Capital Structures ~ Optimal Thinking

CAPTIMA ~ F IRM PROFILE

+44 (0)1624 697600

CAPTIM

AAbout

Real Estate

Energy

Mergers & Acquisitions

Why Us?

Profiles:

Adam Reed

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6-8

10-11

13

15

17-22

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Captima Limited +44 (0) 1624 631128 2

Mark Watson

Bryan Chatwin

Michelle Mendes

Clive Parrish

Tom Houghton

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19

20

21

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Contact Details 23

+44 (0)1624 697600

ABOUT

CAPTIM

AAbout:

CAPTIMA is an independent structured finance firm offering private, corporate and institutional clients

comprehensive capital solutions globally.

Our comprehensive platform is supported by extensive research, in-depth knowledge, innovative thinking

and access to capital. We provide a fully integrated service across M&A, equity, debt and acquisition finance

and other specialized financing solutions.

With deep expertise, tailored solutions and unrivalled reputation, we are trusted by our clients to meet the

most demanding financial challenges. From guiding private business owners through the various sources

and types of capital available to developing the most complex capital structures for multi- national

enterprises, our expertise delivers beyond expectations

Captima Limited +44 (0) 1624 631128 4

enterprises, our expertise delivers beyond expectations

We believe that the transactions we enable our clients to execute are one of the single most important

decisions that business owners and executives will make. We realise the magnitude of our role in the

corporate evolution cycle and the impact that our results can often have on the personal alternatives of our

clients. We dedicate senior resources and handle each engagement with passion in a highly customized

manner. As a team, we ascribe to the highest professional values that we feel make the difference in our

client relationships.

+44 (0)1624 697600

REAL ESTATE

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CAPTIM

A

Real Estate:

We provide finance structuring and consulting services to commercial real-estate owners, developers and

investors. We are equally focused on both debt and equity markets providing a unique perspective on each

transaction and enabling transaction structuring alternatives to address rapidly changing markets. Our

comprehensive platform is supported by extensive research, in-depth knowledge, innovative thinking and

access to capital. We provide a fully integrated service across construction, permanent, mezzanine, bridge

and participating financings, often syndicating capital to achieve the appropriate combination of equity and

debt. Allied to our ability to leverage the resources and expertise of our group companies, our long-standing

position in both debt and equity markets provides in-depth coverage of traditional lenders and

investors together with emerging sources of capital.

We specialize in providing integrated capital solutions for all asset classes. We structure financing for a

Captima Limited +44 (0) 1624 6311286

We specialize in providing integrated capital solutions for all asset classes. We structure financing for a

variety of properties and businesses within the hospitality, healthcare, office, retail, wholesale, industrial,

manufacturing and service sectors as well as specialty use commercial real estate. We make a point of

helping business and property owners and investors properly capitalize and maximize business

opportunities and concepts providing a dedicated customer service approach which is both clear and

focused. We boast a fast review and approval process providing quick initial feedback and facilitating rapid

funding.

+44 (0)1624 697600 6

CAPTIM

AReal Estate:

By drawing on our integrated full service global platform, we assess our clients' current property operations

and develop strategies that enhance asset value and maximize appeal to capital sources. With our focus on

both the debt and equity markets, we offer our clients the depth of insight and expertise needed to deliver

creative, customized structuring solutions drawing from both traditional and non-traditional capital sources

in a rapidly changing marketplace. Understanding the entire capital stack from equity and preferred equity

to permanent, bridge, mezzanine and construction loans, our finance specialists tailor solutions to achieve

optimal proceeds on the most attractive terms.

All real estate transactions require the appropriate combination of equity and debt. From the conventional

to the creative, our ability to provide tailored solutions for construction, permanent, bridge, mezzanine and

participating financings is unmatched. In addition, we continually embrace new products and market

Captima Limited +44 (0) 1624 6311287

participating financings is unmatched. In addition, we continually embrace new products and market

developments, allowing our clients to capitalize on cutting-edge innovations. We recognize that individual

needs and motivations determine the appropriate financing. Understanding our clients' objectives, we

identify, evaluate and structure the most effective capitalization options for their projects.

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CAPTIM

AReal Estate Capital Solutions Include:

� COMMERCIAL LOANS - long-term permanent loans for acquisition, construction and re-financing of

commercial real estate and all income-producing properties.

