-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OTBfrCeGWdzLv/3Sw5WDmIB5AbT4oS5wEAWely7XAl5mNoyy8aw2az57piZv9NYk rPonBhh+q3iPIDIauJ8mlA== 0000950150-04-000082.txt : 20040121 0000950150-04-000082.hdr.sgml : 20040121 20040121163414 ACCESSION NUMBER: 0000950150-04-000082 CONFORMED SUBMISSION TYPE: SC TO-C PUBLIC DOCUMENT COUNT: 107 FILED AS OF DATE: 20040121 GROUP MEMBERS: ARVP III ACQUISITION, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN RETIREMENT VILLAS PROPERTIES III LTD PARTNERSHIP CENTRAL INDEX KEY: 0000853274 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 330365417 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-C SEC ACT: 1934 Act SEC FILE NUMBER: 005-62039 FILM NUMBER: 04535461 BUSINESS ADDRESS: STREET 1: 245 FISCHER AVE STE D 1 CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7147517400 MAIL ADDRESS: STREET 2: 245 FISCHER AVE STE D1 CITY: COSTA MESA STATE: CA ZIP: 92626 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARV ASSISTED LIVING INC CENTRAL INDEX KEY: 0000949322 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050] IRS NUMBER: 330160968 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-C BUSINESS ADDRESS: STREET 1: 245 FISCHER AVE STREET 2: SUITE D-1 CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7147517400 MAIL ADDRESS: STREET 1: 245 FISCHER AVENUE STREET 2: SUITE D-1 CITY: COSTA MESA STATE: CA ZIP: 92626 SC TO-C 1 a95684sctovc.htm SC TO-C SCHEDULE TO
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO
(Rule 14d – 100)
Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934

AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P.
(Name of Subject Company (Issuer))

ARVP III ACQUISITION, L.P.
ARV ASSISTED LIVING, INC.

(Name of Filing Person (Offeror))

LIMITED PARTNERSHIP UNITS

(Title of Class of Securities)

029317203
(CUSIP Number of Class of Securities)

John A. Moore
Chief Executive Officer
ARVP III Acquisition, L.P.
ARV Assisted Living, Inc.
501 South Fourth Avenue, Suite 140
Louisville, KY 40202
(502) 719-1600
(Name, address and telephone numbers of person authorized to
receive notice and communications on behalf of filing person)

With a copy to:
Lee Parks, Esq.
Fried, Frank, Harris, Shriver & Jacobson LLP
One New York Plaza
New York, New York 10004
(212) 859-8000

         
[X]   Check the box if filing relates solely to preliminary communications made before the commencement of a tender offer.
         
    Check the appropriate boxes below to designate any transactions to which the statement relates:
         
    [X]   third-party tender offer subject to Rule 14d-1.
         
    [  ]   issuer tender offer subject to Rule 13e-4.
         
    [X]   going-private transaction subject to Rule 13e-3.
         
    [  ]   amendment to Schedule 13D under Rule 13d-2
         
    Check the following box if the filing is a final amendment reporting the results of the tender offer: [  ]

 

ITEM 1. Summary Term Sheet
ITEM 2. Subject Company Information
ITEM 3. Identity and background of Filing Person
ITEM 4. Terms of the Transaction
ITEM 5. Past Contacts, Transactions, Negotiations and Agreements
ITEM 6. Purposes of the Transaction and Plans or Proposals
ITEM 7. Source and amount of Funds or other consideration
ITEM 8. Interest in Securities of the Subject Company
ITEM 9. Persons/Assets, Retained, Employed, Compensated or Used
ITEM 10. Financial Statements
ITEM 11. Additional information
ITEM 12. Exhibits
ITEM 13. Information required by Schedule 13e-3
EXHIBIT INDEX
EXHIBIT (A)(1)(A)
EXHIBIT (A)(1)(B)
EXHIBIT (A)(1)(C)
EXHIBIT (A)(1)(D)
EXHIBIT (A)(1)(E)
EXHIBIT (A)(1)(F)
EXHIBIT (A)(1)(G)
EXHIBIT (C)(1)
EXHIBIT (C)(2)
EXHIBIT (C)(3)

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SCHEDULE TO

     This Tender Offer Statement on Schedule TO (this “Statement”) is being filed with the Securities and Exchange Commission (the “SEC”) by ARVP III Acquisition, L.P., a California limited partnership (the “Purchaser”), and ARV Assisted Living, Inc., a Delaware corporation (“ARV,” and together with the Purchaser, the “Filing Persons”). ARV is the general partner of the Purchaser. This Statement is being filed in connection with the Offer to Purchase and Consent Solicitation Statement filed with the SEC on the date hereof by the Filing Persons (the “Offer to Purchase”). Because the Offer to Purchase is also serving as a consent solicitation statement by the Purchaser, it has also been filed as part of the preliminary proxy statement filed on the date hereof on Schedule 14A by the Filing Persons. This Statement relates to the contemplated offer (the “Offer”) by the Purchaser for all of the outstanding limited partnership units (the “Units”) of American Retirement Villas Properties III, L.P., a California limited partnership (the “Partnership”). Because the transactions contemplated by the Offer to Purchase would be a Rule 13e-3 transaction, this Statement is also being filed on the date hereof in compliance with that rule.

     The information set forth in the Offer to Purchase (including all schedules and annexes thereto) and the related Assignment and Transfer Agreement and Consent Form is hereby incorporated by reference herein in answer to the items of this Statement.

ITEM 1. Summary Term Sheet.

     The information set forth in the section of the Offer to Purchase entitled “SUMMARY TERM SHEET” is incorporated herein by reference.

ITEM 2. Subject Company Information.

     (a)  Name and Address. The name of the Partnership is American Retirement Villas Properties III, L.P. The address of its principal executive office is 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626. The phone number of its principal executive office is (714) 751-7400.

     (b)  Securities. The securities which are the subject of the Offer are the Partnership’s outstanding limited partnership units. There are currently 18,666.480 Units outstanding.

     (c)  Trading Market and Price. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Determination of the Offer Price — Prices of Units in Secondary Market Sales Reported to the Partnership” and “SCHEDULE II — Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years” is incorporated herein by reference.

ITEM 3. Identity and background of Filing Person.

     (a)  Name and Address. The names of the Filing Persons are ARVP III Acquisition, L.P., of which ARV is the general partner, and ARV Assisted Living, Inc., the general partner of the Partnership. The address of the Purchaser’s principal executive office is 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626. The phone number of the Purchaser’s principal

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executive office is (714) 751-7400. The address of ARV’s principal executive office is 501 South Fourth Avenue, Suite 140, Louisville, KY 40202. The phone number of ARV’s principal executive office is (502) 719-1600. The information set forth in the section of the Offer to Purchase entitled “SCHEDULE I — Information Concerning the Partnership, ARV, Purchaser and certain of their Affiliates” is incorporated herein by reference.

     (b)  Business and Background of Entities. The information set forth in the section of the Offer to Purchase entitled “SCHEDULE I — Information Concerning the Partnership, ARV, Purchaser and certain of their Affiliates” is incorporated herein by reference.

     (c)  Business and Background of Natural Persons. The information set forth in the section of the Offer to Purchase entitled “SCHEDULE I — Information Concerning the Partnership, ARV, Purchaser and certain of their Affiliates” is incorporated herein by reference.

ITEM 4. Terms of the Transaction.

     (a)  Material Terms. The information set forth in the sections of the Offer to Purchase entitled “SUMMARY TERM SHEET,” “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger,” “SPECIAL FACTORS — Purpose of the Offer and the Merger; Future Plans, “SPECIAL FACTORS — Effects of the Merger, “SPECIAL FACTORS — Effects of the Offer,” “SPECIAL FACTORS — Certain United States Federal Income Tax Considerations,” “THE TENDER OFFER — Terms of the Offer; Expiration Date,” “THE TENDER OFFER — Acceptance for Payment and Payment for Units,” “THE TENDER OFFER — Procedure for Accepting the Offer and Tendering Units,” “THE TENDER OFFER — Withdrawal Rights,” “THE TENDER OFFER — Extension of Tender Period; Termination; Amendment,” “THE CONSENT SOLICITATION — The Merger Proposal; Effective Time of the Merger Proposal” and “THE CONSENT SOLICITATION — The Merger; Required Approvals,” is incorporated herein by reference.

ITEM 5. Past Contacts, Transactions, Negotiations and Agreements.

     (a)  Transactions. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Transactions, Negotiations and Agreements; Interest in Securities of the Partnership” is incorporated herein by reference

     (b)  Significant Corporate Events. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Background to the Offer and the Merger” and “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger” is incorporated herein by reference.

ITEM 6. Purposes of the Transaction and Plans or Proposals.

     (a)  Purposes. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Background to the Offer and the Merger,” “SPECIAL FACTORS — Purpose of the Offer and the Merger; Future Plans” and “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger” is incorporated herein by reference.

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     (c)  Plans. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger,” “SPECIAL FACTORS — Purpose of the Offer and the Merger, Future Plans” and “SPECIAL FACTORS — Effects of the Merger” and “SPECIAL FACTORS — Effects of the Offer” is incorporated herein by reference.

ITEM 7. Source and amount of Funds or other consideration.

     (a)  Source of Funds. The information set forth in the section of the Offer to Purchase entitled “THE PARTNERSHIP — Source and Amount of Funds for the Offer and the Merger” is incorporated herein by reference.

     (b)  Conditions. Not applicable.

     (d)  Borrowed Funds. Not applicable.

ITEM 8. Interest in Securities of the Subject Company.

     (a)  Securities Ownership. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Transactions, Negotiations and Agreements; Interest in Securities of the Partnership” is incorporated herein by reference.

     (b)  Securities Transactions. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Transactions, Negotiations and Agreements; Interest in Securities of the Partnership” is incorporated herein by reference.

ITEM 9. Persons/Assets, Retained, Employed, Compensated or Used.

     (a)  Solicitations or Recommendations. The information set forth in the section of the Offer to Purchase entitled “OTHER MATTERS — Certain Fees and Expenses” is incorporated herein by reference.

ITEM 10. Financial Statements.

     (a)  Financial Information. The information set forth in the section of the Offer to Purchase entitled “THE PARTNERSHIP — Selected Historical Financial Data for the Partnership” and “OTHER MATTERS — Available Information; Incorporation by Reference” is incorporated herein by reference.

     (b)  Pro Forma Information. Not applicable.

ITEM 11. Additional information.

     (a)  Agreements, Regulatory Requirements and Legal Proceedings. The information set forth in the sections of the Offer to Purchase entitled “THE TENDER OFFER — Certain Legal Matters; Required Regulatory Approvals” and “THE CONSENT SOLICITATION — The Merger; Required Approvals” is incorporated herein by reference.

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\

     (b)  Other Material Information. None.

ITEM 12. Exhibits.

     
(a)(1)(A)   Offer to Purchase and Consent Solicitation Statement.
     
(a)(1)(B)   Agreement of Assignment and Transfer.
     
(a)(1)(C)   Consent Form.
     
(a)(1)(D)   Letter to Unitholders.
     
(a)(1)(E)   Letter to Custodians and Brokers.
     
(a)(1)(F)   Notice of Withdrawal from the Offer.
     
(a)(1)(G)   Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.
     
(a)(2)   Not applicable.
     
(a)(3)   Offer to Purchase and Consent Solicitation Statement (filed as Exhibit (a)(1)(A) above).
     
(a)(4)   Not applicable.
     
(b)   Not applicable.
     
(d)(1)   The Limited Partnership Agreement of American Retirement Villas Properties III, L.P., effective as of June 28, 1989 (filed as an exhibit to Post-Effective Amendment No. 8 to Form S-1 of the Partnership, filed with the SEC on August 5, 1992 (Registration No. 33-30084)).
     
(d)(2)   The Merger Agreement (included as Annex A to the Offer to Purchase and Solicitation Statement filed as Exhibit (a)(1)(A) above).
     
(g)   Not applicable.
     
(h)   Not applicable.

ITEM 13. Information required by Schedule 13e-3.

     Item 2. Subject Company Information.

          (d) Dividends. The information set forth in the section of the Offer to Purchase entitled “THE PARTNERSHIP — Dividends and Distributions” is incorporated herein by reference.

          (e) Prior Public Offerings. Not applicable.

          (f) Prior Stock Purchases. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Transactions, Negotiations and Agreements; Interest in Securities of the Partnership” is incorporated herein by reference.

     Item 4. Terms of the Transactions.

          (c) Different Terms. Not applicable.

          (d) Appraisal Rights. The information set forth in the section of the Offer to Purchase entitled “OTHER MATTERS — No Dissenter’s Rights” is incorporated herein by reference.

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          (e) Provisions for Unaffiliated Security Holders. Not applicable.

          (f) Eligibility for Listing or Trading. Not applicable.

     Item 5. Past Contracts, Transactions, Negotiations and Agreements.

          (c) Negotiations or Contacts. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Background to the Offer and the Merger” and “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger” is incorporated herein by reference.

          (e) Agreements Involving the Subject Company’s Securities. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Transactions, Negotiations and Agreements; Interest in Securities of the Partnership” is incorporated herein by reference.

     Item 6. Purposes of the Transaction and Plans or Proposals.

          (b) Use of Securities Acquired. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Effects of the Merger” and “SPECIAL FACTORS — Effects of the Offer” is incorporated herein by reference.

          (c)(8) The Suspension of the Subject Company’s Obligation to File Reports Under Section 15(d) of the Exchange Act. The information set forth in the sections entitled “SPECIAL FACTORS — Effects of the Merger” and “SPECIAL FACTORS — Effects of the Offer” and “SPECIAL FACTORS — Purpose of the Offer and the Merger; Future Plans” is incorporated herein by reference.

     Item 7. Purposes, Alternatives, Reasons and Effects.

          (a) Purposes. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Purpose of the Offer and the Merger; Future Plans” is incorporated herein by reference.

          (b) Alternatives. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger” is incorporated herein by reference.

          (c) Reasons. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Background to the Offer and the Merger” and “SPECIAL FACTORS — Alternatives Considered to the Offer and the Merger” is incorporated herein by reference.

          (d) Effects. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Effects of the Merger,” “SPECIAL FACTORS — Effects of the Offer” and “SPECIAL FACTORS — Certain United States Federal Income Tax Considerations” is incorporated herein by reference.

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     Item 8. Fairness of the Going-Private Transaction.

          (a) Fairness. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” is incorporated herein by reference.

          (b) Factors Considered in Determining Fairness. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” is incorporated herein by reference.

          (c) Approval of Security Holders. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” and “THE CONSENT SOLICITATION — The Merger Proposal; Effective Time of the Merger Proposal” is incorporated herein by reference.

          (d) Unaffiliated Representative. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” and “SPECIAL FACTORS — Risk Factors — ARV, the general partner of the Partnership, may have a conflict of interest with respect to the Offer and the Consent Solicitation” is incorporated herein by reference.

          (e) Approval of Directors. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” and “SPECIAL FACTORS — Risk Factors — ARV, the general partner of the Partnership, may have a conflict of interest with respect to the Offer and the Consent Solicitation” is incorporated herein by reference.

          (f) Other Offers. Not Applicable.

     Item 9. Reports, Opinions, Appraisals and Negotiations.

          (a) Report, Opinion or Appraisal. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” and “SPECIAL FACTORS — Determination of the Offer Price” is incorporated herein by reference.

          (b) Preparer and Summary of the Report, Opinion or Appraisal. The information set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Determination of Offer Price” is incorporated herein by reference.

          (c) Availability of Documents. The information set forth in the sections of the Offer to Purchase entitled “SPECIAL FACTORS — Determination of Offer Price” and “OTHER MATTERS — Available Information; Incorporation by Reference” is incorporated herein by reference.

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     Item 10. Source and Amounts of Funds or Other Consideration.

          (c) Expenses. The information set forth in the sections of the Offer to Purchase entitled “OTHER MATTERS — Certain Fees and Expenses” is incorporated herein by reference.

     Item 12. The Solicitation or Recommendation.

          (d) Intent to Tender or Vote in a Going-Private Transaction. Not Applicable.

          (e) Recommendations of Others. Except as set forth in the section of the Offer to Purchase entitled “SPECIAL FACTORS — Fairness of the Offer and the Merger” which is incorporated herein by reference, none of ARV, any executive officer or director of ARV, any person controlling ARV or any executive officer or director of any person ultimately controlling ARV has made a recommendation either in support of or opposed to the Offer or the Merger.

     Item 13. Financial Statements. The information set forth in the section of the Offer to Purchase entitled “THE PARTNERSHIP — Selected Historical Financial Data for the Partnership” and “OTHER MATTERS — Available Information; Incorporation by Reference” is incorporated herein by reference.

     Item 14. Persons/Assets, Retained, Employed, Compensated or Used.

          (b) Employees and Corporate Assets. The information set forth in the section of the Offer to Purchase entitled “OTHER MATTERS — Certain Fees and Expenses” is incorporated herein by reference.

     Item 16. Exhibits.

     
(c)(1)   Chandler Villas Property Appraisal
     
(c)(2)   Villa Las Posas Property Appraisal
     
(c)(3)   Fiscal Year 2004 Budget for Partnership Properties
     
(f)   Not applicable.

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EXHIBIT INDEX

     
(a)(1)(A)   Offer to Purchase and Consent Solicitation Statement.
     
(a)(1)(B)   Agreement of Assignment and Transfer.
     
(a)(1)(C)   Consent Form.
     
(a)(1)(D)   Letter to Unitholders.
     
(a)(1)(E)   Letter to Custodians and Brokers.
     
(a)(1)(F)   Notice of Withdrawal from the Offer.
     
(a)(1)(G)   Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.
     
(a)(2)   Not applicable.
     
(a)(3)   Offer to Purchase and Consent Solicitation Statement (filed as Exhibit (a)(1)(A) above).
     
(a)(4)   Not applicable.
     
(b)   Not applicable.
     
(c)(1)   Chandler Villas Property Appraisal
     
(c)(2)   Villa Las Posas Property Appraisal
     
(c)(3)   Fiscal Year 2004 Budget for Partnership Properties
     
(d)(1)   The Limited Partnership Agreement of American Retirement Villas Properties III, L.P., effective as of June 28, 1989 (filed as an exhibit to Post-Effective Amendment No. 8 to Form S-1 of the Partnership, filed with the SEC on August 5, 1992 (Registration No. 33-30084)).
     
(d)(2)   The Merger Agreement (included as Annex A to the Offer to Purchase and Solicitation Statement filed as Exhibit (a)(1)(A) above).
     
(f)   Not applicable.
     
(g)   Not applicable.
     
(h)   Not applicable.

