investment overview | june 2012 - advisor group events · this investment overview does not...

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1 CWI declared a second quarter 2012 daily distribution of $0.0016483 per share, which equates to an annualized distribution rate of 6% on its initial public offering price of $10.00 per share. The distribution will be comprised of $0.0013736 per day payable in cash and $0.0002747 per day payable in shares of the Company’s common stock, is payable to shareholders of record on each day during the quarter and is to be paid in aggregate on or about July 16, 2012. 100% of distributions from inception to date were sourced from offering proceeds. See “Risk Factors.” Investor Suitability Net worth of at least $250,000 or gross annual income of $70,000 and a net worth of at least $70,000. Suitabil- ity requirements may differ in certain states, including, but not limited to, AL, CA, IA, KS, KY, MA, MI, MO, NE, NH, OH, OR, PA and TN. Please consult the Prospectus and your broker/dealer. CWI seeks to be an opportunity for investors looking for:* Long-term investment growth Diversification in the growth portion of their portfolios To take advantage of the opportunities created by dislocation in the lodging industry An investment strategy typically reserved for institutional investors CWI may also be an opportunity for:* Pre-retirees seeking growth in their retirement accounts Funding charitable remainder trusts, endowments accounts or foundation accounts Younger clients in the accumulation phase of their lives O PPORTUNITY R INGS Here is how we’re answering: CWI looks to differentiate itself by acting as a capital provider to the lodging industry. We are looking to target lodging assets with broken capital structures, undercapitalized property owners and undervalued assets. The lack of available traditional debt financing should present us with investment opportunities. We seek to employ aggressive portfolio and asset-specific management to enhance value and returns. We believe we have assembled a highly qualified team to execute this strategy. W ELCOME TO C AREY W ATERMARK I NVESTORS Carey Watermark Investors (CWI) is a non-traded real estate investment trust (REIT) that intends to acquire properties primarily in the lodging industry. The objective of the fund is to achieve long-term growth in value and generate attractive, risk-adjusted returns for investors primarily through capital appreciation and also through current distributions. We believe that this is a good time to be investing in the lodging sector: With approximately $1.7 trillion of commercial real estate debt maturing over the next five years, a portion of which is tied to lodging assets 2 , we expect there will be a high demand for capital, and we hope to meet that demand. Lodging assets have a high correlation to changes in the economic cycle, and so we believe lodging industry fundamentals may recover more quickly than other real estate property types. CWI may present an opportunity for investors to benefit from the current disloca- tion in the lodging industry, what we expect to be a lodging industry recovery and the expertise of our management team. Investment Highlights Structure Non-traded REIT Price per share $10.00 Annualized distribution rate 1 6% Minimum investment $2,000 (May vary by state; please consult the Prospectus or ask your financial advisor for details.) Maximum offering size $1 billion Minimum offering size $10 million Objectives Growth and Income Property Focus Lodging Geographic Focus Primarily U.S. Holding Period 6+ years (Please consult the Prospectus for details.) Investment Overview | June 2012 Striving to create value in the lodging industry V IEW FROM THE T OP : A L OOK AT THE L ODGING I NDUSTRY As shown in the image below, unlike other property types, lodging properties do not have a fixed lease structure. As general economic conditions improve and tourism and business travel begin to increase, hotels can adjust their room rates with these changing scenarios, virtually daily. As a result, we believe that lodging properties recover more quickly than other property types and that the lodging industry will be among the first real estate asset classes to re- cover as GDP growth returns along with the anticipated recovery of the U.S. economy. As we anticipate benefiting from the potential to increase room rates and employing a variety of strategies to enhance the value of the assets, we believe CWI presents an opportunity for investors seeking growth. Multifamily 1 year lease Industrial 3-5 year lease Shopping centers 7 year lease Offices/malls 5-10 year lease Triple net 10-20 year lease CWI CPA ® programs Hotels daily lease Ground lease 50-100 year lease Source: CWI. high economic sensitivity low economic sensitivity This investment overview does not constitute an offer to sell or a solicitation of an offer to buy any securities described herein. Only the Prospectus makes such an offer. The use of this mate- rial is authorized only when it is accompanied or preceded by a Carey Watermark Investors pro- spectus. This sales and advertising literature must be read in conjunction with the Prospectus in order to fully understand all of the implications and risks of the offering of securities to which it relates. Neither the SEC, the Attorney General of the State of New York, nor any state securities regulator has passed on or endorsed the merits of this offering. Any representation to the con- trary is a criminal offense. Securities offered through Carey Financial, LLC as Dealer Manager. 3 3 The CPA ® programs are a series of non-traded investments available through Carey Financial, LLC. *There is no guarantee these objectives will be attained by investing in CWI. *Please consult with your financial advisor to determine if CWI is appropriate for your investment strategy. There is no guarantee these objectives will be achieved. 2 Cushman & Wakefield Sonnenblick Goldman, Capital Markets Update,” April 2012

