League Assets Corp

STATE OF THE UNITS REPORT: Q4 2008

Tuesday, February 24, 2009

Highlights of this letter:

  • Strategy and results review
  • Setting the standard: Total Pricing Net Asset Value review imminent
  • No-holds-barred push for value creation underway

Greetings fellow Member-Partners and friends,

It is my privilege to provide you with detailed progress reports (following this letter) for the REIT and individual Limited Partnerships managed by League on your behalf.

But first, a review....
You will recall that all of the assets we've purchased for you follow this straight-forward protocol:

  1. We choose properties that are considered "under-valued" due to their condition, that is, not at their highest/best-use at the time of purchase;
  2. We immediately make whatever improvements are necessary to increase their value in the shortest time;
  3. By actively working to create value appreciation–by the work undertaken in step two–we create a "profit buffer" either to maximize their value for re-financing or sale during market up-swings, or offset the negative effect during periods of down-swings.

In my latest (February 1st) unit revaluation report for the IGW REIT, you learned that despite a few properties decreasing in value, others–thanks to the efforts of our redevelopment and leasing personnel–increased enough so that a small increase in the overall unit value was realized. In these times where falling values are the norm, this is extraordinarily good news. Thus, the strategy outlined above, in combination with our positively inter-dependent compensation structure have once more shown their merit.

In May, when all the IGW REIT properties are re-appraised–together for the first time–the independently appraised value of the entire pool will be used to calculate the Pricing Net Asset Value.

What makes this especially exciting is that, to my knowledge, League is a leader in two respects. First, I know of no other private REIT that conducts regular quarterly unit revaluations. And second, I know of no other that conducts independent annual total value reappraisals. The second tenet of Our Credo guides us thusly:

"WE BELIEVE that in all things we should be the leaders and not the followers.
We should set the standard against which all others are measured..."

Especially in times such as these where so many financial leaders have been "weighed in the balance and found wanting", we at League are proud to lead the way by publicly measuring our private performance.

The race is on!
With the total revaluation date fast approaching, the dedicated members of our Asset Development team are indeed "putting on some steam". In these final weeks, they will be working overtime to complete as many projects, sign as many new leases, and create as much increased value as possible.

Our Asset Management team members are no slouches either! They have never been ones to shy away from a friendly competition and have come up with their own way to improve the REIT's performance–while also shoring it up further against any future financial storms that may occur. Their plans include:

  1. Replacing the REIT's highest-rate mezzanine and bridge financing with lower cost debt, and/or completely eliminating some of the REIT's debt with cash realized from selling certain properties. This will guarantee risk-free return on the funds put to this use as the interest costs will be completely eliminated.
  2. Increasing the REIT's liquidity reserves and balance sheet, with cash or equivalent
    marketable securities.
  3. Giving preference to deals with vendor-financing (i.e. the vendor is willing to take back some of the debt/mortgage), so that our reliance on institutional debt is diminished. (We have already identified some potential acquisitions of this nature);
  4. Reduce and more tightly control legal costs by adding new in-house personnel to League's legal team.
  5. Fine-tuning our dealings with our property management providers to ensure the REIT derives the greatest value from the fees paid.

The above are intended to produce four positive effects :

  1. Both the REIT's unit price, and funds from operation will be increased;
  2. The REIT will become more attractive to lenders, especially in light of their current
    (i.e. more restrictive) lending criteria;
  3. The REIT will be strategically poised to act quickly on new acquisitions when market
    prices bottom out and credit markets rebound.
  4. Legal and property management costs will be reduced;

And we haven't stopped there.

To see where else we could find further efficiencies that could enhance the returns, we have re-examined the REIT's asset management fees... But I will update you on this separately. I trust you will read the announcement not only with interest but, dare I say, astonishment!

In the meantime, rest assured that we are keeping our eyes fixed to our original target of increasing cash flow, so we can increase the monthly distributions as soon as prudently possible.

Before closing this letter, I want to thank you for all of the "thank you's" you sent to our Asset Development team following the news of the, albeit modest, increase in the IGW REIT's unit value on February 1st. Here is just one example:

Hi. As a new investor to League I had some trepidation as to what would happen with the re-valuation on Feb 1st. I was delighted to see that the unit value has not dropped even during these economic times. My other publicly traded REITS that I am invested in have lost up to 50%. Please forward my thanks to those responsible for improving the properties that we own that have enabled them to hold their value. It is truly amazing and is a testament to the hard work they are obviously putting in. Thank you.
Sincerely, Brian H.

I want you to know what a positive effect your emails had on our team these last couple of weeks. With beaming smiles, I overheard them discuss each email. To a person, none of them had ever worked at a place where they felt so appreciated. Knowing you care that we care means more to us all than I can express.