9 EX-99.(A)(1)(A) 3 a95684exv99wxayx1yxay.txt EXHIBIT (A)(1)(A) EXHIBIT(a)(1)(A) THE INFORMATION IN THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT IS NOT COMPLETE AND MAY BE CHANGED. THIS PRELIMINARY OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT DOES NOT CONSTITUTE AN OFFER TO PURCHASE ANY UNITS OF LIMITED PARTNER INTEREST. SUBJECT TO COMPLETION OFFER TO PURCHASE FOR CASH ALL THE OUTSTANDING LIMITED PARTNERSHIP UNITS (THE "UNITS") OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. AT $___ PER UNIT TO LIMITED PARTNERS BY ARVP III ACQUISITION, L.P., A CALIFORNIA LIMITED PARTNERSHIP OF WHICH ARV ASSISTED LIVING, INC. IS THE GENERAL PARTNER AND SOLICITATION OF CONSENTS TO A PROPOSAL TO EFFECT A MERGER THE OFFER, THE WITHDRAWAL RIGHTS RELATED TO THE OFFER AND THE SOLICITATION PERIOD FOR THE CONSENTS WILL EXPIRE AT 5:00 P.M., PACIFIC TIME, ON _______ 2004, UNLESS WE EXTEND THE OFFER (AS SO EXTENDED, THE "EXPIRATION DATE.") THE OFFER AND CONSENT SOLICITATION ARE SUBJECT TO CERTAIN RISKS DESCRIBED UNDER "SPECIAL FACTORS -- RISK FACTORS" BEGINNING ON PAGE 3 OF THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT. YOU SHOULD READ THIS ENTIRE DOCUMENT CAREFULLY BEFORE DECIDING WHETHER TO TENDER YOUR UNITS OR DELIVER YOUR CONSENT. THE ENTITY MAKING THE OFFER AND SOLICITING YOUR CONSENT IS ARVP III ACQUISITION, L.P., A CALIFORNIA LIMITED PARTNERSHIP ("PURCHASER"). WE ARE A CALIFORNIA LIMITED PARTNERSHIP OF WHICH ARV ASSISTED LIVING, INC., A DELAWARE CORPORATION ("ARV"), IS THE GENERAL PARTNER. ARV IS ALSO THE GENERAL PARTNER OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P., THE SUBJECT OF THE OFFER (THE "PARTNERSHIP"). ARV ALSO DIRECTLY OWNS APPROXIMATELY 52.5% OF THE UNITS OF THE PARTNERSHIP. NO AFFILIATE OF ARV OTHER THAN PURCHASER IS MAKING THE OFFER OR SOLICITING YOUR CONSENT. IN THIS DOCUMENT, THE TERMS "PURCHASER," "WE," "US" AND "OUR" REFER TO ARVP III ACQUISITION, L.P. FOR A DESCRIPTION OF THE RELATIONSHIP BETWEEN ARV, PURCHASER AND THE PARTNERSHIP, SEE "SPECIAL FACTORS -- TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS; INTEREST IN SECURITIES OF THE PARTNERSHIP." THE OFFER IS CONDITIONED UPON, AMONG OTHER THINGS, THE CONSENT BY LIMITED PARTNERS OF THE PARTNERSHIP WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS NOT HELD BY ARV TO THE MERGER PROPOSAL DESCRIBED UNDER "THE CONSENT SOLICITATION," ALTHOUGH WE RESERVE THE RIGHT TO WAIVE THIS CONDITION OR TO EXTEND THE OFFER, SUBJECT TO THE TERMS AND CONDITIONS CONTAINED WITHIN THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT. SEE "THE TENDER OFFER -- CONDITIONS TO THE OFFER." A HOLDER OF UNITS (A "UNITHOLDER"), OTHER THAN ARV, MAY TENDER ANY OR ALL UNITS THAT IT OWNS. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THIS TRANSACTION, PASSED UPON THE FAIRNESS OR MERITS OF THIS TRANSACTION, OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE CONTAINED IN THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. INSTRUCTIONS ON TENDERING UNITS AND CONSENTING TO THE MERGER Any Unitholder desiring to tender his or her Units and/or consent to the Merger Proposal should complete and sign the YELLOW Agreement of Assignment and Transfer and/or the GREEN Consent Form (copies of which are enclosed with this Offer to Purchase and Consent Solicitation Statement) in accordance with their instructions and mail or deliver them to the Information Agent at the address or facsimile number set forth below. If legal title to your Units is held through an IRA, Keogh or similar account, we will send on your behalf a copy of your completed Agreement of Assignment and Transfer and/or Consent Form to your custodian to obtain your custodian's confirmation. If your Units are held through an IRA, Keogh or similar account, you should send these documents to the Information Agent not less than one week prior to the Expiration Date so that we have time to obtain your custodian's confirmation prior to the Expiration Date. You may also send your completed 2 Agreement of Assignment and Transfer and/or Consent Form to your custodian to obtain your custodian's confirmation and then mail or deliver them to the Information Agent at the address or facsimile number set forth below prior to the Expiration Date in accordance with the instructions set forth in this document. Questions or requests for assistance or additional copies of this Offer to Purchase and Consent Solicitation Statement, the Agreement of Assignment and Transfer or the Consent Form may be directed to the Information Agent at the toll free number set forth below. The Information Agent for the Offer is: ACS Securities Services, Inc. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 January [ ], 2004. 3 TABLE OF CONTENTS
PAGE SUMMARY TERM SHEET................................................................................. i INTRODUCTION....................................................................................... 1 SPECIAL FACTORS.................................................................................... 3 1. Risk Factors.............................................................................. 3 2. Background to the Offer and the Merger.................................................... 5 3. Purpose of the Offer and the Merger; Future Plans......................................... 5 4. Fairness of the Offer and the Merger...................................................... 6 5. Determination of the Offer Price.......................................................... 12 6. Alternatives Considered to the Offer and the Merger....................................... 25 7. Effects of the Offer...................................................................... 26 8. Effects of the Merger..................................................................... 27 9. Transactions, Negotiations and Agreements; Interest in Securities of the Partnership...... 28 10. Certain United States Federal Income Tax Considerations................................... 29 11. Forward-Looking Statements................................................................ 33 THE PARTNERSHIP.................................................................................... 34 1. Description of the Partnership............................................................ 34 2. Business Risks............................................................................ 36 3. Source and Amount of Funds for the Offer and the Merger................................... 38 4. Selected Historical Financial Data for the Partnership.................................... 39 5. Projections for the Partnership Properties; Budgets....................................... 40 6. Dividends and Distributions............................................................... 41 THE TENDER OFFER................................................................................... 43 1. Terms of the Offer; Expiration Date....................................................... 43 2. Acceptance for Payment and Payment for Units.............................................. 43 3. Procedure for Accepting the Offer and Tendering Units..................................... 44 4. Withdrawal Rights......................................................................... 48 5. Extension of Tender Period; Termination; Amendment........................................ 48 6. Conditions to the Offer................................................................... 49 7. Certain Legal Matters; Required Regulatory Approvals...................................... 52 THE CONSENT SOLICITATION........................................................................... 53 1. Record Date; Outstanding Units; Voting Rights............................................. 53 2. The Merger Proposal; Effective Time of the Merger Proposal................................ 54 3. The Merger; Required Approvals............................................................ 55 4. Solicitation Period....................................................................... 56 5. Voting and Revocation of Consents......................................................... 56 6. Effective Time of the Merger.............................................................. 58 7. No Special Meeting........................................................................ 58 8. Interests of Certain Persons in the Matters to be Acted Upon.............................. 59
i 9. Costs of the Consent Solicitation......................................................... 59 OTHER MATTERS...................................................................................... 59 1. Certain Fees and Expenses................................................................. 59 2. Available Information; Incorporation by Reference......................................... 60 3. No Dissenter's Rights..................................................................... 60 4. Miscellaneous............................................................................. 61
SCHEDULE I SCHEDULE II ANNEX A - Merger Agreement ii SUMMARY TERM SHEET This summary highlights important and material information contained in this Offer to Purchase and Consent Solicitation Statement but is intended as an overview only. To fully understand the Offer and the Consent Solicitation described in this document and for a more complete description of the terms of the Offer and the proposal to which we are seeking your consent, you should carefully read this entire Offer to Purchase and Consent Solicitation Statement, the annexes and schedules to the Offer to Purchase and Consent Solicitation Statement, the documents incorporated by reference or otherwise referred to in this Offer to Purchase and Consent Solicitation Statement, and the Agreement of Assignment and Transfer and the Consent Form (which are enclosed with this Offer to Purchase and Consent Solicitation Statement). Section and heading references are included to direct you to a more complete description of the topics contained in this summary. Any terms not defined in this summary are defined in the complete Offer to Purchase and Consent Solicitation Statement and any terms defined in this summary have the same meaning in the complete Offer to Purchase and Consent Solicitation Statement. GENERAL INFORMATION ABOUT THE OFFER AND THE MERGER PROPOSAL WHAT TRANSACTIONS ARE CONTEMPLATED BY THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT? - This Offer to Purchase and Consent Solicitation Statement relates to: - The Offer: Our tender offer to purchase all of the outstanding limited partnership units of the Partnership, or Units, not owned by ARV Assisted Living, Inc., or ARV, at the Offer Price of $___ in cash per Unit pursuant to the terms and conditions of the Offer; as well as - The Consent Solicitation: A solicitation for consents to a proposed merger transaction, called the Merger, pursuant to which Unitholders (other than ARV or its subsidiaries) will receive $___ in cash for each Unit owned if the Merger is consummated, subject to the terms of the merger agreement, which we refer to as the Merger Agreement, in the form attached as Annex A. We reserve the right to make changes to the Merger Agreement at any time prior to effecting the Merger so long as those changes do not adversely effect the interests of Unitholders that have consented to the proposed merger transaction and the Merger. - The Partnership charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. Therefore, the Partnership transfer fee will not reduce the Offer Price you will receive if you tender your Units in the Offer. i - We refer to the tender offer as the Offer and we refer to our proposal to consent to the principal terms of the Merger Agreement and the Merger as the Merger Proposal, each as described in this Offer to Purchase and Consent Solicitation Statement. See "THE TENDER OFFER" and "THE CONSENT SOLICITATION." HOW DO THE OFFER AND THE MERGER RELATE TO EACH OTHER? - The Offer and the Merger are separate and independent transactions. The same Offer Price per Unit will be paid to Unitholders in both the Offer and the Merger. Unitholders whose tendered Units are accepted for purchase will not be entitled to also receive $___ per Unit if the Merger is consummated. - In certain circumstances which are discussed below, the Offer could be completed and the tendered Units would be accepted for purchase, even if the Merger is not consummated. If we complete the Offer and purchase the tendered Units, but do not consummate the Merger, Unitholders who have not tendered will remain as Unitholders. See "SPECIAL FACTORS -- Risk Factors -- If the Offer is completed but the Merger is not effected, non-tendering Unitholders may be harmed." - If the Merger is not consummated, Unitholders who did not tender their Units in the Offer will not be entitled to any payment per Unit. - In other circumstances, the Merger could be consummated, even if the Offer is not completed and the tendered Units are not accepted for purchase; nevertheless, Unitholders other than ARV and its subsidiaries, including those who tendered in the Offer, will receive the Offer Price for each Unit they hold. - It is a condition to the completion of the Offer that we receive, among other things, the consent to the Merger Proposal from Unitholders holding a majority of the Units that are not held by ARV and its subsidiaries. - If there are fewer than 300 Unitholders after completion of the Offer, and we do not complete the Merger, the Partnership may stop filing financial statements and other information with the Securities and Exchange Commission, or SEC, in which case, information about the Partnership would not be made publicly available and we would anticipate a reduction in the Partnership's expenses. As of the date of this Offer to Purchase and Consent Solicitation Statement, there were 986 Unitholders in the Partnership other than ARV. See "THE TENDER OFFER" and "THE CONSENT SOLICITATION." ARE WE ASKING YOU TO SELL YOUR UNITS? - Yes. We are offering to buy all of your Units for the Offer Price of $___ in cash per Unit pursuant to the terms and conditions of the Offer. ii See "THE TENDER OFFER -- Terms of the Offer; Expiration Date." ARE WE ASKING YOU TO CONSENT TO A PROPOSAL? - Yes. We are asking you to consent to the Merger Proposal to approve the principal terms of the Merger Agreement and the Merger. If the Merger is consummated, each Unit not owned by ARV or its subsidiaries would be converted into the right to receive the Offer Price which will be paid to a Unitholder upon surrender of his or her Units. - We and ARV, as the general partner of the Partnership, have already approved the terms of the Merger Agreement. See "THE CONSENT SOLICITATION -- The Merger Proposal; Effective Time of the Merger Proposal." MAY YOU TENDER YOUR UNITS BUT NOT CONSENT TO THE MERGER PROPOSAL? - Yes. However, you should be aware that completion of the Offer is conditioned upon the receipt of valid written consents to the Merger Proposal by Unitholders who collectively hold more than 50% of the Units that are not held by ARV or its subsidiaries. Consequently, if you decide to tender your Units to us but do not also deliver your consent to the Merger Proposal, your failure to consent will reduce the likelihood that the Offer will be completed and that we will purchase the Units you may have tendered. We have the right, subject to compliance with the regulations of the SEC, to waive this condition, but we are under no obligation to do so. See "THE CONSENT SOLICITATION -- The Merger; Required Approvals." THE PURCHASER AND ARV WHO IS THE PURCHASER? - We are named ARVP III Acquisition, L.P. and are also referred to as the Purchaser. We are a California limited partnership wholly-owned indirectly by ARV. ARV is privately-owned and is the general partner of American Retirement Villas Properties III, L.P., which we refer to as the Partnership. The Units issued by the Partnership are the subject of the Offer. ARV also owns approximately 52.5% of the Units of the Partnership. No affiliate of ARV, other than the Purchaser, is making the Offer or soliciting your consent. The Purchaser is also seeking your consent to the Merger Proposal. We and the Partnership are the parties to the Merger, and, if the Merger is consummated, we would be merged with and into the Partnership. See "SCHEDULE I -- ARVP III Acquisition, L.P." iii WHO WOULD ACQUIRE MY UNITS IN THE OFFER AND PAY THE CASH CONSIDERATION IN THE MERGER? - We would buy your Units in the Offer at the Offer Price per Unit tendered. We would also pay the cash consideration equal to the Offer Price for each Unit that is not purchased in the Offer (other than those owned by ARV or its subsidiaries) if the Merger is consummated, subject to the terms of the Merger Agreement. See "THE TENDER OFFER -- Terms of the Offer; Expiration Date" and "THE CONSENT SOLICITATION -- The Merger Proposal; Effective Time of the Merger Proposal." WHO IS ARV? - ARV is a privately-owned, fully integrated provider of assisted living accommodations and services in the United States. ARV operates, acquires and develops assisted living communities that offer a combination of housing, personalized support services and healthcare in a non-institutional setting. ARV's assisted living communities are designed to respond to the individual needs of elderly residents who require assistance with certain activities of daily living, but who do not require the intensive nursing care provided in a skilled nursing facility. See "SCHEDULE I -- ARV." ARE WE AFFILIATED WITH ARV, THE GENERAL PARTNER OF THE PARTNERSHIP? - Yes. We are wholly-owned by ARV, the general partner of the Partnership. In addition, all of our activities are carried out by ARV employees, since we do not have any employees of our own. As a result of ARV's relationship with the Partnership, ARV may have a conflict of interest with respect to the Offer and our solicitation of your consent to the Merger Proposal, which we refer to as the Consent Solicitation. See "SPECIAL FACTORS -- Risk Factors -- ARV, the general partner of the Partnership, may have a conflict of interest with respect to the Offer and the Consent Solicitation." THE OFFER AND THE MERGER HOW MUCH WILL YOU RECEIVE FOR EACH UNIT? - In the Offer, we are offering $___ in cash per Unit, less the amount of any cash distributions made or declared with respect to the Units on or after the date of this Offer to Purchase and Consent Solicitation Statement until the date on which we purchase the Units tendered pursuant to the Offer (to the extent that we do not receive such distributions with respect to any Units accepted for payment). Any non-cash distribution made or declared during this time will be held by each tendering Unitholder for our account and transferred to us or exercised for our benefit, in which case the proceeds of such exercise will be promptly remitted to us. We refer to this amount as the Offer Price. See "THE TENDER OFFER." iv - In the Merger, Units that are not owned by ARV or its subsidiaries would be converted into the right to receive $___ in cash per Unit, less the amount of any cash distributions made or declared with respect to the Units on or after the date of this Offer to Purchase and Consent Solicitation Statement until the date on which the Merger is consummated (to the extent that we do not receive such distributions with respect to any such Units), subject to the terms of the Merger Agreement. Any non-cash distribution made or declared during this time will be held by each Unitholder for our account and transferred to us or exercised for our benefit, in which case the proceeds of such exercise will be promptly remitted to us. Upon consummation of the Merger, a Unitholder will receive this price in cash upon surrender of his or her Units. See "THE CONSENT SOLICITATION." - The Partnership charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. Therefore, the Partnership transfer fee will not reduce the Offer Price you will receive if you tender your Units in the Offer. - In general, the same price in cash per Unit will be paid to Unitholders tendering in the Offer, if completed, and to all Unitholders, other than ARV and its subsidiaries, in the Merger, if consummated. Therefore, we also refer to the price to be paid to Unitholders in the Merger for each of their Units as the Offer Price. See "SPECIAL FACTORS -- Determination of the Offer Price." HOW WAS THE OFFER PRICE DETERMINED? - In establishing the $___ Offer Price proposed to be paid in the Offer and the Merger, we took into account a variety of factors, including ARV's assessment of the underlying value of the Partnership's assets, based upon our own analysis, independent appraisals and recent prices at which the Units have been transferred between third parties. For more information see "SPECIAL FACTORS -- Determination of the Offer Price." WHAT IS THE MARKET VALUE OF YOUR UNITS? - There is no established public market for the Units, although there is a limited secondary market for the Units. Market prices for the Units have been reported to the Partnership in transactions involving informal secondary sales and "mini-tender" offers. During the past two years, there have been no tender offers for Units that we know about. However, the highest recent tender offer price per Unit offered by a third party in "mini-tender" offers of which the Partnership is aware was $300 per Unit. Based on a hypothetical sale of five Units and the $150 Partnership transfer fee customarily paid by a tendering Unitholder, the net tender offer price per Unit in this "mini-tender" offer would have been $270 per Unit. v See "SPECIAL FACTORS -- Fairness of the Offer and the Merger;" "SPECIAL FACTORS -- Determination of the Offer Price" and "Schedule II -- Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years." WHY ARE WE BOTH PURSUING THE OFFER AND SEEKING APPROVAL OF THE MERGER PROPOSAL? - We are making the Merger Proposal and seeking to complete the Merger in order to acquire the entire equity interest in the Partnership, which would enable us to make the Partnership a private, wholly-owned subsidiary of ARV. - We are pursuing the Offer to increase our interest in the Partnership by acquiring additional Units, even if we are unable to consummate the Merger. - Even if you tender your Units, your consent to the Merger Proposal is important since we are not obligated to complete the Offer and purchase any tendered Units if we do not receive valid consents from Unitholders holding a majority of the Units not held by ARV or its subsidiaries. See "SPECIAL FACTORS -- Purpose of the Offer and the Merger; Future Plans." WHAT ARE THE BENEFITS TO A UNITHOLDER FROM THE OFFER AND THE MERGER? - Both the Offer and the Merger provide you an opportunity to achieve immediate liquidity for your investment in the Partnership. We will pay you the Offer Price per Unit tendered in the Offer if we complete the Offer and accept the tendered Units for payment. If you do not tender your Units in the Offer, you still would receive the Offer Price per Unit if the Merger is consummated, subject to the terms of the Merger Agreement. - The Offer, if completed, will also provide tendering Unitholders an opportunity to eliminate future record-keeping and tax filing requirements. The Merger will provide these benefits for all Unitholders not affiliated with ARV. - The Partnership charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. Therefore, the Partnership transfer fee will not reduce the Offer Price you will receive if you tender your Units in the Offer. See "SPECIAL FACTORS -- Purpose of the Offer and the Merger; Future Plans." WHAT EFFECTS WOULD THE MERGER HAVE ON THE PARTNERSHIP? - As a result of the Merger: vi - We or one of our affiliates would own directly or indirectly all of the Units. In this case, we will have the voting rights associated with being the sole Limited Partner of the Partnership and owning all of the Units; - We or one of our affiliates would acquire the entire equity interest in the Partnership which would give us an interest in 100% of the Partnership's profits, losses and distributions; and - You and the Partnership's other current public Unitholders would no longer have any interest in the Partnership's future earnings or growth. Furthermore, the Partnership would no longer be a public entity and its financial statements would no longer be made publicly available. - Accomplishing the Merger would allow the Partnership to reduce its expenses, including the significant expenses associated with being a public entity, and would provide ARV increased flexibility in managing the Partnership's assets. See "SPECIAL FACTORS -- Purpose of the Offer and the Merger; Future Plans," and "Effects of the Merger." WHAT EFFECTS WILL THE OFFER HAVE ON THE PARTNERSHIP, IF THE MERGER IS NOT CONSUMMATED? - In certain circumstances, we may complete the Offer but not