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1CWI declared a second quarter 2012 daily distribution of $0.0016483 per share, which equates to an annualized distribution rate of 6% on its initial public offering price of $10.00 per share. The distribution will be comprised of $0.0013736 per day payable in cash and $0.0002747 per day payable in shares of the Company’s common stock, is payable to shareholders of record on each day during the quarter and is to be paid in aggregate on or about July 16, 2012. 100% of distributions from inception to date were sourced from offering proceeds. See “Risk Factors.”Investor SuitabilityNet worth of at least $250,000 or gross annual income of $70,000 and a net worth of at least $70,000. Suitabil-ity requirements may differ in certain states, including, but not limited to, AL, CA, IA, KS, KY, MA, MI, MO, NE, NH, OH, OR, PA and TN. Please consult the Prospectus and your broker/dealer.

CWI seeks to be an opportunity for investors looking for:*• Long-term investment growth• Diversification in the growth portion of

their portfolios• To take advantage of the opportunities created by dislocation in the lodging industry• An investment strategy typically reserved for

institutional investors

CWI may also be an opportunity for:*• Pre-retirees seeking growth in their retirement accounts• Funding charitable remainder trusts, endowments

accounts or foundation accounts• Younger clients in the accumulation phase of their

lives

OppOrtunit y rings

Here is how we’re answering:• CWI looks to differentiate itself by acting as a capital provider to the lodging industry.• We are looking to target lodging assets with broken capital structures,

undercapitalized property owners and undervalued assets.• The lack of available traditional debt financing should present us with investment

opportunities. • We seek to employ aggressive portfolio and asset-specific management to enhance

value and returns.• We believe we have assembled a highly qualified team to execute this strategy.

WelcOme tO carey Watermark investOrsCarey Watermark Investors (CWI) is a non-traded real estate investment trust (REIT) that intends to acquire properties primarily in the lodging industry. The objective of the fund is to achieve long-term growth in value and generate attractive, risk-adjusted returns for investors primarily through capital appreciation and also through current distributions.

We believe that this is a good time to be investing in the lodging sector:• With approximately $1.7 trillion of commercial real estate debt maturing over

the next five years, a portion of which is tied to lodging assets2, we expect there will be a high demand for capital, and we hope to meet that demand.

• Lodging assets have a high correlation to changes in the economic cycle, and so we believe lodging industry fundamentals may recover more quickly than other real estate property types.

• CWI may present an opportunity for investors to benefit from the current disloca-tion in the lodging industry, what we expect to be a lodging industry recovery and the expertise of our management team.

Investment Highlights

Structure Non-traded REIT

Price per share $10.00

Annualized distribution rate1 6%

Minimum investment $2,000 (May vary by state; please consult the Prospectus or ask your financial advisor for details.)

Maximum offering size $1 billion

Minimum offering size $10 million

Objectives Growth and Income

Property Focus Lodging

Geographic Focus Primarily U.S.

Holding Period 6+ years(Please consult the Prospectus for details.)