� FRANCHISE FINANCING - acquisition and re-financing of fee or leasehold interests featuring long-term,

fully amortizing, fixed or floating rate financing and highly flexible programs that value a business and not

just the hard assets.

� BUSINESS LOANS - long-term fixed rate financing for a variety of business operators providing funds for

expansion, acquisition or simply to enhance returns on capital.

� CONDUIT FIXED-RATE AND FLOATING-RATE LOANS - Fixed rate terms up to 20 years, amortization 15, 20,

25 or 30 years, floating rate loans provided with terms from 1 to 5 years on both stabilized and non-

stabilized properties, available for most property types office, industrial, retail, multifamily, hospitality

and healthcare.

Captima Limited +44 (0) 1624 6311288

� CONSTRUCTION AND INTERIM - construction loans, lines of credit, land acquisition and development

loans, bridge and gap financing for most property types.

� PERMANENT MORTGAGE - Securitized Loans (CMBS), Agency and Institutional Placements.

� PROJECT EQUITY AND MEZZANINE - access to multiple capital sources with investor capital and

competitive structures for virtually all market rate or tax-advantaged property types.

� INVESTMENT BANKING - capabilities in M&A advisory and public debt and equity.

� ASSET MANAGEMENT - broad opportunities suited to various investment objectives.

� SYNDICATED FINANCE - ability to underwrite and syndicate large transactions.

� DERIVATIVES - interest rate swaps, caps, collars, floors, and others.

� FINANCING TERMS - and rates are market driven and vary based on property type and quality. Variable

and fixed rates are available.

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ENERGY

CAPTIM

AEnergy:

Captima's Energy Group is focused on introducing private equity capital to exceptional management teams

in the energy sector as well as structuring yield- oriented, secured financings of private and public energy

companies with emphasis on cash flow and collateral coverage.

Target sectors include, but are not limited to:

� Oil and Gas Exploration and Production

� Midstream (gathering, processing, transmission and storage)

� Refining

� Power Generation/Distribution and Energy Infrastructure

� Oilfield Services

Pipelines/Storage

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� Pipelines/Storage

� Oil and Gas Transportation

� Drilling and Completion

� Renewable/Clean Energy and Alternative Power

� International Energy Opportunities in all sub- sectors

We identify , introduce and structure debt and equity capital to start, develop or transform energy-related

companies demonstrating significant growth potential.

+44 (0)1624 697600

CAPTIM

AEnergy:

As a general rule we look to work with companies with:

� An internationally recognised competent persons report

� A core asset against which to measure value

� A market capitalisation post funding in excess of £25 million

� A first class management team

We seek to work with companies run by exceptional executives with proven track records who have what it

takes to build a great business. We introduce the capital they need to realize their goals for the business

they are managing. This can sometimes take the form of a recapitalization, a full or partial buyout, or an

equity infusion.

Captima Limited +44 (0) 1624 63112811

We also identify and introduce equity capital to join forces with a CEO and management group to form a

new company in a sector they know well, acquire a business in that sector and then implement a carefully

planned growth strategy to build a much larger company. We identify and introduce capital which has wide

industry and geographic coverage, concentrating on growth opportunities in developed markets and

focusing on later stage development financings in emerging economies.

We seek businesses demonstrating exceptional growth potential. Particular emphasis is placed on

companies which serve large markets and which predict significant forecasted revenues, specifically

companies which offer innovative/best in class solutions and/or products possessing superior proprietary

technology, with international growth potential, whose product/services can demonstrate sustainable

competitive advantage and who boast exceptional management teams.

+44 (0)1624 697600

MERGERS & ACQUISITIONS

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CAPTIM

AMergers and Acquisitions:

Captima integrates industry and product specialization to offer a comprehensive array of merger and

acquisition services to both Real Estate and Energy related enterprises.

We are highly focused in helping to address the key strategic issues facing clients and to help them

formulate dynamic business planning, inventive deal and financing structures, aggressive price negotiation

and timely transaction execution.

We focus on growth transactions, typically either the acquisition or sale of an enterprise (or some portion

thereof), or identifying growth capital (equity or debt) to facilitate organic and inorganic growth.

We believe that the transactions we enable our clients to execute are often one of the single most

important decisions that business owners and executives will make.

Captima Limited +44 (0) 1624 63112813

important decisions that business owners and executives will make.