consummate the Merger, in which case we may not acquire the entire equity interest in the Partnership. In this case: - We expect that the Partnership will not be able to achieve much, if any, of the expense reduction; - ARV will increase its ownership of Units; - Unitholders who do not tender their Units will remain Limited Partners in the Partnership having the same rights and benefits they have now, although, since fewer Units will be outstanding, there may be less liquidity for the Units; and - If there are fewer than 300 Unitholders after completion of Offer, the Partnership may stop filing financial statements and other information with the SEC, in which case, information about the Partnership would not be made publicly available and we would anticipate a reduction in the Partnership's expenses. As of the date of this Offer to Purchase and Consent Solicitation Statement, there were 986 Unitholders in the Partnership other than ARV. See "SPECIAL FACTORS -- Effects of the Offer." ARE THE OFFER AND THE MERGER SUBJECT TO THE SAME CONDITIONS? - No. While some of the conditions to the Offer and the Merger are similar, the conditions to the Offer and the Merger are not the same. In particular, if we and ARV own less than vii 90% of the Units after the Offer is completed, the Merger will be conditioned upon the California Commissioner of Corporations' approval of the terms and conditions of the Merger and determination that such terms and conditions are fair. The Offer is not conditioned upon this approval or any similar determination of fairness by the California Commissioner of Corporations or anyone else. We may complete the Offer and purchase the Units tendered prior to any fairness hearing by the California Commissioner of Corporations. Even if a hearing is held before the Offer is completed and we fail to obtain a favorable determination and approval, we may still complete the Offer and purchase the Units tendered, subject to the terms of the Offer. See "THE TENDER OFFER -- Conditions to the Offer" and "THE CONSENT SOLICITATION -- The Merger; Required Approvals." WHAT BENEFITS DO WE EXPECT TO ENJOY IF THE MERGER IS CONSUMMATED? - If we consummate the Merger, ARV would enjoy the benefits that come from owning all of the Units and being the sole Limited Partner, which include: - The right to receive distributions after the sale of any Partnership properties; - The right to benefit in any appreciation in the value of the Partnership properties; - The sole right to make decisions about the Partnership's business or the management of the Partnership properties; and - The reduction in some of the Partnership's expenses, including those associated with preparing stand-alone audited financial statements and SEC reporting. See "SPECIAL FACTORS -- Effects of the Merger." DO WE HAVE THE FINANCIAL RESOURCES TO PAY THE OFFER PRICE WITH RESPECT TO ALL OF THE UNITS SUBJECT TO THE MERGER AND THE OFFER? - Yes. If we consummate the Merger or if we purchase all of the Units we are seeking in the Offer, the aggregate amount of cash that we would need to pay Unitholders with respect to their Units and to pay related fees and expenses would be approximately $___________. ARV has committed to contribute to us, from its cash on hand, all of the cash necessary to complete the Offer and the Merger and to pay related fees and expenses. ARV has the financial resources to meet this commitment. See "THE PARTNERSHIP -- Source and Amounts of Funds for the Offer and the Merger." viii WHAT ARE THE UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS RELATED TO THE OFFER AND THE MERGER AND WHAT MUST YOU DO TO PREVENT THE IMPOSITION OF BACKUP WITHHOLDING TAX AND OTHER UNITED STATES FEDERAL WITHHOLDING TAXES? - The sale of Units in the Offer or the receipt of cash for the Units in the Merger will be treated as a taxable transaction for United States federal income tax purposes. - To prevent the possible application of backup withholding tax with respect to payment of the purchase price for Units purchased in the Offer, you must provide your taxpayer identification number and must certify in the Agreement of Assignment and Transfer, under penalties of perjury, that (i) the tax identification number provided in the Agreement of Assignment and Transfer is your correct taxpayer identification number; and (ii) you are not subject to backup withholding tax, either because you have not been notified by the Internal Revenue Service, or the IRS, that you are subject to backup withholding tax as a result of your failure to report all interest or dividends, or because the IRS has notified you that you are no longer subject to backup withholding tax. - To avoid the imposition of a 10% withholding tax under Section 1445 of the Internal Revenue Code, you are also required, under penalties of perjury, to properly complete and sign a certificate included with the Agreement of Assignment and Transfer that includes your name, address and taxpayer identification number, and that certifies that you are not a non-United States person. See "SPECIAL FACTORS -- Certain United States Federal Income Tax Considerations." WILL YOU GET DISSENTERS' RIGHTS IN THE OFFER OR THE MERGER? - No. Dissenters' rights are not available in the Offer or the Merger. See "OTHER MATTERS -- No Dissenters' Rights." THE OFFER HOW LONG DO YOU HAVE TO DECIDE IF YOU WANT TO TENDER YOUR UNITS? - You have until 5:00 p.m., Pacific time, on _________, 2004, or the Expiration Date, to tender your Units. We may extend the Offer in our discretion. If we extend the Offer, then we will make a public announcement not later than 9:00 a.m., Eastern time, on _________, 2004, the business day after the Offer is scheduled to expire. See "THE TENDER OFFER -- Terms of the Offer; Expiration Date." HOW DO YOU TENDER YOUR UNITS? - In order to validly tender your Units, you must complete sign, date and return the YELLOW Agreement of Assignment and Transfer, which we refer to as the Agreement of Assignment and Transfer, to the Information Agent in the enclosed postage-paid envelope or by facsimile at (866) 275-3710. ix - If legal title to your Units is held through an IRA, Keogh or similar account, we will send on your behalf a copy of your completed Agreement of Assignment and Transfer to your custodian to obtain your custodian's confirmation. However, in this case, you should send to the Information Agent your completed Agreement of Assignment and Transfer not less than one week prior to the Expiration Date so that we have time to obtain your custodian's confirmation prior to the Expiration Date. You may also send your completed Agreement of Assignment and Transfer to your custodian to obtain your custodian's confirmation and then return the Agreement of Assignment and Transfer to the Information Agent prior to the Expiration Date. - If you deliver the Agreement of Assignment and Transfer by facsimile, you must also return the original documents, which originals, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. See "THE TENDER OFFER -- Procedure for Accepting the Offer and Tendering Units." WHAT ARE THE MOST SIGNIFICANT CONDITIONS TO THE OFFER? - The Offer is conditioned upon, among other things: - The approval of the Merger Proposal by Unitholders holding a majority of the Units that ARV and its subsidiaries do not hold; - The non-occurrence of certain events before the Expiration Date, such as legal or governmental actions that would prohibit the purchase of Units or a material adverse change with respect to the Partnership or its business; and - After the Expiration Date and before payment for the Units, our failure to receive any governmental regulatory approvals necessary to complete the Offer. - There are no conditions to the Offer based on the availability of financing. - Subject to satisfaction of the other conditions described in this Offer to Purchase and Consent Solicitation Statement, we intend to purchase any and all Units that are validly tendered and not withdrawn upon expiration of the Offer. For more information see "THE TENDER OFFER -- Conditions to the Offer." WHAT SECURITIES AND HOW MANY OF THEM ARE SOUGHT IN THE OFFER? - We are offering to purchase all of the outstanding Units (other than Units held by ARV or its subsidiaries) upon the terms of and subject to the conditions to the Offer, from any Unitholder who validly tenders his or her Units. - As of the date of this Offer to Purchase and Consent Solicitation, there were 18,666.480 Units issued and outstanding, of which ARV owns 9,807.673. We believe that the Units not held by ARV are held by persons unaffiliated with the Partnership and ARV. Subject x to complying with applicable rules and regulations of the SEC, and the satisfaction or our waiver of all conditions to the Offer, we intend to purchase all Units validly tendered. See "THE TENDER OFFER -- Terms of the Offer; Expiration Date." DO YOU HAVE TO PAY ANY BROKERAGE OR TRANSFER FEES TO TENDER YOUR UNITS? - If you are the record owner of your Units and you tender Units in the Offer, then you will not have to pay any brokerage or similar fees. However, if legal title to your Units is held through an IRA, Keogh or similar account, then your custodian may charge you a fee in connection with any confirmation they may be required to make. You should consult your custodian to determine whether any other charges will apply. - The Partnership charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. Therefore, the Partnership transfer fee will not reduce the Offer Price you will receive if you tender your Units in the Offer. CAN YOU WITHDRAW UNITS THAT YOU HAVE TENDERED? - Yes, you may withdraw your tendered Units at any time until the Expiration Date. If and to the extent that tendered Units have not been accepted for payment by _______, 2004 (60 days after the date of this Offer to Purchase and Consent Solicitation Statement), you may also withdraw your tendered Units at any time thereafter. We will be deemed to have accepted your validly tendered Units, subject to the terms of and conditions to the Offer, on the Expiration Date, unless we terminate or extend the Offer. To withdraw Units that you have tendered, you must deliver to the Information Agent a written notice of withdrawal with the required information while you still have the right to withdraw. See "THE TENDER OFFER -- Withdrawal Rights." IF YOU ACCEPT THE OFFER, HOW WILL YOU GET PAID? - If the conditions to the Offer are satisfied (or waived) and we complete the Offer and accept your Units for payment, you will receive payment for the Units that you tendered as promptly as practicable following the Expiration Date. See "THE TENDER OFFER -- Acceptance for Payment and Payment for Units." WILL THE OFFER AFFECT YOUR UNITS IF YOU DO NOT TENDER? - If the Offer is completed and you do not tender your Units, unless the Merger is consummated, then: xi - If there are fewer than 300 Unitholders after the Offer, the Partnership may stop filing financial statements and other information with the SEC, in which case, information about the Partnership would not be made publicly available and we would anticipate a reduction in the Partnership's expenses; and - There may be decreased liquidity of the Units, which will likely have an adverse effect on the market price of your Units. - If we consummate the Merger, whether or not you tender your Units, then all of your Units will be converted into the right to receive the Offer Price or, if tendered and the Offer is completed, purchased in the Offer. See "SPECIAL FACTORS -- Effects of the Offer." THE MERGER WHO IS ENTITLED TO CONSENT TO THE MERGER PROPOSAL? - You are entitled to consent to the Merger Proposal if you were a Limited Partner of record on January __, 2004. If you beneficially owned Units as of this date, you may instruct the record owner of the Units as of this date to consent to the Merger Proposal on your behalf. See "THE CONSENT SOLICITATION -- Record Date; Outstanding Units; Voting Rights." HOW DO YOU CONSENT TO THE MERGER PROPOSAL? - In order to consent to the Merger Proposal, you must complete, sign, date and return the GREEN Consent Form, which we refer to as the Consent Form, to the Information Agent in the enclosed envelope with pre-paid postage or by facsimile at (866) 275-3710. - If legal title to your Units is held through an IRA, Keogh or similar account, we will send on your behalf a copy of your completed Consent Form to your custodian to obtain your custodian's confirmation. However, in this case, you should send your completed Consent Form to the Information Agent not less than one week prior to the Expiration Date so that we have time to obtain your custodian's confirmation prior to the Expiration Date. You may also send your completed Consent Form to your custodian to obtain your custodian's confirmation and then return the Consent Form to the Information Agent prior to the Expiration Date. - If delivery is by facsimile, you must also return the original Consent Form, which original, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. - Your vote on the Merger Proposal is very important. Your failure to return the enclosed Consent Form as explained above will have the same effect as not consenting to the Merger Proposal; it will constitute a vote against the Merger Proposal. See "THE CONSENT SOLICITATION -- Voting and Revocation of Consents." xii HOW DO YOU REVOKE YOUR CONSENT TO THE MERGER PROPOSAL? - You may revoke your executed and returned Consent Form with respect to the Merger Proposal at any time prior to the earlier of: - The time at which we receive sufficient consents to adopt the Merger Proposal; and - The Expiration Date. - Thereafter, all Consent Forms previously executed and delivered and not revoked will become irrevocable. - In order to revoke your consent, you must execute and deliver to the Information Agent a subsequently dated Consent Form or written notice. See "THE CONSENT SOLICITATION -- Voting and Revocation of Consents." HOW LONG DO YOU HAVE TO CONSENT TO THE MERGER PROPOSAL? - You may submit your completed and signed Consent Form now. For your Consent Form to be accepted, it must be received by the Information Agent no later than 5:00 p.m., Pacific time, on _______, 2004, unless we extend the Expiration Date of the Offer, in which case the new Expiration Date will be the last date on which your Consent Form will be accepted. See "THE CONSENT SOLICITATION -- Solicitation Period." WHY ARE WE SOLICITING YOUR CONSENT TO THE MERGER PROPOSAL? - We are soliciting your consent to the Merger Proposal so that we can acquire the entire equity interest in the Partnership through the Merger. See "SPECIAL FACTORS -- Purpose of the Offer and the Merger; Future Plans." WHAT ARE THE CONDITIONS TO THE MERGER? - We intend to consummate the Merger if the conditions below, which we refer to as the Merger Threshold Conditions, are satisfied (as well as other conditions to the Merger): - We acquire enough Units in the Offer so that, together with the Units already owned by ARV and its subsidiaries, we own at least 90% of the Units, which would allow us to consummate a "short-form" merger under California law; or - The Merger Proposal is approved by Unitholders who collectively hold more than 50% of the Units not held by ARV and its subsidiaries and, as required by California law, unless the Merger Proposal is approved by all Unitholders, the California Commissioner of Corporations has also approved the terms and conditions of the Merger and the fairness of such terms and conditions. We plan to seek this approval of the Commissioner promptly if the Merger Proposal is so approved by Unitholders. xiii - These requirements of California law are intended to provide you with certain procedural and substantive protections regarding the fairness of the terms and conditions of the Merger Agreement and the Offer Price to be paid upon the cash out of the Units in the Merger. See "THE CONSENT SOLICITATION -- The Merger; Required Approvals." - We and ARV, as the general partner of the Partnership, have already approved the terms of the Merger Agreement. IS IT POSSIBLE THAT WE WILL CONSUMMATE THE MERGER ON A DIFFERENT DATE THAN THE DATE ON WHICH WE COMPLETE THE OFFER? - Yes. We intend to complete the Offer and purchase all of the Units that have been validly tendered to us and not withdrawn once all of the conditions to the Offer have been satisfied. Unless we own at least 90% of the Units upon completion of the Offer, we are unlikely to be able to satisfy the Merger Threshold Conditions until sometime after we have completed the Offer because of the requirement to hold the California fairness hearing. Therefore, tendering Unitholders may have their Units accepted for payment prior to the time that the California fairness hearing is held and would not be aware of the results of the hearing. See "THE TENDER OFFER -- Conditions to the Offer" and "THE CONSENT SOLICITATION -- The Merger; Required Approvals." IS THERE ANY WAY THAT THE OFFER COULD BE COMPLETED, BUT THE MERGER WOULD NOT BE CONSUMMATED? - Yes. While we intend to complete the Merger if the Offer is completed, we are not obligated to do so in any of the following circumstances: - The Merger Threshold Conditions are not satisfied; - We fail to receive any material third party consent or any other material governmental consent to the Merger; - There is a temporary restraining order, preliminary or permanent injunction or other order or decree that could reasonably be expected to have (i) a material adverse effect on us, ARV or the Partnership or (ii) the effect of preventing the consummation of the Merger; or - There is pending or threatened litigation or a governmental action or proceeding challenging the Merger that could reasonably be expected to have a material adverse effect on us, ARV or the Partnership. - Notwithstanding our intention to complete the Merger if the above conditions are satisfied, we reserve the right to waive any and all conditions to the Merger or to abandon the Merger whether or not the Offer is completed or the Merger Threshold Conditions or the other conditions to the Merger are satisfied. xiv - For more information about the conditions to the Merger, you should read Annex A to this Offer to Purchase and Consent Solicitation Statement for the full text of the proposed Merger Agreement. - If the Offer is completed but the Merger is not effected, Unitholders who have not tendered may be harmed. See "SPECIAL FACTORS -- Risk Factors -- If the Offer is completed but the Merger is not effected, non-tendering Unitholders may be harmed." HOW WILL THE SPECIAL LIMITED PARTNERS BE TREATED IN THE MERGER? - The Partnership's five special limited partners, whom we refer to as the Special Limited Partners, have economic interests in the Partnership that differ from yours. Consequently, a Special Limited Partner would receive in the Merger an amount in cash for its special limited partnership interest that differs from that which we are offering you, but which is based on the Offer Price. The amount that a Special Limited Partner would receive in the Merger has been determined by us to equal approximately the amount this Special Limited Partner would have received under the Partnership's Agreement of Limited Partnership, which we refer to as the Partnership Agreement, in a deemed liquidation of the Partnership, assuming the assets of the Partnership had been sold for aggregate consideration that would have resulted in each Unit receiving the Offer Price in this deemed liquidation. Except for its rights to distributions, allocations and credits, each Special Limited Partner is deemed to hold one Unit under the Partnership Agreement and California law, including for purposes of voting on certain matters concerning the Partnership, including the Merger Proposal. In addition, we or ARV may acquire the Special Limited Partner interests directly in negotiated transactions separate from the Offer and the Merger. The Special Limited Partners are not affiliated with ARV or us. See "SPECIAL FACTORS -- Fairness of the Offer and the Merger." FUTURE PLANS AND EFFECTS WHAT WILL WE DO IF WE COMPLETE THE OFFER AND PURCHASE THE TENDERED UNITS BUT DO NOT CONSUMMATE THE MERGER? - If we are unable for any reason to effect the Merger, then we may seek to acquire additional Units through open market purchases, privately negotiated transactions, a tender or exchange offer or other transactions or a combination of these methods on such terms and at such prices as we shall determine, which may be different from the terms and price paid in the Offer. We also reserve the right to dispose of Units that we have acquired or may acquire. See "SPECIAL FACTORS -- Purpose of the Offer and the Merger; Future Plans." WILL THE PARTNERSHIP CONTINUE AS A PUBLIC ENTITY IF THE OFFER IS COMPLETED BUT THE MERGER IS NOT COMPLETED? - If the Merger is not completed, the Partnership may stop filing financial statements and other information with the SEC if there are fewer than 300 Unitholders. In that event, xv information about the Partnership would not be made publicly available. See "SPECIAL FACTORS -- Effects of the Offer." WILL THE PARTNERSHIP CONTINUE AS A PUBLIC ENTITY IF THE MERGER IS COMPLETED? - If the Merger is completed, the Partnership will no longer be publicly owned, and its financial statements and other important information regarding the Partnership and its business will no longer be publicly available. See "SPECIAL FACTORS -- Effects of the Merger." WHAT HAPPENS IF YOU DO NOT TENDER YOUR UNITS IN THE OFFER AND YOU VOTE AGAINST THE MERGER PROPOSAL, BUT THE MERGER PROPOSAL NEVERTHELESS RECEIVES THE REQUIRED UNITHOLDER APPROVAL? - Whether or not you tender your Units in the Offer or vote against the Merger Proposal, if: - the Merger Threshold Conditions are satisfied; and - the other conditions to the Merger are satisfied or waived, then we will seek to complete the Merger, even if you did not consent to the Merger Proposal or tender your Units in the Offer. If the Merger is consummated, your Units will be cashed out in the Merger at the Offer Price whether or not you tendered any Units in the Offer and even if you voted against the Merger Proposal. Thereafter, you will own no interest in the Partnership. See "THE CONSENT SOLICITATION -- The Merger; Required Approvals." QUESTIONS ABOUT THE OFFER OR THE MERGER WHOM CAN YOU CALL WITH QUESTIONS ABOUT THE OFFER OR THE MERGER? - If you have questions or need assistance tendering your Units or consenting to the Merger Proposal, please call ACS Securities Services, Inc., the Information Agent, toll free at (866) 275-3707. The Information Agent may also call you directly to answer any questions you may have regarding the Offer or the Merger. xvi TO: ALL HOLDERS OF LIMITED PARTNERSHIP UNITS OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. INTRODUCTION We are offering to purchase all of the outstanding units of limited partnership interest in the Partnership (the "Units") not owned by ARV or its subsidiaries at a purchase price of $___ per Unit, in cash, less the amount of any cash distribution made or declared with respect to the Units on or after the date of this Offer to Purchase and Consent Solicitation Statement (the "Offer to Purchase and Consent Solicitation Statement") until the date on which we purchase the Units tendered, to the extent that we do not receive those distributions with respect to any Units accepted for payment (the "Offer Price"), upon the terms of and subject to the conditions set forth in this Offer to Purchase and Consent Solicitation Statement and in the related Agreement of Assignment and Transfer and accompanying documents, as each may be supplemented or amended from time to time (which together constitute the "Offer"). We are also soliciting Unitholders who have been admitted as limited partners of the Partnership ("Limited Partners") to consent to a proposal (the "Merger Proposal") to approve the principal terms of the merger agreement, substantially in the form attached as Annex A (the "Merger Agreement"), and the merger to be consummated pursuant to the Merger Agreement (the "Merger"). We refer to this solicitation as the "Consent Solicitation." Limited Partners of record as of January ___, 2004 (the "Record Date") are entitled to consent to the Merger Proposal in the Consent Solicitation. Pursuant to the Merger Agreement, each Unit not owned by ARV or its subsidiaries would be converted in the Merger into the right to receive cash at the Offer Price (or $___ per Unit, as reduced by certain distributions). The entity making the Offer and soliciting your consent is ARVP III Acquisition, L.P. ("Purchaser"). We are a California limited partnership and wholly-owned indirectly by ARV Assisted Living, Inc., a privately-owned Delaware corporation ("ARV"). ARV is the general partner of American Retirement Villas Properties III, L.P., the subject of the Offer (the "Partnership"). No affiliate of ARV other than Purchaser is making the Offer or soliciting your consent. In this document, the terms "Purchaser," "we," "us" and "our" refer to ARVP III Acquisition, L.P. For a description of the relationship between ARV, the Partnership and Purchaser, see "SPECIAL FACTORS -- Transactions, Negotiations and Agreements; Interest in Securities of the Partnership." As of January ___, 2004 (the "Offer Date"), ARV owned 9,807.673 Units, or approximately 52.5% of all outstanding Units, and we did not own any Units. ARV is the sole general partner of the Partnership. The Partnership charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. 