Prospectus_updates_Nov.pdf

7/24/2019 Prospectus_updates_Nov.pdf

http://slidepdf.com/reader/full/prospectusupdatesnovpdf 1/43

BUSINESS PROSPECTUS & PROJECT OVERVIEW

Pepperell Mill Campus 2 Main St Suite 301-E Biddeford, ME 04005 T 207.282.5577 F 207.283.9135 PepperellMillCampus.com

--| Page 1 |--



TABLE OF CONTENTS

............................................................................................................Mission Statement 3.....................................................................................................................Locator Map 4....................................................................................................................Campus Map 5

...............................................................................................................Project Overview 6....................................................................................................Mill History (1840-2009) 7

.................................................................................North Dam Mill History (2004-2009) 8.............................................................................................................Location Viability 13

........................................................................................................Area Demographics 14...........................................................................................General Building Conditions 15

................................................................Specifications and Uses of Campus Buildings 16.............................................................................................................Building 9 17

...........................................................................................................Building 10 18

...........................................................................................................Building 11 19

...........................................................................................................Building 12 20

...........................................................................................................Building 13 21......................................................................................................Building 13-W 22

...........................................................................................................Building 15 23

...........................................................................................................Building 16 24

...........................................................................................................Building 17 25

...........................................................................................................Building 18 26

...........................................................................................................Building 19 27

...........................................................................................................Building 20 28

...........................................................................................................Building 35 29

...........................................................................................................Building 36 30

...........................................................................................................Building 37 31

.........................................................................................................Development Team

32......................................................................................Pepperell Mill Campus Projects 33................................................................................................................Education Plan 36

..................................................................................................Development Summary 37.................................................................................................................Due Diligence 38

....................................................................................................................Job Creation 40...............................................................................................Job Creation Chart 41

...............................................................................................................Parking Garage 42........................................................................................................................RiverWalk 43


--| Page 2 |--



MISSION STATEMENT

• To revive the active use of the mill through responsible redevelopment

• To provide cost effective and efficient commercial space to the businesscommunity

• To act as the blueprint for the future of urban development and rehabilitation

• To provide historically responsible building construction

• To provide energy and expend energy efficiently

• To revitalize the downtown economy and culture by following through on acomplete redevelopment plan


--| Page 3 |--



LOCATOR MAP


--| Page 4 |--

The Pepperell Mill Campus is locatedat 2 Main Street in Biddeford, Maine.

• 90 Miles North of Boston

• 35 Miles North of Portsmouth

• 55 Miles North of Newburyport

• 15 Miles South of Portland



CAMPUS MAP


--| Page 5 |--



PROJECT OVERVIEW

Phase OneThe recent purchase of the historic Pepperell Mill Campus is really Phase Two of aplanned, several phase development scenario.

Phase One commenced in 2004 when buildings 18, 17, 15 and 35 were purchased.Named North Dam Mill, the property consists of the four buildings, with a total interiorspace of 370,000 square feet.

•Building 18 is fully built out and leased to various commercial and residentialusers. Located on the top three floors are 55 rental apartments. The first twofloors are leased to office, retail and studio tenants.

•Building 17 and 35 (connected together) are 85% built out, and leased tocommercial office and retail tenants. Construction will be complete in Novemberof 2012 for 26 apartments in building 17, floors 4 & 5. Those units are 90% pre-leased. City approvals are also in place for the fit up of all of building 35, into 14luxury town house apartments.

•Building 15 is 50% occupied by assembly, light manufacturing and warehousespace.

Phase TwoThe recent purchase completes the logical real estate puzzle of this project. Thecampus is now one unified block, with interconnecting utilities, roads and infrastructureattached. The full complex consists of approximately 1,100,000 square feet of interior

space, on a 16 acre site, in the middle of downtown Biddeford.

Phase Two involves the redevelopment of all space into one thriving, integratedcampus. A primary focus of Phase Two involves a public/private partnership toconstruct a +/- 1,000 space parking garage and adjacent green park. We are seeking tointegrate the mills back into the city, and the creation of an interconnected mill districtand downtown.


--| Page 6 |--

is kind of confusing

his accurate? revise.