As our fellow Member-Partner, Wilbur D. commented in the survey attached to the bottom of all my emails, "I like that you remind ME of what YOU promised, not the other way around."

So, I want to remind you again, that our hard work is driven by our commitment to Our Credo. The 16th tenet states:

"WE BELIEVE our membership is comprised of extraordinary individuals who are deserving of respect. We respect them foremost for the effort, care, and constraint it took to produce, accumulate, and save their investment capital. Having their capital entrusted to our care, we will manage it with exceptional ability on their behalf. ..."

We know that the current state of the world financial markets–and the media's reporting of it–is fueling a temptation to sell assets and hoard the cash in our mattresses. We at League are not oblivious to these sentiments and want you to know that we are doing everything we can to continue to make the IGW REIT the best place to invest one's capital during this "market correction"–and position our "league" of Member-Partners to take advantage of the opportunities that will be available when normalcy returns.

If you have any concerns or questions, I hope you will continue to avail yourself of the services of our Members' Services Managers. As your fellow Member-Partners, each one of them considers it their highest duty to keep you well-informed so you can rest comfortably knowing you relied on your own good judgement, and not media hyperbole or sales rhetoric.

And, if there is anything they cannot answer for you, my partner Adam Gant and I are always available to take your call.

In the pages that follow, is the progress report on all the properties in the REIT pool.

Warmest Regards,

Emanuel.

Emanuel F. Arruda, Founding Partner
League Assets Corp.
Learn, Earn, Live, Give.


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- Craig Ferguson -
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Progress Report

Properties in the IGW REIT pool

Arbutus Industrial Park - Parksville, BC

  • This property is now being managed by the Gulf Pacific Group. The company's expertise in commercial leasing and accounting will help us improve the property's performance over the next few years. Eventually, we plan to refinance the property.

Sundel Square Shopping Centre - Langley, BC

  • Negotiations with a purchaser are ongoing. Proceeds from the sale will be used to pay down higher-rate mezzanine debt.

Vinet's Village Shopping Centre - Edmonton, AB

  • Property under contract of Purchase and Sale. The Purchaser currently seeking financing.

Sobey's Centre (Formerly Camrose IGA Garden Market) - Camrose, AB

  • While plans and permits remain in place for the construction of 13,000 sq. ft. of commercial/retail spaces, we are considering selling the freestanding "pad site" after subdividing it from the existing space. This will remove leasing and construction risks.

Kensington Shopping Centre - Edmonton, AB

  • Center is 100% leased and all improvements to the centre are complete and we are considering selling this asset in the coming months.
  • Proceeds from the sale will go toward paying down debt to further strengthen the REIT's Funds From Operations.

The Lindholm Building - Victoria, BC

  • The building is now 100% leased.
  • We are liaising with several contractors to finalize pricing for the new facade upgrade. Then we will assess our options and plan for the upgrade.

Chimney Springs Apartments - Vegreville, BC

  • After being sold to the "IGW Residential Capital Fund," this property can now be converted into a condominium complex. A reserve fund report was completed to allow for unit sales and plans are being made for the sale of suites to investors and homeowners.

Merivale Business Park - Ottawa, ON

  • While our leasing agents continue their campaign for new and additional tenants, we are considering selling this property in the coming months.

Market Square - Fort Saskatchewan, AB

  • New 7,100 sq. ft. NAPA Auto Parts is now open for business, while plans are being made to lease the remaining 11,000 sq. ft. of space formerly occupied by Safeway.

Westlock Shopping Centre - Westlock, AB

  • We have signed a lease amendment to reconfigure the Bargain Shop's space such that there will be a new storefront and direct access to the shopping centre's front door. This allows us to remove the mall's enclosed section and to build new front-facing storefronts. Plans for this have been approved by the City and we have obtained a development permit.
  • Pre-leasing for new front-facing units will continue prior to any construction.

Rosewood Towers - Hamilton, ON

  • With 80% of the suites renovated, our aggressive leasing campaign for newly-renovated suites is making progress.
  • Improvement work on common areas continues and plans remain in place for a
    vertical garden.
  • Our zoning application is being reviewed by Hamilton City Council.
  • Plans are being made to sell individual condominium suites to investors and current
    rental tenants.

Durham Portfolio - Toronto, ON

  • 45 Bloor St. and 1561 King St. have been sold.

Tyee Plaza - Campbell River, BC

  • Traffic and sales volume remain strong following completed renovation work.
  • Renovations for some tenants are still in progress.

Ft. Saskatchewan Industrial Park - Ft. Saskatchewan, AB

  • We have listed this property for sale.

Tiffany Suites - Victoria, BC

  • Suites will be upgraded and rental rates increased to maximize operating income.
  • This property is now being managed by Brown Bros. Agencies Ltd. in Victoria.

