutsche Bank. In this regard we inform you that Deutsche Bank's Wealth Management division currently maintains client EFTA01421953 relationships with one or more executive officers or directors of GTIS Partners; and your execution of any transaction with GTIS Partners shall constitute your acknowledgment of the potential conflicts to which Deutsche Bank may be subject and your express agreement to hold the Bank harmless with respect to any such conflicts IWP products and services are intended for and available only to sophisticated, experienced investors who qualify as "institutional accounts" under FINRA Rule 4512(c)(3), and are capable of evaluating the investment benefits and risks of, and exercising independent judgment in evaluating and determining whether to enter into, sophisticated trading strategies and financial transactions. Transactions are subject to relevant internal approvals of Deutsche Bank or its affiliates prior to execution, and no transaction, idea or opportunity discussed herein may be executed unless you are a client of Deutsche Bank and of the Institutional Wealth Partners group (IWP). Material herein regarding IWP products, investment ideas and solutions is for discussion purposes only. While brokerage services offered through the IWP Americas desk may include investment recommendations and brokerage advice, IWP does not provide investment management or investment advisory services, and private market opportunities and other products and services available through IWP are offered only on a non-advisory basis. This communication is confidential and personal to you, solely for your information and for discussion purposes only, and does not create any legally binding obligation. Reproduction or distribution of any material herein without our written consent is strictly forbidden. From: Andrew King Sent: Tuesday, June 18, 2019 6:22 PM To: Stewart Oldfield Cc: Oliver Rothauser Subject: RE: Opportunity Zones ; Paul Barrett Paul, EFTA01421954 As Stew described, I've attached information on the OZ fund focused on the New York metro area: the RXR Qualified Opportunity Zone Fund (the "Fund"). As an overview, RXR Realty, the sponsor, is a 500-person vertically integrated real estate owner and developer with a 50-year history in the metro New York market. RXR has already raised over $100 million for the Fund and is targeting $500 million for a portfolio of real estate investments in the New York area. This target portfolio includes almost 2,900 apartment units and approximately 675,000 square feet of office space in locations designated as "Qualified Opportunity Zones" ("QOZs") in the New York metropolitan area. The Fund has closed on its first two investments: Atlantic Station Phase II and 360 Huguenot and the Fund's offering documents more fully describe the other targeted investments, as well as other investments that the Fund may pursue. QOZs are designated census tracts where investments, under certain conditions, may entitle eligible investors to receive favorable tax treatment. The final close is anticipated in October 2019. Highlights on the Fund include: RXR Realty is a large firm with deep roots in the New York area. It has $18 billion in gross assets under management and is the 5th largest office land lord in NYC The firm's current leadership team has worked together for 23 years in RXR Realty and in the predecessor vehicle, Reckson Associates, a public REIT they sold in 2007 The firm has long term local relationships with owners, tenants, brokers, contractors and municipalities RXR has been developing properties in the target markets for several years and had already assembled a portfolio of developments before the opportunity zone legislation was passed. The Fund is a continuation of RXR's "Emerging Submarket Strategy" of targeting transit-oriented developments in New York City's suburban downtowns and outer boroughs The investments are expected to produce returns that are attractive on their without considering the opportunity zone tax benefits Please review the attached materials for further information about the offering and the significant risks associated with investment, all of which EFTA01421955 qualify this email. Please let us know if you have any questions or would like to discuss further. Best Regards, Andrew From: Stewart Oldfield Sent: Tuesday, June 18, 2019 3:02 PM To: Paul Barrett Cc: Oliver Rothauser < Subject: Opportunity Zones Paul, ) ca. ; Andrew King DB is working with two top managers to pursue the OZ opportunity in a couple of different ways. We will send details on each separately, but one is NY- focused with an existing portfolio of assets structured as a partnership. The other is a private REIT with a more national focus. I think both could be good fits for your clients. Once you've been able to review the info, please let us know when you can discuss in more detail. Looking forward to catching up more generally as well. Thanks, Stew EFTA01421956 fcid:[email protected] Stewart Oldfield, CFA, CAIA Deutsche Bank Trust Company Americas Deutsche Bank Wealth Management 345 Park Avenue, New York, NY 10154 Tel. Mobil Email Securities offered through Deutsche Bank Securities Inc. This communication may contain confidential and/or privileged information. If you are not the intended recipient (or have received this communication in error) please notify the sender immediately and destroy this communication. Any unauthorized copying, disclosure or distribution of the material in this communication is strictly forbidden. Please refer to https://db.com/disclosures for additional EU corporate and regulatory disclosures. Deutsche Bank does not render legal or tax advice, and the information contained in this communication should not be regarded as such. EFTA01421957