WELCOME TO DEALPOINT MERRILL The Intersection of Capital and Opportunity

At DealPoint Merrill, well-defined risk and asset management principles guide our investment strategies. We have the experience to identify market inefficiencies and to capitalize on sustainable, long-term growth investments, regardless of economic conditions.

Our goal is not only to outperform in good markets, but more importantly, to protect our investors’ capital during economic downturns. We take this responsibility very seriously.

We are proud of our history, the work of our investment team, and our firm’s commitment to high quality client service. We are thankful for the support and loyalty of our clients and partners. We invite you to learn more about us.

Sincerely,

David Frank Chief Executive Officer

“Time is money.” ~Benjamin Franklin

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The Company

We are a Regional Real Estate Development Company

• Headquartered in Los Angeles, California• Privately held company• Owner and operator of valued added retail conversions, self-storage, non-performing notes and build to suit properties

Highly Evolved Management Team, Operations and Accounting Infrastructure

• 20+ year average tenure of senior management team• Highly disciplined internal systems controls and accounting infrastructure• Full reporting transparency and audited project financials

Strong, Long-Term Track Record Over Many Investment Cycles

• Value added and opportunistic investment philosophy• In-house redevelopment, construction and asset/property management capabilities

Transforming Assets into Success

Based in Los Angeles since 1985, The Merrill Group of Companies has established an enviable track record of success with a scope of operations encompassing development and construction for its own account, third party assets and property management, as well as court appointment receivership, commercial loan workout strategies and negotiation services to solve complex issues for property owners and investors.

DealPoint Merrill, a subsidiary of The Merrill Group, is an owner and operator of “value added” retail conversions and build to suit properties, student housing, self-storage and non-performing notes, as well as a sponsor of real estate investment offerings. We invite you to learn more about us. Please visit our website at: www.dealpointmerrill.com.

Record Performance

DealPoint Merrill has an experienced and seasoned management team. The senior management team and shareholders of the Company have collectively acquired, refinanced and sold major real estate assets across the United States in transactions totaling over $5 billion, inclusive of the development and redevelopment.

Mission statement: “Exceeding Our Client’s Expectations for Service and Performance”

“Our mission is to provide service and performance beyond our client’s expectations by creating real estate investment strategies delivered with the highest standards of excellence and integrity. We meet these expectations by creating and implementing client-focused real estate investment strategies, staying centered on what we know and understand, while maintaining ethical standards in our business practices.”

DEALPOINT MERRILL COMPANY PROFILE

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From Intuition to Execution

Our investment philosophy is rooted in acquiring value added properties at prices below replacement value, thereby creating an immediate margin of safety for our clients. We then add value by adaptive reuse or repositioning of each property we acquire. Adaptive reuse includes modifying tenant mix, redevelopment of the exteriors to include modernization of the facade, new development of well-located out parcel tenants and so forth. We sell our properties, once we stabilize operating performance, and when market conditions make sense.

“With taxation in mind, our exit strategy is keenly focused on keeping what we have made. Consequently, we provide exit strategies designed to protect our investor’s hard won profits.”

~Sterling McGregorChief Investment Officer

- Strategic Investments Our goal is not only to outperform in good markets, but more importantly, to provide investment strategies that protect our investors during economic downturns as more fully described below:

- Cautious Entrepreneurs We are not only cautious and entrepreneurial investors focused on our market niche, but we also stay focused on what we know and understand, while maintaining the highest ethical standards in our business practices.

-We are Cautious Contrarian Investors• Niche investors with focused experience • We buy direct from institutions and/or “off market” or “closely held” offerings

• Exploit market misalignments• Out of favor sectors or markets• Poorly managed properties• Distressed sellers

- Control RiskWe control risk by meticulous due diligence and purchase assets priced well below replacement cost in sub markets that feature strong amenities, central locations and sturdy infrastructure. We also look to exploit market misalignments and quickly acquire and restore to profitability poorly managed properties in the hands of distressed or time-constrained sellers.