We leverage in-depth knowledge, extensive research, innovative thinking and access to capital to help

companies and their owners:

� Execute inorganic growth strategies

� Access capital, both financial and strategic, to fund organic and inorganic growth

� Identify outstanding strategic investment and acquisition opportunities

� Acquire domain knowledge in new verticals and market segments

� Penetrate markets and geographies

� Accelerate client acquisition

� Add new service offerings

� Develop and execute exit strategies

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WHY US?

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CAPTIM

AWhy Us?

Many investment banks are similar. Every client is unique.

We focus our energies on understanding our clients needs. We thoroughly investigate their objectives, both

business and personal, together with the market pressures and challenges that they face, both now and in

the future. We act as a cohesive team with drive and passion to anticipate and act quickly on issues of

concern and match our expertise precisely to client objectives.

Our team is vastly experienced and is comprised of equity managers and senior corporate bankers from

leading international institutions. Our team boasts enviable experience in starting, financing, managing,

acquiring, integrating, operating and selling businesses.

Captima Limited +44 (0) 1624 631128 15

We have been there and done it.

We understand what it takes to succeed. We have the corporate firepower to deliver comprehensive

strategic solutions and no-nonsense guidance. We are relationship driven and proud of our integrity and

ingenuity. Our motivation is to see our clients achieve their aspirations whilst we exceed their expectations.

+44 (0)1624 697600

PROFILES

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CAPTIM

AAdam Reed

Adam Reed

Director

Email: areed@captima.co.uk

Direct Tel: +44 (0)1624 697607

Adam is a co-founder and Director of Captima.

Adam has over 12 years corporate banking experience, most recently with Barclays where he headed a

multi–jurisdictional business development team, and had responsibility for all Intermediary business. In

addition, Adam was the Global Relationship Director for a number of key pan-jurisdictional clients.

Captima Limited +44 (0) 1624 631128 17

Adam has worked in a number of Offshore jurisdictions and has broad experience in corporate finance

including Funds, Private Equity/Venture Capital, Real Estate, Offshore Financial Markets, and High Net

Worth Wealth/Family Office. Prior to Barclays Adam spent 8 years with HSBC both in the UK and Offshore.

Sitting on the Board of Directors for a number of companies in a variety of industry sectors and jurisdictions,

Adam also acts as a Non-Executive Director for a European trading business based out of Jersey.

Adam is an active property investor in several locations.

+44 (0)1624 697600

CAPTIM

AMark Watson

MarkWatson

Director

Email: mwatson@captima.co.uk

Direct Tel: +44 (0)1624 697603

Mark is a co-founder and Director of Captima.

Mark has over twenty years of wide ranging financing experience with strong private equity bias. He is

currently Managing Director of Benelux Capital, a diverse European financial services group where he drives

business growth and development and is responsible for the development and furtherance of overall

financier business and a member of the original start-up team.

Captima Limited +44 (0) 1624 631128 18

financier business and a member of the original start-up team.

Mark has previously been a Partner in a Swiss-based venture capital firm where responsibilities included

overseeing operations and maintaining investment portfolio. He also co-led the investment decision making

process and chaired the firm’s investment committee.

Previously instrumental in the development and growth of a British venture capital firm, which was

subsequently acquired, Mark was personally responsible for raising the firm’s three funds and overseeing all

investment activity including initial investee contact, due diligence, negotiation and transaction structuring.

Over the course of a three-year period the firm made 17 successful investments with no failures.

Mark has previously founded a multi-faceted independent financial advisory firm which was ultimately

acquired.

+44 (0)1624 697600

CAPTIM

ABryan Chatwin

Bryan Chatwin

Head of Property Capital Group

Email: bchatwin@captima.co.uk

Direct Tel: +44 (0)1624 697605

Bryan leads Captima’s Property Capital team.

Bryan has an extensive background in banking, having worked for Barclays for over 21 years. In the latter

years, Bryan’s focus was in the international corporate banking arena, looking after international wealth

clients, structuring tax schemes and property transactions, as well as managing client funds. Prior to that,

Bryan developed his skills in a number of positions both within the UK and offshore islands, including

Captima Limited +44 (0) 1624 63112819

Bryan developed his skills in a number of positions both within the UK and offshore islands, including

managing portfolios of high net worth individuals, managing portfolios of broker and intermediary business,

cash management and technical specialist roles, which involved advising banks on the charging of assets as

security and the implications of tailored security.

