1. 12/21 PARTNERS, LLC
THIS PRESENTATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER
SOLICITATION
TO BUY SECURITIES, NOR SHALL THERE BE ANY SALE OF SECURITIES IN ANY JURISDICTION IN WHICH
SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, QUALIFICATION
REGISTRATION,
OR AUTHORIZATION UNDER THE SECURITIES LAWS OF SUCH JURISDICTION.

2. The thoughts of others were light and fleeting
Of lovers meeting, of luck, or fame
Mine were of trouble and mine were steady
So I was ready when trouble came
- A.E. Housman

3. 12/21
12/21 is new awareness – realization that just because I do not want an event to occur does not insure that it cannot occur and will not occur.
It is independent and skeptical thinking – trust in my abilities to apply a reasoned process to decision making and to reject the comfort of
consensus.
It is discipline and sound judgment – placing capital at risk only at those times when an opportunity is evident and measurable.
It is creativity and clarity – knowledge that we can flourish when engaged in acts of investing as readily as we can when speculating, provided
the distinction is explicitly acknowledged and the respective parameters of risk are correctly assigned.
It is freedom – pursuit of intellectual and financial independence achieved in a manner consistent with my values and beliefs.
12/21 is the birth date of my sons, Jack and Charlie. I believe the world they will live in over their lifetimes will be vastly different than the one
they – and we – live in today.
I believe that the policies being pursued by our government in the name of stabilizing our economy and restoring confidence to U.S. businesses
and households have an unpleasant logical consequence – destruction of the purchasing power of the U.S. dollar and a corresponding elevated
level of interest, prices, taxation and unemployment. The actions of this partnership will seek to insulate us from the effects of these conditions
and protect what we’ve all worked so hard to build. And, thereby provide us all with freedom of financial stability to pursue our lives in the
new world order that is with us and strengthening its control over our individual liberties and opportunities to prosper.
- J.J.Y.

4. The New World Order
The U.S. government’s response to the “credit crisis” is as unprecedented in scale as it is flawed in understanding. The idea that greater
inflation and credit expansion is the antidote to cure the illness caused by the previous inflation and credit expansion is incomprehensible.
Current policy makers believe in the soundness of their chosen course. Future policy makers will view monetization and debt expansion as
equally prudent courses to achieve similar ends, irrespective of party affiliation. They remain steadfast in the implementation of an
interventionist policy agenda, carried forth in the name of stabilizing our economy and restoring confidence to U.S. businesses and households.
These things I believe.
Whether made by the individual or by the enterprise, poor capital allocation decisions will ultimately be exposed. The market mechanism,
unfettered, cleanses investment inefficiencies and forces prices to reflect intrinsic values. The verdict is final, rendered swiftly and
unapologetically. Decisions to postpone and directives to dampen the unpleasant effects of previous malinvestment by individuals and
businesses are sowing the seeds for massive price inflation, higher interest rates, reduced investment and job creation by proven wealth
generators, declining investment returns and diminished net worth of U.S. households. Our government’s actions to forestall this necessary –
and inevitable – cleansing carries unintended consequences that are evident and measurable.
Widespread change in human behavior does not occur at a single point. Rather, it develops over time. Increased awareness sets into motion
the possibility for change; a building in momentum of new thoughts about established beliefs. As awareness grows, the sanctity of the
established belief is questioned. New thoughts develop more deeply and broadly until a critical mass adopting the “new” thinking is reached.
The stage is set for new and often unexpected behavior.
I believe that, broadly speaking, U.S. consumers’ spending behavior will change. The combined effects of lower wage-based earnings and
investment returns, high personal indebtedness and an increased tax burden portend lower disposable income levels for the foreseeable future.
After spending for life’s “needs” less income will be left over for consumption of non-essential goods and services…life’s “wants”. The
financial wherewithal required to resume the previous pace of discretionary spending is not evident, even if independent of the desire. The
following analysis applies understanding of the current financial condition of the U.S. Consumer and the U.S. Government and addresses the
unintended consequences of interventionist policy decisions to ask a question: Can we apply a sound and reasoned process for analyzing a
business to identify the “winners” and “losers” should U.S. consumers’ behavior change in a manner and to a degree that is unanticipated, and
therefore not reflected in current valuations?