- We look for ways to Control Risk in Every Aspect of our Business

• Acquire assets supported by neighborhood amenities and infrastructure• Seek to acquire off market properties from institutional sellers• Purchase assets below replacement cost• Acquire multi-tenant properties only• Deploy meticulous research and due diligence

- Hands OnAs the manager of our capital, we have owned and operated properties over the years using our own internally-generated profits to contribute to our long term growth. One of the key ingredients sustaining our long-term growth and consistent financial performance has been strict adherence to maintaining quality in every area of our operation, coupled with “lean operations” and staying within our area of expertise.

MANAGEMENT PHILOSOPHY

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- Add ValueOur properties are internally managed to maximize performance, where value is created by the continuous cycle of tenant recruitment, building renovation and tenant repositioning. Assets are sold when profitable.

- We only acquire properties where we can add value and implement an optimal exit strategy

• Create value by lease-up, renovation, repositioning tenancy and vigilant management• Strong internal “day to day” asset management by company principals• Properties are internally managed for maximum performance• Disciplined to sell when we can make a profit

Founders Approach Management Team

• Entrepreneurial culture of achievement and communication• Highly cohesive management team tempered with disciplined lean operations• Common sense application of complex solutions

- Reporting TransparencyWe provide investors with timely and transparent financial reporting within a public reporting format designed to meet both entrepreneurial and institutional requirements.

-We seek to create an alignment of Investor Interests

• Company principals are also investors• Audited Financials• Full Reporting Transparency• Use third party transfer agent and investor services• Real time web based online financial reporting

MANAGEMENT PHILOSOPHY

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“We understand the financial and reporting needs of investors who have charged us with managing complex real estate assets and strive to provide the highest level of professional service and client fidelity.”

~David Frank Chief Executive Officer

Redevelopment and Adaptive Reuse Business Model

• Is more conservative than development; eliminates construction and other types of discovery risks • Provides access to locations with high visibility that can be bought at deeply discounted prices substantially below the cost of new construction • Provides stable cash flows upon property stabilization• We focus on proven market concepts that will provide economic stability in both strong and weak economic markets Investment Strategies

• Use of leverage to enhance returns • Refinance when feasible to return 100% of investor capital and enjoy long term cash flow • Three (3) to five (5) year typical holding period, but may invest for shorter or longer periods depending upon market conditions • Provide geographic diversification where possible • Lease and market aggressively; control and lower operating expenses

DealPoint works diligently to increase cash flow by tightly controlling operating and redevelopment expenses, aggressive use of our proprietary marketing and branding platform, and securing attractive financing to generate the best cash flow. Lastly, we dispose of properties when market conditions are compelling.

Investment Objectives

Our Investment objectives with each asset we acquire include the following: (i) preserve capital investment; (ii) realize income and capital appreciation through a combination of building or new space renovation, lease up of vacancy, tenant repositioning and strong management; (iii) making quarterly distributions until stabilization; (iv) achieve targeted annual rate of returns in the range of 15% to 30%; (v) provide a partially sheltered cash on cash return; and (vi) seek to reduce our cost basis through the sale or redevelopment of excess land.

At a Glance: Adaptive reuse and redevelopment investment strategies

Our adaptive reuse and redevelopment investment objectives require projects where we can: 1) quickly maximize values; 2) generate superior cash on cash returns; 3) provide for prompt return of capital through refinance; 4) create relatively short holding periods of three to five years; 5) provide for minimal development risk and quick market entry.

Targeted Property Types

With our first priority being capital preservation, our investment strategy is focused on investments that can offer near term security through stabilized income. On a risk-adjusted basis, we prefer apartments, multi-tenant retail and self-storage properties. We look for properties located in suppply-contained markets on an opportunistic basis as discussed below:

Self Storage: Adaptive Reuse of Big Box Properties. Adaptive reuse of well-located corporate manufacturing, distribution warehouses and vacant "big box" anchored retail properties which can be acquired at a deep discount to replacement cost, then redeveloped into climate controlled self-storage "super centers" augmented by onsite business amenities and retail tenancy.

