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2018 COMPANY PROFILE EXECUTIVE SUMMARY VERSION

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Page 1: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

2018 COMPANY PROFILEEXECUTIVE SUMMARY VERSION

Page 2: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

1. EXECUTIVE SUMMARY

2. BUSINESS PLAN

3. SHAREHOLDERS & VALUATION

STATEMENT OF FORWARD LOOKING INFORMATION THIS DOCUMENT CONTAINS PROJECTIONS AND OTHER FORWARD-LOOKING STATEMENTS AND INFORMATION WITH RESPECT TO PLANS, PROJECTIONS AND FUTURE PERFORMANCE OF PSW, WHICH SPEAK ONLY AS OF DATE THEY ARE MADE. SUCH FORWARD-LOOKING INFORMATION INVOLVES IMPORTANT RISKS AND UNCERTAINTIES THAT COULD SIGNIFICANTLY AFFECT ACTUAL RESULTS AND CAUSE THEM TO DIFFER MATERIALLY FROM EXPECTATIONS EXPRESSED HEREIN AND IN OTHER STATEMENTS AND PRESENTATIONS. PSW UNDERTAKES NO OBLIGATION TO UPDATE ANY FORWARD-LOOKING STATEMENTS, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL SECURITIES, BUT DOES REFERENCE CERTAIN PRINCIPAL TERMS OF AN OFFERING FOR UP TO $100 MILLION OF MEMBERSHIP INTERESTS BY PSW REAL ESTATE, LLC. SUCH TERMS ARE DESCRIBED MORE FULLY IN A CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM (THE “MEMORANDUM”).

SHOULD PSW OFFER SUCH SECURITIES FOR SALE, QUALIFIED PROSPECTIVE INVESTORS WILL RECEIVE A COPY OF THE MEMORANDUM INCLUDING A COPY OF THE AGREEMENT OF PSW (THE “COMPANY AGREEMENT”), WHICH THEY ARE URGED TO READ IN ITS ENTIRETY.

IANNICK TORREZDIRECTOR OF INVESTOR [email protected](913) 908-0209

JIM BERNARDPSW HOMEOWNERCHIEF FINANCIAL [email protected](512) 351-1874

MIKE ANDRUSPSW HOMEOWNERMANAGING DIR. OF INVESTOR [email protected](512) 820-1497

CONTACT

ANTHONY SIELAPSW HOMEOWNERMANAGING [email protected](512) 577-5232

RYAN DIEPENBROCKMANAGING [email protected](480) 650-4501

TABLE OF CONTENTS

1-5

6-7

8-9

PSW 2017

Page 3: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

1

PSW is one of Texas’s leading urban residential and commercial community developers. We started making

real estate investments in 2001. In 2009, we moved to Austin to build residential projects. Today, PSW is a

100-person company that is developing communities in premier urban locations in four markets (Austin, Dallas,

San Antonio and Seattle), and we are well structured to create value for our customers, partners and team

members for many years to come.

.

PSW IN BRIEF

SPICEWOOD, Austin, Texas

EXECUTIVE SUMMARY

Page 4: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

2

PERFORMANCE AND VISION

PSW has built more than 30 communities and helped over 500 homeowners live in their favorite neighborhoods.

These efforts have generated over $250 million in revenue and more than $30 million in returns paid to its

investment partners.

Our vision is to increase profit while remaining innovative and creative enough to deliver the product that best

suits every urban development opportunity. To support that vision, PSW is developing a portfolio of commercial

real estate assets as a foundation to support the growth of our “For- Sale” business and our expansion into new

markets.

$40 M

900 S. FIRST STREET, Austin, Texas

$75 M

$125 M

$175 M

$200 M

FOR SALEREVENUE MILESTONES

FOR RENTASSET FOUNDATION

2016 2017 2018 2019 2020

100 M

25 M

EXECUTIVE SUMMARY

Page 5: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

3

PSW URBAN ECOSYSTEM

The most significant differentiator of PSW’s business model is where we build. PSW is

exclusively focused on developing communities in thriving neighborhoods surrounding

major downtown markets, an area we describe as the PSW Urban Ecosystem. What we

build depends on the unique circumstances offered by each situation.