MILL HISTORY(1840-2009)

•A century ago, the Pepperell Manufacturing Company’s mills were the nervecenter of the Biddeford/Saco area. The local economy thrived as Pepperellemployed approximately 10,000 people, and Biddeford became known aroundthe world as an early center of industrial progress and innovation.

•In 1840, the complex began expanding, and grew to over 5 million square feet

by 1900.

•Early in the 20th century, electricity arrived at the mill complex and the textileindustry shifted towards the south, as this was the source of the raw material,cotton.

•This shift led to a decline in the Mill’s profitability, and prompted the company’sexecutives to begin searching for a new product to manufacture.

•In 1966, the first Vellux blanket invented in Biddeford. With great success,production topped 6,000,000 blankets annually and continued until 2008.

•With outsourcing to other countries, the mill owners decided to stop productionin 2008, and by 2009 the mill was put up for sale


--| Page 7 |--



NORTH DAM MILLHistory: 2004 to Present

Doug Sanford acquired the North Dam Mill on April 29th, 2004 from Sunbeam TextileCompany. The Mill had been vacant since Sunbeam shut down in 2003, and as aresult, the building required extensive rehabilitation due to the extended vacancy of thespace. The plan for The North Dam Mill was to create a community of businesses andresidents, with the intent of making a ‘mini-city’ of intertwined work-live space. The firstcommercial tenants moved in during March of 2006, and many more soon followed,including artists, small retail, restaurants, light industrial, and an auction hall. A uniquemix of some 70 different businesses created a vibrant community, with floor spacesvarying between 250 SF and 7000 SF. The residential units opened on September 1st,2008 on the 3rd floor, and achieved 100% occupancy when the 4th floor opened onNovember 1st of the same year. The residential units range in size from 500 SF to

1800 SF, from studios to 2 bedroom apartments, and have maintained 100% occupancyfor their entire tenure. The direction of The North Dam Mill has created an eclecticcommunity of businesses and residents that have returned to the historical center ofdowntown Biddeford.


--| Page 8 |--



NORTH DAM MILL

The development of the North Dam Mill was separated into three distinct phases, withthe goal of achieving stable, incremental development, and to avoid the pitfall of losingcontrol of costs:

Phase I (Completed):

Phase I retrofitted two vacant buildings into financially sustainable entities.

A brief outline of work placed during phase includes:

1. Interior demolition to create leasable commercial space in buildings 17 & 18.

2. Infrastructure improvements were made for code conformance in buildings.

3.Partition walls, flooring and ceiling work to create vanilla envelope space, readyfor tenant build out.

4. Common areas created for tenant and customer access.

5. Interior tenant build outs to the custom specifications of the particular client.

Commercial tenants include: (As of Janurary, 2013)


--| Page 9 |--

Alec Wall StudioArchitectural SkylightsArt EffectsBell & Serrano PhotographyBiddeford School DepartmentBig Brothers Big SistersBrady ConstructionBrainstorm Creative Business Services

Business Communications of MECGH ElectricChasing The Sun PhotographyCheryl LichwellConnections For KidsCottage LinensDance House ProductionsDepartment Of CorrectionsDue North Medical CareEastern Trail AllianceEastland Construction & ManagementEvent SpaceEye Sun Holistic MassageFisheries ExchangeForeside Home & GardenGuggenheim Piano

Grace Point ChurchGrowlin’ GourmetHeidi Spenard Gallery

Hyperlite Mountain GearImpact FitnessIndependents Of AmericaInspired Wire StudioJakk Blood StudioJoe MeconisKaotikKoslowski & Libby

LAW CalibrationLearning WorksMaine Heritage Iron WorksMaine Marine TradeMaine Textiles InternationalMainely MediaMainely Motor SportsMartha Moon Chocolate Co.Mindful Soul Counseling CenterMLP EnterprisesMotoropolisMullenberg DesignsmyOstrich GolfNoble Atlantic RealtyNora Tryon StudioOld Mill Violins

Perk Cafe + BakeryPeter NicklessPlourde Crafts

Peter Headstrom DesignPublic Works/Art of BasketballQuality UpholsteryRabelaisRobert FralleyRoyal Rose SyrupsSanwecoSaco River Auction Co.