Stettler Town Mall - Stettler, AB

  • The Dollarama store is now open.
  • We continue with efforts to lease the mall's remaining 8,000 sq. ft. of vacant space.
  • Roof Replacement complete.

Wellington Suites - Hamilton, ON

  • An aggressive leasing campaign continues to fill the remaining vacancies.
  • The City of Hamilton has received our condo-conversion proposal and plans for selling individual suites.
  • Work has begun on the survey and strata plan required for the condo-conversion and sale
    of suites.

Seaway Village - Cornwall, ON

  • A sales offer has been accepted. The buyer is signing new leases to fill remaining vacancies before finalizing the purchase.

Carleton Court - Prince Albert, SK

  • Leasing efforts continue to market the remaining 5% of available space.
  • We are still considering the option of building a new freestanding retail structure.

Dodson Plaza - Drayton Valley, AB

  • The Dollarama store has opened and the centre is experiencing increased traffic volume.
  • Work continues to lease remaining space.

 

Single-Property Limited Partnerships:

Londondale Shopping Centre - Edmonton, Alberta

  • New 4,700 sq. ft. Capital Pizza is open for business.
  • We are considering adding another freestanding building for more leasable space.
  • Negotiations with Giant Tiger are complete. Projected move in date is August 2009.
  • Relocation Plans with the Movie Studio and IDA have been completed. Plan to replace the mall's façade.

The Cygnet Apartment Building - Port Alberni, BC

  • The strata disclosure statement has been filed and we are now selling condo suites.

CityZen LP - Colwood, BC

  • Visit the project's new website at www.citycentrecolwood.com.
  • Final feasibility studies on the property have been completed and we can now lease to new commercial occupants.
  • We continue to work with potential new retail anchor tenants to complete their space planning requirements.
  • KPMG is producing 2008 audited statements so we can update the Offering Memorandum and distribute bonus certificates.

Duncan Mall - Duncan, BC

  • The old Walmart space has been demolished and plans are in place for reconfiguring the enclosed mall.
  • The foundations for the new Winners building are now complete.
  • We are in the final stages of lease negotiations for the property's smaller spaces.
  • We continue to work with Enerpro on analyzing the prospects of installing an energy-saving ground-source heat pump.

Trebla Office Tower LP - Ottawa, ON

  • We won the tender on the federal government's request for proposal they have agreed to leases upwards of 60% of the available space. We have since completed half of the required upgrades.
  • We will imminently be issuing a solicitation package for a new first-mortgage to replace existing financing.
  • When new financing is approved, we will be able to propose a roll-over of this project into
    our REIT.

Ft. St. John Power Centre - Ft. St. John, BC

  • The purchase has not yet completed as subdivision has not yet been obtained by the vendors. More details will follow in a separate letter.

Tyee Plaza - Campbell River, BC

  • With the redevelopment behind us, we are now ready to fulfill the original commitment we made when undertook the property, which is to transfer ownership of the Tyee Plaza to the IGW REIT. A separate letter is forthcoming to the unitholders of the Tyee Plaza LP.

 

Reminders...
State of the Units Report is published quarterly on the Updates page of League's website. This includes detailed updates on ongoing activities at each property.

Distribution payments begin on the 21st day of the month following the day you invest. You need not wait until the next revaluation to subscribe and begin receiving your distribution payment.

Tax slips are issued for Limited Partnership and REIT unitholders by March 31st each year. Please note that electronic filing is not possible for Limited Partnerships less than one year old.

New unit values are announced May 1, August 1, November 1, and February 1. The next re-valuation is on May 1st. Until then, all new subscriptions will be based on this current unit value. The amount distributed per unit remains unchanged at 10.05 cents per unit per annum. When new rents are available for distribution, we will consider increasing the distribution to all IGW REIT unitholders.

To review how the revaluations are performed, click here or review the Frequently Asked Questions section of the current Investment Overview available in the Members Area of League's website.


More about League Assets Corp.

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News and updates are released to all our members simultaneously
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To read the latest, visit: www.league.ca/updates

League: The World's Intergenerational Wealth™ Institution
League Assets Corp. manages the IGW REIT, one of North America’s fastest growing private Real Estate Investment Trusts, comprising a portfolio of Canadian commercial and retail properties with combined assets approaching $300 million. The Trust exists to find, acquire, improve, and manage profitable real estate properties across the nation, and to offer shared ownership in these assets to other like-minded investors — referred to by League as its Member-Partners. Combined with its other investment pools, League is currently managing and developing assets with approximate build-out values totaling $2-Billion.

To date, League has partnered with the families of its more than 1,200 Members - primarily through shared ownership of its high-yield real estate based investments. It is League's aim to empower the families of its Member-Partners through the provision of Intergenerational Wealth™ so that they can improve the quality of their own lives and ultimately be able to contribute to improvement in the quality of the lives of others.

For more information, read The Blue Book of Real Estate Syndication