Pyramine Presentation

Page 1

CONFLICTS OF INTEREST

▶ Each of Pyramine Investment Inc. (together with, as the context may require, its direct or indirect subsidiaries including the Limited Partnership, the “Fund” or the “Issuer”), the limited partnership through which it will indirectly make investments (the “Limited Partnership”), the general partner of the Limited Partnership (the “General Partner”), and subsidiary partnerships of the Limited Partnership, and certain of their respective trustees, directors, officers and equity holders (collectively, the “Interested Parties”) are or will be persons who are not at arm’s length with the asset manager of the Limited Partnership, Pyramine Investment Inc.. (the “Agent”), and may be paid for the performance of certain services under various agreements.

▶ Additionally, none of these parties are or will be limited or affected in their ability to carry on other business ventures for their own account, or for the account of others, and are currently, and may in the future be, engaged in the development of, investment in, or management of, businesses that may compete with the business of the Fund and its affiliates.

▶ In addition, one or more of the Interested Parties, may be a principal, director and/or officer of the investment vehicles in which the Limited Partnership invests, and the Agent may be engaged by such investment vehicles to raise funds in one or more offerings.

▶ Certain individuals who are related to Hany Adam, one of the trustees of the Fund and a director of the General Partner, own a significant interest in each of the Agent and Pyramine Investments.

▶ Hany Adam, a principal, director and officer of the Pyramine Investment Inc. , will be a trustee of the Fund and a director and officer of the General Partner and certain other subsidiaries of the Limited Partnership.

▶ The Agent will receive fees under the Agency Agreement and Pyramine Investment Inc., as the sole holder of the Class C Units of the Limited Partnership, will indirectly receive a portion of the Limited Partnership Proceeds distributed by the Limited Partnership. In addition, an affiliate of the Agent and Pyramine Investment Inc., will act as asset manager of the Limited Partnership.

OFFERING MEMORANDUM

This presentation will be incorporated by reference into the Fund’s offering memorandum to be delivered to investors in connection with the Offering (as amended or amended and restated, from time to time, the “Offering Memorandum”). The Offering Memorandum will contain important information in respect of the Offering and the Offered Securities, including various risk factors that may affect an investor’s decision to invest in the Offered Securities. The purchasers of the Offered Securities that have received this presentation may be, upon acceptance by the Issuer of the purchase price for such Offered Securities, granted certain rights of action and rescission. The Offering Memorandum will describe in greater detail the statutory rights of action that may be available to purchasers of the Offered Securities. This presentation should be read in conjunction with and is qualified in its entirety by the disclosure in, the Offering Memorandum.

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OFFERING

This presentation relates to the offering of the Offered Securities (the “Offering”) only in certain Provinces of Canada (the “Qualifying Jurisdictions”) and to those persons where and to whom they may be lawfully offered for sale, and only by the persons permitted to sell these Offered Securities. This presentation is not, and under no circumstances is to be construed as, a prospectus or an advertisement or a public offering of the securities described herein in any province or territory of Canada, including Ontario.

No securities regulatory authority in Canada, the United States of America or any other jurisdiction has reviewed or in any way passed upon this presentation or the merits of the Offered Securities and any representation to the contrary is an offence.

The Issuer is not a reporting issuer or the equivalent thereof under the securities legislation of any jurisdiction. The Offered Securities will not be listed on any stock exchange and there is no primary or secondary market for such Offered Securities, nor is it anticipated that such market will develop. The Offered Securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. persons.

Any offer or sale of the Offered Securities will only be made on a private placement basis, under an exemption from the requirement that the Issuer prepare and file a prospectus with the relevant Canadian Securities regulatory authorities in the Qualifying Jurisdictions. The offers and sales of the Offered Securities will be made through the Agent, which is registered as an exempt market dealer under applicable securities laws.

The Offered Securities will not be sold until subscribers have executed and delivered subscription agreements approved and accepted by the General Partner, on behalf of the Fund, and the Agent. The Fund and the Agent reserve the right to reject all or part of any offer to purchase the Offered Securities for any reason, or allocate to any prospective purchaser less than all of the Offered Securities for which such purchaser has subscribed.