Sarah Gorham Art StudioShane Ward (Event SpaceCoordinator)Shape FabricationShift EnergySpurwink ServicesSweet SpecialistTakeMe2 CommunicationsThe Jackman GroupThe Stapelia CompanyThrough The Mill Stained GlassTina Guay PhotographyUnion ChurchUnion House Pub & PizzaVector Search GroupVervacious

Woodworking Co-OpYCCAC



NORTH DAM MILL

Phase I Sample Work (Office and Commercial):


--| Page 10 |--



NORTH DAM MILL

Phase II (Completed):

Phase II consisted of major common infrastructure renovations to building 18, toaccommodate the residential development of the upper three floors. Phase I createdenough cash flow to allow for the project to procure financing and proceed with the workof Phase II.

An outline of the Phase II scope of work included:

1. Renovation of elevators, stairs, bridges, entrances and walkways.

2. Construction of a new parking lot, and improvement of the traffic flow with a newentrance roadway.

3. Construction of a new formal common-entrance building.4. The complete buildout of 44 residential apartments on floors 3 and 4.

5. Construction of 11 luxury residential apartments on floor 5.

Phase II Sample Work (Residential):


--| Page 11 |--



NORTH DAM MILL

Phase III (On-going):

Phase III (in progress) of the North Dam Mill development is designed to finish thebuilding out of Building 17 and Building 35. Both buildings sit with direct frontage of theSaco River, and offer exceptional views of the river and falls.

The Phase III scope of work is similar to Phase II, including:

1. Required demolition for new construction

2. Replacement of all exterior windows

3. Construction completion of the approved 26 new residential apartments in

building 17

4. Miscellaneous infrastructure upgrades

5. Construction commencement of the approved 11 residential apartments inbuilding 35

6. The design and planning of an additional tax credit based residential project(possibly 70 “senior” apartments in Building 15)


--| Page 12 |--



LOCATION VIABILITY

As the costs of living in Portland and Portsmouth increase, the Biddeford/Saco areaevolves into a prime position for growth. Positioned on the I-95 corridor, the advantagesof the Mill’s Biddeford location are numerous, and include:

• The campus is two miles away from two I-95 exits

• The Amtrak station is located less than 1/4 mile away, providing commuterand freight services

• The Atlantic Ocean is directly accessible via the Saco River

• The area’s fiber optic cable hub is located within 100 yards of the campus

• The mills are 15 miles south of Portland and 90 miles north of Boston

• Location is in the center of York county, the fastest growing county in the stateof Maine


--| Page 13 |--



AREA DEMOGRAPHICS

Demographics of Biddeford/Saco (as of 2010)

• Population: 39,759

• Average household: 2.44 persons

• Median Home Value: $225,457

• Biddeford Unemployment: 7.6% (02/2012)

• Saco Unemployment 7.1% (02/2012

• Median Household Income: $48,093

• 2nd largest municipality (combined) inMaine

Demographics of York County (as of 2010)

• Population: 197,131

• Growth since 1990: 19.1%

• Unemployment: 5.8% (09/2012)

• Labor force: 112,803 (09/2012)

Local Assets:

According to a 2005 study by the Brookings Institute, York County is the fastest growing

county in Maine, and its growth is projected to continue at the highest rate in the stateover the next 30 years.

Biddeford has a rich history built from the industrial mills, and these mills still provide

Biddeford with a unique asset. Open ocean access through the Saco River makes the

location specifically intriguing. A growing higher education presence with the University

of New England and local community colleges brings innovation and positive energy to

the area. All these features together make Biddeford a very attractive growing city, and

the possibilities for development in this community are exciting.


--| Page 14 |--



GENERAL BUILDING CONDITIONS

Most of the interior space at the Pepperell Mill Campus can be classified as ‘vanilla

envelope’ and is ready for interior fit-up. The building shells are entirely intact and

enclosed, base mechanical and electrical systems are in place and the buildings are

ready for the placement of interior partitioning walls. It is rare that any vintage mill

structure, anywhere, can make this claim. The reason is that all interior spaces have

always been open, heated, fire-sprinkled, and electrically powered. The previous owner

maintained the plant responsibly and spent the necessary capital to do so. A short

outline of the current status of each building follows:

1. Site conditions: Grounds surrounding buildings are clean, properly drained andwell-maintained

a. Hazardous waste issues are at a minimum. All subsurface areas havebeen surveyed and logged by environmental groups

