Bp Asset Advisors 2009 Business Plan V4

BP Asset Advisors BUSINESS PLAN A Real Estate Investment Company Focused on the Acquisition of Banks & Bank Owned Real Estate 5949 Sherry Lane Suite 1020 Dallas, Texas 75225 Confidential & Proprietary ,[object Object]

Executive Summary ,[object Object],Page 1 Confidential & Proprietary OVERVIEW BP Asset Advisors, LLC (“ BPAA ”) is looking to combine its real estate experience with a successful bank holding company, institutional bank investors and institutional real estate investors to form an entity focused on acquiring failing bank institutions and the real estate assets currently held on the balance sheets of banks targeted for acquisition by the bank holding company. MARKET OPPORTUNITY The lack of both liquidity and financing availability in the current economic environment has created historic opportunities to acquire failing institutions and pools of assets of financials institutions with the assistance of federal agencies. BUSINESS PLAN OVERVIEW BPAA is in negotiations with a Bank Holding Company (“BHC”) to generate strategic opportunities to acquire failing institutions and distressed asset portfolios at attractive prices with or without financial assistance from the FDIC. The Principals of BPAA believe that prudently deploying capital with an emphasis on failing institutions at attractive values is a strategy that is consistent with the objectives of both the BHC and BPAA to enhance long-term shareholder value. BPAA, through Real Estate Opportunity Fund I, LP (“ Fund ”) will underwrite, value, acquire and manage the real estate assets of failing institutions the BHC is looking to acquire. The separation implemented will allow for the acquisition of under-performing or non-performing assets outside of the BHC’s balance sheet helping to maintain its safety & soundness, regulatory rating and the character of the investors’ original capital investment. The BHC will be allowed to focus its efforts on generating and managing performing assets and BPAA to manage the underperforming assets and loan workouts it has experience in. The result is more effective asset management for both the BHC and BPAA.

BP Asset Advisors Capabilities ,[object Object],Page 2 Confidential & Proprietary ,[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object]

Structural Overview ,[object Object],Page 3 Confidential & Proprietary

[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],Falling Real Estate Values – Commercial NPA Ratio - Today’s Measure NPA + OREO Regulatory Capital Number of Banks with NPA Ratios >100% ,[object Object],Page 4 Confidential & Proprietary ,[object Object],[object Object],[object Object],[object Object],Current Financial and Political Background of Banking Industry 40% = Watch List Georgia 56 Florida 44 Illinois 34 Minnesota 22 California 18 Oregon 16 Michigan 12 Arizona 9 Utah 9 Montana 6 Alabama 5

[object Object],Page 5 Management Expertise & BP Asset Advisors Team Confidential & Proprietary BP Asset Advisors Team ,[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],The BP Asset Advisors Team is founded by a deeply experienced team with expertise in: MICHAEL H. BEUCLER - Mr. Beucler has over 30 years of experience in national and international real estate development, construction, construction management, banking and financial services. He is a founding principal of Beucler Properties (“BP”), a privately held commercial real estate development firm utilizing a value-creation strategy within prime U.S. and Mexico markets. Founded by Michael Beucler and Reid Beucler, Beucler Properties core competencies include multifamily, self storage, senior living, retail, medical office, hospitality and land redevelopment. Beucler Properties and its affiliates have been involved in the development, construction and/or construction management on over 50,000 multifamily apartment units, 150 healthcare projects, 450 retail projects, 130 senior living facilities, 400 international projects, 500 hotels and 100 self storage projects with a market capitalization of over $25 billion. Beucler Properties is involved in site acquisition, rezoning, financing, construction, construction management, syndication and project management. Mr. Beucler was nominated by Ernst & Young for Entrepreneur of the Year in 2003 and 2004.He has been a director of two banks, the founding director of one, and continues to be active in the banking arena through his various investments and he has held numerous Board Directorships for several companies and currently sites on the board of trustees at the University of Incarnate Word which is the 5th largest private institution in the State of Texas. He has been a licensed broker in Real Estate, Insurance, Commodities and Securities. Mr. Beucler received his BA from Texas Lutheran University. Please reference capabilities at http://www.beuclerproperties.com