1 The Offer is conditioned on, among other things, the consent to the Merger Proposal by limited partners of the Partnership who collectively hold more than 50% of the Units not held by ARV or its subsidiaries. The Offer allows Unitholders who hold their Units directly to dispose of Units without incurring the sales commissions or transfer fees typically associated with transfers of Units arranged through brokers or other intermediaries. Unitholders that file federal tax returns and who sell all of their Units or whose Units are cashed out in the Merger will also eliminate the need to report form K-1 information for the Partnership with their federal tax returns covering years after 2004. We are making the Offer to increase ARV's ownership in the Partnership. We are soliciting consents to the Merger Proposal to acquire the entire equity interest in the Partnership. We intend to cause the Partnership to effect the Merger with us pursuant to Article 7.5 of the California Revised Limited Partnership Act (the "California Revised LP Act") as soon as practicable following completion of the Offer and the satisfaction of the following conditions, among others: - we acquire enough Units in the Offer so that, together with the Units already owned by ARV and its subsidiaries, we own at least 90% of the Units, which would allow us to consummate a "short-form" merger under California law; or - the Merger Proposal is approved by Unitholders who collectively hold more than 50% of the Units not held by ARV and its subsidiaries and, as required by California law, unless the Merger Proposal is approved by all Unitholders, the California Commissioner of Corporations has also approved the terms and conditions of the Merger and the fairness of such terms and conditions. While we reserve our right to do so, we have no plan to change the management or operations of the Partnership prior to the consummation of the Merger. FOR A DETAILED DESCRIPTION OF THE CONDITIONS TO THE OFFER, PLEASE SEE "THE TENDER OFFER -- CONDITIONS TO THE OFFER" AND FOR A DETAILED DESCRIPTION OF THE CONDITIONS TO THE MERGER, PLEASE SEE "THE CONSENT SOLICITATION -- THE MERGER; REQUIRED APPROVALS." WE RESERVE THE RIGHT (SUBJECT TO THE APPLICABLE RULES AND REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC")) TO AMEND OR WAIVE ANY ONE OR MORE OF THE TERMS OR CONDITIONS TO THE OFFER. SEE "THE TENDER OFFER -- TERMS OF THE OFFER; EXPIRATION DATE" AND "THE TENDER OFFER -- CONDITIONS TO THE OFFER." THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT AND THE RELATED AGREEMENT OF ASSIGNMENT AND TRANSFER AND CONSENT FORM CONTAIN IMPORTANT INFORMATION AND YOU SHOULD READ THESE MATERIALS CAREFULLY BEFORE MAKING ANY DECISION WITH RESPECT TO THE OFFER AND THE MERGER. 2 SPECIAL FACTORS 1. RISK FACTORS We urge you to carefully consider the risks and other factors discussed below in deciding whether to tender your Units or consent to the Merger Proposal. ARV, THE GENERAL PARTNER OF THE PARTNERSHIP, MAY HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE OFFER AND THE CONSENT SOLICITATION. ARV is our general partner and we are therefore under ARV's control. All of our activities are carried out by ARV employees, since we do not have any employees of our own. The directors and officers of ARV owe fiduciary duties to ARV. ARV, however, owes fiduciary duties to the Partnership and the Limited Partners that may conflict with the fiduciary duties of its officers and directors to ARV or to us. Although ARV has employed an independent appraiser to assess the value of the Partnership's properties, these conflicting fiduciary duties may prevent ARV from evaluating the Offer objectively and may cause ARV to take actions (or refrain from taking actions) and make decisions in connection with the Offer or the Consent Solicitation that may not be in the best interests of Unitholders. NO INDEPENDENT COMMITTEE OR REPRESENTATIVE OF ARV OR THE PARTNERSHIP HAS BEEN APPOINTED OR RETAINED TO NEGOTIATE THE TERMS OF THE OFFER OR THE CONSENT SOLICITATION ON YOUR BEHALF. The Partnership has in the past and is currently being represented by legal counsel who has also represented and is currently representing ARV and certain of its affiliates in various matters, and Unitholders will not be represented by separate legal counsel. No provisions have been or will be made to allow Unitholders to obtain legal representation at the expense of the Partnership. As the sole owner of the purchaser in the Offer, which is also a party to the Merger, ARV will benefit from any future cash flow attributable to, and any future appreciation of, the Partnership's properties with respect to any Units we purchase in the Offer or own upon completion of the Merger. We believe that the fairness factors enumerated in " -- Fairness of the Offer and the Merger," and the fact that you are free to make your own decision whether to tender your Units in the Offer or consent to the Merger Proposal, provide significant procedural safeguards to minimize the effects of the potential conflicts of interest inherent in this transaction. THE OFFER PRICE MIGHT NOT ACCURATELY REFLECT THE VALUE OF YOUR UNITS. Our objectives and motivations in establishing the Offer Price might conflict with your interests as Unitholders in receiving the highest price for your Units. Although we cannot predict the future value of the Partnership's properties or other assets, the Offer Price could be significantly less than the net proceeds per Unit that you could realize from a liquidation of the Partnership following a future sale of its properties. If you tender your Units and we accept your Units for payment, or if you decline to tender your Units to us or consent to the Merger Proposal but we nevertheless effect the Merger, 3 you will lose the opportunity to participate in any future benefits from the ownership of Units, including potential future distributions by the Partnership. TENDERING YOUR UNITS OR CONSUMMATION OF THE MERGER MAY RESULT IN A TAX LIABILITY TO YOU. The sale of Units in the Offer or the receipt of cash for your Units in the Merger will be treated as a taxable transaction for United States federal income tax purposes. Depending on your adjusted tax basis for your Units, tendering your Units in the Offer or receiving cash for your Units upon completion of the Merger will cause you to recognize a gain or loss for tax purposes. Assuming we do not terminate the Offer and the Consent Solicitation, we expect to purchase tendered Units or consummate the Merger by December 31, 2004, in which case, if you are a calendar-year taxpayer, you will recognize any gain or loss on the sale of your Units in the 2004 taxable year. See "-- Certain United States Federal Income Tax Considerations." IF THE OFFER IS COMPLETED BUT THE MERGER IS NOT EFFECTED, NON-TENDERING UNITHOLDERS MAY BE HARMED. It is possible in certain circumstances for us to acquire Units in the Offer but not effect the Merger. For example, we could receive a significant number of Units pursuant to the Offer, but not enough Units so that, together with those Units owned by ARV, we hold directly or indirectly more than 90% of the outstanding Units following completion of the Offer. If this occurs, unless the Merger Proposal is approved by all Unitholders or the approval of the California Commissioner of Corporations is obtained, we will be unable to consummate the Merger. In addition, if there are other unsatisfied conditions or legal or regulatory delays or impediments to the Merger, we may not be able to effect the Merger promptly or at all. If after the Offer the number of Unitholders falls below 300, we intend to deregister the Units under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). As a result, the Partnership would not be obligated to and would not make annual and quarterly filings with the SEC and information about the Partnership would be less available to you. In addition, if you continue to hold Units after completion of the Offer, there may be increased illiquidity of these Units since there will be fewer Units held by the public. This increased illiquidity would likely adversely affect the market price of your Units. PAYMENT FOR THE UNITS IN THE OFFER COULD BE OTHERWISE DELAYED AND IS SUBJECT TO CERTAIN CONDITIONS. We are not obligated to complete the Offer unless all of the conditions to the Offer are satisfied or waived. In addition, upon the terms of and subject to the conditions to the Offer (including those specified in "THE TENDER OFFER - -- Conditions to the Offer"), we reserve the right, in our sole discretion, at any time and from time to time: - To extend the period of time during which the Offer or Consent Solicitation is open, which would delay acceptance of, and payment for, any Units; 4 - To terminate the Offer and not accept any Units for which we have not already paid, if any of the conditions specified in the section, "THE TENDER OFFER -- Conditions to the Offer," cannot be satisfied; and - To amend the Offer in any respect. THE OFFER MAY BE COMPLETED AND TENDERED UNITS ACCEPTED FOR PAYMENT PRIOR TO THE FAIRNESS HEARING HELD BY THE CALIFORNIA COMMISSIONER OF CORPORATIONS. While the Merger is conditioned upon the approval and determination by the California Commissioner of Corporations that it is fair (unless ARV and its subsidiaries own at least 90% of the Units after the Offer is completed or all of the Unitholders approve the Merger Proposal), the Offer is not conditioned upon this approval or any similar determination of fairness by the California Commissioner of Corporations or anyone else. We may complete the Offer and purchase the Units tendered prior to any fairness hearing by the California Commissioner of Corporations. Even if a hearing is held and we fail to obtain a favorable determination and approval, we may still complete the Offer and purchase the Units tendered, subject to the terms of the Offer. See "THE CONSENT SOLICITATION -- The Merger; Required Approvals." 2. BACKGROUND TO THE OFFER AND THE MERGER On April 23, 2003, Prometheus Assisted Living LLC became the sole owner of all of the outstanding shares of ARV common stock that it did not own pursuant to a "going private" merger transaction. As a result of this transaction, ARV became a privately-owned company. Thereafter, ARV began a re-evaluation of its businesses, assets and investments. In connection with this re-evaluation, ARV explored various alternatives regarding the Partnership consistent with its goal of operating as a privately-owned company. In addition, particularly since ARV had become a privately-owned company, ARV sought to reduce the Partnership's significant operating expenses incurred as a result of being a publicly reporting entity. In light of these considerations, on November 19, 2003, ARV's board of directors met in order to discuss the Offer and the Merger. After considering various alternatives and discussions with its legal advisors, ARV's board of directors, acting by unanimous written consent, authorized the filing of this Offer to Purchase and Consent Solicitation Statement and the Merger on January 13, 2004. In September 2003, ARV became wholly-owned by Atria, Inc. (now known as Atria Senior Living Group, Inc.) as a result of a series of transactions which did not result in a change in the beneficial ownership of ARV. For more information on ARV and certain of its affiliates, see Schedule I. 3. PURPOSE OF THE OFFER AND THE MERGER; FUTURE PLANS We are making the Offer to increase ARV's ownership in the Partnership. We are soliciting consents to the Merger Proposal to acquire the entire equity interest in the Partnership. We are also making the Offer and seeking to effect the Merger to provide Unitholders with liquidity for their investment in the Partnership and to thereby also offer Unitholders an opportunity to eliminate future record-keeping and tax filing requirements. We intend, as soon as practicable after completing the Offer and the satisfaction of certain conditions, to cause the Partnership to effect the Merger. In the Merger, the outstanding 5 Units not owned by ARV or tendered to us in the Offer will be converted into the right to receive cash in an amount equal to the price per Unit payable in the Offer, subject to the terms of the Merger Agreement. Accomplishing the Offer and the Merger would allow ARV to enjoy the following benefits: - The right to receive distributions after the sale of any Partnership properties; - The right to benefit in any appreciation in the value of the Partnership properties; - The right to make decisions about the Partnership's business or the management of the Partnership properties; and - The reduction in some of the Partnership's expenses, including those associated with preparing stand-alone audited financial statements, and SEC reporting. ARV has received numerous queries from many Unitholders over the years seeking to dispose of their Units in order to both liquidate their investment and eliminate the need to report form K-1 information for the Partnership with their federal tax returns. We believe that the Offer and the Merger represent a beneficial opportunity to Unitholders for them to achieve immediate liquidity for their investment and to avoid continued record keeping and tax filing requirements. If we are unable for any reason to effect the Merger, then we may seek to acquire additional Units through open market purchases, privately negotiated transactions, a tender or exchange offer or other transactions or a combination of the foregoing on such terms and at such prices as we shall determine, which may be different from the price paid in the Offer. We also reserve the right to dispose of Units that we have acquired or may acquire. If the Merger is not effected, but we receive and accept sufficient tenders to reduce the number of Unitholders to below 300, we intend to deregister the Units under the Exchange Act. As a result, the Partnership would not be obligated to and would not make annual and quarterly filings with the SEC and information about the Partnership would be less available to you. While we reserve the right to do so, we do not expect to change the board of directors of ARV, the general partner of the Partnership, or the management or operations of the Partnership prior to effecting the Merger. 4. FAIRNESS OF THE OFFER AND THE MERGER Because we are wholly-owned by ARV, the general partner of the Partnership, we are an "affiliate" of the Partnership for purposes of Rule 13e-3 under the Exchange Act. Accordingly, under Rule 13e-3, we and ARV have considered the fairness of the Offer and the Merger to the unaffiliated Unitholders of the Partnership. We and ARV reasonably believe that the Offer and the Merger are substantively fair to the unaffiliated Unitholders of the Partnership. The terms of the Offer and the Merger, however, were established unilaterally by ARV and were not negotiated with the Partnership or any 6 representative for Unitholders. EXCEPT AS FOLLOWS, WE ARE NOT MAKING ANY RECOMMENDATION TO YOU AS TO WHETHER YOU SHOULD TENDER YOUR UNITS OR CONSENT TO THE MERGER PROPOSAL. YOU SHOULD MAKE THAT DECISION ONLY AFTER CONSULTING WITH YOUR FINANCIAL AND TAX ADVISORS AND CAREFULLY CONSIDERING THE INFORMATION SET FORTH IN THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT. In reaching its determination that the Offer and the Merger are substantively fair to Unitholders, ARV considered the following factors: - The terms of the Offer and the Merger would provide a prompt means for you to receive cash for all or a portion of your Units, especially in light of the limited market for the Units. - The Offer Price is in excess of recent indications of the market price for the Units. The Offer or the Merger will allow you to liquidate your investment in the Partnership at a cash price of $___ per Unit. The Units are not listed on any exchange and information about the market price for the Units is not readily available. However, the highest recent tender offer price per Unit offered by a third party in "mini-tender" offers of which the Partnership is aware was $300 per Unit. Based on a hypothetical sale of five Units and the $150 Partnership transfer fee customarily paid by a tendering Unitholder, the net tender offer price per Unit in this "mini-tender" offer would have been $270 per Unit. See "-- Determination of the Offer Price" and "Schedule II -- Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years." - The Offer Price is more than the amount that ARV believes might be obtained if the Partnership were to sell its assets and liquidate. The amount that might be available to distribute to Unitholders would vary depending upon the timing of any such sale and distribution, the proceeds realized in connection with a sale of the Partnership's assets, the liabilities existing at the time and various other factors that are not under the control of ARV. Based upon appraisals of the Partnership properties and ARV's own assessment of the value of the Partnership's properties and other assets, ARV believes that the distributable cash per Unit upon a liquidation would be approximately $354. This amount could be higher or lower depending upon the foregoing and other factors. The Offer Price represents a ___% premium over this amount. ARV believes that the Offer Price provides Unitholders the opportunity to promptly receive cash for some or all of their Units if they do not wish to be subject to the possible delays and risks of a possible liquidation and are willing to forego the possibility that in a liquidation they might receive substantially higher values per Unit than is represented by the Offer Price. - Under the Partnership Agreement, if the Partnership sells any of its senior citizen or other similar facilities, ARV, as the general partner of the Partnership, may be entitled to receive a subordinated real estate commission. Under the Partnership Agreement, this commission may not exceed the lesser of (i) 50% of the real estate commission which is reasonable, customary and competitive in light of the size, type and location of the property purchased or sold (the "Competitive Real Estate Commission") or (ii) 3% of the sales price of such property; provided that all real estate brokerage commissions or similar fees paid to all persons involved in the sale does not exceed 6% of the sales price 7 or the Competitive Real Estate Commission. The payment of this commission would reduce the amount that Unitholders would receive in the event of such a sale of the Partnership's properties upon a liquidation of the Partnership or otherwise. Our liquidation analysis assumes that no brokerage fee would be paid to ARV. - The Offer Price per Unit plus aggregate distributions paid to date per Unit by the Partnership since inception will equal approximately $______. This represents approximately a ___% return of the original investment in a Unit by someone who invested in the Partnership at its inception. - The assisted living market has been experiencing significant volatility due to certain risks, such as increasing operating costs, the increasing supply of new assisted living alternatives and additional government regulation and oversight. These risks and the resulting uncertainty have constrained the ability to access capital markets efficiently in the assisted living industry. Our purchase of your Units would reduce your exposure to the volatility of the assisted living market. - We also considered the prices paid by a wholly-owned affiliate of ARV in its acquisition of Units in 2001 (the "2001 Tender Offer"). In response to a hostile offer and consent solicitation, a wholly-owned subsidiary of ARV commenced a tender offer on October 18, 2001 for 10,000 outstanding Units of the Partnership for $360 per Unit. In December 2001, this wholly-owned subsidiary of ARV had acquired an additional 51.8% of the then outstanding Units at a price of $400 per Unit for a total of 52.1% of the Units. Adjusting for a $__ per Unit distribution that was paid after the 2001 Tender Offer, the Offer Price represents a ___% premium over the average price that was paid in connection with these transactions. - During fiscal year 2000, former general partners Gary L. Davidson, John A. Booty, John S. Jason, Tony Rota and David P. Collins (collectively, the "Special Limited Partners") elected to have their general partnership interests in the Partnership converted to special limited partnership interests. As former general partners who ceased to be general partners, the holders of Special Limited Partner units are entitled to the allocations, distributions, and credits to which their previous general partner's interest which has been so converted would otherwise have been entitled. Under the Partnership Agreement and California law, the holders of Special Limited Partner interests are treated as Limited Partners of the Partnership for certain purposes and are governed by the provisions of the Partnership Agreement applicable to Limited Partners other than provisions pertaining to distributions and allocations to Limited Partners, as further described below. Each Special Limited Partner is deemed to hold one Unit under the Partnership Agreement and California law and is deemed to be a Limited Partner for purposes of voting on certain matters concerning the Partnership, including the Merger Proposal. We are not making the Offer to the Special Limited Partners nor seeking their consent to the Merger Proposal. The Special Limited Partners are generally entitled to be allocated 0.99% of the Partnership's (i) profits and losses (other than cost recovery deductions) for financial statement and income tax purposes; and (ii) cash available for distribution from 8 operations. The Special Limited Partners are also entitled to be allocated 0.99% of distributions upon any sale, refinancing or other disposition of the Partnership's real properties (subject to adjustments for certain negative capital account balances), until the Limited Partners have received an amount equal to 100% of their capital contributions (less the amount of distributions received from a prior sale or financing) plus an amount ranging from 8% to 10% (depending upon the timing of the Limited Partner's investment) of their capital contributions per annum, cumulative, but not compounded, from the date of each Limited Partner's investment. The cumulative return is to be reduced, but not below zero, by the aggregate amount of prior distributions from all sources. Thereafter, distributions are made 15% to ARV and the Special Limited Partners and 85% to the Limited Partners. In light of these different economic interests in the Partnership, the SLP Offering Price differs from that which we are offering to Unitholders. Each Special Limited Partner would receive $_____ in cash in the Merger for its special limited partnership interest (the "SLP Offering Price"), pursuant to the terms of the Merger Agreement. The SLP Offering Price is based on the same calculation and methodology we used in determining the Offer Price. The SLP Offering Price has been determined by us to equal approximately the amount a Special Limited Partner would have received under the Partnership Agreement in a deemed liquidation of the Partnership assuming the assets of the Partnership had been sold for aggregate consideration that would have resulted in each Unit receiving the Offer Price in this deemed liquidation. In addition, we or ARV may acquire the Special Limited Partner interests directly in negotiated transactions separate from the Offer and the Merger. In addition, we have deducted the Special Limited Partners' share of liquidation proceeds from the total estimated proceeds available for distribution in arriving at our final computation of liquidation value per Unit. See "-- Determination of the Offer Price." - We and ARV do not believe that book value of the Units is relevant to the fairness of the Offer or the Merger. The book value of the Partnership properties less the secured debt for each property, as of September 30, 2003, would result in a negative price per Unit since the Partnership properties have been depreciated for accounting purposes to a level substantially below their potential market