Commodore Perry Estate by Berkadia

FINANCING REQUEST FOR THE COMMODORE PERRY ESTATE, AUBERGE RESORTS COLLECTION

E XECUTIVE SUMMARY

I N V E S T M EN T H I G H L I G H T S

F I N A N C I A L A N A LY S I S

P R O P ER T Y O V ER V I E W

S P O N S O R O V ER V I E W

M A N A G EM EN T O V ER V I E W

MATT DOWER

TUCKER KNIGHT

LARISSA GOODEN

Managing Director 315.209.0742 Matthew.Dower@Berkadia.com

Senior Managing Director 713.249.6463 Tucker.Knight@Berkadia.com

Senior Real Estate Analyst 602.997.3817 Larissa.Gooden@Berkadia.com

EXECUTIVE

SUMMARY

EXECUTIVE SUMMARY

TRANSACTION

OVERVIEW

Berkadia Commercial Mortgage LLC has been engaged by The Marchbanks Company (“Sponsor”) to secure the best available long term, fixed rate financing for the Commodore Perry Estate, Auberge Resorts Collection (the “Hotel”, the “Asset”). This is a unique opportunity and a truly irreplaceable asset in one of the country’s hottest and rising markets. The historic Commodore Perry Estate can be found within the Hancock Neighborhood of Austin, Texas. Located just north of University of Texas (1.6 miles) and the heart of Austin’s bustling downtown district (3.1 miles). The Property spreads over a spacious 10-acres with picturesque grounds, offering a walled oasis in the heart of Austin. Easy accessibility to the one-of-a-kind property allows guests to take advantage of Austin’s many amenities, all while relaxing in a serene environment away from the noise and hustle of the city. The Hotel boasts 54 spacious guest rooms, including 12 oversized suites, each featuring stunning views of the garden.

Since opening in June 2020,

Commodore Perry Estate has already received rave reviews from every corner of the industry... “It List 2021: Our Editors’ Picks of the Best New Hotels in the World”

“The Best New Hotels in the United States & Canada: 2021 Hot List”

“Six Places to Add to Your Austin, Texas, Wish List”

“The T List: Five Things We Recommend This Week”

“The 18 Most Anticipated Hotel Openings of 2020”

“Good Things Come to Those Who Wait for a Reservation at Lutie’s”

"We’re Obsessed with this Sunny, Retro Pool at Austin’s Newly Reimagined Commodore Perry Estate” 5

FINANCING REQUEST STRAIGHT CASH NEUTRAL REFINANCE

$33,000,000 LOAN REQUEST

$611,111

5-10 Years

$65,235,467

14.83%

LOAN REQUEST PER KEY

LOAN TERM

ESTIMATED VALUE

YEAR 3 DEBT YIELD

$1,208,064

Fixed

ESTIMATED VALUE PER KEY

RATE TYPE

50.59%

Estimated value based on a 7.5% cap rate applied to Year 3 NOI

LOAN TO VALUE AS STABILIZED

PROPERTY DETAILS COMMODORE PERRY ESTATE

4100 Red River Street | Austin, TX 78751

9.85 AC ACRES

BUILDINGS (57,605 SF)

SPONSORSHIP

GUEST ROOMS & SUITES

MANAGEMENT

262.7%

YE 2021 REVPAR INDEX

IMPLIED BASIS

POSITIVE TREND 75%

$ $

805

$12,287,819

LAND COST (ACQUIRED FEB 2016)

$32,380,873

886

HARD CONSTRUCTION COSTS

819

$6,210,616

58.3%

50.4%

664

FF&E

$8,004,956 $ $

477

406

SOFT COSTS

$8,453,785

DEVELOPMENT COSTS

OCCUPANCY

2021 8

REVPAR

ADR

BUDGET 2022

2024

$67,338,049 TOTAL INVESTMENT

INVESTMENT

HIGHLIGHTS

INVESTMENT HIGHLIGHTS

One of a Kind Asset The first urban hotel from Auberge Resorts Collection began as a grand Jazz Age residence for a wealthy businessman. The original 1928 Italianate mansion remains the centerpiece, but the Sponsor added an adjacent three-story building with a similar feel (white stucco façade, arched hallways, a terracotta roof) that gives the whole 10-acre property a cohesive look. Interior designer Ken Fulk created a baroque world of dusty-pink walls and muraled ceilings and filled it with Spanish Revival–inspired furnishings sourced from the famed Round Top antiques fair nearby. Even with all the eye candy, the best part of a stay might be a few hours spent lounging poolside under a canopy of oak trees with lunch from chef Bradley Nicholson, who uses produce supplied by the estate's two-acre farm.

