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Introducing Acme Ball. Bearing сompany
1.
INTRODUCING ACME BALLBEARING COMPANY
$350
FUND
M
SIZE
LOREM
IPSUM
DOLOR
25%
DOLOR
25%
DOLOR
25%
50%
IRR DURING
HOLD
2.
THIS MEMORANDUM MAY NOT BE READ, CIRCULATED, DISTRIBUTED, REPRODUCED, OR OTHERWISE USED FORANY PURPOSE OTHER THAN THE PURPOSE DESCRIBED HEREIN.
WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AS TO THE ACCURACY
OR COMPLETENESS OF THE INFORMATION PROVIDED INTHIS MEMORANDUM. WE RESERVETHE RIGHTTO AMEND,
REPLACE AND/OR SUPPLEMENTTHIS MEMORANDUM AT ANY TIME AND UNDERTAKE NO OBLIGATION TO PROVIDE
THE RECIPIENT WITH ACCESS TO ADDITIONAL INFORMATION. NOTHING IN THIS MEMORANDUM IS, OR SHOULD BE
RELIED UPON AS, A PROMISE OR REPRESENTATION AS TO THE FUTURE. THE INFORMATION CONTAINED IN THIS
MEMORANDUM DOES NOT PURPORT TO BE ALL- INCLUSIVE OR TO CONTAIN ALL THE INFORMATION AVAILABLE.
THIS MEMORANDUM DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY
SECURITIES. SUCH AN OFFER OR SOLICITATION, IF MADE, WOULD BE SOLELY BY WAY OF THE CONFIDENTIAL
PRIVATE PLACEMENT MEMORANDUM RELATING TO THE OPPORTUNITIES CONTEMPLATED IN THIS MEMORANDUM.
This summary, which contains brief, selected information pertaining to the anticipated business and affairs of the Fund, has been
prepared by the Fund Manager to provide general information about the Fund. This is not an offer to sell, or a solicitation of an
offer to buy securities, as such an offer or solicitation can only come through the offering’s PPM. This material cannot, and does
not, replace the PPM, and the PPM supersedes this material in all respects. This investment involves various degrees of risk,
including the speculative market and financing risks associated with fluctuations in the BALL BEARING market including tax
status, liquidity, and fees, expenses, and other risk factors. Please refer to the “Risk Factors” section of the PPM.
contact: [email protected]
3. FUND SUMMARY
FUNDSUMMAR
ACME
BALL
BEARING
C0MPAN
Y
KEY
INVESTMENT
IRR
DURING
METRICS
HOLD PERIOD
HOLD
9.12%
(PROJECTED)
5 Years
DIVIDEND HURDLE - CURRENT PAY
8%
PERFORMANCE SPLIT
(INVESTOR/MANAGER)
90/10
MANAGEMENT
FEE
1.75% on Asset Value
FIRST
YEAR
YIELD
(PROJECTED)
7.55%
LOCATION
Cayman Islands
FUND MANAGER
Somebody Services Ltd
•The Projected IRR is net of all carried interest,
managementBEARING
Somebody BALL BEARING
Services Ltd andAGENT
BALL
LEASING
the BALL BEARING Leasing AgentSomebody
is Somebody BALL
Leasing Pte
BEARING Leasing Pte Ltd (together “The Managers”)
Ltd
•The Managers handle all monetary issues and
Themanagement
projected decisions
yield over
the
hold
period
is based on
relating
to the
Fund.
The Managers
select, manage
and liquidatein
interests
specific
assumptions
thein selected
PrivateBALL
Placement
BEARING
Memorandom of the Fund
(the “ PPM ” ) including the
on behalf of the Fund.
projected exit scenarios.
4.
THE BIG IDEA IN 126WORDS:
Economists will tell you the world is “flat”. However, when you need to
go somewhere, you’ll find it’s actually big, round and you need an
airplane ticket to get there, and you won’t be flying alone.
In 2013, for the first time in history, 3 billion passengers will fly on
commercial airlines.
Where’s the opportunity in this? Today, there is tremendous upside from investing in
commercial air. They have long service lives, well understood value-curves and trade in a liquid
market. Planes are mobile, allowing quick movement of the asset from low demand to high
demand areas. It reasons then, if you know how to buy, sell and manage planes in today’s
market, you can make a high return on capital and accordingly manage risk.
This presentation is about our business in the acquisition, management and leasing of
commercial PLANES.
5.