Investment Overview | June 2012

Striving to create value in the lodging industry

vieW frOm the tOp: a lOOk at the lOdging industry

As shown in the image below, unlike other property types, lodging properties do not have a fixed lease structure. As general economic conditions improve and tourism and business travel begin to increase, hotels can adjust their room rates with these changing scenarios, virtually daily.

As a result, we believe that lodging properties recover more quickly than other property types and that the lodging industry will be among the first real estate asset classes to re-cover as GDP growth returns along with the anticipated recovery of the U.S. economy. As we anticipate benefiting from the potential to increase room rates and employing a variety of strategies to enhance the value of the assets, we believe CWI presents an opportunity for investors seeking growth.

��Multifamily

1 year lease

�Industrial3-5 year

lease

�Shopping centers

7 year lease

�Offices/malls5-10 year

lease

�Triple net

10-20 year lease

CWI CPA® programs

�Hotels

daily lease

�Ground lease50-100 year

leaseSource: CWI.

high economic sensitivity

low economic sensitivity

This investment overview does not constitute an offer to sell or a solicitation of an offer to buy any securities described herein. Only the Prospectus makes such an offer. The use of this mate-rial is authorized only when it is accompanied or preceded by a Carey Watermark Investors pro-spectus. This sales and advertising literature must be read in conjunction with the Prospectus in order to fully understand all of the implications and risks of the offering of securities to which it relates. Neither the SEC, the Attorney General of the State of New York, nor any state securities regulator has passed on or endorsed the merits of this offering. Any representation to the con-trary is a criminal offense. Securities offered through Carey Financial, LLC as Dealer Manager.

3

3The CPA® programs are a series of non-traded investments available through Carey Financial, LLC.

*There is no guarantee these objectives will be attained by investing in CWI. *Please consult with your financial advisor to determine if CWI is appropriate for your investment strategy.

There is no guarantee these objectives will be achieved. 2Cushman & Wakefield Sonnenblick Goldman, “Capital Markets Update,” April 2012

take a tOur Of cWi’s investment prOcessLodging is a cyclical industry and has recently experienced the most significant dislocation since the early 1930s. We believe now is an attractive cyclical entry point in the commercial real estate and lodging industry cycle, and we are seeking to create value out of this timely opportunity by following this five-step investment process:

dripInvestors can reinvest their quarterly distributions and purchase shares directly from CWI at 95% of the estimated net asset value of our common stock. During the offering and until the first annual valuation of our assets is received, the purchase price will be $9.50 per share.

discretiOnary redemptiOn plan

CWI is designed to be a long-term investment. However, investor’s shares that have been pur-chased or received from us and have been held for at least one year since their issuance may be sold back to CWI, which will repurchase them at 90% of the net asset value (NAV), as determined by an independent appraisal. Redemption of shares will not exceed 5% of our total outstanding shares for the existing quarter and the three preceding quarters. Repurchases of shares are subject, among other things, to available excess cash held by CWI and approval by the Board of Directors. Subject to the limitations described in the Pro-spectus, upon an investor’s death, qualifying disability or confinement to a long-term care facility, such investor may sell their shares back to CWI earlier than one year from the date of their issuance for the lesser of the price paid to acquire the shares from us or 90% of the NAV. The Board of Directors may terminate, amend or suspend the redemption plan at any time and without advance notice if it determines that such amendment, suspension or termina-tion is in our best interest, including changing or waiving the limitations of the redemption plan as described in the Prospectus. Please consult the section of the Prospectus entitled “Description of Shares - Redemption of Shares” for additional details. Contact Information

Identify properties with broken capital structures, distressed hotel situations requiring new capital and financial institutions seeking to dispose of real estate assets as well as undervalued assets.

Underwrite each investment based on market fundamentals, property attributes, financial considerations and real estate considerations and develop a targeted business plan for each investment.

Acquire the asset and move ahead with the business plan once it has been reviewed by our investment committee, which is composed primarily of independent board members and functions as a final step in the process.

Manage assets to create value. Strategies may include enhancement of operating efficiencies, expense management, brand and management changes and market positioning.