Hancock Golf Course

Irreplaceable Location Commodore Perry Estate is conveniently located on 10 pristine acres within the Hancock Neighborhood of Austin. Just across the street from the beautiful Hancock Golf Course, 1.6 miles north of University of Texas, 3.1 miles north of downtown, and 7.9 miles from AustinBergstrom International Airport. Despite being close to the center of the city, the neighborhood is quiet with mature trees lining the streets. The area also has an abundance of green space, bike-friendly streets, shopping, restaurants, live music, and public transportation readily available.

University of Texas

INVESTMENT HIGHLIGHTS

Austin is poised for a strong rebound in business travel due to the recent

COVID Resilient Property

relocations of Oracle and Tesla.

The onsite amenities and great location allow the Property to benefit from today’s travel and leisure trends. The Property has already become one of the most popular regional destinations for drive to leisure travelers, vacationers, as well as various sized groups and events. Guests are invited to retreat from everyday routine into the sunken gardens and blissful hidden corners of Commodore Perry Estate. Sip fresh local coffee in the sun-warmed Solarium before bolstering internal and external strength in a Pilates class. Relax into elegance at a poolside lounge after a refreshing swim, and freely explore famous Texas landmarks on foot, by bike or by kayak. With weekly fitness classes, farm-fresh cuisine and curated experiences, a mindful respite awaits in the heart of Austin.

Compelling Hotel Market Fundamentals Austin's hospitality performance exemplified resiliency and a strong recovery over the course of 2021. RevPAR dropped by 58% in 2020 and rebounded by 80% last year. July, October, and December 2021 actually exceeded pre-pandemic levels due to unusually strong leisure demand in the summer, large events in October such as the Formula 1 Aramco U.S. Grand Prix and Austin City Limits, and a relatively easy comparable in December. Austin's hotel demand growth over the past several years is enviable, but even stronger supply growth resulted in occupancy declines and weak ADR growth between 2016 and 2018. After a couple years of RevPAR stagnation, a slight slowdown in supply growth, combined with very strong demand in 2019, allowed Austin pricing power, resulting in 4.8% RevPAR growth, the highest since 2015. This famously robust metro was on the upward trend again until the coronavirus wrecked the travel industry.

INVESTMENT HIGHLIGHTS

Growing MSA The dynamic city of Austin is home to the University of Texas at Austin and numerous tech companies, giving it the name Silicon Hills. Strong demand for high-tech workers amid Austin's low unemployment rate has caused local companies to recruit from California, the East Coast, and other places with high costs of living. Employment in Austin continues to grow at twice the national rate, increasing median incomes, and creating demand throughout the Austin-Round Rock, TX, Metropolitan Statistical Area (MSA).

Greater Austin’s population is forecast to grow

7.1%

over the next five years to over 2.5 million residents

Greater Austin’s economy is receiving national accolades, largely due to its consistent job growth. Major metro industries include advanced manufacturing, clean energy, creative and digital media technology, and life sciences. The metro is home to Fortune 500 company Dell Technologies. The metro area posted some of the fewest job losses in the nation among major metro areas and has been one of the quickest to reemploy laid off workers. Austin employers have recovered roughly 94% of the jobs lost during the pandemic.

INVESTMENT HIGHLIGHTS

Room for Growth Starting in early 2023, the sponsorship plans to begin Phase 2 of development at the resort. Plans include additional common area facilities for the overall Estate, including the swimming pool, Caretaker Cottage, Bowling Alley, Glass Box, and fitness/spa treatment rooms.