A $350M portfolio of BALL BEARING leaseswith current cash flow, commercial credit,
equity
protection and reserves.
$26.7M $35.9M $35.9M $36.3M $35.2M
EBITDA
PERIOD
DURING 5-YEAR HOLD
YEAR 1 YEAR 2
YEAR 3 YEAR 4
YEAR 5
Presented is a $150M portfolio of BALL BEARING leases which provides current cash flow
that is attached to commercial credit with equity protection and maintenance reserves, where
required.
The Fund projects a 9.12% IRR during the hold period.
The Portfolio will primarily consist of turboprop and regional jet BALL BEARING such as the
ATR 42 and 72 series and the Embraer E Jet family. These modern, fuel-efficient BALL
BEARINGS have a large operator base and long useful lives.
The Fund is structured to provide the investor all lease income during the hold period until a
dividend of 8% is achieved after which there is a partial participation by the Manager along a
90/10 split.
ACME BALL BEARING Capital will actively manage the BALL BEARING portfolio to
maximize cash flow and to re- lease or liquidate all BALL BEARING for their collateral value
during a five-year hold period.
Following are details of how these assets are acquired, managed and liquidated by ACME
and the company’s approach to underwriting.
6. PROFORMA
and INCOMEPROJECTIONS
BRIEFING. The proforma reflects a 5-year fund model in which, at the end of the hold
period, the value of all the funds assets are reconciled at their depreciated value, and investors
are repatriated with capital up to the 8% dividend return and split 90/10 with the Manager
thereafter. The Fund has a projected IRR of 9.12%. Depreciation is calculated on a straight line
basis over the term of each given lease. The starting value of the asset at the beginning of the
lease is the recorded purchase price, and depreciation continues evenly until the asset is valued
at its residual value at lease end.
SUMMARY INCOME
STATEMENT
YEAR 1
YEAR 2 YEAR 3 YEAR 4 YEAR 5
Revenue from BALL
BEARING Lease
$26.9 M
$36.1 M
$36.1 M
$36.5 M
$35.4 M
Operational Expenses
$0.24M
$0.24M
$0.24M
$0.24M
$0.24M
EBITDA
$26.7 M
$35.9 M
$35.9 M
$36.3 M
$35.2 M
NET INCOME
$11.3M
$13.8M
$14.5M
$16.8M
$18.5M
7.55
%
11.24
12.34
9.67
9.24
%
%
%
%
NET INCOME ON
$150M FUND
Y5
Y2
Y4
Y3
note: the income statement provided in PPM
supersedes this document
Net Income as
a % of
Investor Funds
Y1
7. FUND HIGHLIGHTS
BALL BEARING LEASES IN AN ACTIVE BUYER/SELLERBRIEFING:
The management team has purchased, leased and managed more than 360 BALL BEARING over a period of more
MARKET
than 40 years. The Fund is organized to lease regional turboprop and jet BALL BEARING in service of high growth markets to include
Asia and Latin America.
Passenger numbers are growing, reaching 3 billion in 2013, this figure is expected to double again by 2030. Much of this growth is
in regional airports and is dominated by Asian and Latin American passengers traveling to and from main service hubs. To service
this market you need the right BALL BEARING that are desired by regional operators. In support of this customer base, the Fund
buys high demand, fuel efficient, turbo prop and jet BALL BEARING and leases those BALL BEARING to regional airlines that are
servicing this high-growth travel market
THE FUND IS MANAGED BY EXPERTS IN REGIONAL BALL BEARING LEASING
ACME BALL BEARING Capitals’ management aims to proved high, single digit yields, based on the experience of having purchased and
remarketed commercial BALL BEARING throughout the world, including transactions completed in North America, Latin America, Europe and
Asia.The BALL BEARING Leasing Agent has an excellent worldwide reputation among airlines as a commercial BALL BEARING marketers that is
technically proficient with substantial aviation knowledge. Finally, the learning curve for the establishment of relationships within the industry,
technical expertise and experience managing operating leases and purchasing technicalities is steep. This provides a high barrier to entry into the
niche aviation finance industry and will limit serious competitors in the immediate future.
MODERN, HIGH-UTILITY BALL BEARING FLEET
The portfolio will primarily consist of turboprop and small regional jet BALL BEARING, such as the ATR 42 and 72 series and the Embraer E Jet
family. IN DEMAND: ATR has a backlog that stands at 221 BALL BEARING worth more then $5 billion at the end of 2012. These BALL BEARING
have a wide operator base.