2. Foundations: Structural granite pinned to ledge, in excellent condition

3. Masonry: Brick walls are running bond systems, five deep, to comprise theexterior walls. Face bricks on interiors and exteriors are in excellent condition. Itis estimated that approximately 25,000,000 bricks were used to construct the millcomplex

4. Roof decks, floor systems and columns are all intact and in no need of repair. Allroofs have been maintained, thus no rot has occurred

5. Roof conditions: 90% of all roofs on the property are rubber membrane, andinstalled within the last 10 years. Building 10 is the only roof which is outdated,

and building 10 is scheduled to be demolished in order to construct the greenpark and parking garage

6. Windows: most all windows will be replaced in order to achieve high energyefficiency ratings

7. Elevators: high-load, high-capacity elevators are in place for all commercialapplications. New passenger elevators are scheduled, utilizing existing shaftways

8. Plumbing: large volume water feeds and sewer piping is in place, and ready forcustom interior additions

9. Fire sprinkler: a comprehensive fire sprinkler system is in place currently, and isinspected monthly to satisfy insurance and local fire ordinances

10.Electrical: high capacity 480 volt, 3-phase service is in place and fed tosubpanels on all floors of all buildings


--| Page 15 |--



SPECIFICATIONS AND USES

OF CAMPUS BUILDINGS


--| Page 16 |--



BUILDING 9

Property

Information

Building Size: 51,605 Square Feet

Number of Stories: 4

Construction: Brick exterior with heavy timber framing, rubber membrane roof,maple flooring

Potential Uses: Office space, residential, light manufacturing

Energy: Currently powered through 277/480 volt and 575 volt power.HVAC via high efficiency hot water boilers/electric condensers

Parking: Access to current 300-car lot as well as planned parking garage

Floor Space: 40 % built out and leased to office users

Access: 2 Main entrances and multiple base floor loading docks

Utilities: City water & sewer, natural gas, CMP, Internet


--| Page 17 |--



BUILDING 10

PropertyInformationBuilding Size: 59,651 Square Feet


Construction: Brick exterior with heavy timber and steel framing, maple flooring, tarroof

Potential Uses: Light manufacturing

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high efficiency hot water system


Floor Space: Open floor space, suitable for build out

Access: Multiple one-floor lifts, base floor loading dock access

Utilities: City water & sewer, natural gas, CMP


--| Page 18 |--



BUILDING 11

PropertyInformation




Potential Uses: Light manufacturing, residential

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high efficiency hot water heating


Floor Space: Open floor space, space ready for immediate buildout

Access: Elevator, base floor loading dock with lift



--| Page 19 |--



BUILDING 12

PropertyInformation



Construction: Brick exterior with heavy timber framing, rubber membrane roof,maple flooring, exterior wall built on a radius curve

Potential Uses: Office space, light manufacturing

Energy: Currently powered through 277/480 volt and 575 volt power. Heatvia high efficiency hot water system

Parking: Access to multiple lots, as well as planned parking garage

Floor Space: Open floor space, ready for immediate buildout

Access: 2 high capacity freight elevators & 1 passenger elevator



--| Page 20 |--



BUILDING 13

PropertyInformation



Construction: Brick exterior with heavy timber framing, rubber membrane roof, topfloors maple flooring, bottom floor concrete slab on grade

Potential Uses: Education facility, large industrial/manufacturing, call center

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high efficiency hot water

Parking: Access to multiple lots, including 45 private spaces, as well asplanned parking garage

Floor Space: Open floor plate, ready for immediate buildout

Access: 2 high capacity freight elevators & 1 passenger elevator



--| Page 21 |--



BUILDING 13-W

PropertyInformation



Construction: Brick exterior with heavy timber framing, rubber membrane roof,maple flooring, top floor constructed with 30 foot ceilings withskylights

Potential Uses: Large industrial/manufacturing, assembly

Energy: Currently powered through 277/480 volt and 575 volt power. Heatedvia high efficiency hot water boiler system

Parking: Access to multiple lots, including planned parking garage

Floor Space: Open floor plate on second floor, first floor is leased by the SacoRiver Dye House

Access: Base floor loading dock access



--| Page 22 |--



BUILDING 15

PropertyInformation

Building Size: 97,000



Potential Uses: Commercial, light industrial, apartments


Parking: Access to two separate parking areas

Floor Space: Open floor plate, ready for immediate build out

Access: Multiple entrances, one loading dock, freight elevator



--| Page 23 |--



BUILDING 16

PropertyInformation




Potential Uses: Office space, residential


Parking: Access to 125-car lot


Access: Passenger elevator



--| Page 24 |--



BUILDING 17

PropertyInformation




Use: Commercial and offices on floors 1, 2, and 3; 26 residentialapartments on floors 4 and 5.