[object Object],Page 6 REID M. BEUCLER – Mr. Beucler has extensive experience and knowledge of the capital markets, structured finance, site selection, entitlement process, asset management, development and operations by participating in the creation of several development programs including: Healthcare, Hospitality, Multifamily, Retail, Senior Living and Self Storage. Mr. Beucler has orchestrated the development of over 30 projects with a market capitalization in excess of $750 Million. The largest portion of this includes approx 5,000 Multi-Family units with an approximate market capitalization of $400 Million. Through his expertise in managing relationships with investment partners, bankers, general contractors, development associates and the company's affiliated entities & development partners, Mr. Beucler has been an integral part of the company's success. Among the key financial partners Beucler Properties has worked with are Prudential Insurance Company of America, ING Clarion, Phoenix Capital Partners, Key Bank Real Estate Capital, Bank of America, Compass Bank, JP Morgan Chase, Wachovia Bank and Washington Mutual. Previously, Mr. Beucler handled the treasurer role at a real estate advisory firm. His responsibilities include project financing, site assessment, budget creation, investment analysis and cash management for real estate assets in excess of $2 Billion. Mr. Beucler received his Bachelor degree in Business Administration from Texas Christian University and was selected to participate in the Urban land Institute’s Young Leaders Forum. ROGER A. BURKE - Mr. Burke has over 20 years of real estate experiences focused on appraisal, brokerage, international investment, development, acquisition underwriting, capital markets, and asset management. Previously Mr. Burke was a founding principal of PRG Realty Partners which acquired and developed mixed use, commercial, residential and condominiums projects throughout Texas. Prior to PRG Realty Mr. Burke was the Managing Director of Insignia/ESG Capital Advisors (now CB Richard Ellis), which provided due diligence and technical support on institutional acquisitions, dispositions, development and project finance for projects located in the southwest region of the United States, the Republic of Mexico and Argentina. He was involved in over $5 .0 Billion of transactions. Mr. Burke began his career as an MAI appraiser in Los Angeles. During his 10 year experience he was involved in over $1.5 Billion of assets working with banks, financial institutions , GSA and the RTC. Mr. Burke was born in Medellin, Colombia S.A. and graduated from Loyola Marymount University in Los Angeles. He is fluent in Spanish, completed graduate studies in economics at the University of Barcelona, Spain and is a member of the Entrepreneurs Organization and Texas Real Estate Council. Confidential & Proprietary BP Asset Advisors Team - Continued

DOUGLAS M. THOMPSON - Douglas Thompson, CFA, has been actively participating in the real estate industry for more than twenty-three years. His experience includes the disciplines of capital markets, mortgage banking/brokerage, commercial, residential and land development, property and loan analysis, as well as consulting. Mr. Thompson’s corporate real estate experience includes employment with such real estate firms such as Coldwell Banker Commercial (now as known as CB Richard Ellis), SunCor Development Company (a subsidiary of Pinnacle West, and NYSE firm), the Howard Hughes Corporation (then a subsidiary of The Rouse Company), and Buchanan Street Partners, a west coast based real estate investment banking firm. As a real estate consultant to a number of private and institutional investors, Mr. Thompson advised on the underwriting, structuring and acquisition of both land for development and income producing properties and portfolios Consulting clients included Morgan Stanley Realty portfolios. Realty, EJM Development, National Government Properties, First Commercial Corporation and many other small to mid-sized investment groups. While consulting for First Commercial Corporation, Mr. Thompson led a team of professionals sourcing, underwriting and acquiring troubled and non-performing commercial loan portfolios from the Resolution Trust Corporation and stressed financial institutions. As a real estate investor, Mr. Thompson led teams of professionals in the capitalization, acquisition and development of multiple residential and commercial parcels throughout the United States. His most recent development projects include the development of a 14-story, $85 million condominium tower on the beach in Fort Lauderdale, Florida, and the development of a 200-acre master-planned community in San Antonio, Texas. CLINT S. HOLLAND – Mr. Holland was an Asset Manager/Analyst at Hudson Advisors, the asset management company for the Lone Star Funds whose assets exceeded $31 billion. His responsibilities included the management and repositioning of real estate assets valued in excess of $100 Million and included product types such as multi-family apartments, retail, hotel, and office buildings across North America. Prior to Hudson Advisors Mr. Holland was an Associate for Canadian Imperial Bank of Commerce originating and underwriting CMBS loans valued in excess of $750 Million. Mr. Holland also worked as an Acquisition/Development Analyst at Granite Properties and assisted in the analysis and due diligence of over 1,000,000 square feet of acquisitions and new construction. Mr. Holland received his Bachelor of Business Administration degree from Texas Christian University and his Master of Business Administration degree from The University of Texas at Arlington. BP Asset Advisors Team - Continued ,[object Object],Page 7 Confidential & Proprietary