FINANCIAL

ANALYSIS

SUMMARY FINANCIAL STATEMENTS Rooms Available Rooms Occupied Rooms Occupancy ADR RevPAR RevPAR % Change REVENUE

Actual December 31, 2021

Budget December 31, 2022

Forecast December 31, 2023

Forecast December 31, 2024

Forecast December 31, 2025

Forecast December 31, 2026

54 19,710 9,933 50.4% $805.05 $405.71

54 19,710 11,485 58.3% $818.70 $477.05 17.6%

54 19,710 13,134 66.6% $851.44 $567.36 18.9%

54 19,764 14,823 75.0% $885.50 $664.13 17.1%

54 19,710 15,768 80.0% $920.92 $736.74 10.9%

54 19,710 15,768 80.0% $957.76 $766.21 4.0%

AMOUNT

PERCENT

AMOUNT

PERCENT

AMOUNT

PERCENT

AMOUNT

PERCENT

AMOUNT

PERCENT

AMOUNT

PERCENT

$7,996,561 $6,253,538 $862,623 $308,141 $15,420,863

51.9% 40.6% 5.6% 2.0% 100.0%

$9,402,733 $9,021,831 $820,670 $373,976 $19,619,210

47.9% 46.0% 4.2% 1.9% 100.0%

$11,182,662 $10,576,985 $914,016 $444,769 $23,118,432

48.4% 45.8% 4.0% 1.9% 100.0%

$13,125,803 $11,909,754 $835,352 $522,054 $26,392,963

49.7% 45.1% 3.2% 2.0% 100.0%

$14,521,107 $12,811,163 $894,724 $577,550 $28,804,544

50.4% 44.5% 3.1% 2.0% 100.0%

$15,101,951 $13,323,609 $957,510 $600,652 $29,983,722

50.4% 44.4% 3.2% 2.0% 100.0%

Rooms Food & Beverage Membership Other Operated Departments Total Expenses

$2,228,936 $5,559,897 $441,628 $103,733 $8,334,195

27.9% 88.9% 51.2% 33.7% 54.0%

$2,315,672 $7,014,253 $379,395 $179,886 $9,889,205

24.6% 77.7% 46.2% 48.1% 50.4%

$2,680,557 $8,087,309 $394,570 $213,938 $11,376,375

24.0% 76.5% 43.2% 48.1% 49.2%

$3,078,901 $9,006,919 $410,353 $251,113 $12,747,287

23.5% 75.6% 49.1% 48.1% 48.3%

$3,364,939 $9,628,892 $426,767 $277,807 $13,698,404

23.2% 75.2% 47.7% 48.1% 47.6%

$3,484,012 $9,982,480 $443,838 $288,919 $14,199,248

23.1% 74.9% 46.4% 48.1% 47.4%

Gross Operating Income

$7,086,668

46.0%

$9,730,004

49.6%

$11,742,057

50.8%

$13,645,676

51.7%

$15,106,139

52.4%

$15,784,474

52.6%

Administrative & General Information & Telecommunications Sales & Marketing Repairs & Maintenance Energy Costs Total Undistributed Operating Expenses

$1,673,424 $390,645 $1,393,039 $768,035 $231,825 $4,456,968

10.9% 2.5% 9.0% 5.0% 1.5% 28.9%

$1,817,755 $434,467 $1,478,515 $806,369 $248,971 $4,786,078

9.3% 2.2% 7.5% 4.1% 1.3% 24.4%

$1,996,329 $451,846 $1,619,090 $838,624 $277,516 $5,183,404

8.6% 2.0% 7.0% 3.6% 1.2% 22.4%

$2,167,824 $469,920 $1,754,347 $872,169 $307,177 $5,571,436

8.2% 1.8% 6.6% 3.3% 1.2% 21.1%

$2,307,415 $488,717 $1,865,197 $907,056 $329,648 $5,898,032

8.0% 1.7% 6.5% 3.1% 1.1% 20.5%

$2,400,765 $508,265 $1,940,614 $943,338 $342,833 $6,135,816

8.0% 1.7% 6.5% 3.1% 1.1% 20.5%

Gross Operating Profit

$2,629,700

17.1%

$4,943,927

25.2%

$6,558,654

28.4%

$8,074,240

30.6%

$9,208,108

32.0%

$9,648,658

32.2%

Insurance Property Taxes Leased equip & Other Franchise Tax Management Fees Total Fixed Charges