Energy: Currently powered through 277/480 volt and 575 volt power. Highefficiency hot water boiler. Refrigerant based AC on floors 3 and 5.


Floor Space: Fully built out

Access: Passenger and freight elevators, exterior loading dock



--| Page 25 |--



BUILDING 18

PropertyInformation




Use: Commercial and offices on floors 1, 2, and 3; 26 residentialapartments on floors 4 and 5.

Energy: Currently powered through 277/480 volt and 575 volt power. High

efficiency hot water boiler. Refrigerant based AC on floors 3 and 5.


Floor Space: Fully built out

Access: Passenger and freight elevators, exterior loading dock



--| Page 26 |--



BUILDING 19

PropertyInformation




Planned Uses: Approved for a 43 unit apartment project

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high efficiency heating and cooling

Parking: The approved project has 40 designated parking spaces


Access: Multiple entrances and elevator scheduled



--| Page 27 |--



BUILDING 20

PropertyInformation




Potential Uses: Residential, office space or restaurant

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high efficiency HVAC

Parking: Access to 125-car lot, as well as adjacent public parking


Access: Passenger elevator and multiple entrances



--| Page 28 |--



BUILDING 35

PropertyInformation



Construction: wooden exterior with heavy timber framing, rubber membrane roof,concrete flooring

Potential Uses: Approved for 14 luxury apartments

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for high-efficency HVAC

Parking: Access to 125-car lot, as well as planned parking garage


Access: Passenger elevator, loading dock



--| Page 29 |--



BUILDING 36

PropertyInformation



Construction: Brick exterior with heavy timber framing, rubber membrane roof,concrete flooring

Potential Uses: High security storage, data storage, museum space

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for Combined Heat and Power (CHP)



Access: High capacity freight elevator, loading docks



--| Page 30 |--



BUILDING 37

PropertyInformation



Construction: Brick exterior with heavy timber framing, rubber membrane roof,concrete flooring

Potential Uses: Restaurant/bar, Commercial

Energy: Currently powered through 277/480 volt and 575 volt power.Scheduled for Combined Heat and Power (CHP)



Access: Ground level large doors

Utilities: City water & sewer, natural gas, CMP, internet


--| Page 31 |--



DEVELOPMENT TEAM

Doug Sanford, Owner/DeveloperSanford has been developing properties with Eastland Construction & Management inthe greater Biddeford-Saco area for over 30 years. Projects include renovation of Saco-Biddeford Savings, McArthur Hall, Puritan Block, Bangor Savings Bank, 26 Alfred St.and 38 Alfred St., among others. The North Dam Mill is highly successful, with 95%occupancy in commercial and residential units. Sanford’s long experience and energywill be fully utilized in the redevelopment of the mills.

Scott Joslin, General ManagerJoslin teamed up with Eastland Construction & Management in 2007 to oversee the redevelopment of The North Dam Mill. Mr. Joslin has been in the commercial construction,apartment ownership, and project planning for 30 years. Such experience is a vital

asset to the planning and development of The Pepperell Mill Campus.

Eastland Construction and Management, Inc has been in existence for 30 years,providing commercial construction and property management services to the southernMaine region. The primary focus of Eastland is now the Pepperell Mill Campus.Eastland is comprised of a full staff, including on site property managers, officemanager, accounting department, marketing and public relations professionals, web andgraphic designer, construction supervisors, project manager, construction estimator, andin house carpenters, laborers, cleaning services, plumbers and electricians. The abilityto “self provide” construction and property management services has allowed the millredevelopment project to maintain low monthly expenses, as well as benefit from belowmarket capital expenditure on all construction costs.