value. Accordingly, we did not consider book value in determining the Offer Price or the fairness of the Offer or the Merger. - We and ARV do not believe that going concern value of the Partnership is relevant to the fairness of the Offer or the Merger, because the Partnership is not really an operating business. Its only assets, other than cash and the Claremont Notes, are the two Partnership properties, which are managed by ARV as assisted living facilities in which rental units are leased to individuals as tenants. The Partnership has no other operations. Because going concern value typically reflects independent value for the goodwill of a business as a going concern, over and above its asset values, those factors are not present here. Accordingly, we did not consider going concern value of the Partnership in determining the fairness of the Offer or the Merger. - The Offer and the Merger provide the opportunity for you to sell your Units without incurring brokerage and other costs typically associated with market sales. The 9 Partnership also charges a transfer fee to any purchaser of Units for the transfer of Units. This fee is equal to the lesser of $150 and the Partnership's actual costs and expenses incurred in connection with such transfer. This fee is intended to compensate the Partnership for the costs and expenses incurred in connection with transferring the Units on the books of the Partnership, and the Partnership believes that these costs and expenses have been in excess of $150. While this fee is customarily imposed upon sellers of Units, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. For a more detailed description of the valuation methodologies employed by the general partner to determine the fairness of the Offer and the Merger to you, see "-- Determination of the Offer Price." The consent to the Merger Proposal by a majority of the Unitholders, other than ARV and its subsidiaries, is required as a condition for us to complete the Offer. Furthermore, unless we acquire at least 90% of the Units in the Offer, together with the Units already owned by ARV, this consent is also one of the conditions for us to effect the Merger. The Partnership as an entity does not have a board of directors, and ARV is the only entity or person acting on its behalf. Furthermore, as noted above in item 1 of "Risk Factors," no independent committee or representative has been appointed or retained to negotiate the terms of the Offer or the Merger on your behalf. Nevertheless, we and ARV reasonably believe that the Offer, and the Merger, if approved by a majority of Unitholders other than ARV, are procedurally fair to you in light of the following factors: - You can determine individually whether to tender your Units in the Offer, and the number to be tendered. - The Offer is conditioned upon our receipt of consents to the Merger Proposal by more than 50% of the Unitholders other than ARV and its subsidiaries. - Unless we acquire enough Units through the Offer so that, together with the Units already owned by ARV, we own at least 90% of the Units, the Merger can only be consummated if: - all Unitholders other than us, ARV or any of its other subsidiaries, consent to the principal terms of the Merger Agreement and the Merger; or - the terms and conditions of the Merger are approved by the California Commissioner of Corporations at a fairness hearing conducted pursuant to the California Corporations Code. - If we do acquire enough Units through the Offer so that, together with the Units already owned by ARV, we own at least 90% of the Units, we would be entitled to effect a "short-form" merger under California law which does not require that the principal terms of the Merger Agreement or the Merger be approved by all Unitholders or that the Merger be approved by the California Commissioner of Corporations. 10 - If the Offer and the Merger are completed, Unitholders that do not tender their Units in the Offer will receive the same amount of cash per Unit in the Merger that they would have received had they tendered their Units in the Offer, pursuant to the terms of the Merger Agreement, subject to any adjustments for distributions the Partnership makes to Unitholders. You should be aware that while some of the conditions to the Offer and the Merger are similar, the conditions to the Offer and the Merger are not the same. In particular, while the Merger is conditioned upon the approval and determination by the California Commissioner of Corporations that it is fair (unless ARV and its subsidiaries own at least 90% of the Units after the Offer is completed or all of the Unitholders consent to the Merger Proposal), the Offer is not conditioned upon this approval or any similar determination of fairness by the California Commissioner of Corporations or anyone else. We may complete the Offer and purchase the Units tendered prior to any fairness hearing by the California Commissioner of Corporations. Even if a hearing is held and we fail to obtain a favorable determination and approval, we may still complete the Offer and purchase the Units tendered, subject to the terms of the Offer. We and ARV also considered the following factors, which we considered to be negative from the perspective of the unaffiliated Unitholders, in our consideration of the fairness of the terms of the Offer, and the Merger, if applicable: - Due to their conflicted position, ARV's directors may not be able to evaluate the Offer or the Merger objectively, and they may cause ARV to take actions (or refrain from taking actions) and to make decisions in connection with the Offer or the Merger that may not be in the best interests of Unitholders. - The senior officers of ARV have participated in our consideration of the Offer and the Merger. - Following the sale of your Units in the Offer or the Merger, you would cease to participate in the future earnings or growth, if any, of the Partnership or benefit from increases, if any, in the value of your holdings in the Partnership. - Historically, there has been a relatively limited public market for the Units. As a result of the tender of Units by Unitholders, this public market may become even more limited. Those Unitholders who do not tender their Units may suffer increased illiquidity and decreased market value, particularly because ARV intends to seek termination of the registration of the Units under the Exchange Act following completion of the Offer, if possible. - Because the Partnership was formed prior to January 1, 1991, under the California Revised LP Act, the law under which the Partnership is governed, Unitholders do not have dissenters' rights or similar rights with respect to the Offer or the Merger. Accordingly, Unitholders will not have the right to have their Units appraised or to have the value of their Units paid to them if they disapprove of the Offer Price. We cannot determine at this time whether Unitholders in any subsequent transaction effected by ARV after consummation of the Offer will have dissenters' rights. 11 In determining that the Offer and the Merger are fair to the unaffiliated Unitholders of the Partnership, we and ARV considered the above factors as a whole and did not assign specific or relative weights to them. All beliefs as to the fairness of the Offer or the Merger attributed to ARV also apply to us. 5. DETERMINATION OF THE OFFER PRICE Because the price that will be paid to Unitholders per Unit in the Offer will be the same price that will be paid per Unit to Unitholders in the Merger, subject to adjustments for certain distributions the Partnership makes to Unitholders, references to Offer Price include the price to be paid per Unit in the Merger, as the context requires. In establishing the Offer Price, we reviewed information available to us, through ARV, the general partner of the Partnership, including, among other things, appraisals with respect to the Partnership properties. Our determination of the Offer Price was based in part on our review and analysis of the foregoing information and on the other financial information and analyses concerning the Partnership summarized below. We also considered the Partnership's objectives. To determine the Offer Price, we used two primary methods: (a) our estimate of what we believe to be a probable value of the Units on a liquidation basis; and (b) prices at which the Units have been sold in the secondary market by third parties during the past two years. There have been no third party tender offers for the Units during the past two years of which we are aware. Each of these methods is discussed below. Since these valuation methods are dependent upon varying market and economic conditions, no assurance can be given that the possible values presented here reflect the total range of possible values. In light of the nature of the Partnership and its assets, we believe that an analysis of the net proceeds that might be distributable after a sale of the Partnership's assets and a liquidation of the Partnership is likely to result in the highest value per Unit. Accordingly, our primary emphasis in evaluating the Offer Price relative to hypothetical values of the Units was based on that methodology. The results of these analyses are summarized in the chart below. SUMMARY OF VALUATION RESULTS
Per Unit -------- Offer Price................................................................ $_______ Alternative Methods: Estimated liquidation value............................................. $ 354(1) Weighted Average Sales Price per Unit during the past two years as reported to the Partnership......................................... $ 214(2) Weighted Average Net Sales Price per Unit during the past two years as reported to the Partnership......................................... $ 179(3) Highest recent Tender Offer Price per Unit offered by a third party as reported to the Partnership......................................... $ 300(4) Highest recent Net Tender Offer Price per Unit offered by a third party as reported to the Partnership...................................... $ 270(5)
12 - -------------------- (1) The estimated liquidation value is based on three estimated fair market values for the Partnership properties described below under "-- (A) Liquidation Valuation Method." (2) See "-- (B) Prices of Units in Secondary Market Sales Reported to the Partnership" below and "Schedule II - Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years." (3) The Weighted Average Net Sales Price per Unit takes into account the $150 transfer fee customarily paid by a selling Unitholder. See "-- (B) Prices of Units in Secondary Market Sales Reported to the Partnership" below and "Schedule II - Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years." (4) There have been no tender offers for the Partnership within the past year of which we are aware. The tender offer noted here was made in October 2001. See "-- (C) Recent Tender Offers" below. (5) The tender offer noted here was made in October 2001, and the Net Tender Offer Price per Unit is based upon a hypothetical sale of five Units and the $150 transfer fee customarily paid by a tendering Unitholder. See "-- (C) Recent Tender Offers" below. (A) LIQUIDATION VALUATION METHOD Liquidation value is a measure of the price at which the assets of the Partnership would sell if disposed of by the Partnership in an arm's-length transaction to a willing buyer that has access to relevant information regarding the assets, reduced by the Partnership's liabilities and reasonable reserves for contingencies and the costs of liquidation. The liquidation value of the Units is an analysis of the net distributable proceeds that would flow to Unitholders following a theoretical sale of the Partnership properties and liquidation of the Partnership's remaining assets within a year. You should bear in mind that the hypothetical liquidation value is based on certain assumptions that we have made. These assumptions relate to, among other things, the anticipated income and expenses of the Partnership and the capitalization rates that might be used by prospective buyers if the assets of the Partnership were to be sold. We also assumed transaction fees and expenses of approximately 5% of the gross liquidation value in the hypothetical sales, consisting of a U.S. Housing and Urban Development, or HUD, transfer fee of 0.5%, a third-party broker commission of 3.0%, and legal fees and other expenses typically associated with a sale of a HUD-encumbered property of 1.5%. The assumptions used have been determined by us in good faith, and, where appropriate, are based upon current and historical information regarding the Partnership and our belief as to current real estate and capital market conditions. Actual results from a liquidation may vary from those set forth herein based on numerous factors, including interest rate fluctuations, tax law changes, supply and demand for similar properties, the manner in which the real estate properties of the Partnership are sold, changes in availability of capital to finance acquisitions of real estate properties and actual transaction fees and expenses. The liquidation analysis assumes that the Partnership's real estate properties are sold at their estimated current values, that the Claremont Notes (defined below) have nominal current value (see "-- Valuation of Other Partnership Assets" below), and that the net proceeds of the 13 liquidation are allocated to Unitholders, the Special Limited Partners and ARV in accordance with the Partnership Agreement. VALUATION OF THE PARTNERSHIP PROPERTIES In valuing a Unit on a liquidation basis, we used two primary sources of possible values of the Partnership's two Partnership properties: (i) the results of an income capitalization analysis for valuing rental property performed by ARV and (ii) valuations derived from an independent appraisal received by ARV with respect to the Partnership properties, as set forth in "-- Appraisals." Another possible method of valuing the two Partnership properties would be analyzing third party offers for the properties; however we did not use this method, because there have been no third party offers for the Partnership properties in the last year of which we are aware. The income capitalization analysis and the appraisal methodologies are described below. INCOME CAPITALIZATION APPROACH. The income capitalization approach is one of three standard methods used to estimate market value of rental property, and involves applying a capitalization rate to a property's annual net operating income. The other two methods are the cost approach and the sales comparison approach. The cost approach values land by comparison with other sites in the area that have recently been sold. The cost to reproduce or replace the improvements, less any loss of value due to physical deterioration, functional or external obsolescence is then estimated and added to the land value, indicating a total value estimate for the property. The sales comparison approach values the improved property by comparison with other properties of similar design, utility and use that have recently sold. The sales are analyzed based on units of comparison, such as purchase price per square foot, income per square foot, or gross income multipliers. Because the financial information on which the income capitalization approach is based is more readily available than the information required to use the other two approaches to estimate value, we have used the income capitalization approach in our analysis. All financial data contained in this Offer to Purchase and Consent Solicitation Statement for the twelve months ended September 30, 2003 is unaudited. Under the income capitalization approach, the capitalization rate is a percentage rate of return commonly applied by purchasers of comparable real estate to property income to determine the present value of income property. The lower the capitalization rate utilized, the higher the value produced, and the higher the capitalization rate utilized, the lower the value produced. We used property net operating income, as defined below, for the properties through the twelve months ended September 30, 2003. We based our selection of capitalization rates on our analysis and judgment of the location, condition and future viability of each Partnership property, and on other publicly available data. THE EVALUATION OF A PROPERTY'S LOCATION AND CONDITION, AND THE DETERMINATION OF AN APPROPRIATE CAPITALIZATION RATE FOR A PROPERTY, IS SUBJECTIVE IN NATURE, AND OTHERS EVALUATING THE SAME PROPERTY MIGHT USE A DIFFERENT CAPITALIZATION RATE AND DERIVE A DIFFERENT PROPERTY VALUE, WHICH MIGHT BE HIGHER OR LOWER THAN THE VALUE WE DETERMINED. As a preliminary step in the portion of our liquidation analysis based on the income capitalization approach, we determined the property net operating income for each Partnership property as follows. 14 Industry practice is to value real estate properties on an unleveraged basis. We based our valuation on property net operating income ("NOI"), which we defined as direct property operating revenue, less operating expenses, management fees and capital expense charges. We defined direct property operating revenue as total revenues (taken from the Partnership's financial statements for the relevant periods), less non-operating income items, such as certain interest income and Partnership transfer fees. We defined operating expenses as all expenses directly incurred by the Partnership properties, except Partnership administrative fees, interest expense, depreciation and amortization. Under the Partnership Agreement, ARV receives a property management fee equal to 5% of revenues of the Partnership. To estimate capital expense charges, we assume that the properties require $500 of routine capital expense charges per residential unit per year. We believe NOI to be an appropriate supplemental measure of property-level financial performance for the purpose of valuing each property. Others evaluating the same properties might use different assumptions and derive different net operating incomes, which would then yield property values that might be higher or lower than the values we determined. VILLA LAS POSAS
TRAILING TWELVE MONTHS ENDING SEPTEMBER 30, 2003(*) ----------------------------- Operating Revenues........................................... $4,037,958 Less Operating Expenses...................................... 2,080,295 Less 5% Management Fee....................................... 201,898 Less $500 per Unit Capital Expense Charge.................... 61,500 ---------- Property Net Operating Income (NOI)..................... $1,694,265 ==========
- -------------------------- * The figures represent actual unaudited results for the twelve months ended September 30, 2003. CHANDLER VILLAS
TRAILING TWELVE MONTHS ENDING SEPTEMBER 30, 2003(*) ----------------------------- Operating Revenues........................................... $3,112,265 Less Operating Expenses...................................... 2,104,357 Less 5% Management Fee....................................... 155,613 Less $500 per Unit Capital Expense Charge.................... 82,000 ---------- Property Net Operating Income (NOI)..................... $ 770,295 ==========
15 - -------------------- * The figures represent actual unaudited results for the twelve months ended September 30, 2003. Having determined property net operating income for each Partnership property, we estimated the value of the Partnership properties based on the income capitalization approach as follows. First, we selected the capitalization rate based on our experience in valuing similar properties. We believe that arm's-length purchasers would base their purchase offers on a capitalization rate similar to that used by us. However, there is no single correct capitalization rate and others might use different rates. We also believe a prospective purchaser of either of the Partnership properties would negotiate a reduction in price to address any deferred maintenance items at the property. We used NOI for each of these properties for the twelve months ended September 30, 2003, and then divided such amount by the capitalization rate to derive an estimated gross property value for each Partnership property. Based on the above, we estimated the values of the Partnership properties based on the income capitalization approach to be:
NET OPERATING ESTIMATED GROSS INCOME CAP RATE PROPERTY VALUE ------------- -------- --------------- Villa Las Posas........... $1,694,265 11.00% $15,402,412 Chandler Villas........... 770,294 11.25% 6,847,061 ---------- ----------- Total $2,464,559 $22,249,473
Even though we believe that NOI is an appropriate supplemental measure of property-level financial performance for the purpose of valuing each property, you should understand that NOI: - does not represent cash flow from operations as defined by generally accepted accounting principles as accepted in the United States of America, or GAAP; - should not be considered as an alternative to net income determined in accordance with GAAP as a measure of operating performance; - is not an alternative to cash flows as a measure of liquidity; and - is not indicative of cash flows from operating, investing and financing activities. Below is a reconciliation of NOI to net income of Villa Las Posas and Chandler Villas as well as to the net income of the Partnership on a consolidated basis as reported in its financial statements:
TRAILING TWELVE MONTHS ENDED SEPTEMBER 30, 2003 (UNAUDITED) ------------------------------ VILLA CHANDLER LAS POSAS VILLAS TOTAL --------- --------- ------ (IN THOUSANDS) NET OPERATING INCOME (NOI) $1,694 $ 770 $2,465 Add: Capital expenditure add-back(1) 62 82 144 Interest income(2) 10 (1) 9
16 Non-operating income 0 0 0 ------ ------ ------ Total income adjustments 72 81 153 Less: Interest expense 885 494 1,380 Depreciation & amortization 474 257 731 Partnership administrative fees 79 16 95 ------ ------ ------ Total expense adjustments 1,438 767 2,206 ------ ------ ------ NET INCOME PRIOR TO NON-PROPERTY RELATED ADJUSTMENT $ 328 $ 84 $ 412 NON-PROPERTY RELATED ADJUSTMENT(3) 5 ------ NET INCOME $ 417 ======
(1) We assumed a standard charge of $500 per residential unit for capital expenses relating to the property. (2) Interest income for each property represents interest on rents paid to the Partnership with respect to the property. (3) Includes certain revenues and expenses of the Partnership that are not directly received or incurred by each Partnership property. APPRAISALS. We also evaluated the property values established by recent appraisals of the Partnership properties. These appraisals were rendered by Cushman & Wakefield, an independent real estate valuation advisory firm (the "Appraiser"). ARV has not retained the Appraiser in the past to render any appraisal, although the Appraiser has been used to render appraisals by lenders that have participated in the financing of some of ARV's assets. ARV retained the Appraiser based upon its reputation as a real estate valuation advisory firm with experience in the valuation of real property assets similar to those comprising the Partnership properties. The Appraiser is being paid a fee by ARV of $11,000 for the Appraisals (defined below). In November 2003, the Appraiser delivered its appraisals of the Partnership properties to ARV (the "Appraisals"). The aggregate appraised value of the Partnership properties set forth in the Appraisals was $20,950,000. The Appraisals cover only the Partnership properties and do not constitute a recommendation to you as to whether you should tender your Units in the Offer or consent to the Merger Proposal. The values set forth in the Appraisals, as of November 14, 2003, are as follows:
Value Established ----------- Villa Las Posas $14,200,000 Chandler Villas 6,750,000 ----------- Total: $20,950,000 ===========
The Appraiser based its valuation of the Partnership properties on a physical inspection of the site and improvements, an evaluation of the market and competition, and an analysis of historical financial data as represented by the Partnership and its representatives. The Appraiser used three approaches in developing an opinion of value: cost, sales comparison and income capitalization. A final value opinion was chosen that either corresponded to one of the approaches to value, or was a correlation of all of the approaches used in the Appraisals. 17 In the cost approach, the Appraiser formed an opinion of the cost of all improvements, depreciating them to reflect value loss from physical, functional and external causes. Land value, entrepreneurial profit and depreciated improvement costs were then added for a total value. In the sales comparison approach, the Appraiser utilized sales of comparable properties, adjusted for differences, to indicate a value for the subject property. In the income capitalization approach, the Appraiser first determined the income-producing capacity of the property by utilizing contract rents on leases in place and by estimating a market rent from rental activity at competing properties. Deductions were then made for vacancy and collection loss. Historical operating expenses were adjusted using competitive properties as a benchmark. The resulting net operating income was capitalized at an overall capitalization rate to derive an opinion of value. As a result of these adjustments, the Appraiser's determination of net operating income may differ substantially from the net operating income used in our analysis of the properties. In performing the income capitalization approach for Villa Las Posas, the Appraiser used an income capitalization rate of 11.0% on projected net operating income of $1,566,881. The Appraiser's results for Villa Las Posas are summarized in the table below:
Villa Las Posas ----------- Cost Approach $11,900,000 Sales Comparison Approach $14,100,000 Income Capitalization Approach $14,200,000 Final Value Conclusion $14,200,000
In performing the income capitalization approach for Chandler Villas, the Appraiser used an income capitalization rate of 11.5% on projected net operating income of $774,367. The Appraiser's results for Chandler Villas are summarized in the table below:
Chandler Villas ---------- Cost Approach $9,000,000 Sales Comparison Approach $6,800,000 Income Capitalization Approach $6,700,000 Final Value Conclusion $6,750,000
The Appraisals were made in accordance with the accepted techniques, standards, methods and procedures of the Appraisal Institute and were certified by the Appraiser. YOU SHOULD NOTE, HOWEVER, THAT APPRAISALS ARE ONLY ESTIMATES OF CURRENT VALUE AND ACTUAL VALUES REALIZABLE UPON SALE MAY BE SIGNIFICANTLY DIFFERENT. ARV has not retained the Appraiser in the past to render any appraisal, although the Appraiser has been used to render appraisals by lenders that have participated in the financing of some real estate of other partnerships affiliated with ARV. ARV has not commissioned any current appraisals of the Partnership properties other than the 18 Appraisals, because ARV believes that appraisals by the Appraiser reasonably reflect the fair market value of the properties appraised. While we and ARV took the Appraisals into account in determining the Offer Price, the Appraisals were not determinative of the Offer Price. The Appraisals are available for inspection and copying at the principal executive offices of ARV during its regular business hours by any interested Unitholder or such Unitholder's representative who has been so designated in writing. In addition, the Appraisals have been filed as an exhibit to ARV and the Purchaser's Tender Offer Statement on Schedule TO in respect of the Offer, which is a publicly available filing with the SEC, and are incorporated herein by reference. See "OTHER MATTERS -- Available Information; Incorporation by Reference." FINAL LIQUIDATION VALUATION OF PARTNERSHIP PROPERTIES. We then determined a final gross property value for each Partnership property, based on a comparison of the income capitalization approach and the Appraisal. First, we averaged the value assigned by the Appraiser ($20,950,000) and the value arrived at by ARV using the income capitalization approach ($22,249,473). Using this method, we determined that $21,599,736 was therefore the fairest approximation of the market value for the properties. After determining our final estimated gross property value for each Partnership property, we then estimated our estimated net sale value for each Partnership property by adjusting the final estimated gross property value for closing costs and other expenses of the hypothetical liquidation. Specifically, we deducted mortgage balances as of September 30, 2003. The resulting amounts represent our estimate of the net sale proceeds that might be realized by the Partnership on a hypothetical sale of the Partnership properties. Estimated Gross Property Value for Partnership Properties..... $ 21,599,736 Mortgages................................................ (17,903,377) Closing Costs, Commissions, Charges(1)................... (1,079,987) ------------ Estimated Net Proceeds from Hypothetical Property Sales....... $ 2,616,373 ============
(1) The above estimate of closing costs, commissions and charges is based upon our assumption that transaction fees and expenses will be approximately 5% of the gross liquidation value in the hypothetical sales, consisting of a U.S. Housing and Urban Development, or HUD, transfer fee of 0.5%, a third-party broker commission of 3.0%, and legal fees and other expenses typically associated with a sale of a HUD-encumbered property of 1.5%. VALUATION OF OTHER PARTNERSHIP ASSETS The Partnership's total other net assets, consisting primarily of cash, are valued at $4,052,782 ($217 per Unit) as of September 30, 2003. In computing that value of the Partnership's net assets, we valued two promissory notes issued in partial payment for a prior disposition of a Partnership property (the "Claremont Notes"). We ascribed only nominal current value to the Claremont Notes. The terms of the Claremont Notes are summarized as follows: 19
Interest Maturity Principal Monthly Accrued Total Rate Date Balance Interest Due Interest (1) Indebtedness (1) -------- ------------- ---------- ------------ ------------ ---------------- Note 1 8.00% Jan. 25, 2010 $1,500,000 $10,000 $ 620,000 $2,120,000 Note 2 8.00% Jan. 25, 2010 2,594,726 17,298 1,204,938 3,799,664 ---- ---------- ------- ---------- ---------- Total 8.00% $4,094,726 $27,298 $1,824,938 $5,919,664 ========== ======= ========== ==========
(1) As of September 30, 2003 (unaudited). The Claremont Notes are secured only by the pledge of the equity interest in the Claremont Apartment project, a 154-unit low income housing project for seniors managed by ARV and located in Claremont, Los Angeles County, California. The Claremont Apartment project is owned by an unaffiliated third-party. The Claremont Apartment project was developed in 1993 under the Low Income Housing Tax Credit Program (LIHTC) established by Internal Revenue Code Section 42 in 1986. The Claremont Apartment project is encumbered by a $4.5 million first mortgage with Green Park Financial (the "Green Park Loan"). The Green Park Loan requires regular monthly payments of principal and interest, as well as accruals for capital expenditures, taxes and insurance. Payments on the Green Park Loan are current and the Green Park Loan is not in default. Principal and interest payments on the Claremont Notes are only payable out of the cash flow of the Claremont Apartments, defined as earnings (before interest, taxes, depreciation, amortization and rent) after debt service on the Green Park Loan. Since the issuance of the Claremont Notes, principal or interest payments to the Partnership on the Claremont Notes have been infrequent. Total annual payments to the Partnership on the Claremont Notes are as follows:
2001 2002 YTD 2003 ------- ------- -------- Note 1 $10,000 $50,000 $ 0 Note 2 17,298 34,596 0 ------- ------- --- Total $27,298 $84,596 $ 0 ======= ======= ===
According to the terms of the Claremont Notes, non-payment is not an event of default until maturity. Consequently, the Partnership has no remedies until the maturity date of the Claremont Notes (January 25, 2010), at which time, if the Claremont Notes, including accrued interest, cannot be paid in full, the Partnership may foreclose on the equity interest in the Claremont Apartments. Set forth below is our analysis relating to the valuation of the Claremont Notes, which assumes a hypothetical sale of the Claremont Notes. As discussed above, principal and interest payments on the Claremont Notes are only payable out of the cash flow of the Claremont Apartments, and such payments have been, and are expected to continue to be, inconsistent. Therefore, we did not value the Claremont Notes based upon their expected principal and interest payments, but rather upon the value of the security for the Claremont Notes, which is the equity interest in the Claremont Apartments, as shown below. 20
TRAILING TWELVE MONTHS ENDED SEPT. 30, 2003 --------------- Total revenue $ 1,037,197 Total operating expenses 515,889 Less replacement reserves of $175/unit 26,950 ----------- Net operating income (NOI) of Claremont Apartments $ 494,358 Summary of Claremont Note Valuation: Valuation of Apartments at 10.00% Capitalization Rate $ 4,943,581 Less Green Park First Mortgage Loan (4,508,905) ----------- Gross Equity 434,676 Less Closing Costs, Commissions and Charges (5.00% of Face Amount of Claremont Notes) (295,983) ----------- Net Value $ 138,693 ===========
FINAL COMPUTATION OF LIQUIDATION VALUE PER UNIT We estimated the total value of the equity of the Partnership by adding together the estimated net value of the Partnership properties on a hypothetical sale of the Partnership properties, as set forth above, adding the estimated amount of available cash to the Partnership and the value of the non-real estate assets of the Partnership, and deducting the liabilities of the Partnership. Using this net equity value, we determined the proceeds that could be paid to Unitholders under the Partnership Agreement in the event of a hypothetical liquidation of the Partnership within one year, based on the terms of the Partnership Agreement. Accordingly, pursuant to the Partnership Agreement, 99% of the estimated liquidation proceeds are assumed to be distributed to Unitholders and an aggregate of 1% of the estimated liquidation proceeds are assumed to be distributed to ARV, as the general partner of the Partnership, and the Special Limited Partners. Total Estimated Net Proceeds from Hypothetical Property Sales .................. $ 2,616,373 Value of Other Assets, including Claremont Notes ............................... 4,052,782 ----------- Total Estimated Liquidation Proceeds Available for Distribution ....... $ 6,669,155 General Partner Share of Liquidation Proceeds .................................. (667) Special Limited Partners' Share of Liquidation Proceeds ........................ (66,025) ----------- Total Estimated Unitholder Distribution: ....................................... $ 6,602,463 Number of Units ....................................................... 18,666 ----------- Estimated Proceeds per Unit ........................................... $ 353.71 ===========
The liquidation analysis is theoretical only and for the purpose of providing an alternative analysis for your use in comparison with the Offer Price. The Partnership is prohibited from repaying any of the loans currently encumbering the Partnership properties at least until 2006 (see "THE PARTNERSHIP - -- Description of the Partnership," for a description of the restrictions by property) and thereafter, there are substantial penalties for prepayment, declining from 5% to 1% of the outstanding loan balance. Due to these and other HUD-related restrictions, any potential buyer of the Partnership properties would have to assume the existing debt and be approved by HUD. 21 Because of these conditions, we assumed transaction fees and expenses of approximately 5% of the gross liquidation value in the hypothetical sales, representing a HUD transfer fee of 0.5%, a third-party broker commission of 3.0%, and legal fees and other expenses typically associated with a sale of a HUD-encumbered property of 1.5%. Under certain circumstances ARV would be entitled to one-half of any brokerage commission paid in connection with the sale of a property (see " -- Fairness of the Offer and the Merger"). We assumed that ARV did not receive a brokerage commission. (B) PRICES OF UNITS IN SECONDARY MARKET SALES REPORTED TO THE PARTNERSHIP Secondary market sales information may not be a reliable measure of value because of the limited number of any known trades and the limited number of Units involved. There is no formal, established public trading market for the Units, and secondary sales activity for the Units is limited to sporadic sales which occur within an informal secondary market or in connection with third party tender offers for Units. Because the Units are not listed on any exchange or quoted on the Nasdaq National Market, privately negotiated sales and sales through intermediaries are the primary means available to Unitholders to liquidate an investment in the Units. While some information is available through private publications regarding the prices at which such secondary sales transactions in the Units have been made, these publications expressly disclaim the accuracy and reliability of the information regarding such trades. For a list of each secondary market sale reported to the Partnership during the last two completed fiscal years, including the Sales Prices per Unit, the Net Sales Prices per Unit and the number of Units sold in each transaction, see "Schedule II - Information Concerning Secondary Market Sales Reported to the Partnership During the Last Two Fiscal Years" which has been included with this Offer to Purchase and Consent Solicitation Statement. The Partnership Agreement requires the purchaser of Units to pay to the Partnership the lesser of the actual costs and expenses incurred in connection with the substitution or $150. The Partnership believes that these costs and expenses have been in excess of $150. Based upon our discussions with brokers who have in the past effected such transactions in the Units and the terms of the past "mini-tender" offers of which we are aware, we have determined that the $150 transfer fee is customarily paid by the seller of the Units. In the Offer we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. "Sales Price per Unit" refers to the per Unit price at which Units were sold in these transactions, as reported to the Partnership, before any deductions for the Partnership transfer fee. "Net Sales Price per Unit" refers to the net price at which each Unit was sold in each transaction, which we arrived at by: - Subtracting the $150 Partnership transfer fee from the aggregate sales price reported to the Partnership (that is, the Sales Price per Unit multiplied by the number of Units sold) in each sale transaction between parties unaffiliated with us or ARV during the past two years; and then 22 - Dividing this amount by the number of Units sold in each such sale transaction. We determined the "Weighted Average Sales Price per Unit" by: - Multiplying the Sales Price Per Unit in each sale transaction between parties unaffiliated with us or ARV during the past two years by the number of Units sold in each such transaction; and then - Dividing the sum of each of these products by the total number of Units sold in these transactions during this period. We determined the "Weighted Average Net Sales Price per Unit" by: - Multiplying the Net Sales Price Per Unit in each sale transaction between parties unaffiliated with us or ARV during the past two years by the number of Units sold in each such transaction; and then - Dividing the sum of each of these products by the total number of Units sold in these transactions during this period. We believe that the Weighted Average Net Sales Price per Unit is a useful measure by which to evaluate recent secondary market sales reported to the Partnership because it provides a per Unit average net sales price for transactions during this period while also taking into account the $150 transfer fee customarily paid by a selling Unitholder in each transaction. The calculation of the Weighted Average Sales Price per Unit and the Weighted Average Net Sales Price per Unit also reduce the effect that transactions in a small number of Units or those at prices significantly higher or lower than average over the past two year period would have in the calculation of a simple average of recent Sales Prices per Unit or Net Sales Prices per Unit. However, you should note that, because they are averages, the Weighted Average Sales Price per Unit and the Weighted Average Net Sales Price per Unit (i) are lower than the Sales Price per Unit and the Net Sales Price per Unit in the most recent transactions reported to the Partnership and (ii) do not represent the actual sales price or proceeds received by a selling Unitholder in any particular transaction. Because of the limited and inefficient nature of the market for the Units, we do not believe that the prices at which Units have traded in the past should be relied upon as a complete and accurate representation of the current fair value of the Units. (C) RECENT TENDER OFFERS In addition to informal secondary market sales, third party investors have periodically sought to acquire Units by means of a tender offer for outstanding Units. However, such tender offers generally involve only a limited number of Units, are held open only for a limited time, and are available only on a limited basis. In particular, since July 1999, parties unaffiliated with ARV have made the following "mini-tender" offers: 23
TENDER OFFER PRICE NET TENDER OFFER PRICE DATE PER UNIT PER UNIT (1) - -------------- ------------------ ---------------------- July 1999 $ 89(2) $ 59(2) May 2000 $ 236 $ 206 September 2000 $ 135(3) $ 105(3) April 2001 $ 140 $ 110 June 2001 $ 250 $ 220 October 2001 $ 300 $ 270
(1) Based on a hypothetical tender of five Units. (2) As adjusted to reflect a distribution of $261 per Unit on July 16, 1999. (3) As adjusted to reflect a distribution of $215 per Unit on January 11, 2001. The offer was extended to January 2001. In addition, an affiliate of ARV purchased approximately 9,667.018 Units at a price of $400 per Unit pursuant to the 2001 Tender Offer. In February 2003, this entity was merged with and into ARV. As a result of this merger, ARV became the beneficial owner of approximately 52.5% of the total outstanding Units. Subsequent to the closing of the 2001 Tender Offer, ARV bought 82.315 Units in privately negotiated transactions (collectively, the "Post-2001 Tender Offer Purchases") at a price of $200 per Unit (calculated as the 2001 Tender Offer price less subsequent distributions). The "Tender Offer Price per Unit" refers to the per Unit price offered for Units in these transactions before any deductions for the Partnership transfer fee. The "Net Tender Offer Price per Unit" refers to the tender offer prices per Unit that we calculated based upon the hypothetical sale of five Units at the tender offer prices reported to the Partnership, less the $150 transfer fee per transaction the Partnership charges for substituting the buyer as the new owner of the transferred Units. The Partnership Agreement requires the purchaser of Units to pay to the Partnership the lesser of the actual costs and expenses incurred in connection with the substitution or $150. The Partnership believes that theses costs and expenses have been in excess of $150. The terms of the past "mini-tender" offers have imposed the $150 transfer fee upon the seller of the Units. In the Offer, we will pay this fee to the Partnership in connection with any transfer of your Units to us in the Offer. We believe that calculating the Net Tender Offer Price per Unit based upon a hypothetical sale of five Units provides a useful basis on which to evaluate the net prices at which the typical Unitholder has been able to dispose of their Units in recent third party tender offers. Unitholders holding five or fewer Units hold 53% of the Units other than those held by ARV or its subsidiaries, and the most common number of Units held by Unitholders is five. Because we will pay the $150 transfer fee in connection with the Offer and because this fee is a material expense in relation to the aggregate sales price paid in what we believe is a typical "mini-tender" offer, we believe that the Net Tender Offer Price per Unit shows a holder of the most common number of Units held the amount this Unitholder would have received in past "mini-tender" offers by taking into account the $150 transfer fee that they would have been 24 required to pay. However, you should note that if a Unitholder had tendered more or fewer Units in any such tender offer, the $150 transfer fee paid by that Unitholder would have been spread over more or fewer Units, thus raising or lowering the net amount that the tendering Unitholder would have received for each of his or her Units. The Net Tender Offer Prices shown above do not necessarily reflect the net sales proceeds actually received by sellers of Units, which may be further reduced to amounts less than the reported price by costs which are not imposed by the Partnership. 6. ALTERNATIVES CONSIDERED TO THE OFFER AND THE MERGER ARV believes that a cash tender offer for the Units and the cash-out Merger are the best methods for accomplishing its objectives of acquiring the entire equity interest in the Partnership and of providing our Unitholders with liquidity for their investment in the Partnership and an opportunity to eliminate future record-keeping and tax filing requirements. However, ARV also considered alternatives to the Offer and the Merger that might have addressed certain aspects of the interests of ARV and Unitholders. SALE OF ALL OR SUBSTANTIALLY ALL OF THE PARTNERSHIP'S ASSETS. As a potential alternative to the Offer and the Merger, ARV considered transactions to provide Unitholders with complete liquidity for their Units through the transfer of all or substantially all of the Partnership's assets through a sale of the Partnership's assets and a liquidation of the Partnership. However, ARV decided not to pursue this structure, because as a Unitholder of approximately 52.5% of the Units, ARV determined to retain its ownership interest in the Partnership and its assets. CONTINUED OWNERSHIP. ARV considered continuing to operate the Partnership for the benefit of Unitholders for a longer period with the expectation of achieving greater capital appreciation. However, ARV decided not to pursue this structure because of the significant costs and expenses the Partnership incurs in remaining a publicly-reporting entity. ARV also considered the increased flexibility it will have in managing the Partnership's properties if the Offer and the Merger were consummated and ARV wholly owned the Partnership's assets. Continued operation of the Partnership also would not provide Unitholders with an immediate opportunity to obtain liquidity for their investment and thereby to eliminate future record-keeping and tax filing requirements. TENDER OFFER WITHOUT A MERGER. ARV considered making the Offer without also seeking the consent of Unitholders to the Merger. However, completing the Offer without completing the Merger could result in our acquiring less than the entire equity interest in the Partnership. Additionally, unless we were to receive sufficient tenders to reduce the number of Unitholders below 300, we must also complete the Merger to meaningfully reduce the Partnership's expenses. Although making the Offer without also seeking to effect the Merger would provide Unitholders the opportunity to tender their Units and liquidate their investment, and thereby eliminate future record-keeping and tax filing requirements, ARV decided not to pursue the Offer without also seeking to effect the Merger because of its goal of acquiring the entire equity interest in the Partnership and because of the significant expenses ARV will incur in making the Offer whether or not it also seeks the consent of Unitholders to the Merger. 25 In determining to proceed with the Offer and the Merger, ARV concluded that the Offer and the Merger together were the most expeditious and efficient way to accomplish the purposes described above and in the Section entitled "-- Purpose of the Offer and the Merger; Future Plans." 