Value Added and Opportunistic Investments

Keith Chunn is Chief Financial Officer and Certified Public Accountant, although he is presently inactive. He graduated from University of Alabama University with BS in Accounting and Tulane University with Masters in Business Administration both with honors. He had 10 years’ experience with Arthur Andersen LLP ultimately as tax manager for the last 5 yrs.   He specialized in small and medium-sized business income, business and estate tax issues. Clients included natural resource companies, banks and medium-sized businesses. He has managed real estate investments on behalf of himself and others including development projects and large timber properties in the Southeastern US and California including one with over 8000 acres in Louisiana. He has owned interests in shopping centers, land development other commercial projects. He has participated in numerous acquisitions, dispositions and financing of these parcels involving total value in excess of $100 million. He has been CEO of an automobile finance business in Louisiana. He also has acted for many clients on litigation support for the State of Louisiana and BP Oil Spill claims.

Peter A. Griffith is a Managing Director of Whitestone Realty Capital LLC. During his 35-year career in the hospitality industry, he has developed a unique industry perspective and related expertise as a result of his diverse experience in operations, consulting and project development and finance. From 1974 through 1978, Mr. Griffith held both national and property-level management positions in sales and marketing with both Hyatt and Marriott Hotel Corporations. During Mr. Griffith’s consulting career, he was a Principal with Pannell, Kerr, Forster and Senior Principal with Laventhol & Horwath where he was responsible for overall business development and management of each firm’s Northeast Regional Management Advisory Services divisions.  During his development career, Mr. Griffith served as Senior Vice President of Mariner Hotel Corporation from 1980-1985 during which time he initiated the development and acquisition of hotel properties valued in excess of $300 million. Mr. Griffith also served as Senior Vice President of Guest Quarters Suites Hotels.

Notable projects Mr. Griffith has been involved with prior to WRC include the following: ●        292-room Marriott Hotel San Antonio Northwest, San Antonio, TX; ●        300-room Miami Marriott Dadeland Hotel, Miami, FL; ●        288-room Huntsville Marriott Hotel, Space & Rocket Center, Huntsville, AL; ●        3-hotel property acquisition from the Great American Mortgage and Investment (GAMI) portfolio

Mr. Griffith is also the Managing Member and Founder of Global Renewable Energies, LLC and a Director of the GRE Sustainability Institute which is the planning and execution model for the proposed Whitestone Institutes which will be established in many WRC projects in order to expand each project’s overall economic impact and required job creation.

Mr. Griffith is a Graduate of Distinction from Cornell University’s School of Hotel Administration.

Gary Levine is a Managing Director of Whitestone Realty Capital.  He was Vice President and Division Head, Commercial Real Estate Division, of K Hovnanian Companies and guided a staff of thirty-five managers and administrators. During his tenure, he developed approximately 2,000,000 square feet of real estate and additionally managed 1,200,000 million square feet. The properties included retail, office, apartments, flex buildings and self-storage facilities. For his own account, he successfully developed a 224-unit townhouse community in Mahwah, New Jersey and a 20-unit planned development comprised of 16 luxury townhouses and four single-family homes in Hawthorne, New Jersey.  He was a Senior Vice President real estate analyst responsible for all real estate and real estate investment trust research for Josephthal & Co where he initiated coverage of fifteen REITs and published numerous reports and opinions on these companies and the industry. Mr. Levine was also Vice President – Real Estate Direct Investments at Prudential Bache Securities and was responsible for negotiating and structuring tax and income-oriented real estate partnerships.

Mr. Levine is the partner in charge of Whitestone’s participation in a some of the funds which will invest in value-added and opportunistic investments

Martin Zukerman is a Managing Director of Whitestone Realty Capital and the general partner of a 248-unit condo conversion in Long Beach, N .Y. which has returned its investors in excess of three times their initial investment. He was the Managing General Partner of a 768-unit multi-family complex which sold and delivered $5,300,000 to the partners. He retains an interest in a large historic office building re-development in Buffalo, N .Y. which he completed in conjunction with a local developer and has been a partner in various developments and responsible for financial structuring.  For the last 30 years, Mr. Zukerman has been a mortgage broker and financier specializing in mezzanine debt and equity financing client transactions throughout the U.S.

