Con fi d e n t i a l O f fe r i n g M emorandum Park Highlands Land 1,340 acres in North Las Vegas, Nevada Curt Allsop Doug Schuster Senior Associate Senior Vice President P: 702.733.7500 x 279 P: 702.733.7500 x 273 C: 702.696.8689 C: 702.501.2345 Curt.Allsop@grubb-ellis.com Doug.Schuster@grubb-ellis.com Grubb & Ellis|Las Vegas 3930 Howard Hughes Pkwy., Ste 180 Suzanne Sprenger Vittal Ram Las Vegas, NV 89169 Marketing Coordinator Associate P: 702.733.7500 P: 702.733.7500 x 282 P: 702.733.7500 x 290 F: 702.862.8242 C: 309.360.4445 C: 702.321.5665 www.gelasvegas.com Suzanne.Sprenger@grubb-ellis.com Vittal.Ram@grubb-ellis.comPlease note that neither Odyssey nor Grubb & Ellis, nor any other persons or parties involved in re: November 2005 Land Investors, L.L.C., et al., Bankruptcy No. BK-S-11-20704-MKN, makes any representation or warranty whatsoever, express or implied, regarding the content, accuracy or completeness of the information set forth herein.Any statements, information, reports, or written materials of any nature whatsoever are provided without any independent investigation by said persons and/or parties,and as such, said persons and/or parties assume no responsibility or liability for the accuracy or validity of the same. Therefore, any verification or review of the attacheddocuments is solely and completely the responsibility of the person reviewing same.
TA B L E O F CO N T E N T SAU C T I O N D E TA I L S SECTION 1 Timeline & Bid Requirements 2GENERAL OVERVIEW SECTION 2 Executive Summary 4 Introduction 5 Investment Highlights 6-8 Estimated Annual Carry Costs 9 - 11 Park Highlands & Surrounding Vicinity 12 Park Highlands Ownership Map 13 Park Highlands Land Use 14 November 2005 Parcel Map & Sub-Parcel Zoning 15O V E R V I E W O F PA R C E L S SECTION 3 Parcel 1 17 - 24 Parcel 3 25 - 37 Parcel 4 38 - 44 Parcel 5 45 - 51 Parcel 6 52 - 58M A R K E T I N F O R M AT I O N SECTION 4 Las Vegas Land Comparables - Northern Region 60 Master Planned Community Land Comparables 61 Plans for the Area 62 - 67 ALL MAPS & PICTURES ARE AVAILABLE, FULL-SIZED, IN THE VIRTUAL DEAL ROOM
PA R K H I G H L A N D S 2 AUCTION DETAILS Timeline Tuesday, November 29, 2011 5:00 p.m. (Pacific Time) PSA Revision/ Objection Deadline Thursday, December 8, 2011 5:00 p.m. (Pacific Time) Bid Deadline Monday, December 12, 2011 10:00 a.m. (Pacific Time) Auction Tuesday, December 13, 2011 1:30 p.m. (Pacific Time) Sale Hearing Friday, December 30, 2011 11:00 a.m. (Pacific Time) ClosingAU C T I O ND E TA I L S Bid Requirements All bids must contain the following: 1. An executed Contract of Sale, also referenced as the Purchase and Sale Agreement (PSA) 2. An agreement that the offer is binding & irrevocable until 48 hours after or the earlier of: a) closing of the Sale of the property, b) withdrawal of the property by the Debtors, or c) 30 days after the Sale Hearing. 3. A certified check or wire transfer in the amount equal to 5% of the cash purchase price payable to the order of the Debtors 4. Written evidence of available cash 5. Any other evidence of ability to consummate the transaction Please contact Curt Allsop at 702.733.7500 x 279 or by email at Curt.Allsop@grubb-ellis.com
PA R K H I G H L A N D S 4 EXECUTIVE SUMMARY General Park Highlands is one of the few remaining large land assemblages available for purchase in the western United States.OVERVIEWGENERAL Originally owned by the federal government, this property was sold in a BLM auction at a price of $675 million in Novem- ber of 2005. The assemblage consists of 2,675 total acres ideally located at the foothills of the mountains in the northern portion of the Las Vegas Valley. General access to Park Highlands is provided by two major freeways that lead to the Strip and all major employment areas. Direct access to Park Highlands is provided by the recently completed North 5th corridor and freeway interchange along with two additional freeway interchanges. Plans are in place to construct one more inter- change to further improve direct access. Open Space Unlike other master planned communities, Park Highlands includes several natural land preserves totaling over 500 acres of open space. These preserves provide unique park like amenities that will include integrated trail systems for residents of the master planned community. A high percentage of the homes to be built will be contiguous with preserved land which will create significant lot premium opportunities. Year End Absolute Auction - No Stalking Horse A once in a lifetime investment