Bryan has continued his property focus since joining Captima, sourcing and negotiating senior debt,

mezzanine finance, private equity and facilitating the sale and purchase of a variety of real estate, from

entire portfolios to single asset trophy properties.

+44 (0)1624 697600 19

CAPTIM

AMichelle Mendes

Michelle Mendes

Head of Energy Capital Group

Email: mmendes@captima.co.uk

Direct Tel: +44 (0)1624 697606

Michelle leads Captima’s Energy Capital team.

Originally from Canada, Michelle has over 14 years of experience in public securities both in North American

and European markets, with focus in the real estate, resource, oil & gas, technology and biotechnology

sectors. She has 20 years within senior management and marketing positions and has over 10 years

experience in corporate finance, providing investor relations and marketing services for private and public

Captima Limited +44 (0) 1624 63112820

experience in corporate finance, providing investor relations and marketing services for private and public

companies and for investment firms.

Michelle has a Bachelor of General Studies from Simon Fraser University in Burnaby, British Columbia

Canada and is a Chartered Secretary with the Institute of Chartered Secretaries of Canada. She is currently

taking an Executive MBA in Space Management through the International Space University in Strasbourg,

France.

+44 (0)1624 697600 20

CAPTIM

AClive Parrish

Clive Parrish

Email: cparrish@captima.co.uk

Direct Tel: +44 (0)1624 697608

Clive has an extensive banking background having worked with Midland Bank and HSBC for 30 years ,

ultimately as Area Director of HSBC, Isle of Man where he became a member of the council of the

Association of Licensed Banks and President of the IFS (formerly the Chartered Institute of Bankers).

During his time at Midland/HSBC Clive managed the relationships of the bank’s multi-national businesses,

plc and larger non-listed businesses. Clive was responsible for a number of leveraged buy-outs and

structured finance transactions. He successfully managed a Special Situations (“intensive care”) portfolio as

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+44 (0)1624 697600

structured finance transactions. He successfully managed a Special Situations (“intensive care”) portfolio as

well as owning a significant Personal Lending Authority for the Bank. On the Isle of Man Clive was

responsible for HSBC’s retail operation and its International Business and Trust Corporation. He was

responsible for over 150 people and the Bank’s relationship with regulators.

Clive continues to develop business interests in real estate, equity investments, corporate finance and Fund

advisory services . Clive has a number of non-Executive Directorships including directorships with an Isle of

Man public company and subsidiaries (Property and Leisure) and the major subsidiary of an Isle of Man

based ‘listed’ Insurance Company for which he is approved by the Isle of Man’s Insurance and Pension

Authority. Clive is also a Director of an investment fund which is listed on the London Stock Exchange.

Clive has a degree in Banking & Finance from Loughborough University, a Diploma in Management studies

and holds the Diploma in Company Direction awarded by the Institute of Directors. He is a Fellow of the

Chartered Institute of Bankers and a Member of the Institute of Directors.

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CAPTIM

ATom Houghton

Tom Houghton

Email: thoughton@captima.co.uk

Direct Tel: +44 (0)1624 697609

Tom has an extensive banking background having previously worked for 9 years at Barclays International

prior to joining Captima. Tom has significant experience in structuring capital and trading facilities and is

particularly skilled in identifying and developing innovative financing solutions to address challenging client

opportunities.

During his time at Barclays, Tom managed a portfolio of high value customers consistently exceeding

customer needs whilst identifying appropriate solutions for corporate customers in different jurisdictions.

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+44 (0)1624 697600

customer needs whilst identifying appropriate solutions for corporate customers in different jurisdictions.

Tom has In depth knowledge of working in a multi-currency environment. Additionally Tom supervised a

large Barclays team facing international corporate clients.

Tom has broad experience in Corporate Finance, Funds, Private Equity, Venture Capital, Real Estate, Offshore

Financial Markets, and High Net Worth /Wealth/Family Office.

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CAPTIM

AContact Details:

CAPTIMA

Restart Court

Isle of Man Business Park

Isle of Man

IM2 2QZ

Tel: +44 (0)1624 697600

Fax: +44 (0)1624 697601

Captima Limited +44 (0) 1624 631128 23+44 (0)1624 697600