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OFFERING

Resale Restrictions

As the distribution of the Offered Securities in the Qualifying Jurisdictions is being made on a private placement basis, any resale of these securities must be made in accordance with applicable securities laws. Those securities laws may require resales to be made in accordance with an exemption from the prospectus requirement, and either through a registered securities dealer or pursuant to an exemption from the dealer registration requirement. Purchasers are advised to seek their own independent legal advice prior to any resale of the Offered Securities.

The Units will be subject to resale restrictions, including a restriction on trading the Units.

Until the restriction on trading expires, if ever, a Unitholder will not be able to trade the Units unless it complies with very limited exemptions from the prospectus requirements under applicable securities legislation.

As the Fund has no intention of becoming a reporting issuer in any province or territory of Canada, these restrictions on trading in the Units will not expire. In addition, the Declaration of Trust provides that Units are transferable subject to the approval of the Trustees. Consequently, Unitholders may not be able to sell their Units in a timely manner, if at all, or pledge their Units as collateral for a loan.

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INVESTMENT HIGHLIGHTS

Attractive Asset Class with Compelling Supply/Demand Characteristics

Benefits of an Industry-Leading Vertically-Integrated Platform with Strong Alignment of Interests

High Quality Portfolio with Significant Scale

Strategic Avenues for Growth

Experienced Management Team & a Strong Independent Board of Trustees

Conservative Financial Metrics Support Growth and Distributions

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PYRAMINE INVESTMENT INC., FUND

The population of Ontario is projected to grow by 2.5 million residents over the next ten years giving investors an opportunity to capitalize on the need to build more housing.

The Pyramine Investment Inc., FUND is being formed to provide investors with exposure to residential real estate development projects that capitalize on developers’ ability to generate strong returns.

The Fund is raising a pool of capital to invest in what is expected to be a diversified portfolio of residential real estate developments across Ontario.

Pyramine Investment Inc., and YOUMERIT Holdings Home Investment Group., have partnered to create vehicles to make Owning a residential real estate easy across the Greater Toronto Area (GTA) & Southern Ontario.

The partnership is rooted in a commitment to helping buyers to find their dream homes, while providing strong returns for investors.

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01 03 02 05 04

INCREASED IMMIGRATION HAS HELPED BOOST POPULATION GROWTH

• Population growth remained strong in 2020 despite slowdown in immigration resulting from COVID-19 related border closures.

• Canada has been steadily increasing its annual immigration targets over time from 260,000 in 2015 to a planned 421,000 by 2023.

The MFT’s six target markets grew at a faster rate than the country as a whole, accounting for 56% of all population growth in

PYRAMINE 8
Location 2020 Population YOY Growth Canada 411,854 1.1% Toronto 92,435 1.4% Montreal 31,148 0.7% Vancouver 30,905 1.1% Calgary 29,254 1.9% Edmonton 26,121 1.8% Ottawa 19,468 1.8% Sub-total/Average 229,331 1.4%
2020

IMMIGRATION IS RECOVERING FROM COVID-19 DISRUPTION

Border closures severely disrupted immigration in 2020. However, immigration levels are starting to recover from the sharp drop experienced at the outset of the Pandemic

• The Federal Government has increased its immigration target of bringing in over 1 million new Canadians over the next 3 years to compensate from the slowdown resulting from COVID-19.

• Immigration targets for new Canadians have been set at 401,000 for 2021, 411,000 for 2022 and 421,000 for 2023

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Between 1996 and 2016, the GTA population increased by ~1.9M to 6.63M and is expected to grow by another ~1.8M to 8.6M by 2031.

1As of Oct. 2020, the Government of Canada announced the 2021-2023 Immigration Levels Plan, aiming to welcome at least 401,000 new immigrants per year.2

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2016A 2021F 2026F 2031F 2036F 2041F 0 1 2 3 4 5 6 7 8 9 10 6.63M 7.17M 7.68M 8.14M 8.6M 9.1M GTA POPULATION M I L L I O N
1. Statistics Canada Ontario Ministry of Finance. 2. https://bit.ly/2M1bMMz

Toronto

MAJOR MARKET DYNAMICS

Ottawa

Montreal

Annual Population Growth

Annual completions (all dwelling types)

Population Growth Temporarily Slows Due to COVID19

Housing Supply Remains Inelastic to Housing Demand

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GREATER TORONTO AREA (the “GTA”)

Toronto has transitioned to knowledge-based industries, propelled by technology, finance, healthcare, education, government and entertainment.