OPERATIONAL LEASES TO AIRLINES HAVE BECOME THE MOST PROFITABLE
SEGMENT WITHIN THE COMMERCIAL AVIATION INDUSTRY
Strong growth in the global aviation market, especially in the Asian and Latin American regions, provide the Fund with numerous attractive leasing
opportunities. The Manager intends to acquire regional turboprop and jet BALL BEARING that are accretive to distributable cash flow per share,
while maintaining desirable portfolio characteristics in terms of BALL BEARING type, fleet age, lease term and geographic concentration.
In comparison to other alternative asset classes, aviation leasing assets provide current lease income and have clear, ascertainable market and
residual values. These types of cash generating assets provide stable returns in turbulent times.
8. PROFORMA INCOME STATEMENT WITH DETAIL
The proforma results are based on an initial equity investment of $150M by the investor group, which is to be invested in BALLBEARING such as the ATR 42 and 72 series and the Embraer PPM. The Fund will distribute to investors, quarterly, all
distributable free cash flow pro rata in accordance with their percentage interests. Distributable free cash flow distributions will be
made as follows: (i) First, 100% to the investor until 8% return is met;
(ii) Second, 90% to the Investor and 10% to the Manager in accordance with the PPM.
60months
CASH FLOW
PROJECTIONS
Revenue from BALL BEARING Leases
YEAR 1
$
26,974,000
YEAR 2
$
36,180,000
YEAR 3
$
36,180,000
YEAR 4
$
YEAR 5
36,599,000
$
35,000
- $
35,493,000
Less Fund Operating Expenses:
Audit
Fees (Fixed Fee
Annually)
Performance
Legal Fees (Fixed Monthly)
Director Salaries (Fixed Monthly)
Valuation Fees (Fixed Quarterly)
Travel Expenses (Fixed Monthly)
Total Operating Expenses
EBITDA
$ $
35,000 48,000
96,000
40,000
24,000
243,000
26,731,000
$
$
OTHER EXPENSES:
Interest Paid During Year
Asset Mgt Fees (Paid Quarterly)
Depreciation
Taxable Income
Income Tax Expense
Net Income - Accounting Purposes
$ $
-
35,000 -
$
48,000
96,000
40,000
24,000
24,000
243,000
35,937,000
$
35,000 - $
$
48,000
96,000
40,000
24,000
243,000
$
35,937,000
$
48,000
96,000
40,000
36,356,000
-
48,000
96,000
40,000
24,000
243,000
243,000
$
35,000
$
35,250,000
3,663,368
5,234,466
4,813,243
3,432,047
1,976,698
2,795,197
8,940,893
3,935,614
12,903,811
3,717,460
12,903,811
3,496,737
12,562,025
3,270,698
11,492,459
11,331,541
13,863,109
14,502,486
16,865,190
18,510,145
-
-
-
-
11,331,541
13,863,109
14,502,486
16,865,190
18,510,145
9. Underwriting FUNDAMENTALS
UnderwritingCOMMERCIAL
FUNDAMENTALS
BALL BEARING
THE MANAGER PROJECTS it will review as many as 20 lease opportunities in a month.
To efficiently underwrite this volume, we’ve developed screens and an underwriting
process:
ACME: FIRST LEVEL OF
UNDERWRITING SCREENS
1
2
3
4
5
6
LESSEE
STRONG
PROBABILI
OPERATO
LEAS
IS AN BALL
FINANCIA
LS
COLLATER
AL
TY OF
DEFAULT
RS
HISTORY
Does the
potential lessee
have the
necessary
financial
Whatcredibility?
is the lessee’s
net asset value?
What are their
revenues and
profitability?
Do we know
them?
Do they have a
history with other
lessors?
Is the potential
lessee able to
establish bank
guarantees for the
lease?
Is the potential
lessee able to
provide corporate
guarantees from a
parent or related
company with better
financials?
Based on due
diligence information
gathered, collateral
available and
financials, what is the
lessee’s probability
of default?
Is the probability of
default acceptable
and able to be
protected via
available guarantees
etc?
Has the potential
lessee operated
such BALL
BEARING
previously?
Does
the potential
lessee have
maintenance
facilities or do they
outsource?
Is the lessee able
to pay
maintenance
reserves?
E
TERM
S
BEARING
AVAILABLE
?
Are the lease
terms within our
standard terms?