F. RONALD MASTRIANA, Esq. - Ron Mastriana is a preeminent real estate development/land use attorney and developer, and has been practicing law and developing commercial real estate for over 30 years. He is the founder of the Fort Lauderdale based law firm of Mastriana & Christiansen, P.A. Ron Mastriana and the firm have a solid reputation for successfully completing a wide array of real estate development projects including but not limited to land acquisition, land use, permitting, governmental approvals, conditional uses, historic designations, condominium conversions, and developing financial structuring and securing funding for these endeavors. Ron has a nationwide client base; however his primary focus is within the South Florida market. Ron, known for his "can do" approach to projects has obtained development approvals for nationally renowned projects such as BassPro Dania Beach, Florida; Sawgrass Mills Mall, Sunrise Florida; Dadeland Mall, Miami, Florida; St. Regis Hotel & Resort, Galleria Mall, The Tides at Bridgeside, LeClub Condominium, Trump International Beach Club and Trump International Tower, all of Fort Lauderdale, Florida. His innate ability to merge ideas, talent, and resources allows him to maintain his status as one of the finest real estate attorneys in the country. Since the 1970's, Ron has developed his own real estate projects including residential, commercial, office, and mixed-use. "Bamboo", his most recent development project, is a 57 unit mixed-use project located in Fort Lauderdale, Florida. Bamboo has received acclaim for its unique design and approach to the urban live-work condition. One of many projects located within the urban renewal of downtown Fort Lauderdale, Bamboo was extremely well-received by the community and was the only project to have all units sold out within a month. Ron is from Youngstown, Ohio, was educated at Notre Dame (BBA 1970) and received his J.D. from the University of Toledo. Ron is one of the nation's most highly respected lawyers in the field of real estate development. He started with the DeBartolo Company (now The Simon Group) and has been in private practice for over 25 years. His awards are many, including a past chairman of the Florida Bar's Environmental Law Section and several articles published in the field of real estate law. Ron is a past chairman of Florida Bar Section on Environmental law, is the current chairman of the local branch of ICSC, and is a member of the Fort Lauderdale Beach Development Board. Ron has provided pro bono services for the Boys and Girls Club of American in their zoning and planning efforts to expand and increase their facility. BP Asset Advisors Team - Continued ,[object Object],Page 8 Confidential & Proprietary

MICHAEL H. BEUCLER BP Asset Advisors 300 Austin Highway, Suite 120 San Antonio, TX 78209 (210) 477-7916 [email_address] REID M. BEUCLER BP Asset Advisors 5949 Sherry Lane, Suite 1020 Dallas, TX 75225 (214) 451-2775 [email_address] ROGER A. BURKE BP Asset Advisors 5949 Sherry Lane, Suite 1020 Dallas, TX 75225 (214) 451-2780 [email_address] DOUGLAS M. THOMPSON BP Asset Advisors 5949 Sherry Lane, Suite 1020 Dallas, TX 75225 (214) 914-9641 [email_address] BP Asset Advisors Contacts ,[object Object],Page 9 Confidential & Proprietary

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