7. EFFECTS OF THE OFFER EFFECT ON VOTING POWER As a result of the Offer, we and our affiliates would increase our ownership in the Units. In such case, we and our affiliates will have the voting rights associated with being the owner of such Units. EFFECT ON ECONOMIC INTEREST If the Offer is consummated, we and our affiliates' ownership in the Partnership, and our interest in the Partnership's profits, losses and distributions, would be proportionally increased. In this case, we and our affiliates' interest in the Partnership's book value and net earnings would also increase proportionally. EXCHANGE ACT REGISTRATION The Units are currently registered under the Exchange Act. If there are fewer than 300 Unitholders remaining after the Offer or any subsequent open market or privately negotiated purchases, ARV may, and intends to, terminate the registration of the Units under the Exchange Act. Upon deregistration of the Units, the Partnership would no longer be legally required to file periodic reports with the SEC, and certain provisions of the Exchange Act, such as the short-swing profit recovery provisions of Section 16(b) of the Exchange Act, the requirement to furnish a proxy statement in connection with Unitholders meetings pursuant to Section 14(a) of the Exchange Act, and the requirements of Rule 13e-3 under the Exchange Act with respect to "going-private" transactions, would no longer be applicable to the Partnership. In addition, "affiliates" of the Partnership and persons holding "restricted securities" of the Partnership may be deprived of the ability to dispose of such securities pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended. POSSIBLE TRANSACTIONS If the Offer is completed but the Merger is not consummated, ARV would continue to serve as the general partner of the Partnership and would continue to own more than 50% of the Units. In such case, ARV would evaluate the various alternatives available to it at that time. These may include: (a) continuing to operate the Partnership as in the past; (b) pursuing an extraordinary transaction, such as a reorganization or liquidation involving the Partnership, or a sale or transfer of the assets of the Partnership; or (c) restructuring or refinancing the assets of the Partnership and declaring one or more distributions of cash reflecting the proceeds of such refinancing. There can be no assurance that the amounts that might be received by the remaining Unitholders in such a transaction would be comparable to the Offer Price being offered hereby. 26 OTHER POSSIBLE PURCHASES OF UNITS Whether or not the Offer is successfully completed or ARV seeks to consummate a subsequent transaction, unless the Merger is effected, we may acquire additional Units in open market or in privately negotiated purchases. Such open market or privately negotiated purchases would be made at market prices or privately negotiated prices at the time of purchase, which may be higher or lower than the Offer Price. Our purchase of Units pursuant to any open market or privately negotiated purchases would reduce the number of Units and may reduce the number of holders of Units. This could further adversely affect the liquidity and market value of the remaining Units held by the public. EFFECT ON TRADING MARKET Currently, secondary sales activity for the units is limited, informal and sporadic. If the Offer is completed and you do not tender your Units, or if we complete the Offer but the Merger is not effected, the number of Unitholders remaining and the number of Units that are still in the hands of the public will be even further reduced, and you may consequently experience even more difficulty in liquidating your investment in the Partnership. 8. EFFECTS OF THE MERGER EFFECT ON VOTING POWER As a result of the Merger, we or one of our affiliates would own directly or indirectly all of the Units. In such case, we will have the voting rights associated with being the sole Limited Partner of the Partnership and owning all of the Units. EFFECT ON ECONOMIC INTEREST If the Merger is consummated, we or one of our affiliates would own the entire equity interest in the Partnership which would give us a 100% interest in the Partnership's profits, losses and distributions. In this case, we would own the entire interest in the Partnership's book value and net earnings. In addition, you, the Partnership's other current public Unitholders and the Special Limited Partners would no longer have any interest in the Partnership's future earnings or growth. EXCHANGE ACT REGISTRATION The Units are currently registered under the Exchange Act. If there are fewer than 300 Unitholders remaining after the Offer or any subsequent open market or privately negotiated purchases, ARV may, and intends to, terminate the registration of the Units under the Exchange Act. However, even if the Units remain registered after the consummation of the Offer, ARV may, and intends to, terminate the registration of the Units under the Exchange Act after the consummation of the Merger. Upon deregistration of the Units, the Partnership would no longer be legally required to file periodic reports with the SEC. 27 9. TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS; INTEREST IN SECURITIES OF THE PARTNERSHIP ARV owns approximately 9,807 Units, or approximately 52.5%, of the outstanding Units, and is the general partner of the Partnership. Neither we nor any of ARV's executive officers, directors or affiliates owns any Units. No other person owns of record, or to the best knowledge of ARV owns beneficially, more than 5% of the total number of Units outstanding. Except with respect to the 2001 Tender Offer and the Post-2001 Tender Offer Purchases, no sales of Units were made by or to affiliates of the Partnership during the last two years. The Partnership has an agreement with ARV pursuant to which ARV receives a property management fee equal to 5% of revenues of the Partnership. ARV earned $338,313 in management fees for the fiscal year ended December 31, 2002 and $272,673 in management fees for the nine months ended September 30, 2003. Additionally, pursuant to the Partnership Agreement, the Partnership pays ARV a Partnership administrative fee of 10% of cash flow before distributions. ARV earned $58,569 in administrative fees for the fiscal year ended December 31, 2002 and $80,261 in administrative fees for the nine months ended September 30, 2003. Kasman Capital, Inc., a corporation controlled by Joseph D. Kasman, a director of ARV, is engaged by Lazard Freres Real Estate Investors L.L.C. ("LFREI") to provide real estate consulting and advisory services to LFREI and its affiliates. Kasman Capital, Inc. does not provide any consulting or advisory services to the Partnership and receives no compensation from the Partnership. Except as otherwise set forth in this Offer to Purchase and Consent Solicitation Statement, (i) neither we nor, to the best knowledge of ARV, the persons listed on Schedule I nor any of our affiliates other than ARV, beneficially owns or has a right to acquire any Units, (ii) neither we nor ARV nor, to the best knowledge of ARV, the persons listed on Schedule I nor any of our affiliates, or any director, executive officer or subsidiary of any of the foregoing, has effected any transaction in the Units within the past 60 days, (iii) neither we nor ARV nor, to the best knowledge of ARV, the persons listed on Schedule I nor any of our affiliates has any contract, arrangement, understanding or relationship with any other person with respect to any securities of the Partnership, including but not limited to, contracts, arrangements, understandings or relationships concerning the transfer or voting thereof, joint ventures, loan or option arrangements, puts or calls, guarantees of loans, guarantees against loss or the giving or withholding of proxies, consents or authorizations, (iv) during the past two years, there have been no transactions or business relationships, which would be required to be disclosed under the rules and regulations of the SEC between us or, to the best knowledge of ARV, the persons listed on Schedule I or any of our affiliates, on the one hand, and the Partnership or its affiliates, on the other hand, and (v) during the past two years, there have been no contracts, negotiations or transactions between us or, to the best knowledge of ARV, the persons listed on Schedule I or any of our affiliates, on the one hand, and the Partnership or its affiliates, on the other hand, concerning a merger, consolidation or acquisition, tender offer or other acquisition of securities or a sale or other transfer of a material amount of assets. The Partnership has no directors. 28 10. CERTAIN UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS IN GENERAL The following is a summary of the principal United States federal income tax consequences to a Unitholder of the sale of Units pursuant to the Offer or the subsequent Merger. This discussion is based on the United States Internal Revenue Code of 1986, as amended (the "Internal Revenue Code"), United States Treasury regulations promulgated or proposed thereunder, judicial authorities, published administrative positions of the IRS, and other applicable authority, all as in effect on the Offer Date. All of the foregoing are subject to change, possibly with retroactive effect, and any change could affect the continuing accuracy of this summary. We have not sought any ruling from the IRS with respect to any matter discussed in this summary, the IRS may take a different view as to any of the matters discussed in this summary, and, ultimately, a court may agree with the position taken by the IRS rather than with the position taken by us. This summary assumes that the Partnership is properly classified as a partnership, and not as a corporation, for United States federal income tax purposes, and that the Partnership is not a "publicly traded partnership" as defined in Section 7704 of the Internal Revenue Code. This summary deals only with Unitholders that hold the Units as "capital assets" within the meaning of Section 1221 of the Internal Revenue Code. This summary does not address tax considerations that may apply (i) to Unitholders that are or have been subject to special tax rules (such as banks, insurance companies, tax-exempt organizations, regulated investment companies, real estate investment trusts, grantor trusts, dealers or traders in securities or currencies, persons that received, or held, the Units in connection with the performance of services, persons that hold, or held, the Units as part of a hedging, "straddle" or "conversion" transaction or otherwise as part of a holding with any other position, persons that are or have been deemed to sell Units under the constructive sale provisions of the Internal Revenue Code, persons that are subject to special passive loss rules governing persons who materially participate in a real property business, or persons whose functional currency is or was not the United States dollar) or (ii) under the alternative minimum tax, any federal tax other than the federal income tax, or any state, local or foreign tax laws. Except as expressly provided herein, this summary applies only to a beneficial owner of a Unit that is (i) an individual citizen or resident of the United States, (ii) a corporation created or organized under the laws of the United States or any state or political subdivision thereof (including the District of Columbia), (iii) an estate (other than a foreign estate, within the meaning of Section 7701(a)(31) of the Internal Revenue Code), or (iv) a trust over the administration of which a court within the United States is able to exercise primary supervision, if one or more United States persons have the authority to control all substantial decisions of the trust (collectively, "United States holders"). UNITHOLDERS SHOULD CONSULT THEIR OWN TAX ADVISORS AS TO THE UNITED STATES FEDERAL, STATE, AND LOCAL TAX CONSEQUENCES AND AS TO THE NON-UNITED STATES TAX CONSEQUENCES TO THEM OF TENDERING OR NOT TENDERING UNITS OR OF NOT TENDERING UNITS AND RETAINING UNITS AFTER COMPLETION OF THE OFFER. 29 CONSEQUENCES TO A TENDERING UNITHOLDER Your sale of Units pursuant to the Offer or your receipt of cash in exchange for all of your Units in the Merger will be treated as a taxable disposition of your Units for United States federal income tax purposes. You will recognize gain or loss on the sale in an amount equal to the difference between the amount realized by you on the sale and your adjusted tax basis in the Units. The amount realized will be equal to the sum of (x) the amount of cash received by you pursuant to the Offer or the Merger and (y) the amount of the liabilities of the Partnership properly allocable to the Units sold for federal income tax purposes (as determined under Section 752 of the Internal Revenue Code). Your adjusted tax basis in all your Units in the aggregate generally will be equal to the amount paid by you for the Units, plus the amount of the liabilities of the Partnership properly allocable to your Units (as determined under Section 752 of the Internal Revenue Code) and the Partnership income or gain allocated to you, less any Partnership deductions or losses allocated to your Units and any distributions made to you by the Partnership. For United States federal income tax purposes, as a Unitholder, you are considered to own a single interest in the Partnership, having a single adjusted tax basis, without regard to the number of Units that you hold and without regard to whether all your Units were acquired at the same time. If you sell fewer than all of your Units in the Offer and we do not effect the Merger, then you will recover an allocable portion of this overall adjusted tax basis in your Units. You will not be permitted to identify the cost or other tax basis that is specifically attributable to the particular Units that you sell. You will be deemed to have one or more holding periods for the transferred Units in proportion to your holding period(s) for your overall interest. If you are considering a tender of less than all of your Units, then you are urged to consult your own tax advisor as to these and other consequences to you of a partial sale. If you sell all of your Units pursuant to the Offer or you receive cash in exchange for all of your Units in the Merger, you will be allocated a share of the Partnership's taxable income or loss for the taxable year of the sale in accordance with the Internal Revenue Code and the Partnership Agreement and the allocation to you of the Partnership's taxable income or loss, as well as any distributions made by the Partnership to you, will affect your basis in your Units and thus the amount of gain or loss that you will recognize on a sale of your Units. If you sell a portion of your Units pursuant to the Offer or you receive cash in exchange for a portion of your Units in the Merger, you will be allocated a share of the Partnership's taxable income or loss for the taxable year of the sale in accordance with the Internal Revenue Code and the Partnership Agreement and you should consult your own tax advisor as to the potential impact of the allocation to you of the Partnership's taxable income or loss, as well as any distributions made by the Partnership to you, on the amount of gain or loss that you will recognize on a sale of your Units. The gain or loss that you recognize generally will be treated as capital gain or loss. However, any portion of the amount realized by you that is attributable to the share of the Partnership's "unrealized receivables" or "inventory items" ("Section 751 Property") allocable to the Units sold will be taxable as ordinary income under Section 751 of the Internal Revenue Code, to the extent that the portion of the amount realized that is attributable to Section 751 Property exceeds your allocable share of the Partnership's adjusted tax basis in the Section 751 Property. For this purpose, the "unrealized receivables" allocable to the Units sold include the 30 share of the Partnership's prior depreciation deductions allocable to the Units that would be subject to recapture if the depreciated assets were sold for fair market value. Under Section 751, it is possible that you may recognize ordinary income on the sale of your Units, even if you realize a net loss on the sale. Your capital gain or loss on the sale of Units will be treated as long-term capital gain or loss if your holding period in the Units for federal income tax purposes is more than one year. In general, your holding period for your Units began at the time that you acquired those Units. However, if you acquired Units at different times, then the Units, although considered for basis allocation and other tax purposes as a single partnership interest, will have a divided holding period in your hands, based upon the relative number of Units that you acquired at the various times. Under current law, long-term capital gain of non-corporate Unitholders generally is taxable at a maximum rate of 15% (except that the rate will be 25% on the portion of the gain ("unrecaptured section 1250 gain") that is attributable to depreciation claimed with respect to real estate that is not recaptured as ordinary income under Section 1250 of the Internal Revenue Code), whereas the maximum marginal federal income tax rate for ordinary income is 35%. The maximum rate of tax applicable to income of corporate Unitholders, regardless of whether characterized as capital gain or as ordinary income, is 35%. The ability of a Unitholder to offset capital losses against ordinary income is limited. Under the passive activity loss rules contained in Section 469 of the Internal Revenue Code, which apply to noncorporate taxpayers and, with modifications, to certain classes of corporations, losses generated by passive activities generally may be used only to offset income from passive activities and may not be applied to reduce active income or portfolio income. Passive activity losses that are suspended because a taxpayer does not have sufficient passive income to absorb the passive activity losses may be carried over to future taxable years. Suspended passive activity losses will no longer be subject to the passive loss limitations in the year in which the taxpayer completely disposes of the taxpayer's interest in the passive activity that generated the losses. Under these rules, if a Unitholder is subject to the passive loss rules: - In general, income or gain derived by you from the sale of your Units in the Offer or your receipt of cash in exchange for your Units in the Merger will be treated as passive income and may be offset against any passive activity losses derived by you in the current taxable year or against suspended passive losses from prior taxable years. - If you sell all of your Units in the Offer or receive cash in exchange for all of your Units in the Merger, then any Partnership losses that have been suspended under the passive loss limitations will cease to be subject to those limitations. - If you do not sell all of your Units in the Offer, and we do not effect the Merger, then the deductibility of any suspended losses will continue to be subject to the passive activity loss limitations until you sell your remaining Units. The limitations on the use of passive activity losses are complex and you are urged to consult your own tax advisor regarding the impact of the rules on your ability to use your distributive share of passive losses from the Partnership. 31 Gain realized by a non-United States Unitholder on a sale of Units in the Offer or in the Merger will be subject to United States federal income tax. Under Section 1445 of the Internal Revenue Code, the transferee of an interest held by a non-United States person in a partnership that owns United States real property generally is required to deduct and withhold a tax equal to 10% of the amount realized with respect to the transaction. In order to comply with this requirement, we will withhold 10% of the amount realized by you in the Offer or the Merger, unless you properly complete and sign a certificate, under penalties of perjury, that includes your name, address, and taxpayer identification number, and that certifies that you are not a non-United States person. Amounts withheld will be creditable against a Unitholder's income tax liability and, if in excess thereof, a refund can be obtained from the IRS by filing a United States federal income tax return. If you sell Units in the Offer or the Merger, then (unless you are a Unitholder exempt from the backup withholding rules) 28% of the amount otherwise payable to you may be subject to withholding under the backup withholding rules. Such withholding under the backup withholding rules will not be required if you (i) furnish a correct taxpayer identification number and certify on the substitute Internal Revenue Service Form W-9 included in the Agreement of Assignment and Assumption that you are not subject to backup withholding tax, (ii) provide a certification of foreign status on Internal Revenue Service Form W-8BEN, or (iii) otherwise establish an exemption from backup withholding tax. If you do not provide a correct taxpayer identification number, then you may be subject to penalties imposed by the IRS. Any amount paid as backup withholding tax does not constitute an additional tax and will be creditable against your United States federal income tax liability, provided that the required information is given to the IRS. If backup withholding tax results in an overpayment of tax, then you can obtain a refund by filing a United States federal income tax return. If you sell your Units in the Offer, then you will be required to file an information statement with your federal income tax returns for the year of the sale that provides certain information as to the capital gain, unrecaptured section 1250 gain, and ordinary income that you recognized on the sale. Under Code section 6050K, transferors of certain partnership interests are required to inform the partnership of the transfer. We will undertake to send any required notices to the Partnership on your behalf. CONSEQUENCES TO A NON-TENDERING UNITHOLDER If we do not effect the Merger, a Unitholder that does not tender its Units in the Offer (a "non-tendering Unitholder") should not be subject to any material United States federal income tax consequences as a result of the failure to tender. THE PRECEDING DISCUSSION IS ONLY A SUMMARY OF CERTAIN UNITED STATES FEDERAL TAX IMPLICATIONS OF THE OFFER AND THE MERGER. WE URGE YOU TO CONSULT WITH YOUR OWN TAX ADVISOR TO DETERMINE THE TAX IMPLICATIONS OF THE OFFER IN LIGHT OF YOUR PARTICULAR CIRCUMSTANCES. 32 11. FORWARD-LOOKING STATEMENTS THE PARTNERSHIP'S BUSINESS, RESULTS OF OPERATIONS AND FINANCIAL CONDITION ARE SUBJECT TO MANY RISKS, INCLUDING THOSE SET FORTH HEREIN. CERTAIN STATEMENTS CONTAINED IN THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT, INCLUDING, WITHOUT LIMITATION, STATEMENTS CONTAINING THE WORDS "BELIEVES," "ANTICIPATES," "EXPECTS," AND WORDS OF SIMILAR IMPORT, CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE THE PARTNERSHIP'S ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS, OR INDUSTRY RESULTS, TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THESE STATEMENTS ARE ONLY PREDICTIONS, HOWEVER, AND ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY AS A RESULT OF RISKS FACING THE PARTNERSHIP. THESE RISKS INCLUDE, BUT ARE NOT LIMITED TO, THOSE ITEMS DISCUSSED BELOW. CERTAIN OF THESE FACTORS ARE DISCUSSED IN MORE DETAIL ELSEWHERE IN THIS OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT, INCLUDING BUT NOT LIMITED TO UNDER THE HEADINGS "-- BACKGROUND TO THE OFFER AND THE MERGER," -- FAIRNESS OF THE OFFER AND THE MERGER," "THE PARTNERSHIP -- DESCRIPTION OF THE PARTNERSHIP" AND "THE PARTNERSHIP -- PROJECTIONS FOR THE PARTNERSHIP PROPERTIES; BUDGETS." UNITHOLDERS ARE CAUTIONED THAT, IN ADDITION TO THE OTHER FACTORS SET FORTH UNDER THOSE HEADINGS, THE FOLLOWING FACTORS MAY CAUSE THE PARTNERSHIP'S ACTUAL FINANCIAL PERFORMANCE TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN SUCH FORWARD-LOOKING STATEMENTS: - supply and demand for the Partnership's products and services; - our ability to access capital necessary for our operations; - competitive product and pricing pressures; - changes in industry laws and regulations; and - general economic and industry conditions in the assisted living marketplace. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this Offer to Purchase and Consent Solicitation Statement. We and ARV each disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future events or developments. 33 THE PARTNERSHIP 1. DESCRIPTION OF THE PARTNERSHIP The Partnership was formed on June 28, 1989 to develop, finance, acquire and operate senior citizen housing. Although the prospectus pursuant to which Units were offered contained no definite plan to sell any properties in accordance with a timetable, the management of the general partner at the time projected that the Partnership might sell or finance a property after operating that property for a five to seven year period. The Partnership was structured as a self-liquidating partnership with a finite life, which would distribute its cash flow during its operating stage and its proceeds from property sales during its liquidating stage. The Partnership's estimated operational life at the time of inception was 10 to 15 years from the opening date of the last facility developed or acquired. Under the Partnership Agreement, there is no fixed obligation to divest the Partnership's assets and the Partnership will continue until December 31, 2049, unless sooner terminated in accordance with its terms. The Partnership currently owns and operates only the two Partnership properties. The Partnership acquired the land for Villa Las Posas shortly after its formation and developed the community in 1997. The Partnership acquired Chandler Villas in 1992. As of the Offer Date, there were 18,666.480 issued and outstanding Units held of record by approximately 987 Unitholders. The Partnership's principal executive offices are located at 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626, and its telephone number is (714) 751-7400. PARTNERSHIP PROPERTIES VILLA LAS POSAS Villa Las Posas is an assisted living community located at 24 Las Posas Road, Camarillo, Ventura County, California. The land was acquired in 1990 and the community was developed in 1997. It has 123 studio and one-bedroom apartments and is comprised of an 88,368 square foot, three-story building situated on 3.04 acres of land. ARV Las Posas, L.P., an entity wholly owned by the Partnership, has a fee interest in Villa Las Posas. The Partnership believes that Villa Las Posas is adequately covered by insurance. Villa Las Posas is encumbered by a HUD-insured loan originated by Red Mortgage Capital that bears interest at a fixed rate of 6.65% per year and matures on May 1, 2038. On September 30, 2003, total indebtedness remaining under this loan was $12,197,106 . The loan documents provide that this loan is not prepayable prior to June 1, 2008. From and after June 1, 2008, any prepayment of the loan must be accompanied by a prepayment penalty starting at 5% of the principal balance and decreasing by 1% per year through 2013. The occupancy rate and average monthly revenue per occupied unit at Villa Las Posas for the last three fiscal years and the first 9 months of 2003 are as follows: 34