The GTA is projected to continue to be the fastest growing region in Ontario, expected to reach almost 10 million people by 2046. 1

Toronto has a very diverse population, with almost half of residents born outside of Canada. Immigration initiatives are expected to further drive growth.

Canada’s largest city, Toronto, and its surrounding areas, are home to more than 7 million people. The city is recognized as a world leader in a variety of business sectors which has driven population growth for decades. 1.

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Diversified Economy Population Growth Diverse Community
www.Ontario.ca/page/ontario-population-projections

Over time housing supply has shifted from low-rise towards high-rise, and in the process accommodating less people per household. Housing completions have fluctuated over the last 10 years and have not met annual demand for new housing formation.

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HOUSING SUPPLY (Continued)

The inventory of completed and unsold homes hit near historic lows in 2021

• Most projects sell their units prior to commencing construction.

• Units that remain unsold following completion are considered completed and unsold new homes.

As a result, demand was well ahead of supply and more supply will be required to address the mismatch

"The pace of this mismatch will be especially important as population growth 'through immigration resumes post-pandemic

Inventory of newly completed and unsold units per 10,000 population in Toronto

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The unemployment rate is steadily recovering from the impacts of the COVID-19 pandemic and is expected to continue to rebound in 2022. The GTA has a strong labor market, evidenced by a consistent decrease in unemployment year-over-year pre-pandemic.1

Strong job growth and opportunities drive population and

growth.

PYRAMINE 15
13-Mar 14-Mar 15-Mar 16-Mar 17-Mar 18-Mar 19-Mar 20-Mar 21-Mar 22-Mar 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% 7.00% 8.00% 9.00% 7.80% 7.30% 6.90% 6.70% 6.40% 5.60% 6.00% 7.50% 7.50% 5.30%
Rate (Ontario)
housing
Unemployment

Rental Market Increasingly Affordable vs. Home Ownership

Personal earnings growth has been in line with the average growth in 2bedroom rents, while significantly lagging the appreciation of house prices. The relative affordability of rental housing has improved further in 2020 as housing prices has accelerated strongly in the last year.

The affordability gap between rental and home ownership widened in 2020

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Sources: Statistics Canada, Conference Board of Canada, CMHC, Teranet
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Shorter duration leases provide inflation hedge Diverse tenant base limits concentration risk Defensive asset class less sensitive to economic cycles Favourable demographic and economic trends High barriers to entry Availability of lower cost debt financing Fragmented sector offers potential for consolidation 01. 02 . 03 . 04 . 05 . 06 . 07 .
RESIDENTIAL SECTOR DYNAMICS

Canadian Education System

Canada has a strong and well-funded system of public education, largely managed provincially. Consequently, some aspects of the education system can vary between provinces. However, as education is overseen by the federal government, the standard of education remains consistently high throughout the country

Primary Education

Also known as elementary school, this level runs from Kindergarten or Grade 1 (ages six to seven) and runs through to Grade 8 (ages 13 to 14). The school year normally runs from September through to the following June.

Secondary Education

Also known as high school, this level runs from Grade 9 (ages 14 to 15) to Grade 12 (ages 17 to 18). Ontario has a Grade 12+. In Quebec, students attend high school until the age of 16. They may then proceed to CEGEP, a publicly funded twoyear college where students may pursue either a university preparation diploma, or a vocational diploma.

Post-secondary Education

Canada has a wide network of colleges and universities, offering some of the best post-secondary education worldwide

Canada is home to some of the world’s top universities. In fact, 31 Canadian institutions are counted among the best in the world Canada’s top two institutions – the University of Toronto and the University of British Columbia  – score particularly highly for research impact, which means that these schools produce highquality academic work that is well respected.