Do we need to
move
off-target
from our desired
lease rate?
Is the period of
lease in line
with our
underwriting
requirements?
Is the correct BALL
BEARING
Is the available?
BALL
BEARING available
at a suitable target
cost and structure?
Are we able to
complete in an
acceptable
time period?
ACME BALL BEARING Leasing Pte Ltd’s management has over 40 years of BALL BEARING purchasing, selling and leasing management
experience covering in excess of 360 BALL BEARING in this time. In addition, ACME BALL BEARING Leasing’s long history as a well-known
part of the world-wide BALL BEARING industry provides the Fund with extensive relationships with airlines, BALL BEARING manufacturers,
BALL BEARING lessors, financial institutions and other participants in the industry, which will enhance the ability to source BALL BEARING and
lessees.
10.
ACQUISITION:PROCESS
VERIFY ASSET
VALUE
b When buying and leasing an BALL BEARING you have to underwrite well in
with ACME
BEARING
advance of BALL
negotiating
price and committing to purchase. There are three parts
to an BALL BEARING, each equally important that must be considered when
purchasing, these are: Engines • Airframe • Avionics
SIX STEP ACQUISITION PROCESS
1
2
3
EXTEN
SIVE
RESEA
RCH
The ACME BALL BEARING Capital team is continually
assessing the present market strength and weaknesses
within the areas they specialise, they determine the
number of BALL BEARING available and evaluate
current asking and selling prices.
LOCAT
ION
Our team monitors available BALL BEARING in the market
through direct contact with owners, manufacturers, discreet
survey of customers, and the use of industry tracking
services, dealer network trade-ins and manufacturers’ tradeins.
VALIDA
TE &
EVALUA
TE
We make any acquisition decisions based upon total time,
year, equipment, engine times, inspections status, damage
history, paint/interior, ownership and maintenance history.
This validation is carried out physically by ACME BALL
BEARING Capital.
We carry out an extensive pre-purchase evaluation of
4
5
6
airframe,engine and avionics before acquisition. The
PRE-PURCHASE
verification
of equipment, logbook research, maintenance
evaluation will include
a
EVALUA
history, inspection status and current maintenance
TION
projections.
ANAL
YZE
NEGOTI
ATE
In order to establish value differences between BALL
BEARING, the ACME BALL BEARING Capital team conduct a
quantitative analysis by assigning values for equipment,
condition and maintenance, then we compare value, look at
recent sales and asking prices and perform an in-depth
analysis of each BALL BEARING under consideration for
acquisition.
We negotiate the best possible price and terms on the BALL
BEARING which are all subject to the pre-purchase
evaluation process.
Our team work closely with the BALL BEARING seller (and the lessee in place) to ensure all documents
required for closing are completed in a timely manner and will prepare the delivery receipt document
and, if necessary, provide assistance with relocating the BALL BEARING for delivery.
11.
OUR TEAMTHE ACME TEAM are international aviation professionals with diverse language skills and extensive experience in BALL BEARING
leasing & sales, asset management, finance, banking, technical and engineering, BALL BEARING valuation and advisory services.
Antony “Tony” Griffin
After early management and sales training and
flying experience in Africa, Tony Griffin joined
two airline colleagues as a founder of a
commercial BALL BEARING brokerage in the
UK in July
1967. This position required extensive traveling
while marketing sales and leases of commercial
transport BALL BEARING to airlines around the
world.
In 1972 he founded an associate airline leasing
operation, Tempair International Airlines, which
was established to provide leases of Boeing
jet BALL BEARING together with their flight crews
and maintenance. He was the Chief Executive
responsible for the placing and operation of over
40 long-term airline BALL BEARING leases
together with the additional sales of a further 18
BALL BEARING for
the parent company up to the early part of 1981.
Customers at this time included Singapore Airlines
(Boeing 707 freighter 1976), Biman Bangladesh
Airlines, Air Niugini, Somali Airlines, Egyptair,
Saudia, Sterling Airways and many other major
carriers.
In 1981 Tony Griffin was appointed as the
Managing Director for Transasian Air, the
regional BALL BEARING leasing company based
in Manila, Philippines which became TransWorld
BALL BEARING Leasing with responsibility for
BALL BEARING sales and leasing throughout
South East Asia. He marketed over 60 major
BALL BEARING sales and leases in the following
years.