By continuously refining our design and construction skills to professionally deliver

multiple project types, we serve the greatest number of buyers and tenants. In other

words, we fit the product to the location and customer instead of finding a location for

our products.

We believe this strategy is the most sustainable, both environmentally and financially

because we build where demand has already been established, in areas that are

experiencing substantial growth in the United States. Additionally, property values have

often been resilient to downturns in the urban core.

f Austin, TX

f San Antonio, TX

f Dallas, TX

f Seattle, WA

f Denver, CO

f Mixed Use

f Condos

f Town Homes

f Commercial

f Apartments

f 1-4 Home Projects

f

URBAN ECOSYSTEM

EXECUTIVE SUMMARY

Detached Single-Family

Communities

Downtown

Suburbs

Rural Areas

Page 6: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

4

FINANCIAL MODEL

2017 2018 2019 2020 2021-2030

$71,069 $129,386 $171,577 $202,338 $229,885

143 237 344 436 450

497 546 499 464 511

12,434 23,626 31,742 40,292 47,154

17% 18% 19% 20% 21%

For Sale Business Unit (in 000's)

Homes

Average price

Net income

Net Income %

Revenue

5,955 14,038 24,075 60,442 175,000

467 1,102 1,890 4,745 8,159

Asset costs

Net income

For Rent Business Unit (in 000's)

$12,901 $24,728 $33,632 $45,036 $55,313 Total Company Net Income

2017 2018 2019 2020 2021-2030 2007-2016

2%

4%

6%

8%

10%

12%

14%

16%

18%

20%

PSW has approximately $500 Million in revenue from the existing communities we currently own of the 1,182

homes we expect to close through 2020. Nearly 1,000 or 84% are already designed and permitted.

Company Valuation $250 Million $400 Million $500 Million $750 Million $1 Billion

EXECUTIVE SUMMARY

INVESTOR RETURNS

+30 Limited Partnerships 84% Existing Pipeline +20% IRR w/event

13%14% 14%

15%

17%

10 Year Average

15.8%

+ Liquidity Event (see pg. 9 for

value)

Page 7: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

5

COMPETITIVE ADVANTAGE

PSW’s competitive advantage lies in its unique and conservative structure. The balance of our urban cash-

flowing assets with our for-sale communities, provides exceptional value for its customers, stability for investors,

and rewards for team members. This alignment has positioned us well ahead of any competition in the urban

infill market.

f MARKET POSITION

f WELL CAPITALIZED WITH A TRACK RECORD

f EXPERIENCED AND ALIGNED TEAM

• Urban living increasing in demand

• Leader in highly competitive Texas markets and successful entry into Seattle

• SOLE urban focus provides excellent downturn risk mitigation and opportunity

• ~$75 million in partner capital under PSW Management at 12/31/17

• ~$30M paid profits to investors to date

• ~$150M in bank financing committed via regional banks in TX, WA, and KS

• Leaders ONLY compensated via profits, reducing overhead and risk

• Vertically integrated team designed to serve urban customer (womb to tomb)

• Aligned team via comprehensive Profit Sharing Plan in lieu of bonuses

EXECUTIVE SUMMARY

FOR SALE

CASH FLOW

STRUCTURE

Page 8: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

6

CAPITALIZATION

2017 2018 2019 2020

35,000 60,000 80,000 100,000

13,500 15,000 20,000 20,000

5,000 15,000 20,000 20,000

Capitalization Targets

(Mezz) Asset Portfolio LP

(LTCG) Land Acquisition LP

Class A

53,500 90,000 120,000 140,000 Total

72,000 125,000 190,000 260,000

57% 58% 61% 65%Bank Loans

Debt to Equity Ratio

Equity

Financing

125,000 215,000 310,000 400,000 Total (in 000's)

BUSINESS PLAN

Bank financing commitments total approximately $150M with $72M outstanding at the time of publication. The

company may expand its access and use of Mezz and LTCG equity beyond what is shown above as a way to

grow while reducing cost of equity. This 10% cost of equity is expected to be accretive to all shareholders.