Exit We generally intend to hold our investments for an extended period, which will be determined based on the strategic plan we put in place when we first acquired the asset, on the overall plan for the portfolio and on the shareholders’ best interest.

1Identify

3Acquire

2Underwrite

4Manage

5Exit

Our team: at yOur service

W. P. Carey (NYSE: WPC) is a global investment manager specializing in sale-leaseback financing. Founded nearly 40 years ago, W. P. Carey continues to employ the same disci-plined investment approach it has since it opened its doors. Since launching Corporate Property Associates (CPA®) in 1979, W. P. Carey and the CPA® programs have raised ap-proximately $5.7 billion in equity over 16 programs.4

CWI pairs W. P. Carey’s long history of discipline and successful investment management and fundraising with Watermark Capital Partners’ lodging industry investment, manage-ment and strategic value-enhancement experience. Our CEO Michael Medzigian has been responsible for investing and managing more than $2.4 billion in lodging properties over his nearly 30-year career in real estate and private equity.

W. P. Carey and Watermark Capital have a shared focus acting as capital providers, a history of working together on other lodging projects and a commitment to putting investors first. CWI is proud of the team we have built to put this investment opportunity to work.

risk factOrs As with any investment, this offering involves certain risks, which are detailed in the Risk Factors section of the Carey Watermark Investors Incorporated (CWI) Prospectus. In particular, consider: • Our advisor and the subadvisor and certain of our directors and officers may be subject to conflicts of interest. We pay substantial fees to our advisor, portions of which will be shared with the subadvisor, based on factors other than the quality of services provided. Our fee structure may encourage our advisor and the subadvisor to make investments with increased leverage or to make riskier or more speculative investments. In addition, our agreements with our advisor, the subadvisor and Carey Finan-cial, LLC the dealer manager, are not arm’s length agreements. • Payment of fees to our advisor, and distribu tions to our special general partner, will reduce cash available for investment and distribution. Please see the “Management Compensation” section of the Prospectus for a discussion of

the fees during the organization and offering, acquisition, operational and disposition/liqui-dation stages of the offering. • We have not yet identified most of the properties to be acquired with the offering pro-ceeds. We have a limited operating history and no established financing sources. You will be unable to evaluate the economic merits of our investment portfolio prior to your investment. • Our shares are illiquid and there is no public market for our shares. If you have to sell your shares in the initial years of the program, you will most likely receive less than $10.00 per share. • We will be subject to the risks of operating lodging properties and the lodging industry generally. Failure of lodging industry funda-mentals to improve may adversely affect our business strategy. • Our failure to continue to qualify as a REIT would adversely affect our operations and abil-ity to make distributions. • From inception through December 31, 2011, our cumulative distributions of $1,046,913 were sourced 100% from offering proceeds.

Future distributions may also be paid from of-fering proceeds, borrowings and other sources, without limitation, particularly during the period before we have substantially invested the remaining net proceeds from this offering, which would reduce amounts available for the acquisition of properties or require us to repay such borrowings, both of which could reduce your overall return. • You will experience substantial dilution in the net tangible book value of your shares equal to your shares’ proportionate share of the costs of the offering. • Shares of our common stock are subject to a 9.8% ownership limitation that is intended, among other purposes, to assist us in comply-ing with restrictions imposed on REITs by the Internal Revenue Code.• We will incur debt to finance our opera-tions, which may subject us to an increased risk of loss. • There is no guarantee that we will meet our stated investment objectives and our distribu-tions are not guaranteed.

4Offerees will not be acquiring an interest in W. P. Carey and the issuer has a limited operating history. The CPA programs sponsored by W. P. Carey are not in any way an indication of CWI future performance because CWI has a different investment strategy.

www.careywatermark.com • 1-877-WPC REIT50 Rockefeller Plaza, New York, NY 10020Carey Financial, LLC — Member FINRA and a wholly owned subsidiary of W. P. Carey & Co. LLC — is the dealer manager for CWI.