--| Page 32 |--



PEPPERELL MILL CAMPUS PROJECTS

Primary projects planned, approved or in place for the next several years are as follows:

Spencer Building (formally Building 9)(photo of DOC)

The Spencer Building is 40% built out into new office space. Long term tenants includeThe State of Maine (6000 sf), Spurwink Services (5000 sf), York County CommunityAction Corporation (3000 sf). 2500 sf of space for Biddeford High School’s Alt-Edprogram is also scheduled to be completed by the end of 2012.

The Laconia House Residences(scan plans)

The former building # 19 has city approvals in place for the construction of 43 new“Work Fore” apartments. Application for tax credit allocations has been filed through theMaine State Housing Authority low income housing program. Additionally, the project issoon to be approved for both state and federal historic tax credits, as administered bythe National Park Service. Construction is proposed to commence on July 1, 2013. Theproject is expected to be leased up and fully in service by April of 2014.


--| Page 33 |--



Industrial “Hot Shops” and Manufacturing Center (Building #11)

An important focus of the redevelopment plan is provide cost effective lightmanufacturing and industrial space. The need to foster and grow a “hand labor” factionof the regional economy we think is critical to this community. The proposed “Hot ShopCenter” has been fully designed, city approved and ready for construction permitting.CEI, Inc of Maine has offered construction financing for the project. Five existingcommercial tenants of the complex have signed letters of intent to re locate to the newHot Shop building. The campus marketing team is working on lease commitments fromother area businesses. The commencement of the Hot Shop project will occur only on a“good news” basis. That is, when enough lease commitments are in place to justify there construction cost, then we will start the work.

“The Pepperell Center” (Building 13)

Building 13 of the Campus is the largest single structure of the complex. It isapproximately 200,000 sf of open, high ceiling, high weight load floor space. Please see“Education Plan” below. This building could either go the way of an education center, asdescribed below, or other options abound. The flexibility of the open space in building13 will allow for many development options. The immediate plan is to speculate on acomplete storefront build out of the south elevation of the structure. The existing southface is a mix of old loading docks, dilapidated windows, and small entry doors. Thisfaçade is seen clearly by all who pass on Main Street in the downtown. The automobilepass count by Building 13 is extremely high. While it is the conservative philosophy ofthis development team to build out on a “good news” basis only, we feel that a rebuild ofthe Building 13 façade will generate leasing activity immediately. Plans have beenengineered and the project has been priced. We would anticipate this work to be inplace by the spring 2013.


--| Page 34 |--

vague.. numbers/data???



The Dye House Textile Center (Building 13-W)

The development team’s construction team has nearly completed the build out of18,000 sf of manufacturing, office and retail space for the new long term tenant “SacoRiver Dye House”. This manufacturing use falls well into the philosophy of bringing“hand labor” back to the region. Where else can one claim “Textiles return to the mill”.This has spawned a keen interest in creating a new “textile center”. Several textilerelated companies have approached us for adjacent space. This will become a centerfor textile production, warehousing, fulfillment and retail sales. We are currentlydeveloping and marketing the concept in order to solidify lease commitments (again tobe built out on a “good news” only basis). Building 13W is a two story 50,000 sfstructure. 50% of the building is scheduled to be completed and leased out by the end

of 2013.

The “Counting House” Offices (formerly building # 30)

The Counting House is a 9000 sf brick office structure located at the gateway entranceto the Pepperell Mill Campus. It is perfect for several small office users. Thedevelopment team placed the building in service last year by building out and leasingthe ground floor level to the local newspaper company, The Biddeford Courrier. Thespace in the building is 50% leased. The remaining space is in white envelopecondition, ready for a quick (and inexpensive) build out.

Call CenterThe development team has been courting several marketing call centers in the region.Two such centers remain interested. The ease and cost effectiveness of open space fit

up, as well as a readily available work force in the region are contributing enticements toa call center type of use.

“Boiler House” Restaurant

The former boiler house is an ideal location for a large destination restaurant. Thedevelopment team is tasked with first removing the existing boilers, and relatedhazardous waste. We are working with the city on Brownfields funding now. It ispredicted that boiler removal work will commence in the spring of 2013. We havespoken to several restaurant and brewery operators. The response on location ispositive (views to the water, car count, etc, but the vision gets blurred with two massiveboilers dominating the existing space.


--| Page 35 |--



EDUCATION PLAN

The location of the Pepperell Mill Campus is ideally suited for the creation of an

education center. Building 13 is a 200,000+ square foot open floor plan, perfect for the

educational component.