BUSINESS MODEL

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Targeted Property Types (continued)

Multi-Tenant Retail: Value Added Renovation and Addition of Bank Pads. Value-added or adaptive reuse of grocery or shadow anchored multi-tenant shipping centers with vacancy, excess land, poor tenant mix or other value added components on an opportunistic basis. Value must be quickly realized though redevelopment to include new facades and landscaping features, new anchor and in-line tenants, addition of investment grade tenancy on excess land, coupled with aggressive leasing and marketing.

Student Housing: Redevelopment and Value Added Renovation. Our value added student housing business seeks to acquire well located student housing projects within walking distance to the university, and with below market rents that will benefit from value added cosmetic and construction upgrades and the introduction of high end amenities.

Multi-Family: Redevelopment and Cap Rate Arbitrage. This strategy includes new construction of multi-family housing, or refurbishing older properties with vacancy in supply constrained markets on an opportunistic basis that will provide strong incremental arbitrage returns from refurbishment and upgrades.

Medical Office: Adaptive Reuse of Hospitals. Our adaptive reuse of well-located vacant hospital properties capitalizes on rebranding refurbished hospital assets into "medical malls" anchored by large floor plate niche medical and surgical tenancy requiring specialized hospital type amenities and services, as well as a campus setting within a central business district milieu. The balance of the space is then leased to smaller medical groups.

BUSINESS MODEL

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Sterling McGregor, Chief Investment officer As Chief Investment Officer, Mr. McGregor is responsible for acquisitions and operations to include formulation of offering structures and products. Mr. McGregor has over 20 years of commercial real estate experience and capital markets experience. Over the past decade, he has acquired and financed 20+ million SF of commercial and multi-family properties with values in excess of $2.5 billion in structured real estate securities transactions.

Mr. McGregor was previously the President and Managing Director for a regional Texas based self-storage redeveloper and storage operator of about 4,000 units. Previously, he was a founding shareholder and Chief Operating/Investment Officer of CORE Realty Holdings, a national real estate sponsor, with responsibilities for acquisitions, financing, asset and property management where he acquired $1.2 billion in real estate investments to include redevelopment of over 6,000 multi-family units. Mr. McGregor was also the Chief Operating/Investment Officer for several prominent national real estate sponsors to include a founding shareholder of a national real estate securities sponsor and successor in interest to Grubb and Ellis where he served on the board of directors for several of the company sponsored public REIT’s. Prior to his experience in the real estate securities industry, he was responsible for the management of several institutional quality portfolios with values in excess of $5 billion for Wells Fargo Bank, in addition to due diligence, financing and acquisitions for Cal Fed Syndications, a $1 billion publicly-traded NYSE-listed REIT.

Mr. McGregor is a licensed 22, 63 and 7 Securities Representative, a California Real Estate Broker and a Certified General Appraiser (inactive) with a Bachelor’s Degree in Business Management and Finance.

The Company and its construction and development affiliates are managed by a long term seasoned cohesive team of real estate and investment professionals, with expertise in deal structure, finance, acquisition and management.

EXECUTIVE PROFILES

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David Frank CEO David, CEO of DealPoint Merrill started his Career in real estate development after attending law school. In 1985, Mr. Frank founded The Merrill Companies, a privately held development, asset management, and leasing firm in Southern California. During this time the Company completed 10 retail developments, and managed over 1 million square feet of retail shopping centers.

In 1992, Mr. Frank began to handle bankruptcy matters and business reorganization as a Court Appointed Receiver; worked with the Federal Deposit Insurance Corporation with over 75 public or institutional clients, and appointed to over 400 cases. By working with banks and lending institutions nationwide on their default loan portfolios, Mr. Frank’s expertise had enabled the Company to diversify its management portfolio. Mr. Frank’s background in Real Estate development, law, construction, asset and property management, and as a licensed General Contractor, positioned the Company to become one of the largest Federal and State Court Appointed Receivers in the nation for receivership and property management distressed portfolios.