$170,649 $406,157 $103,718 $76,282 $462,626 $1,219,432

1.1% 2.6% 0.7% 0.5% 3.0% 7.9%

$210,896 $480,691 $79,997 $89,654 $710,966 $1,572,204

1.1% 2.5% 0.4% 0.5% 3.6% 8.0%

$219,332 $582,969 $83,197 $76,522 $876,995 $1,839,016

0.9% 2.5% 0.4% 0.3% 3.8% 8.0%

$228,105 $693,325 $86,525 $87,361 $1,030,545 $2,125,861

0.9% 2.6% 0.3% 0.3% 3.9% 8.1%

$237,230 $813,800 $89,986 $95,343 $1,144,513 $2,380,872

0.8% 2.8% 0.3% 0.3% 4.0% 8.3%

$246,719 $900,309 $93,585 $99,246 $1,194,546 $2,534,405

0.8% 3.0% 0.3% 0.3% 4.0% 8.5%

EBITDA

$1,410,268

9.1%

$3,371,723

17.2%

$4,719,638

20.4%

$5,948,379

22.5%

$6,827,236

23.7%

$7,114,253

23.7%

$462,626

3.0%

$784,768

4.0%

$924,737

4.0%

$1,055,719

4.0%

$1,152,182

4.0%

$1,199,349

4.0%

$947,642

6.1%

$2,586,954

13.2%

$3,794,900

16.4%

$4,892,660

18.5%

$5,675,054

19.7%

$5,914,904

19.7%

Rooms Food & Beverage Membership Other Operated Departments Total Revenue DEPARTMENTAL EXPENSES

UNDISTRIBUTED OPERATING EXPENSES

FIXED CHARGES

Reserve for Replacement NET OPERATING INCOME

PROPERTY

OVERVIEW

RELAXED EUROPEAN ELEGANCE.

TRUE AUSTIN CHARM.

Reimagined by internationally renowned designer Ken Fulk, this private retreat brings a new level of contemporary glamour and whimsical soul to Austin. A modern interpretation of a residential estate from yesteryear, these picturesque grounds offer a welcoming 10-acre setting in the heart of the city. It's the beginning of something special. Feel as if you’ve arrived in the stately European country home of an old family friend, situated within an intimate, walled oasis in the heart of Austin. Handcrafted architectural details, and one-of-akind vintage furnishings—set against a backdrop of cascading formal gardens and an elegant courtyard—evoke the romance and glamour of a world gone by.

GUESTROOMS

4100 Red River Street | Austin, TX 78751

1925

Y E A R B U I LT

JUNE

2020 OPENED

3.95 AC Land Area (Improved)

5.90 AC

Excess Land Area (plan to develop)

57,605 SF Gross Building Area

Mansion Dining, Lutie's Garden Restaurant, Poolside, In-Room Dining Outlets

SUITES

PRISTINE ACRES

21,128 Square Feet of Indoor and Outdoor Space with 120-Person Capacity Event Space

Guest Laundry Services, Valet Parking, Mercedes House Cars, Outdoor Pool, Fitness Center, Fitness Classes, Complimentary Wi-Fi, Amenities

Climbing-Rose Living-Room Suite

MANSION SUITES

ROOMS AT THE INN

SUITES AT THE INN

Ranging from 500 to 1575 square feet, each

These spacious, modern 400 square foot

At 625 to 1,060 square feet, these

one- or two-bedroom suite in the original

rooms are furnished with custom and heirloom

generous one-bedroom suites combine

Italian Renaissance Revival mansion is

vintage pieces for an atmosphere that feels

the elegance of a historic country estate

charmingly distinct, with design nods to

imbued with a sense of time. Oversized

with extra benefits including a private

its original inhabitants. Antique windows

windows, Juliette balconies or French doors

scented garden or spacious terrace for

open onto the cascading formal gardens.

open onto lush, fragrant gardens or a serene

taking in stunning views of the 10-acre

courtyard. Accessible rooms are available.

walled oasis. Accessible rooms available.

MAKE YOUR EVENT

EXTRAORDINARY.

Curated events designed to entertain and inspire evoking the unique culture of Austin. Commodore Perry Estate helps make memories, beginning with their understated service and their exceptional location on nearly 10 secluded acres in the heart of Austin. Their venues and accommodations give guests space to connect with one another—whether they’re planning a wedding, corporate meeting, milestone anniversary or other special events. Along with this highly personalized

L ARGEST E V EN T S PAC E

120

PERSON C A PAC I T Y

approach, Commodore Perry Estate entices with one of Austin’s most significant architectural landmarks, all surrounded by beautiful formal gardens in a private 10-acre walled setting. Thousands of square feet of indoor and outdoor space exude a sense of serenity and relaxed grandeur in downtown Austin, allowing you to host events without repetition. One constant? Historic Texas charm.