Notable development projects that Michael and Martin Zukerman have been involved with include the following:

• 754 apartments built under HUD Section 220 in Rockaway Park, NY;
• Construction and lease of three discount department stores, including two Govco Department Stores in Indianapolis, IN, and a Bargain Town in Hempstead, NY;
•  Lead developers of the 365-acre Shank Airport in Indianapolis, IN, including 150 residential apartments (conventionally financed), three auto dealerships and a Govco Department Store before the project was sold;
• Martin is the general partner in the rehab/repositioning of apartments to condominiums of a 250-unit development located at 520 Shore Road, Long Beach, NY;
• Martin was a general partner of rehab and eventual sale of the 210,00-square foot Brisbane Building, Buffalo, NY;
• Martin has been the general partner of the following projects, all of which were sold at a profit:
  • 250,000-square foot Hills Plaza Shopping Center, Johnstown, PA;
  • 150-unit Bear Road Apartments, Syracuse NY;
  • 125,000-square foot Airport Plaza,Buffalo, NY
• Martin has managed a 50-unit apartment building located at 39th Street and Lexington Avenue, New York City, NY.
• Martin was a 25% owner and co-managing partner in a shopping center portfolio, which owned 6 shopping centers, approximately 1,000,000 SF located in Frankfort, KY; Rockford, IL; two in Kansas City Metropolitan Area; Bloomington, IN; and West Hartford, CT.
• Martin was a 16% owner in a 5 shopping center portfolio, totaling approximately 750,000 SF, in Florida.

Michael Zukerman is the Managing Director and CEO of Whitestone Realty Capital, LLC. Whitestone Realty Capital, Inc (“WRC”) is a developer and real estate investment banking firm.

Mr. Zukerman has been selected by an investment group which will invest $4 billion in core assets to be the asset protector of said Investment Trust. His role will be to monitor and report to the investors to progress and activities of the Investment Manager. One of the Investors in that fund has selected him to be the Investment Manager of a $300 million managed account that will invest 40% in core plus investments, 40% in value added investments and 20% in opportunistic investments. In addition Whitestone has been selected as a co-investment manager for a series of funds whose investment criteria will be 50% opportunistic investments and 50% value added investments.

Some more noteworthy transactions Mr. Zukerman has been involved in include arranging (1) the first $140,000,000 securitized mortgage-backed financing ever completed without credit enhancement in 1991 together with a “follow on” transaction for the same company of similar size in 1993; (2) closing the first $127,000,000 conduit financing ever completed in 1992; (3) acting as financial advisor to a REIT in 1993 ($90 million of equity); (4) coordinating the merger of a shopping center owner operator into a mortgage REIT and creating a large equity REIT that had a capitalization of over $700,000,000 when it was sold; and (5) arranging $200,000,000 financing for an acquirer of environmentally distressed assets in 1997. He presently is lawyer and consultant on the development of hotels for a new 4 star hotel brand.

Mr. Zukerman for 14 years, has led seminars at least 2 times per year on various subjects for the Crittenden National Conference, Crittenden Real Estate Conference and the new Crittenden Multi Family Conference. He has taught numerous seminars for Information Management Network, International Counsel of Shopping Center, the Urban Land Institute, the Newman Institute at Baruch College of the City College of New York. For the past 6 years he has been an adjunct professor at The NYU Schacht Real Estate Institute teaching a course at the graduate level called the Development Process. He has written numerous articles in trade journals on real estate finance focusing on securitization, mezzanine financing and tax credits. He recently has been publishing a series of articles on the present market and different forms of financing in the Scotsman Guide. He has recently also acted as an expert witness in litigation where real estate finance has been at issue.

Mr. Zukerman has been a partner in various entities with, two large shopping center and real estate owner/operators. He has co-developed two shopping centers in Long Island, NY, residential condominiums, the development of a large commercial tract in Indianapolis In, and two discount department stores in New York and Indianapolis .He has owned major interests in two shopping center portfolios each of which had 5 shopping centers.

For many years, Mr. Zukerman has practiced real estate law, concentrating his practice in the areas of real estate secured lending, from the lender and the borrower side, real estate development and acquisitions. He is presently “of counsel” to Warshaw Burstein, LLP in New York City. Website: http://www.wbcsk.com.