Weather in Ontario

Southern Ontario enjoys very warm summers where temperatures can go above 30 degrees Celsius. However, it can get very cold in almost all parts of Ontario in the winter, when temperatures can go below -20, even -30 degrees Celsius. It is very important to ensure that you are prepared for the cold weather. Invest in warm winter clothing, including sweaters, winter jackets, boots, hats, scarves and gloves or mittens. If you do not dress warmly in the winter, you will risk becoming ill or getting frost bite. Frost bite is severe damage to the skin caused by exposure to cold winter winds.

Health Care in Ontario

All basic medical needs for residents of Ontario are covered under the Ontario Health Insurance Plan (OHIP). As a Canadian Citizen, Permanent Resident Or Work Permit you can apply for your OHIP card to be eligible for the benefits of this public health insurance plan, as there is a waiting period of at least three months before you obtain your card after applying.

Land & Agricultural

There is no restriction on ownership of land or agricultural land in Ontario

When buying land in Ontario, you'll need to have a land survey conducted and figure out zoning for the land. You can get land loans to finance the purchase of land, personal loans, or receive financing from the seller of the land. Land loan lenders will require a down payment of between 30% to 50%, with higher required down payments for remote and inaccessible land. You can purchase privately-owned land from private sellers, or public land owned by the provincial government, also known as Crown land.

Raw Land

Raw land is land that has never been developed before. Raw land won’t have any utilities such as power and water, and there won’t be any structures on the land. Raw land is privately owned.

Vacant Land

Vacant land is land that is serviced or partially serviced, which means that it may have power, water, septic, road services, and existing improvements or developments on the land. Vacant land is also privately owned.

Crown Land

Most land in Ontario is Crown land, which is public land owned by the provincial government. Nearly all of northern Ontario is Crown land, while southern Ontario is mainly privately-owned land.

Value per acre of farmland and buildings

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Geography Farm land and buildings 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Canada Value per acre 1,608 1,724 1,899 2,170 2,367 2,550 2,696 2,903 3,072 3,248 3,415 3,742 Newfoundland and Labrador  Value per acre 2,688 2,811 2,859 2,908 3,011 3,178 3,416 3,597 4,324 5,029 5,421 6,470 Prince Edward Island  Value per acre 2,125 2,205 2,309 2,478 2,620 2,809 3,054 3,277 3,420 3,899 4,185 4,391 Nova Scotia  Value per acre 1,663 1,709 1,786 1,891 1,939 2,012 2,096 2,231 2,295 2,313 2,354 2,566 New Brunswick  Value per acre 1,621 1,673 1,734 1,829 1,981 2,081 2,157 2,228 2,333 2,574 2,880 2,929 Quebec  Value per acre 2,979 3,128 3,375 4,175 4,624 5,032 5,320 5,703 6,046 6,535 6,897 7,838 Ontario  Value per acre 5,461 5,985 7,013 8,087 8,705 9,289 9,580 10,310 10,876 11,458 11,889 13,813 Manitoba  Value per acre 981 1,035 1,140 1,395 1,596 1,767 1,919 2,041 2,117 2,202 2,281 2,424 Saskatchewan  Value per acre 551 624 720 872 1,026 1,134 1,210 1,318 1,411 1,508 1,601 1,656 Alberta  Value per acre 1,514 1,592 1,706 1,893 2,025 2,185 2,354 2,547 2,704 2,837 3,009 3,164 British Columbia  Value per acre 4,765 4,988 4,898 4,886 4,951 5,083 5,321 5,636 5,898 6,214 6,540 7,511

HIGH-QUALITY PORTFOLIO WITH SIGNIFICANT SCALE

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St E, Toronto, On Eastern Ave, Toronto Bearbury Dr, Toronto
Mississauga Rathburn Road Mississauga Zuest Crest, Milton
ASSET QUALITY Adelaide
Maxam

FUND DETAILS

Target Raise Amount Up to $50M

Target Investments

Transaction Range

$1M to $15M

Target Investor Returns

100.0%

80.0%

60.0%

120.0% 101.3% 14.0% 19.1%

Priority Investment

Shared Equity

Development Type

Residential Real Estate For Single Family Dwellings

Property Type

Total 20.0%

Return IRR 40.0%

Investment Eligibility

High-rise, Mid-rise, Low-rise and Rezoning

Primary Location

* Assumes $25M from Fund offering and $25M from a concurrent offering by the Limited Partnership.