5. What I Believe
The U.S. consumer has low income and high indebtedness. Wage-based income is falling at a faster rate than personal debt is being
paid down. Gains from price appreciation in real estate and liquid investments provided non-wage based pools of income in addition to
waged-based income. It is unlikely these wealth sources will experience capital appreciation to a degree to enable consideration as a readily
accessed source of funding for consumption.
The U.S. government has low income and high indebtedness. Tax receipts are at multi-year lows and budget deficits and levels of debt
outstanding are at all-time highs. Despite controlling the world’s reserve currency and enforcing legal tender laws, the U.S. government is
fiscally unsound. Massive obligations to both owners of its public debt and to current and future social welfare beneficiaries are growing.
Projected annual future interest payments and budget deficits are understated.
Current monetary and fiscal policies have unintended consequences.. Government’s actions to prevent business/investment failure are
sowing the seeds for continued erosion in purchasing power of the U.S. dollar, chronically high inflation and interest rates, declining
investment returns and reduced investment and job creation by proven wealth generators.
We will see higher taxation rates than many anticipate. The current financial health of the government is failing and the prognosis is
poor. To begin to correct the situation, our “leaders” must make politically unpopular decisions to either increase government revenues (i.e.
raise taxes) or decrease government spending. Politicians lack the courage to confront public opposition to spending cuts. Expenses are not
likely to be reduced in any meaningful way. Increased tax collection is government’s sole means of deficit reduction.
The U.S. consumer will have less after-tax income and will spend less on certain discretionary goods and services. Uncertainty over
long-run financial health – one’s own as well as that of the government – is growing. Heightened public awareness will drive a longer-term
behavioral shift in people’s actions with money. Every dollar earned will be taxed at a higher rate. A greater percentage of after-tax earnings
will be allocated toward non-discretionary spending (food, healthcare, education) and debt service. The combined effects of reduced non-
wage income, higher benefit cost absorption by employees, increased debt service obligations and increased tax burden amount to lower after-
tax household income. Certain categories of discretionary goods and services will be disproportionately affected.

6. Why I Believe It
Private wages as a percentage of personal income are at an all-time low and household debt-to-disposable income levels are still near the pre-
credit crisis highs (~130%). 90+ day delinquency ratios on mortgage loans and consumer loans are elevated as are filings for personal
bankruptcy. Banks are reducing the amount of credit being extended to individuals on credit cards and other consumer loans.
Total tax receipts-to-GDP is 14% (vs. 40-year average of 18%). Debt-to-GDP is ~90%, the highest level in the post-World War II period.
Social Security and Medicare, excluding interest owed from the Treasury to the Trust funds, are both insolvent. Including the $3.2 trillion of
unfunded state pensions and $106 trillion of unfunded social welfare obligations yields a debt-to-GDP of ~900%. CBO deficit projections
impute interest expense assuming a 5 ½ % 10-year treasury rate in 2020.
The intrinsic value of the U.S. dollar is zero. The dollar has lost 95% of its purchasing power since creation of the Federal Reserve in 1913,
and 80% since fully abandoning the gold standard in 1971. Irrespective of party, our government will pursue inflationary policies of money
creation and debt expansion. We are borrowing at rates that do not adequately reflect the risks in our financial system. Many businesses that
would otherwise fail without government intervention will remain solvent, enabling them to bid up prices of scarce resources. This will lead
to lower returns across the industries in which these wealth destroying companies compete.
.
We are at the onset of substantially higher rates of taxation on income earned and social welfare transfer payments (Social Security, Medicare
taxes) beginning in 2011. CBO latest budget data project higher taxes across the board, most of all on individual and business income.
Government revenue from personal income taxes account for just over 6% of GDP, and will rise to ~8% by 2011 and ~11% by 2020. In
2000, it accounted for 12.5%. With government liabilities mounting and unemployment likely to be chronically higher over the ensuing years,
it is a virtual certainty that tax rates will rise to offset lower payroll receipts. Given the lack of political will to adopt necessary spending cuts,
increased collection of tax receipts increase are the only other method to offset future (and growing) deficits.
Many U.S. companies in discretionary lines of business like casual dining, apparel and related specialty retailer, leisure products, leisure time,
travel and other related lines of business will experience value destruction as demand for what they sell weakens. Value destruction of a
similar magnitude could occur in retailer-related businesses whose own results would suffer in an environment of lower aggregate demand for
discretionary consumer goods, notably the real estate developers, owners and lessors of the mall complexes, shopping centers, outlets and
boutiques where such purchases occur.

7. Investment Strategy
Identifying attractive return opportunities to sell short the publicly-traded securities of the weakest U.S. consumer and retailer businesses is
the primary objective of our “reprioritization” trade strategy.
The weakest companies hold no discernable form of competitive positioning and have financed their growth via debt with near-term
maturities. They are subject to high refinancing/liquidity risk. These enterprises are least likely to survive any extended period of low
discretionary consumer demand.
As events unfold, and the growth opportunities once incorporated into valuation multiples are revealed as having been overly optimistic, I
expect that – broadly speaking – the universe of discretionary consumer and retailer securities will be selling at significantly lower prices
(attractive yields).
At this point, there will no doubt be opportunities to invest in the public securities of businesses that have created high-return businesses with
solid competitive positioning and record of achievement, generating free cash flow and without need for leverage or other external financing
to sustain their operations.
These companies are far more likely to navigate any protracted contraction in overall aggregate demand upon a solid foundation and prosper
disproportionately in the ensuing years as total competitive supply decreases. Price aside, these are businesses we would look to own.
Our initial and primary objective centers on how best to capitalize on potential value destruction of these weakest discretionary consumer-
focused industries and companies. A secondary but no less lucrative opportunity will be to invest in a handful of these strong businesses
selling at attractive valuations once the illusion of prosperity and solvency has unraveled.