Mr. Zukerman has represented investment banks including Credit Suisse First Boston, Morgan Stanley, Paine Webber Securities, Nomura Securities, Donaldson Lufkin and Jenrette, and Daiwa Securities, in conduit financing and interim financing, and Bear Stearns, Donaldson Lufkin Jenrette, Prudential Securities, EF Hutton and Drexel Burnham for syndications. He has also represented lenders in mezzanine financing, equity and preferred equity and has created a number of real estate investment funds. He was broker on the first credit lease-financing conduit, and was lawyer in the first mortgage conduit ever done. He has represented borrowers in numerous transactions including a joint venture between Credit Suisse First Boston and Dames Moore Brookhill to acquire $125 million loan and workout portfolio. He represented two Reits that were going public in the 1990s and the merger of a private company into a REIT that had a Market Capitalization of over $700 million before it was sold. His expertise includes the representation of borrowers and lenders in all phases of dealing with troubled real estate including loan workouts, foreclosures and the ultimate disposition of real estate collateral acquired by lenders. Mr. Zukerman has represented two investors in real estate development projects and taught both of them risk analysis. He taught risk analysis and feasibility to another major investment fund. He has been real estate counsel and real estate advisor to a number of real estate developers including two shopping center developers and two apartment developers. He presently is advising a major clothing brand in its development of 4-5 star hotels with condo development and a club attached. He has worked as real estate counsel and real estate advisor on the acquisition of over 1 Billion worth of real estate assets.

Mr. Zukerman was previously: (1) a director of Watsco Inc a company listed on the New York Stock Exchange for 9 yrs; (2) member of the board of directors of Programmed Tax Systems and Programmed Bookkeeping Systems two affiliated companies listed on Nasdaq for 8 yrs; (3). He is presently a member of the Advisory Board of Metro Capital LLC. (4) Previously a Member of the board of the Asperger’s International Foundation for 6 years; (6) He was also a member of the board of Temple Beth Torah in Melville, NY for 12 years, and (7) The YMHA of Suffolk County 4 years. He served for two years on a board for the Town of Greenburgh, NY for the development district of Hartsdale, NY.

Michael Schnable is a capital markets, private equity and investment-banking professional with extensive experience in the public and private markets as an agent, principal and operator.  Mr. Schnable brings principal investing, financial advisory and project management expertise across the many verticals within the energy, healthcare and real estate sectors. Prior to joining Whitestone Realty Capital, Mr. Schnable was a Partner at Point Capital Partners (PCP) based in Baltimore, MD.  PCP is a private equity asset management and merchant-banking firm focused exclusively on the alternative investment marketplace.  The firm creates and structures proprietary private equity investment partnerships for the benefit of investors seeking attractive risk-adjusted returns not readily available in the broader marketplace. Please see below for a summary of the company/partnership involvement of Mr. Schnable and Point Capital Partners.

Preceding PCP, Mr. Schnable was a Financial Consultant at Morgan Stanley for five years.  He had direct responsibility for capital formation, due diligence on equity and fixed income managers, transaction structure, and portfolio company management. Mike is currently an investment consultant professional with Winfield Associates, an SEC-registered investment advisor based in Cleveland, OH.

Prior to his Wall Street career, Mr. Schnable earned his degree in Economics from the United States Naval Academy (1994) where in addition he was a four-year Varsity Soccer letterman.  Mr. Schnable served as a Surface Warfare Officer in the United States Navy from 1994-2001.  While in the Navy, Mike was responsible for the training, planning, and execution of several exercises in South America, the Pacific Rim as well as instructing Midshipmen at the United States Naval Academy

David Roos is a managing director of Whitestone Realty Capital LLC. He has expertise as a real estate developer and consultant with a strong operational and accounting background.

Dave has spent the past several years in the real estate field, and has facilitated significant transactions in more than 20 states, involving the financing and development of multifamily apartments, historic rehabilitation, elderly housing, single-family housing, communication tower facilities, shopping centers, hotels, self storage warehouses, and strip retail centers. He also has extensive experience relative to contract negotiations, lease agreements, construction and ground leasing. He has consulted and developed over $400 million in developments throughout the United States.

Prior to joining Whitestone Realty Capital as a Managing Director, Dave worked for a large development firm, with a primary focus on developing Market Rate, 4% and 9% low-income housing tax credit housing communities throughout the country. He has been a partner in Landwhite Developers LLC for the last 5 years and Landwhite is the developer of the deals indicated below with LW. He is presently lead development partner of two of Whitestone’s projects indicated with WRC below. Landwhite and Whitestone work together on certain projects.