CHAPEL A restored 1,600 square foot nondenominational chapel with stained glass windows, vaulted ceilings, and stone floors. State-of-theart audio-visual capabilities and doors that open to the gardens make it well-suited for receptions, ceremonies, and cocktail parties.

MANSION GARDEN 3,000 square feet of manicured grounds with the Mansion as the picture-perfect backdrop. Ideal for ceremonies, cocktail receptions, or any other type of social event, with or without a tent.

SUNKEN GARDENS 11,000 square feet of manicured grounds is the largest space on the Estate. Ideal for ceremonies, cocktail receptions, or any other type of social event.

GREENHOUSE Surrounded by flora under a canopy of amber lights in the newly repurposed Estate Greenhouse. Host a private Greenhouse gathering featuring Chef Bradley's seven-course Greenhouse Tasting Menu, accompanied by botanical infusions and natural wine pairings. Perfect for an intimate dinner up to 16 or a reception for 20 people.

Step through the Mansion’s ornate wrought-iron doors and be transported to an era when Texan businessman Edgar “Commodore” Perry and his wife Lutie presided over lavish Jazz Age soirées. Their intangible spirit lives on in the 10,800-square-foot Mansion, reimagined by acclaimed designer Ken Fulk as a glamorous social hub. Sip on craft cocktails and dine on a modern interpretation of Old-World classics in gathering spaces imbued with dramatic elegance and an unmistakable sense of time.

ELEVATED DINING

IN A WELCOMING ESTATE SETTING

Breakfast

Lunch

EXCLUSIVE TO MEMBERS

MANSION DINING: EXCLUSIVE TO MEMBERS AND OVERNIGHT GUESTS

Dinner

AND OVERNIGHT GUESTS

L U T I E ' S : O P E N T O T H E P U B L I C . R E S E R VAT I O N S R E Q U I R E D

LUTIE'S GARDEN RESTAURANT Known for her lavish Jazz Age social gatherings and soirées, estate matriarch Lutie Perry and her convivial spirit live on, refracted through the fresh, whimsical lens of powerhouse designer Ken Fulk. Come here to connect over craft cocktails and snacks on an intimate date or share family style plates with a group of friends, all in an effortlessly glamorous setting tucked into formal gardens. Starting with produce picked fresh from the estate’s own gardens and procured through specially cultivated relationships with local farmers and ranchers, husband-and-wife chef team Bradley Nicholson and Susana Querejazu take a personalized, handcrafted approach that ranges from dry-aging their own steaks to making their own soy sauce from Texan pecans.

POOLSIDE DINING Come for a refreshing dip followed by a glass of rosé and inspired pool “snacks” ranging from the popular Provençal-inspired Grand Aioli to carnitas tacos, all with the Mansion and sunken rose garden as the stunning backdrop, exclusively for members and overnight guests.

Pool Channel vintage Palm Springs as you settle back on yellow chaise lounges and tables, set under classic striped umbrellas, and arranged around the Estate’s large, round swimming pool.

Fitness The modern Fitness Center & Movement Studio features the latest equipment, including a Peloton®, treadmills, rower and elliptical, to help guests maintain their workout regimen during their stay. Guests are able to book a personal training session to take their workout to the next level. Weekly fitness classes are held in various indoor and outdoor settings through the Estate and built to suit every skill level and ability.

COMPETITIVE SET COMPARISON CHART

Driskill Hotel, The Unbound Collection by Hyatt

Four Seasons Hotel Austin

W Hotel Austin

Hotel Saint Cecilia

January 2020

June 1886

January 1987

December 2010

December 2008

OPENED

1241 Jefferson Davis Highway Austin, TX

604 Brazos St Austin, TX

98 San Jacinto Blvd Austin, TX

200 Lavaca St Austin, TX

112 Academy Dr Austin, TX

189

294

251

ROOMS

Mansion Dining, Lutie's Garden, Poolside

1886 Café & Bakery, The Driskill Bar & Grill, Afternoon Tea

Ciclo, Live Oak

Trace, Living Room Bar

None

FOOD & BEVERAGE

For private dining over 40 guests, a hotel buyout is required, and can host up to 85 guests