CIMA HILLS, Austin, Texas

Page 9: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

7

(-) 6% of 100,000 = 6,000

45,313

PROFITABILITY

PSW expects to be fully capitalized with 100 million dollars in 2020, and be able to

generate the income levels below. The company will first make Preferred Payments to

Class A partners, and then distribute the remaining as profits to the shareholders.

For Sale Business

Total Net Income (in 000's, Annual Avg.) 55,313

229,885Revenue

Homes

Average Price

Net Income

(-) Class A Preferred Payment

(-) (LTCG) Land Acquisition

Shareholder Profits

55,313

(-) 10% of 20,000 = 2,000

(-) 10% of 20,000 = 2,000(-) (Mezz) Asset Portfolio

Shareholder Profits

Class A Investor Partners

Class E/ee Employees

Class B Owners

45,313

Total Class A Return

Class A Preferred Payment

Profit Distribution

6,000

11,328

17,328

Gross Profit

Indirect Expenses

Net Income

450

511

58,654

(11,500)

47,154

For Rent Business

249,773Asset Values

Asset Costs

Yield on cost

Annual NOI

Less Financing

Net Income

175,000

7.85%

13,738

(5,578)

8,159

BUSINESS PLAN

17.3% return on $100 million =

25% = 11,328

25% = 11,328

50% = 22,657

Page 10: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

8

SHAREHOLDER AND COMPANY ALIGNMENT

+/-20%

$8,800,000

Compensation

Savings

SHAREHOLDERS & VALUATION

CONSERVATIVE

Works with real estate cyclesHelps navigate slow periods

CONSISTENT

Aligned Profit Distribution

STRATEGICGROWTH

Exit Value

12-17%Annual Target

6% Base Pref.

Class A Class B Class E Employee

Base

$

Profit Interest

6% Pref.

25%

None

50%

1/2 Base Comp

2.5%

Base Comp

22.5%

-8,800,000

+8,800,000

PSW's company structure aligns the shareholders and the employee's financial interests. We believe this is to the

mutual benefit of both the Class A partners and the company's employees.

9 100,000 (900,000)

100 25,000 (2,500,000)

Class E (No Bonus)

Employees (No Bonus)

(8,800,000) Total Company Savings Compared to Traditional Org.

9 550,000 (4,950,000)

9 50,000 (450,000)

Class B (No Base or Bonus)Class E (Salary Reduced)

Avg. Count Reduced Comp Savings

Page 11: 2018 COMPANY PROFILE - PSW Real Estate · 2018 company profile executive summary version. 1. executive summary 2. business plan 3. shareholders & valuation ... lp 5 select cities

9SHAREHOLDERS & VALUATION

LOCAL

LP

5 SELECT CITIES

CLASS A

NATIONAL

IPO

2010 2015 2020 2025 2030

Multiple Value Cap Rate Value

COMPANY VALUATION

Net Income Multiple

For Sale Business Unit For Rent Business Unit

EBITDA Multiple

Revenue Multiple

Average For Sale Valuation

12

10

565,845

551,997

574,713

564,185

2.5

Institutional Buyer

Average Market Cap

Average For Rent Valuation

4.5%

5.0%

305,278

274,750

290,014

Total Company Value (in 000's) 854,199

CLASS A SUMMARY

Investment Distributions Gain on Sale Total

100,000 140,000 178,550 418,550

($100,000 invested over 10 years, with a successful exit = 4x multiple)

PSW's capitalization structure is helping us position the company for a future liquidity event, such as an IPO, sale

or shareholder recapitalization.

COMPANY VALUATION ANALYSIS (derived from Profitability on page 7)