Dr. Andrew Rothschild Tucker Bartlett September 24, 2008

Presentation Outline Scientific Properties background Golden Belt overview Lessons Learned by the Developer

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

historic textile mill campus 35 artist studios 37 live work lofts LEED-registered 30,000 SF retail 70,000 SF office

The Structure

Tucker’s Top 10 Closing Lessons The Speed Points Select the right team Accountant, lawyer, architect (or historic consultant), lender (and lender’s lawyer), title insurance Don’t let your “to do’s” slow the process Start survey, appraisal, insurance asap Set a hard closing date, mini-milestones, and weekly check-ins Stay involved and try to understand the issues

Tucker’s Top 10 Closing Lessons The Other Points Don’t be afraid to challenge the professionals Don’t let the structure drive business decisions Don’t let the structure create taxable income Don’t let the structure let cash out of the deal Negotiate a cap on the legal expenses you pay on behalf of your investor and lender

Think About the Future Ongoing Concerns Ongoing accounting fees- limit the number of audits and tax returns required Get your accounting and reporting processes set up right away Write a memo to yourself explaining the transaction in your own words right after closing

Think About the Future Exit Concerns Think of legal incentives as well as financial to push your investor to leaver after five years Understand tax consequences of the exit Are any funds structured as loans that will be forgiven 32/39ths- negative amortization; who pays the taxes?

Dr. Andrew Rothschild Tucker Bartlett Chief Operating Officer tucker.bartlett@scientificproperties.com 919-967-7700