FOOD & BEVERAGE

21,128 SF (120-person capacity)

18,000 SF

17,121 SF

10,500 SF

MEETING SPACE

Guest Laundry Services, Mercedes House Cars, Outdoor Pool, Fitness Center, Fitness Classes 27

AMENITIES

Fitness Center, Laundry, Business Services, Concierge AMENITIES

Spa,Fitness Center, Business Center, Guitar Concierge, Overnight Shoe Shining, Outdoor Saltwater Pool AMENITIES

AWAY Spa, Outdoor Pool, Fitness Center

Outdoor Pool, Retail Store, Concierge Services

AMENITIES

SPONSOR

OVERVIEW

SPONSOR OVERVIEW Greg Marchbanks Mr. Marchbanks began his career with Century Development Corporation in Houston, Texas, a major commercial real estate development firm. He then joined Prime Cable in 1982 and later served as CEO before the company was sold in 2000. He serves as the CEO of Prime IX Investments, a holding company of private equity investments. Through the Marchbanks Company, Mr. Marchbanks has investments in real estate and private equity. In 2006, he joined forces with Liz Lambert, the creator of the renowned Hotel San Jose in Austin, Texas, and Bill Gernstein to form Bunkhouse Group LLC, a hotel management group. Mr. Marchbanks serves on the Texas Capital Bank – Austin Advisory Board. He also serves on the Texas Business Leadership Council. Mr. Marchbanks received a Bachelor of Business Administration from the University of Texas at Austin.

Bill Gernstein Mr. Gernstein moved to Austin in 1999, where he was president and CFO of HealthAnswers, Inc. He joined the Marchbanks Company in 2003. Mr. Gernstein has worked on over $2 billion in merger and acquisition transactions in the telecom, media, software, hospitality, and real estate sectors. He earned an MBA from Washington University and a BS in Business Administration from Indiana University.

Although not the management company for Commodore Perry Estate, Mr. Marchbanks and Mr. Gernstein have their own hotel Management group, Bunkhouse Group. They manage the following properties:

Hotel Magdalena Austin*

Hotel San José Austin**

Austin Motel Austin

El Cosmico Marfa, TX

The Phoenix Hotel

Hotel Saint Cecilia Austin* (within

San Antonio*

Event Space Austin

Hotel San Cristóbal Baja Todos Santos, Mexico

Carpenter Hotel Austin

Shady Villa Hotel

competitive set)

San Francisco

Hotel Havana

Fair Market

Jo’s Coffee

Salado, TX*

Austin *Sponsor has ownership in the hotel **Sponsor sold the hotel in 2014

MANAGEMENT OVERVIEW

MANAGEMENT OVERVIEW The most inspiring collection of one-of-a-kind properties and experiences in the world. Intimate, stylish, soulful, and deeply personal. By being experience-led, their team crafts unique programming and partnerships in culinary, arts, culture, wellness, and adventure that create deeper engagement with the luxury traveler -- driving higher rates and revenue capture per guest. Auberge attracts an elite clientele that is younger and more dynamic than other luxury brands. This segment pays the highest rates and spends more per occupied room. They appreciate unique design, discovering local experiences, exceptional culinary and personal service.

HOTEL S & RESORTS ACROSS 8 TIME ZONES AND 3 CONTINENTS

RESIDENTIAL

58 R E S TAU R A N T S , I N T R O D U C E D T H E F I R S T AWA R D -W I N N I N G F I N E - D I N I N G R E S TAU R A N T T O N A PA VA L L E Y

24 S PA S

8 Craig Reid – President & CEO A dynamic hospitality industry leader respected for his expertise in hotel development, management and service excellence, Craig joined Auberge in January 2014, following a noteworthy career with Four Seasons Hotels and Resorts that spanned more than three decades. As President of Hotel Operations, Americas, his position since 2011, Craig was responsible for setting the strategic direction for Four Seasons hotels in Canada, the U.S. and Latin America. Previously, he served as Senior Vice President Operations for the Americas and in a variety of management roles at Four Seasons properties in Chicago, Boston, Austin, Dallas and Washington, D.C.

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