In 1997, he co-founded NewMark Merrill Companies, which acquired millions of square feet of retail shopping centers and development projects. The Company was ranked “Top 10 Property and Development Firms” in the Los Angeles area by the LA Business Journal.

Continuing his retail, commercial, and multifamily development program in 2005, The Merrill Group of Companies developed anchor tenant shopping centers in established communities, bringing its hands-on approach to planning and developing commercial and retail projects to their full potential. Nationwide the Company currently manages over 2 million square feet of commercial, retail, and multifamily units. Mr. Frank has been a member of ICSC (International Council of Shopping Centers) since 1985 and continues to support philanthropic organizations.

Michael S. Gustafson President Sperry Van Ness/DealPoint Merrill Equities As President for the firm, Mr. Gustafson is responsible for arranging debt and equity transactions for joint venture acquisitions and 1031 exchanges for Sperry Van Ness Advisor’s and their clients portfolio. With over 25 years of commercial real estate experience in underwriting, financing, and development background, Michael directs all of DealPoint Merrill Equities transactions.

Mr. Gustafson has been a Co-Managing Director at Sperry Van Ness/Renaissance Commercial in Irvine, California. Prior to joining Sperry Van Ness, Michael served as the President of VP Commercial, LLC in Scottsdale, Arizona, which specialized in the acquisition and development of award winning retail, office and industrial properties. The firm’s portfolio grew in excess of $250 million square feet while being recognized as the top development company from 2008-2010. As the co-founder of “Vision Offices”, Mr. Gustafson directed office solutions for the Scottsdale based executive suite provider. He was responsible for the profitability, operations and staffing while providing the direction of its growth in the marketplace. While Mr. Gustafson worked to grow the Vision concept, his properties were recognized as the “Business Center of the year” four years in a row. His role as the Vice President for Daniel Fox and Associates, a national property condition assessment firm and as Hotel Director for Johnes Development, a prominent Phoenix developer contributed to the $300 million Scottsdale Princess Hotel (now known as the Fairmont Princess) project. Michael, who graduated from Arizona State University with a BS in Management, has a California and Arizona real estate license, and is a member of NAIOP and ICSC. He is recognized as a supporter of various local charitable organizations and has co-chaired several charitable events which include the annual Susan G. Komen Pink Tie Ball in Orange County, and provides support to St. Jude’s Children’s Research Hospital.

EXECUTIVE PROFILES

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Mark Yadisernia Director Capital Markets As the Director of Capital Markets, Mark is responsible for raising equity and se-curing co-investors for the Company’s projects, which include individual co-investment prop-erties, structured portfolios of CRE assets, and Fund offerings. He works directly with capital markets, bro-ker dealers, financial institutions, and the commercial real estate brokerage community.

Mark began his career in the real estate industry in 1985 while attending College, and has over 20 years of experience in the commercial real estate industry working in the areas of multi-family, retail, self-storage, office, and mixed use properties. As a developer and broker of commercial real estate assets, Mark has vast experience utilizing multiple property types allowing Mark to match his clientele to projects that enhance investment yields.

Mark has been a Senior Advisor with Sperry Van Ness Commercial Real Estate Brokerage, a member of Sperry Van Ness National Self Storage team, a member of the National Self Storage Association and the Massachusetts and California Self Storage Associations.

Born and raised in the suburbs of Boston, Mark graduated from Babson College with a major in Marketing. Mark loves to play golf, enjoys great food, red wine, boating, hiking, and sharing his life with his wife and daughter.

EXECUTIVE PROFILES

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Mark Mimms Managing Director Sperry Van Ness/DealPoint Merrill Properties Corp.

Serving as Managing Director and Investment Property Specialist for Sperry Van Ness International in the Fresno market, Mark Mimms brings over 35 years of experience to the Sperry Van Ness Team. Mimms has closed over $1 billion in properties, and serves as an expert in the large projects division. Mimms entered the commercial real estate business in 1977 and served as president and owner of his own commercial real estate brokerage company until he joined Sperry Van Ness in the year 2000.