David Bradley-Ward
He established ACME BALL BEARING Leasing
based in Singapore in 2005 to fulfill a long held
ambition to create a truly South East Asian
specialist commercial BALL BEARING leasing
company and capitalise on his many years of
experience and contacts in the aviation industry in
the Asian region. ACME has rapidly established
itself in
the region and since inception has been profitable
every year and has sold and leased 36 BALL
BEARING including both jets and regional
turboprops.
After a career as an Engineer in the Royal Air
Force, David joined the financial services industry
with Lincoln National becoming a Business
Development Manager. Having worked as a
stock broker for a number of years he formed and
operated a highly successful European arm of a
US commodities company which he sold to the
parent company after increasing volume
trading to $300 million. Qualified by the Securities
Institute in Corporate Finance, David has worked
alongside a number of companies raising finance
and structuring transactions. After a brief period
indulging his interest for technology, developing
various social technology and mobile applications,
David joined the PACC team to oversee Investor
Relations.
Stuart Perkins
A qualified commercial pilot, Stuart has worked
in the BALL BEARING leasing industry for 8
years, negotiating the sale and leases for ACME
Air- craft Leasing, check rides and overseeing
main- tenance schedules. Based in Singapore,
Stuart maintains excellent contacts with clients
in our specialist areas of Asia and South
America and has extensive contacts with airline
customers. Stuart has been directly responsible
for air- craft sales in excess of $100 million.
Stuart will oversee fleet sales and marketing,
liaising with manufacturer and client customers
of PACC.
12.
OUR TEAMJohn Lutterloch
John Newlands
Victor Murray
John Lutterloch started his business career as a
Lloyds Insurance Broker. After 7 years he
moved into banking and project finance and has
held senior positions at the Industrial Bank of
Scotland was Vice President at Security Pacific
Leasing (Europe) Inc, Managing Director of Baltic
Leasing Ltd and Managing Director at G E Capital
Corporation Ltd. At GE he headed up GE
Capital’s Northern European operations with
offices in London, Dublin and Stockholm. Most
transactions were structured as operating leases
and assets included transportation, telecoms,
marine, aviation and IT. During this period he also
became the managing director of a number of
‘Captive’ leasing companies including Wang
Leasing,
Yale Financial Services, Kodak Credit and Digital
Equipment Finance. Mr. Lutterloch is a regular
contributor to leasing publications. Since 2009 he
has written the ‘City Chatter’ column for Leasing
World magazine.
Initially US bank-trained with Bank of America,
John spent 20 years of his career at E D & F Man
Ltd, the 230 year old global commodity trading
and brokering group. During that time he was
responsible for financial and risk management
including roles as Finance Director of E D & F
Man Group Brazil, Assistant Group Treasurer of
ED&
F Man Ltd and Finance Director and Divisional
Financial Controller of E D & F Man Coffee
Limited, these position saw him working in
London, Brazil, Berlin and Belgium. After leaving
Man Group
John made a transition to commercial positions
as CEO or CFO of several companies including
Pacol and Koffiebrandeij Fort NV. John moved
into the corporate finance arena in 2000. John is
multilingual and has an extensive contact base.
Mark Victor Murray is a Director of MG Management Ltd., a Cayman Islands-based firm that
provides fiduciary services to the investment
funds industry. Prior to joining MG Management Ltd., he was a Senior Vice President of
Maples Fiduciary Services, providing similar
services. From 2002 to 2007, he was with Citco
Fund Services (Cayman Islands) Limited where
he was the in-house counsel advis- ing on a
wide range of corporate and financial
oriented legal matters. He was also responsible
for the corporate governance of a number of
complex investment vehicles. Prior to joining
Citco, Mr. Murray was in private legal practice
as a Solicitor in Scotland. Mr. Murray
graduated from the University of Dundee,
Scotland with an LL.B (Bachelor of Laws
Degree) and Post- graduate Diploma in Legal
Practice. As part of his law degree he studied
Investor Protection. Mr. Murray’s professional
designations include admission as a Solicitor
and Notary Public, Scotland and admission as
an Attorney-at-Law in the State of New York,
USA. He is also a No- tary Public for the
Cayman Islands. He does not currently practice
law in any jurisdiction. Mr. Murray is also a
member of the Cayman Islands Directors
Association and is currently appointed to its
executive committee. He is an Accred- ited
Director by the Chartered Secretaries of
Canada. Mr. Murray is a permanent resident of
the Cayman Islands and has resided there
since 2002.