Discussions and various think tank groups have been formed to build a proposed mix

use curriculum. Those uses include:

• A combination learning/laboratory space for biotech firms

• A vocational/technical ‘center of excellence’

• Charter/alternative high schools

• A component or branch of a university campus

Research is being done in order to answer the question: ‘What is the shape of long-term

education as it applies to the needs of Maine students and Maine employers?’

We truly believe that here in the mill district we have a solution to this question. The

education piece is an excellent fit to The Pepperell Mill Campus, as it offers a symbiotic

relationship between the tenants of the mill, students of the school and downtown

Biddeford. It would also be the ‘golden goose’ that anchors the redevelopment project

as a whole.


--| Page 36 |--



DEVELOPMENT PLAN SUMMARY

The development plan for the campus should closely match the model of the proven

development formula of North Dam Mill: incremental phasing according to market and

tenant demands.

All usable space within the complex is ready for interior tenant build outs. That is,

critical building infrastructure, such as roofs, walls, floors, sprinkler, plumbing and sewer

feeds, heat and electrical services, are all in place. Depending on the size of the user,

finished space could be delivered on schedule in anywhere from 1-6 months. The

advantages that the campus has over competing projects are three-fold:

• Fast delivery of finished space• Inexpensive build out costs due to good building conditions

• Efficient heat and electrical costs

The result is finished space offered at below-market rates. The project sits in a strong

position for incremental growth, as it enjoys below market carrying costs.

The overriding development philosophy includes:

• Use the North Dam Mill model as we continue with the redevelopment of rest of

the Campus

• Maintain aggressive target marketing to campus projected uses

• Maintain a low cost basis as we continue to develop

• Create the proper balance of occupants for a successful mixed use project• Build a strong economic base that grows the local economy


--| Page 37 |--



DUE DILIGENCE

• The Mills at Pepperell, LLC. was formed to purchase the 712,000 square foot facility

from WestPoint Home Company in June of 2010

• Presently working with Oak Point Associates architectural firm to create preliminary

site plans & renderings of the proposed campus site design

• Have developed the ‘Business Prospectus and Project Overview’ for The Pepperell

Mill Campus

• Currently working with the Maine Department of Economic and Community

Development to recruit commercial, residential, manufacturing and retail tenants

• Have negotiated a Tax Increment Financing (TIF) with Biddeford City Hall to support

redevelopment funding, and control short-term costs

• Have met with owners of all local mills, to develop common goals and

understandings for the district as a whole. The primary topic being cooperative

energy development in the mill district

• Have worked with energy experts to design efficient and green solutions for the

energy requirements of the campus. Those experts include Lahmeyer International,

FutureMetrics, and Thayer Corporation

• William Strauss, PhD, of FutureMetrics has developed a presentation of the various

energy options available

• Considering all sources of alternative energy, including geothermal, photovoltaic,

hydroturbine electricity generation, and biomass-fueled CHP

• Currently working with the various area non-profit housing groups on the prospect of

developing different types of residential projects

• Currently working with the City of Biddeford concerning the planned construction of

an approximately 1,000 space parking structure on campus property

• Continued lobbying of the state’s census bureau to confirm site eligibility for the New

Markets Tax Credits program

• Continue working with city officials to develop a green park, adjacent to the parking

garage, featuring the original mill underground canal area, grass fields, walkways,

and museum style information stations


--| Page 38 |--



DUE DILIGENCE

• Working with the city and abutting owners to bring the planned ‘Riverwalk’ project to

reality

• Continued environmental due diligence, as we work with engineers for the

Brownfield Assessment Grant’s funding program. This allows for low-cost loans and

grants to remediate on-site hazardous waste

• Submitting and filing applications to the Maine and National Historic Preservation

committees to be eligible for federal and state historic rehabilitation tax credits

• Working directly with Maine DEP to renew all river-water rights implemented by the

previous owners. This includes the rights to draw down up to 150,000 gallons ofnon-contact cooling water per day from the river to be used in the process of

creating green energy.