8. Investment Choice
The process for identifying and analyzing opportunities and understanding the distinction between a “bad” and “good” businesses (as
described in Section C of the presentation document) will be the foundation of our capital allocation decisions.
Our primary investments will be selling and buying the publicly-traded equity securities of 500+ U.S. discretionary consumer businesses. In
my view, transactions in the public-market offer us a relative advantage as the buyer/seller will likely not be as informed as a private investor
regarding margin of safety .
12/21 will not borrow funds to enhance potential returns. My views regarding potential for capital destruction of equity value (i.e. “being
short”) will be expressed via purchase of long-dated put options on identified individual companies. This will place upper limit on potential
capital loss.
We will also look for opportunities to prosper from price depreciation/appreciation in non-equity securities.
Our views regarding the future path of interest rates and purchasing power of the U.S. dollar will be expressed via exchange-traded index
funds (ETF) and index options. Directionally, these investments will look to replicate being short U.S. Treasuries and long precious metals
(primarily silver and gold).
Over time, we will look to attract people with expertise in analyzing debt instruments to join 12/21. Having a perspective on the absolute and
relative value of certain debt instruments (convertible debt, high yield and distressed debt, bank and leveraged loans) of these publicly-traded
companies greatly enhance the total universe of potential investment opportunities available to us.

9. Performance
(1/3-3/31) Year-To-Date Annualized Cumulative
First Quarter April 1/3 - 12/31 Return Return
Performance Results - As % 2011 2011 2011 2011 8/1/10 - 4/29/11
12/21 Partners, LLC - Aggreagte Managed Accounts * 24.60 9.55 34.15 144.40 50.47
S&P Retail Index (^ RLX) ** 1.51 4.80 6.30 20.44 29.14
S&P 500 Index ** (^ SPX) ** 5.36 2.85 8.21 27.11 22.06
Dow Jones Industrials Average (^ INDU) ** 6.29 3.98 10.28 34.65 20.97
+ Unaudited
* Returns, Before Management Fees
** Excluding Dividends
MONTHLY RETURNS
CY Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec YTD S&P 500 Differential
2010 -1.4% 7.9% 2.8% -2.2% 9.3% 16.3% 14.0% 2.3%
2011 9.0% 16.7% -1.1% 9.6% 34.2% 8.2% 25.9%

10. Background
Joseph J. Yurman II
• Managing Member – 12/21 Partners, LLC (May 2009-Present)
+ Experienced buy side and sell side analyst covering multiple industries within consumer/retail including specialty
and discount retailers, consumer brands, restaurants, footwear vendors and retailers, lodging, leisure products and
other related consumer industries
+ +82% accumulated net returns on published investment recommendations (9/09-Present)
+ +51% unleveraged return on managed accounts (since 8/10) vs. S&P 500 (22%)
• Partner – Flatbush Watermill, LLC (April 2006-May 2009), research focus on specialty retail, restaurants and other
discretionary consumer verticals
• Equity Research Analyst – Morgan Stanley (2004- 2005), research focus on discount and specialty retail, footwear, toys
• Equity Research Analyst – Bear Stearns (1999-2004), research focus on gaming, lodging and leisure
• High-Yield/Distressed Debt Research Analyst – Merrill Lynch (1997-1998), generalist research focus
• B.A. – Hamilton College, 1990; M.B.A. – Fuqua School of Business, Duke University, 1997
• Married, father of twin boys, reside in Darien, CT; patented inventor; cancer survivor
References
Bob Eckert – Chairman and CEO, Mattel, Inc
George Buckley – Chairman and CEO, 3M
Alan Hassenfeld – Chairman, Hassenfeld Family Initiatives, Former Chairman and CEO, Hasbro, Inc.
Joshua Schwartz, Managing Member, Flatbush Watermill, LLC
Andrew Freedberg, Managing Director, First Manhattan Company

11. Commitment Terms
Summary Terms
Minimum Investment $250,000
Lock-Up Term None
Investment Manager 12/21 Partners, LLC
Investment Officer Joseph J. Yurman II
Broker and Custodian TBD
Calculation of Client Fees
Fees are charged on a percentage of “Assets Under Management (AUM)”, per the “Asset Management Fee Schedule”, subject to a minimum
capital commitment of Two Hundred Fifty Thousand ($250,000) and Seven Thousand Five Hundred ($7,500) annual management fee. The
management fee is calculated each quarter based on the client’s account value and the annual prorated rate; and billed at the beginning of each
quarter. The client is billed directly through their account at the beginning of each quarter.
Asset Management Fee Schedule
Fees AUM Commitment Fee Schedule
Management First $250,000 Three percent (3.00 %) per annum
Next $250,001 to $500,000 Two and one half percent (2.50 %) per annum
Next $500,001 to $1,000,000 One and one half percent (1.50 %) per annum
Next $1,000,001 to $5,000,000 One percent (1.00%) per annum
Next $5,000,001 + One half of one percent (.50 %) per annum
Incentive Performance None