A veteran in the industry, Mimms has been involved in a variety of large transactions in many jurisdictions including the sale of apartment buildings, industrial buildings, office buildings, retail buildings, motels and land throughout the State of California. Mark's clients' investment needs and desires have taken him to areas outside of the Fresno marketplace. Mimms has closed projects in Los Angeles, Beverly Hills, Hollywood, and Sacramento, California, Baton Rouge, Louisiana, Lugoff, South Carolina, Charlotte, North Carolina, Dayton, Ohio, in Detroit and most recently, Grand Rapids, Michigan.

Mark has formed the "Mimms Team". With this Team we can provide complete commercial real estate services to our clients.

Mimms is an active member of Christian Business Men's Committee and has lived in the Fresno area for many years. He has been married for 38 years to Karen and they have two boys, Mark II, and Jon. In his spare time Mark enjoys golfing, motorcycles, weightlifting, and spending time with his family. Mimms received his Bachelor's degree in Criminology and Law Enforcement and a minor in real estate from Fresno State University.

Tony Ramsey Managing Partner As Managing Partner, Tony directs all aspects of capital origination, investor reports and member selling group compliance, as well as the formulation of new investment products and strategies for internet based securities campaigns and distribution.

Mr. Ramsey’s previous experience involved securing funds for multiple real estate ventures, with an emphasis on distressed residential properties. His responsibilities included asset acquisitions, capital raising and day-to-day fund oversight. Since 2009, he personally acquired and resolved more than 900 non-performing residential loans.

Mr. Ramsey was also the founder of Whitmont Legal Technologies, a company providing litigation support through documentation, data services and e-commerce technology to major corporations and law firms. Under Mr. Ramsey’s direction, the company grew to over 400 employees with annual sales of $40,000,000 before he sold the company in 2007 for $37 million.

EXECUTIVE PROFILES

Howard Rosen Capital Markets Mr. Rosen, as a senior associate of the Capital Markets division of DealPoint Merrill, he started his career in the asset based lending sector in 1988 while designing a sales and marketing platform for the lender, growing the companies’ profits significantly over a period of several years.

In 1990, Mr. Rosen worked for a large land developer in the Las Vegas valley securing large commercial real estate transactions and sought capital, (i.e. debt, equity, joint ventures, and mezzanine capital) for those transactions.

In 2002, Mr. Rosen started his own marketing company, introducing capital providers to qualified developers and in his career has closed over $400,000,000 in loans.

Mr. Rosen has managed several marketing firms for financial institutions specializing in take outs and refinancing, created a lead generation company to provide leads to financial institutions, and secured private equity groups for commercial construction projects.

Mr. Rosen is an active member of the Mortgage Bankers Association, and has a background in accounting, business and marketing from Montgomery College in Philadelphia.

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Jason Limbert Acquisitions Mr. Limbert is responsible for acquisitions, actively engaged and personally vested in the purchase and sale of a broad variety of real estate, including affordable housing and land development transactions with a purchase asset value exceeding $100 million.

Jason’s real estate experience working with owners, developers and banks has given him extensive knowledge in every aspect of the deal, from meeting with neighborhood council and city officials to his involvement in entitlement, assemblage, setting up investors, banks and tax credit investment channels.

Jason has a construction background in ground-up and redevelopment. His projects have also included the redevelopment (on-hold) of the Sherman Way Corridor, and a project sold to TSD Development in which Jason was responsible for entitling a 300-unit affordable apartment complex and flipping it to CIM. Most recently, Jason assembled the Lugo, an affordable 250-unit apartment complex in San Bernardino, California, developed by Meta Housing.

Jason is an 8 year Veteran of the United States Coast Guard and Air Force, served in the Persian Gulf War, has a Bachelor’s degree in Marketing from Portland State University, is active in the music industry and is a youth basketball coach.