• Exploring all financing options including conventional bank financing, institutional

investors, private financiers, historic tax credits investors, and New Markets tax

credit investment

• Currently implementing an energy plan to track and define all possible energy

options

• Continued search and research of all available grant and low interest loan programs

that apply to the advancement of the project, including:

"

DOE energy grants" State energy funding

" TIF funding

" Job creation funding

" Business development funding

North Dam Mill Due Diligence:

• Have a proven development model for the project that is reasonable, incremental

and achievable

• Approximately 240,000 square feet of finished space has been completed, and is

occupied with a 95% occupancy rate

• Have obtained city planning approvals for the buildout of 40 additional residential

units


--| Page 39 |--

true?



JOB CREATION

With approximately one million square feet of space in the Pepperell Mill Campus, we

look to create new jobs for the Biddeford-Saco area. The aim is to synthesize living

space with workspace, and create a new vibrant business community. The spreadsheet

on the following page projects potential job creation of the completed project, including

the temporary jobs created due to the construction phases. The proposed campus

would include, offices, residential, education, light manufacturing, labs, storage, an

energy plant, a museum, retail and restaurants. Project job creation assumes 100%

buildout of the campus. The Pepperell Mill campus can create 727 permanent jobs,

while the construction and development of the project could yield 410,000 person hours

of work. This is the equivalent of offering 40 people full-time employment for 5 years.

In addition to the direct effects on new employment, the added jobs and residents to the

area would have a positive effect on numerous local businesses. For example:

• Assume that half of the new campus employees eat lunch at local restaurants.

This would translate into an additional 350 patrons a day for these restaurants

• Assume that one half of employees, residents and temporary workers spend $10

per day at the local convenience store. This equals a possible additional $5,400

in daily income to that store

• Local lumber yards would see great business growth due to the project’s

construction material demands

• Local subcontractors would see an additional demand for their services for the

buildout

• The city of Biddeford would see an immediate growth in the tax revenues

received from area businesses

• A general increase in hotel, legal, accounting, grocery, restaurant and all local

business activity

A full analysis on residual business creation from the project is a difficult concept to

quantify. However, it is safe to say that the local downtown economy will experience

real and significant growth. The jobs created by the project will not only support our

business plan, they will provide a real boost to the economy.


--| Page 40 |--



JOB CREATION CHART

Building

No.Proposed Usage Floors Total Area Assumptions

Projected Job

Creation

9 Office 4 51,605 1 Job per 300 ft.2 172

10 Park 2 59,651 N/A 0

11 Residential 3 64,414 1.5 Jobs/20,000 ft2 5

12 Office 2 21,568 1 Job per 300 ft.2 72

13 Education/Large User 3 203,184 1 Job per 1,000 ft.2 203

13-WEducation/LightManufacturing

2 51,055 1 Job per 1,000 ft.2 51

16 Park 4 69,132 N/A 0

19 Office/Residential 3 31,704 1 Office Job/300 ft.2 106

20 Office/Retail 4 20,895 1 Office Job/300 ft.2 70

30 Office 3 8,277 1 Office Job/300 ft.2 30

36 Storage 8 107,400 4 Total (Mgmt/Mntc) 4

37/37B Energy 3 On-Site Engineers 3

Full-time Facility Maint nance: 15

Total Square Fo otage: 688,884

Construction/Renovation Employment: 400,000 Man-hours

Building 10 De olition Employment: 50,000 Man-hours

Building 16 De olition Employment: 50,000 Man-hours

Total Permanent Job Creation: 731

Total Temporary Job Creation:

410,000 Man-

hours or 205

Working Years


--| Page 41 |--

- commercial?? more jobs?



PARKING GARAGE

A photograph showing the current parking lot located to the side of Building 10 and

Building 9. This is the site of the proposed city parking garage. The city has completed

a full parking garage feasibility study for downtown Biddeford. The Pepperell Mill

Campus is in direct negotiations with the city to place the proposed garage on site. The

project would be funded via a variety of public resources and would offer prioritized

parking to Pepperell Mill Campus tenants as well as open public parking.


--| Page 42 |--



RIVERWALK

Construction of a city-sponsored RiverWalk is in progress to create a scenic walk along

the banks of the Saco River, winding through the Pepperell Mill Campus. The

RiverWalk will be a great addition to the Pepperell Mill Campus as a valuable outdoor

amenity, as well as to create a convenient pedestrian bridge to the Amtrak train station

on Saco Island.


--| Page 43 |--

Documents

Prospectus_updates_Nov.pdf