opportunity has been created through the 363 Bankruptcy auction to be held on December the 12th, 2011. The live absolute auction will allow 1,340 acres, the most significant portion of Park Highlands, to be sold to the highest qualified bidder; there is no Stalking Horse bid. This year-end deal creates the ability for a new owner to control one of the the biggest developments in Las Vegas for the next decade and beyond. Existing Development Agreement, New Owner Recent input from the City of North Las Vegas has unveiled the City’s willingness to partner with a new owner and begin the process of assigning warranted zone changes within the existing framework of the current Development Agreement. These include the density reduction plans that will make Park Highlands similar to Aliante. A new Active Adult community is one example of a warranted change to the development agreement that will facilitate end user development sooner rather than later. Limited Annual Carry Costs The City is open to the idea of modifying the Development Agreement, which is the only Contract that runs with the land. Because the Development Agreement is the only contract that runs with the land, the annual costs of carry for ownership of the 1,340 acres is limited to payment of Clark County property taxes. Specific detail for the real property represented by 147 parcels regarding infrastructure and carry costs can be found in the overview of parcels section of this Offering Memo- randum on pages 17-58.
PA R K H I G H L A N D S 5INTRODUCTIONYou are invited to the Virtual Deal Room that has been established to inform Buyers interested in the Purchase of the OVERVIEWReal Property owned by November 2005 Land Investors LLC. Access to the Virtual Deal Room will provide the required GENERALprocedures that need to be followed in order to attend and bid at the 363 Bankruptcy auction held on December the 12thof this year.This property will be sold, and will close by year end.Also to be provided in the Virtual deal room are the following items:1. Complete Offering Memorandum2. All Due Diligence items available for download3. Contract for Sale with timing for comments, and or objections, and further instructions for bidding4. Bankruptcy Court Approved Bid Procedures, Notice of Sale, and Notice of Assumption5. Participation Requirements and appropriate Contact information6. The City of North Las Vegas Development Agreement7. Input from the City regarding potential variances to the Development Agreement8. Correspondence regarding recently completed offsite development9. 24 aerial photographs that document development progress (Flight - October 13, 2011)10. Individual parcel analysis, carry costs, preliminary title report, and recent market dataWe encourage each of you, as interested parties, to contact us directly with questions regarding the collateral and/orany procedural issues related to the auction.
PA R K H I G H L A N D S 6 INVESTMENT HIGHLIGHTS Development Agreement is Flexible 1. Down zoning from High Density Residential of 50 to 25 dwelling units per acre (DU/AC) to Low Density ResidentialOVERVIEWGENERAL is supported by the City of North Las Vegas. 2. Reference the Parcel Analysis on pages 17 - 58 for new development opportunities that are created through mod- est changes to the Development Agreement. 3. Modifications may be approved by the City Manager without the requirement of a City Council Hearing. 4. Density reductions will allow modifications and reductions to the Park and Public Facilities requirements. A detailed Analysis of the Development Agreement is provided in the Annual Carry Cost section that follows this section. Strong End User Interest - New Active Adult Community 1. Shortage of Master Planned Communities for Active Adults creates a development opportunity not previously anticipated in the underwriting for Park Highlands. See map of Active Adult Communities below. 2. Land Funds seek alliances with Home Builders. 3. Home Builders are buying raw land today. 4. Commercial Developers are land banking large parcels of land. 5. The average price per acre for all land sales greater than 20 acres is $108,713. This average is based on 16 land sales that have transacted over the last year in the northern portion of the Las Vegas valley.* 5. Sales Comps for homes sup- port premiums as much as 50% when comparing master planned communities with homes that are not in a Mas- ter Plan, reference Single Family Residence sales comps.* * See comps in Section 4 pages 60 - 61 Active Adult Community Map