** This slide is intended to be an illustration only and is not intended to constitute a “financial outlook” or “future oriented financial information” for purposes of applicable securities laws. The Issuer is not making any representations or predictions regarding the future housing market growth, if any, or investor IRR or profit. Market conditions may change and negative returns are also possible. Actual results may vary significantly. See “Forward Looking Statements” and “Risk Factors” herein.

PYRAMINE 24
GTA & Southern Ontario Annual Returns 0.0%
RRSP, TFSA

INVESTMENT STRATEGY

Target Raise Amount Diversification Deal Structuring

• To become equity partners with experienced wealth management team, capitalizing on their ability to generate profits.

• The Fund intends to maximize returns while mitigating downside risk for investors by diversifying across a portfolio of projects.

• The Fund will invest in Equity Share Program of new and resale residential real estate mainly in GTA & Southern Ontario.

• Investments are expected to be diversified by property type including high-rise, mid-rise, low-rise and rezoning opportunities with a variety of developers.

• The Fund, through the Limited Partnership, will structure investments to prioritize return of capital and priority hurdles for the Fund.

• The Fund may invest as debt or equity targeting project IRRs of 14.0% or higher.

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TIME HORIZON

The time horizon for the Fund is estimated to be 6 years. Capital will be invested in acquiring under-valued properties within the first 18 months, and appreciation timelines will vary by property type, typically 4-5 years. Distributions of return of capital and profit sharing are anticipated as the various appreciation reach in years 4, 5 & 6.

1 Timelines are illustrative and estimated but will vary based on acquisition progress.

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Q2 2023 – Q4 2023 Q3 2023 – Q1 2025 Q3 2023 – Q2 2029 Q2 2027 – Q2 2029
Fund Raise Deployment Period Appreciation Period Distributions Phase

DISTRIBUTION WATERFALL

Investors in the Limited Partnership (including the Fund) will receive cash distributions from the Limited Partnership on a pro rata basis (reflecting the net capital contributions of each partner), based on the number and class of Units of the Limited Partnership held. Distributions and payments will generally be made in accordance with the “waterfall” below.

RETURN OF CAPITAL

First, 100% to the investors until investors have received full return of capital

12% HURDLE

Second, The investors Receive 70% of the profit until they have achieved an annual preferred return of 12% while PYRAMINE received 30% of the profit

REMAINING BALANCE

The remaining balance will be distributed 50% for the investors and 50% for Pyramine

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CANADIAN FULLY INTEGRATED REAL ESTATE COMPANY WITH 45 YEARS OF COMBINED EXPERIENCE

$22M of real estate assets under management

Pyramine Investment Inc. intends to use the MFT as its exclusive income & Wealth Building residential vehicle over time for our investors.

Access to Wealth generating residential under-value deals Family estate-planning purposes

Pyramine Investment Inc. and its affiliates retain interest in the MFT ensuring its interests are aligned with Unitholders

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01
02
03

MFT LEVERAGES BEST-IN-CLASS OPERATING PLATFORM

Fully Integrated Real Estate Operating Platform with Strong Track Record

• $47M + of off market acquisitions since 2017

• 45 years of Combined experience

• Leading customer service

• Scaled to manage $200M+ in assets

• Extensive relationships in real estate industry

Significant Benefit to the MFT

• Long track-record with the initial properties

• Established institutional relationships

• Highly scalable platform

• Proven governance and reporting capabilities

• Alignment of interest

• Access to a fully integrated development platform

• Corporate-level management and

PYRAMINE 29 01
02

Pyramine Investment Track Record

Pyramine Investment Inc. is a leading investment firm that has been serving the real estate industry for the past five years. Over the years, the company has established a strong track record in helping investors grow their wealth through strategic investments in real estate.

• Going forward, Pyramine Investment Inc. plans to continue expanding its portfolio and offering new investment opportunities to its clients. The company aims to become the go-to destination for those looking to invest in real estate and achieve their financial goals.