EXECUTIVE PROFILESEXECUTIVE PROFILES

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EXECUTIVE PROFILESEXECUTIVE PROFILES

Julie A. Zimmerman Corporate Legal Counsel Ms. Zimmerman, in-house corporate legal counsel, handles all real estate matters for DealPoint Merrill.

Julie has a background in contract law. From 2006-2010, Julie was a partner in a law firm in Southern California, providing legal services to Fortune 500 companies and multi-national insurance brokerage firms. From 2000-2006, she worked as a Senior Associate in the Global Litigation Department for Howrey, LLP in Los Angeles, California, and in 1995-2000, Ms. Zimmerman worked for Troop Steuber Pasich Reddick & Tobey, LLC, in Los Angeles, California, as an Associate in its litigation department.

Julie graduated from George Washington University Law Center in Washington, DC, a J.D. with Honors, and is a Member of the State Bar of California and Los Angeles County Bar Association. She has a B.A. cum laude in History and Political Science from the University of California at Los Angeles, and is a world traveler and avid hiker.

Richard Dooling Project Operations Mr. Dooling oversees the Company’s commercial development projects, which includes retail shopping centers and adaptive reuse developments and leasing.

His background in management and leasing was cultivated and refined during his tenure as Director of Asset Services at CB Richard Ellis. In this capacity, he directed a team of real estate professionals and guided the management and leasing of a portfolio consisting of office, retail and industrial properties with a combined value of over $700 million. As Senior Vice President of Development at DealPoint’s affiliate company, The Merrill Group of Companies, his primary responsibilities focused on ground-up development of “big box” retail projects, including Wal-Mart and Lowe’s shopping centers though-out the western region. His role also included areas of site identification, acquisition, entitlement, design, construction and leasing as well as working with governmental agencies and entities, civil engineers, architects, contractors and major tenants.

Mr. Dooling graduated from California State University, Northridge with a Bachelor of Science Degree in Business Administration, specializing in quantitative and qualitative analysis. He is a seasoned aviator and enjoys many diverse and interesting hobbies.

EXECUTIVE PROFILES

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Danielle Watson Director of Communications Danielle is a seasoned communications professional, with more than 25 years of experience in the public relations, publishing and broadcast fields, and specializes in digital communication, lead generation and content development.

Danielle has been the Director of Communications at the Company since 2006, and engages in the development and execution of external and internal communications. She is responsible for developing communication strategies that help advance the Company’s efforts through the sharing of effective ideas and practices. These strategies include writing and research, proposals, presentations, Web marketing, social media, media outreach and commercial real estate networking groups. She works jointly with all of the Company’s departments to ensure that communication strategies, messages and presentations are aligned with business objectives.

Prior to her communications work, Danielle worked in the arts, media and publishing fields. Her experience included positions as a graphic arts manager at the Venetian Resort Hotel, marketing director for a law firm, editor for “Today in Las Vegas Magazine”, and public relations at Kilohana Broadcasting in Honolulu, Hawaii.

Danielle is a supporter of Nevada’s “Opportunity Village” for children with disabilities, has been involved in a variety of local senior charity events, and is a jewelry designer and local artist.

Dick Mason Director Construction Dick Mason has over 40 years of ex-perience as a Contractor and Project Manager, and is DealPoint Merrill’s Director of Construction and Vendor Acquisitions for development projects nationwide.

Dick owned and operated a commercial construction firm from 1979 until 2006, primarily involved in commercial, large retail, light industrial, and hi-rise condominiums. Projects included a 1,600,000 SF Ross Retail Stores Distribution Center in Perris, California, a steel foundry for East Jordan Iron Works in Ardmore, Oklahoma, and the Endeavour 30-story luxury condominium building in Clear Lake, Texas.

In recent years, Mr. Mason has been involved in the redevelopment of real estate.

Dick owns and operates a ranch in central Texas and has been involved with showing horses for 30 years. Dick is a Vietnam War Veteran with 2 tours of duty in Southeast Asia.