David has been part of the development team or one of the lead developers where indicated below of the following projects:

Senior Housing: 6 projects with 623 units
Market Rate Multi family 3 projects with 480 units
Affordable Multi Family units with Low Income Housing Tax Credits 14 Projects 601 Units

Senior Housing:
127-unit, $27,129,294 Historic Independent Living Facility in Anniston, AL.
64-unit, $9,050,0443 Historic Assisted Living Facility in Anniston, AL-under construction (one of lead developers)
45-unit, $5,735,851, Senior LIHTC development in Lawrence, IN-Stabilized
75-unit, $8,801,219, Senior LIHTC development in Terre Haute, IN-Stabilized
80-unit, $8,498,620 senior LIHTC development in Decatur, IL-Stabilized

Multi-Family Housing:
235-unit, $110,500,000 Historic Senior LIHTC development located in Chicago, IL.-under construction (one of lead developers-LW)
130-units, $28,380,169 Historic Rehabilitation development in Kansas City, MO-under construction (one of lead developers-LW)
120-units, $32,450,761, Historic Rehabilitation development in St. Louis, MO-in development stage. (one of lead developers-LW)
240-units, $25,829,496, multi-family new construction in Fort Worth, TX-Stabilized
45-units, $5,735,851, family LIHTC development in Bloomington, IN-Stabilized
42-unit, $9,200,000 Historic Rehabilitation in Rock Island, IL-Stabilized
48-unit, $8,275,000, family LIHTC development in Quincy, IL-Stabilized
96-unit, $12,144,885, family LIHTC development in Waterloo, IA-Stabilized
24-unit, $3,200,000, family LIHTC development in Liberal, KS-Stabilized
35-unit, $5,516,205, family LIHTC development in Marion, IN-Stabilized
62-unit, $9,690,230, family LIHTC development in Ames, IA-Stabilized
16-unit, $2,845,850, family LIHTC development in Jackson, MI-Stabilized
40-unit, $6,566,950, family LIHTC development in Detroit, MI-Stabilized
48-unit, $4,217,940, family LIHTC development in Mount Pleasant, MI-Stabilized
50-unit, $6,045,705, family LIHTC development in Ft. Wayne, IN-Stabilized
40-unit, $3,840,841, family LIHTC development in South Bend, IN-Stabilized
50-unit, $7,728,510, family LIHTC development in Charleston, IL-Stabilized
45-unit, $7,081,580 family LIHTC development in Macomb, IL-Stabilized

Steven Price is a Director of Whitestone Realty Capital (WRC). Mr. Price has been involved in several specialized areas of the real estate development industry including design, engineering, land planning, and all facets of the active development process. From 1978 through 1999, Mr. Price was primarily focused in building his own firm, Landcraft Design and Build, Inc., which enjoyed strong business relationships with several high-rise developers and national homebuilders such as K. Hovnananian, M/I Homes, Lennar, and Centex. In 1999, Mr. Price relocated to Asheville, NC and continued developing small mountain subdivisions until joining WRC in 2004. Mr. Price is currently involved in transaction origination and account management within mixed-use resort and master-planned residential developments nationwide with a geographic focus on the Southeast region.

Scott Marchand is a Director of Whitestone Realty Capital (WRC).  Mr. Marchand has been involved in real estate development and finance since 1993.  From 1993 through 2006, he was involved in many aspects of the real estate field that included appraisals, mortgage brokerage, construction management, project development and commercial finance. Mr. Marchand is currently involved in transaction origination and account management with mixed-use resort and master-planned residential developments nationwide with a specialization in Federal (FHTC) and State Historic Tax Credits (SHTC), Low Income Housing Tax Credits (LIHTC) and coordinates WRC’s New Markets Tax Credit (NMTC) program marketing to regional and national Community Development Entities (CDE).

Marv Eisen is a Director of Whitestone Realty Capital (WRC). Prior to joining WRC, Mr. Eisen was a Vice President in his family’s manufacturing business that specialized in apparel for the military, police and fire departments as well as producing metal stampings for General Motors and Ford. A mechanical engineering graduate of the University of Pittsburgh, Mr. Eisen’s responsibilities included oversight of manufacturing operations in 3 plants, supervising 160 direct employees in the firm’s manufacturing operations. The company owned two buildings, and Mr. Eisen was instrumental in building acquisitions and utility infrastructure. Mr. Eisen’s responsibilities at WRC include transaction origination; underwriting due diligence; active participation in lender/investor sourcing and negotiations; and ongoing account management.