• To achieve this goal, Pyramine Investment Inc. is investing in technology and data analytics to provide its clients with real-time information and insights into the real estate market. The company is also working to further streamline its investment and co-share equity processes, making it easier and more convenient for clients to invest and achieve their goals

PYRAMINE 31 •
PYRAMINE 32

EXPERIENCED MANAGEMENT TEAM AND A STRONG INDEPENDENT BOARD OF TRUSTEES

STRONG LEADERSHIP

HANY ADAM MOHAMED GHONEIM FATHI ABU-FARAH

Chief Executive Officer Director of Investors Relationship

• Responsible for overall strategic direction of the MFT, including investment, growth and capital structure

• Founder &CEO of Hany Adam Homes Investment Group, Founder & CEO of Youmerit Holdings Investment Group

• Over 25 years experience in real estate acquisition, investment and development;

• Recognized by several organizations for his work in the dental space

• 15 years in sales selling health products to the medical industry which built an ideal foundation for his work as an investor

• Active real estate investor with a several units in his real estate portfolio in Middle East, Egypt, Saudi Arabia, Dubai and Canada.

Chief Financial Officer

• Professional Accountant from CPA Ontario, Canada and also a Certified Public Accountant from Montana State, United States of America, with over 30 years of post-qualification professional experience.

• Has wide ranging experience in handling audits and multi-disciplined consulting assignments that include business plans, business modeling, due diligence, business analysis, cost control techniques, project financing, accounting & financing structuring.

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CONSERVATIVE FINANCIAL METRICS AND CONSISTENT PERFORMANCE

Looking past the pandemic, the MFT’s focus on high-quality shared equity housing in desirable urban areas is expected to outperform in the long-term.

OUTLOOK

Strong fundamentals that have driven long-term growth are still present (e.g. immigration, housing affordability).

Strong recovery in core urban markets expected in second half of 2021 as pandemic impact subsides and the benefits of urban living are re-established.

Capitalizing on organic growth

The MFT has the right assets and strategy for long-term success by:

Creating value from properties repositioning

Exploring acquisition opportunities

Capitalizing on the relationship with the Affiliates

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RISK FACTORS

Investing in the Offered Securities involves substantial risks. These risks include, but are not limited to, the following:

• No marketability and transferability

• Dependence of key personnel

• Risks of investment in the business and real estate development

• Financing risks

• Project estimates and sensitivity analysis

• Regulatory and economic developments affecting the Canadian housing market

• Zoning risk

• Claims under Subscription Agreement

• Fluctuations in Capitalization Rates

• Risk of change in investment return

• Access to capital

• Nature of units

• Limited liability

• Dilution

• Structural subordination of the units

• Voting rights

• Capital Investment

• Lack of Redemption Right

• Potential for conflicts of interest

• Tax related risks

• Net worth of general partner

• Environmental risks

• Lack of separate counsel

• The Limited Partnership will be relying on third party developers to develop any property in which the Fund invests.

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Mutual Fund Trust Class A Units Class A Units GP Units Class B Units Class C Units Real Estate Development Fund Limited Partnership General Partner Certain Investors Youmerit Holdings Project 1 LP Project 2 LP Project 3 LP Project 4 LP
FUND STRUCTURE INVESTORS

SUMMARY

Attractive Asset Class with Compelling Supply/Demand Characteristics

High Quality Portfolio with Significant Scale

Strategic Avenues for Growth

Benefits of an Industry-Leading Vertically-Integrated Platform with Strong Alignment of Interests

Experienced Management Team and a Strong Independent Board of Trustees

Conservative Financial Metrics Support Growth and Distributions

01. 02. 03. 04. 05. 06.

OUR TEAM

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MATHEW ALDRED NAJÉ SHORTER SOPHIA MCMAHON KENNETH TANG YOON KWON MADISON LEISHMAN MARY MURRAY ANTINIETTA VOCI OLIVIA JACOB ADAM REYNOLDS STEPHANIE KELSEY LORRAINE DEROSE

OUR TEAM

PYRAMINE 41
KATHRYN HUME AARON QUADROS LORNA BRATHWAITE DEANN ARCHIBALD ALESSYA PULERA
PYRAMINE 42 CONTACT US 1-647-564-4000 Info@pyramineinvestment.com pyramineinvestment.com 201-30 Eglinton Ave W, Mississauga, ON Canada L5R 3E7

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