Average Monthly Revenue Year Occupancy Per Occupied Unit - ---- --------- ----------------- 2000 98% $2,618 2001 95% $2,850 2002 84% $3,106 2003 YTD(1) 90% $3,112
(1) Year to date as of September 30, 2003. As of December 31, 2002, the federal tax basis of the building in Villa Las Posas was $7,654,254. The rate of depreciation is 3.6% and the claimed life for depreciation is 27.5 years. The property is depreciated using the straight line basis. The realty tax rate on the property is 1.1% and annual realty taxes are $119,411. As of December 31, 2002, there was approximately $34,961 of tax basis of equipment, furniture and fixtures having lives of five to seven years and depreciated on a double declining balance basis. CHANDLER VILLAS Chandler Villas is an assisted living community located at 101 South Yucca Street, Chandler, Maricopa County, Arizona. The community, built in 1986, has 164 studio, one- and two-bedroom apartments and is comprised of 15 one- and two-story buildings with an aggregate of over 110,000 square feet on over 8 acres of land. ARV Chandler Villas, L.P., an entity wholly owned by the Partnership, has a fee interest in Chandler Villas. The Partnership believes that Chandler Villas is adequately covered by insurance. Chandler Villas is encumbered by a HUD-insured loan originated by Red Mortgage Capital that bears interest at a fixed rate of 8.06% per year and matures on February 1, 2036. On September 30, 2003, total indebtedness remaining under this loan was $5,697,605. The loan documents provide that this loan is not prepayable prior to March 1, 2006. From and after March 1, 2006, any prepayment of the loan must be accompanied by a prepayment penalty starting at 5% of the principal balance and decreasing by 1% per year through 2011. The occupancy rate and average monthly revenue per occupied unit at Chandler Villas for the last three fiscal years and the first 9 months of 2003 are as follows:
Average Monthly Revenue Year Occupancy Per Occupied Unit - ---- --------- ----------------- 2000 97% $1,410 2001 96% $1,547 2002 89% $1,672 2003 YTD(1) 94% $1,696
(1) Year to date as of September 30, 2003. 35 As of December 31, 2002, the federal tax basis of the building for Chandler Villas was $2,064,144. The rate of depreciation is 3.6% and the claimed life for depreciation is 27.5 years. The property is depreciated using the straight line basis. The realty tax rate on the property is 1.3% and annual realty taxes are $70,612. As of December 31, 2002, there was approximately $149,178 of federal tax basis of equipment, furniture and fixtures having lives of five to seven years and depreciated on a double declining balance basis. OTHER PARTNERSHIP ASSETS The Partnership's other assets consist primarily of cash and the Claremont Notes. See "SPECIAL FACTORS -- Determination of the Offer Price -- (A) Liquidation Valuation Method -- Valuation of Other Partnership Assets." 2. BUSINESS RISKS The Partnership faces a number of business risks, including the following: - STAFFING AND LABOR COSTS. The Partnership competes with other providers of assisted living and senior housing to attract and retain qualified personnel. The Partnership also relies on the available labor pool of employees, and unemployment rates are very low in many areas where we operate. The Partnership makes a genuine effort to remain competitive with other companies in our industry. Therefore, if it is necessary for the Partnership to increase pay and/or enhance benefits to maintain its competitive status in its industry, the Partnership's net income would decrease without corresponding increases in rental, assisted living or management revenue. - COMPETITION. The assisted living industry is highly competitive, and we expect that the Partnership's business will become more competitive in the future. Sources of competition include family members providing care at home, numerous local, regional and national providers of assisted living and long-term care whose facilities and services range from home-based health care to skilled nursing facilities, and acute care hospitals. In addition, we believe that as assisted living receives increased attention among the public and insurance companies, new competitors focused on assisted living will enter the market, including hospitality companies expanding into the market. Some of the Partnership's competitors operate on a not-for-profit basis or as charitable organizations, while others have, or are capable of obtaining, greater financial resources than those available to the Partnership. We also expect the Partnership to face increased competition for the acquisition and development of assisted living communities. Some of the Partnership's present and potential competitors are significantly larger or have, or may obtain, greater financial resources than the Partnership. These forces could limit the Partnership's ability to attract residents, attract qualified personnel, expand its business, or increase the cost of future acquisitions, each of which could have a material adverse effect on the Partnership's business, financial condition, results of operations and prospects. - GOVERNMENT REGULATION. Health care is subject to extensive regulation and frequent regulatory change. Currently, no federal rules explicitly define or regulate assisted 36 living. However, the Partnership is and will continue to be subject to varying degrees of regulation and licensing by health or social service agencies and other regulatory authorities in localities where it operates or intends to operate. Changes in such laws and regulations, or new interpretations of existing laws and regulations could have a significant effect on methods and costs of doing business, and on reimbursement levels from governmental and other payers. In addition, the President and Congress have proposed in the past, and may propose in the future, health care reforms that could impose additional regulations on the Partnership or limit the amounts that it may charge for its services. We cannot assess the ultimate timing and impact that any pending or future health care reform proposals may have on the assisted living, home health care, skilled nursing or health care industry in general. No assurance can be given that any such reform will not have a material adverse effect on the business, financial condition or results of operations and prospects of the Partnership. - OBTAINING RESIDENTS AND MAINTAINING RATES. As of September 30, 2003, the Partnership properties had a combined occupancy rate of approximately 96%. Occupancy may drop in these Partnership properties, primarily due to changes in the health of residents, increased competition from other assisted living providers, particularly those offering newer facilities, and the reassessment of residents' physical and cognitive state. There can be no assurance that the Partnership properties will be substantially occupied at current set rates at any time. In addition, the Partnership may only be able to lease the units in its Partnership properties at rates below its set rates due to limitations imposed on rates by local market conditions or other factors, including the physical obsolescence of the Partnership properties. Even if the Partnership achieves substantial occupancy at its set rates, those set rates may not allow for projected cost recovery and profit if operating expenses increase. In addition, in order to increase set rates, the Partnership must provide advance notice of rate increases, generally at least 30 days. Because of this advance notice requirement, the Partnership is not able to reflect cost increases in set rates until at least several months after such cost increases occur. In addition, if the Partnership fails to generate sufficient revenue, it may be unable to make interest and principal payments on indebtedness. - GEOGRAPHIC CONCENTRATION. One of the Partnership properties is located in Camarillo, California and the other is located in Chandler, Arizona. The market value of these assets and the income generated from them could be negatively affected by changes in local and regional economic conditions, specific laws and the regulatory environment in these states, and by acts of nature. We cannot provide assurance that such geographic concentration will not have an adverse impact on the Partnership's business, financial condition, operating results and prospects. - GENERAL REAL ESTATE RISKS. The performance of the Partnership properties is influenced by factors generally affecting real estate investments, and real estate risks specific to the Partnership properties. These risks include: - an oversupply of, or a reduction in demand for, assisted living communities in a particular market; 37 - the attractiveness of properties to residents; - zoning, rent control, environmental quality regulations or other regulatory restrictions; - competition from other forms of housing; - the ability to provide adequate maintenance and insurance; and - the ability to control operating costs, including maintenance, insurance premiums and real estate taxes. Real estate investments are also affected by such factors as applicable laws, including tax laws, interest rates and the availability of financing. Real estate investments are relatively illiquid and, therefore, limit the Partnership's ability to vary its portfolio promptly in respect to changes in economic or other conditions. If the Partnership fails to operate its properties effectively, it may have a material adverse effect on its business, financial condition, operating results and prospects. - CAPITAL EXPENDITURES. Chandler Villas does not have fire sprinklers installed throughout its 15-building residential campus, and is therefore only licensed by the State of Arizona to provide limited assisted living services. In order to provide the full range of assisted living services provided in other Partnership facilities, the Partnership would be required to install sprinkler systems in all buildings that would be lived in or used by assisted living residents. Estimates provided to the Partnership by third party contractors indicate the cost of installing sprinklers throughout the campus to be in excess of $1.0 million. ARV, on behalf of the Partnership, is currently evaluating whether to undertake this project so that Chandler Villas remains competitive in its region. - OTHER DISCLOSED RISKS. In addition, the Partnership is subject to a number of business and market risks as set forth in the Partnership's Form 10-K for the fiscal year ended December 31, 2002 (the "2002 10-K"). We are delivering a copy of the 2002 10-K with this Offer to Purchase and Consent Solicitation Statement and the 2002 10-K is also incorporated by reference. For more information see "OTHER MATTERS -- Available Information, Incorporation by Reference." 3. SOURCE AND AMOUNT OF FUNDS FOR THE OFFER AND THE MERGER The total amount of funds required for us to purchase all of the outstanding Units pursuant to the Offer and the Merger and to pay fees and expenses related thereto, is estimated to be approximately $_______. For a statement of these related fees and expenses, see "OTHER MATTERS -- Certain Fees and Expenses." We plan to obtain all funds needed for the Offer and the Merger from funds to be contributed by ARV. ARV intends to obtain these funds from its cash on hand. As of September 30, 2003, ARV had $8,012,411 of cash and cash equivalents. 38 4. SELECTED HISTORICAL FINANCIAL DATA FOR THE PARTNERSHIP Below is a summary of certain financial information for the Partnership, which has been excerpted or derived from the 2002 10-K and the Partnership's Form 10-Q for the quarter ended September 30, 2003 (the "Third Quarter 10-Q"). More comprehensive financial and other information is included in such reports and other documents filed by the Partnership with the SEC, and the following summary is qualified in its entirety by reference to such reports and other documents and all the financial information and related notes contained in those reports and documents and should be read in conjunction with such related notes. The 2002 10-K and the Third Quarter 10-Q are incorporated in this Offer to Purchase and Consent Solicitation Statement by reference. We and ARV disclaim any responsibility for the information included in these documents, including, without limitation, any information derived from the documents and included in this Offer to Purchase and Consent Solicitation Statement, other than any responsibility ARV may have as the general partner of the Partnership. 39
FOR THE NINE MONTHS ENDED YEAR ENDED DECEMBER 31, SEPTEMBER 30, 2002 2001 2000 1999 1998 2003 2002 -------- -------- ------- ------- -------- -------- -------- (IN THOUSANDS, EXCEPT PER UNIT AMOUNTS) REVENUES : Rent $ 6,061 $ 6,037 $ 7,582 $ 7,143 $ 8,195 $ 4,914 $ 4,549 Assisted Living 575 714 1,115 1,022 977 411 441 Interest and other 265 285 297 480 318 149 194 -------- -------- ------- ------- -------- -------- -------- TOTAL REVENUES 6,901 7,036 8,994 8,645 9,490 5,474 5,184 -------- -------- ------- ------- -------- -------- -------- COSTS AND EXPENSES: Community property operations 3,419 3,476 4,419 4,277 4,307 2,739 2,577 Assisted living 453 522 685 659 463 316 354 General and administrative 344 771 403 332 552 283 258 Depreciation and amortization 814 771 1,104 1,060 1,439 522 600 Property taxes 188 185 228 250 393 152 140 Advertising 84 76 103 84 115 65 69 Interest 1,466 1,225 1,410 1,502 2,557 1,003 1,089 Loss on debt extinguishment - 66 - - - - - -------- -------- ------- ------- -------- -------- -------- TOTAL COSTS AND EXPENSES 6,768 7,092 8,352 8,164 9,826 5,080 5,087 -------- -------- ------- ------- -------- -------- -------- Income (loss) before gain on sales and franchise tax expense 133 (56) 642 481 (336) 394 97 (Loss) gain on sale of properties - (15) 4,823 4,562 134 - - -------- -------- ------- ------- -------- -------- -------- Income (loss) before franchise tax expense 133 (71) 5,465 5,043 (202) 394 97 Franchise tax expense 11 10 10 - - 9 8 Minority interest in income (loss) of majority owned entities - - 1,344 180 176 - - -------- -------- ------- ------- -------- -------- -------- Net income (loss) before cumulative effect of change in accounting principles 122 (81) 4,111 4,863 (378) 385 89 Cumulative effect of change in accounting principles - - - (96) - - - NET INCOME (LOSS) $ 122 $ (81) $ 4,111 $ 4,767 $ (378) $ 385 $ 89 ======== ======== ======= ======= ======== ======== ======== Total assets $ 15,898 $ 15,881 $21,315 $18,786 $ 31,679 $ 16,563 $ 15,826 Partners' capital (deficiency) $ (2,480) $ 1,201 $ 1,832 $ 2,000 $ 6,873 $ (2,095) $ (2,513) Notes Payable $ 17,570 $ 13,736 $13,177 $15,665 $ 23,072 $ 17,903 $ 17,615 PER LIMITED PARTNER UNIT: Net income (loss) $ 6.47 $ (4.30) $218.04 $252.83 $ (20.06) $ 20.40 $ 4.72 Distributions of earnings $ 72.62 $ 29.33 $218.07 $252.81 $ - $ - $ 72.62 Distributions - return of capital 128.98 - 8.92 258.43 68.75 - 128.98 -------- -------- ------- ------- -------- -------- -------- Total distributions $ 201.60 $ 29.33 $226.99 $511.24 $ 68.75 $ - $ 201.60 ======== ======== ======= ======= ======== ======== ========
The Partnership has not historically prepared a ratio of earnings to fixed charges. 5. PROJECTIONS FOR THE PARTNERSHIP PROPERTIES; BUDGETS PROJECTIONS. The Partnership does not, as a matter of course, make public forecasts or projections as to future sales, earnings or other income statement data of the Partnership. However, in connection with the acquisition of ARV in 2003, ARV prepared projections, including projections of the future net operating income of the Partnership properties for the years 2003 to 2006. However, these projections were not prepared for or in connection with the 40 Offer or the Merger. These projections were filed as an exhibit to the proxy statement filed with the SEC with respect to the acquisition of ARV. BUDGETS. ARV prepares internal annual operating budgets for the Partnership's properties which are used by management as performance targets for the purposes of determining incentive compensation for employees. These budgets do not represent management's expectations as to the future operating results of the Partnership and were not used in determining the Offer Price. The annual budget for the 2004 fiscal year (the "2004 Budget") was finalized in January 2004. The 2004 Budget was not prepared with a view to public disclosure and has been filed as an exhibit to ARV and the Purchaser's Tender Offer Statement on Schedule TO in respect of the Offer for the limited purpose of giving you access to financial information of the Partnership. DISCLAIMERS. Neither the 2004 Budget nor the projections discussed above (the "Projections") were prepared in accordance with generally accepted accounting principles, or with a view to compliance with the published guidelines of the SEC or the American Institute of Certified Public Accountants regarding projections, which would require a more complete presentation of the data than as shown above. Neither the 2004 Budget nor the Projections have been examined, reviewed or compiled by the Partnership's independent auditors, and accordingly they have not expressed an opinion or any other assurance regarding such materials. THE FORECASTED INFORMATION IS REFERENCED HEREIN SOLELY BECAUSE SUCH INFORMATION WAS PREPARED BY ARV PRIOR TO THE OFFER. ACCORDINGLY, NONE OF ARV, THE PARTNERSHIP OR ANY OTHER PERSON IS MAKING ANY REPRESENTATION AS TO THE 2004 BUDGET OR THE PROJECTIONS AND NONE OF THEM ASSUMES ANY RESPONSIBILITY AS TO THE ACCURACY THEREOF. IN ADDITION, BECAUSE THE ESTIMATES AND ASSUMPTIONS UNDERLYING THE 2004 BUDGET AND THE PROJECTIONS ARE INHERENTLY SUBJECT TO SIGNIFICANT ECONOMIC AND COMPETITIVE UNCERTAINTIES AND CONTINGENCIES, WHICH ARE DIFFICULT OR IMPOSSIBLE TO PREDICT ACCURATELY AND ARE BEYOND THE CONTROL OF ARV AND THE PARTNERSHIP, THERE CAN BE NO ASSURANCE THAT RESULTS SET FORTH IN THE 2004 BUDGET OR THE PROJECTIONS WILL BE REALIZED. IT IS LIKELY THAT THERE WILL BE DIFFERENCES BETWEEN ACTUAL AND PROJECTED RESULTS, AND ACTUAL RESULTS MAY BE MATERIALLY HIGHER OR LOWER THAN THOSE SET FORTH ABOVE. 6. DIVIDENDS AND DISTRIBUTIONS FUTURE DISTRIBUTIONS. If the Partnership declares or makes any distributions on the Units payable or distributable to Unitholders of record on a date prior to (i) the transfer of the Units purchased pursuant to the Offer to us or our nominee or transferees on the books and records of the Partnership or (ii) the effective time of the Merger, then, subject to the provisions described in "THE TENDER OFFER -- Conditions to the Offer" and "THE CONSENT SOLICITATION - The Merger Proposal; Effective Time of the Merger Proposal": - we will reduce the Offer Price by the amount of any such cash distributions, and 41 - the whole of any such noncash distribution to be received by the tendering Unitholders will (a) be received and held by the tendering Unitholders for our account and will be required to be promptly remitted and transferred by each tendering Unitholder to the Partnership for our account, accompanied by appropriate documentation of transfer, or (b) at our direction, be exercised for our benefit, in which case the proceeds of such exercise will promptly be remitted to us. With respect to Units acquired pursuant to the Offer, pending such remittance and subject to applicable law, we will be entitled to all rights and privileges as owner of any such non-cash distribution and may withhold the entire Offer Price or deduct from the Offer Price the amount or value thereof, as determined by us in our sole discretion. Under the Merger Agreement, Unitholders will be required to surrender to us any non-cash distribution prior to receiving the Offer Price or we may deduct from the Offer Price the value thereof, as determined by us in our sole discretion. HISTORICAL DISTRIBUTIONS. Since its inception on June 28, 1989, the Partnership has made distributions as follows. There is no restriction on the Partnership's current or future ability to make distributions.
ANNUAL AMOUNT OF DISTRIBUTIONS ON A PER 5 UNIT YEAR BASIS - ---- ---------------- 1989 $ 59 1990 188 1991 341 1992 313 1993 175 1994 750 (1) 1995 75 1996 125 1997 0 1998 250 1999 2,603 (2) 2000 106 2001 1,222 (3) 2002 1,008 (4) 2003 0
- ------------------------ (1) Includes a special distribution of $500 from the sale of a property. (2) Includes a special distribution of $2,306 from the sale of three properties and refinancing proceeds. (3) Includes a special distribution of $1,076 from the sale of a property. (4) Consists of a special distribution from the refinance of property. 42 THE TENDER OFFER 1. TERMS OF THE OFFER; EXPIRATION DATE Upon the terms of and subject to the conditions to the Offer (including the terms of and conditions to any extension or amendment of the Offer), we will accept for payment and pay for all Units validly tendered on or before the Expiration Date and not withdrawn in accordance with the terms of the section below entitled, " -- Withdrawal Rights." The term "Expiration Date" shall mean 5:00 p.m., Pacific time, on ________, 2004, unless and until we, in our sole discretion, extend the period of time for which the Offer is open, in which event the term "Expiration Date" shall mean the latest time and date on which the Offer, as extended by us, will expire. The Offer is conditioned on the satisfaction of certain conditions. See "-- Conditions to the Offer," which sets forth all the conditions to the Offer. We reserve the right (but shall not be obligated), in our sole discretion and for any reason, to waive any or all conditions. If, by the Expiration Date, any or all such conditions have not been satisfied or waived, we reserve the right (but shall not be obligated) to (i) decline to purchase any of the Units tendered, terminate the Offer and return all tendered Units to tendering Unitholders, (ii) waive all the unsatisfied conditions and, subject to complying with the applicable rules and regulations of the SEC, purchase all Units validly tendered, (iii) extend the Offer and, subject to the right of Unitholders to withdraw Units until the Expiration Date, retain the Units that have been tendered during the period or periods for which the Offer is extended or (iv) amend the Offer. 2. ACCEPTANCE FOR PAYMENT AND PAYMENT FOR UNITS Upon the terms of and subject to the conditions to the Offer (including the terms of and conditions to any extension or amendment of the Offer), we will accept for payment, and will pay for, all Units validly tendered and not withdrawn in accordance with the section "-- Withdrawal Rights," as promptly as practicable following the Expiration Date. Subject to applicable rules and regulations of the SEC, we expressly reserve the right to delay acceptance for payment of, or payment for, Units pending receipt of any regulatory or governmental approvals or pending receipt of any additional documentation required by the Agreement of Assignment and Transfer or as specified in this Offer to Purchase and Consent Solicitation Statement. Under the terms of and subject to the conditions to the Offer, the tendering Unitholders will be paid promptly subject to and following: (i) receipt of a valid, properly and fully executed Agreement of Assignment and Transfer, including any confirmations required from any custodian of tendered Units (together with any other applicable documents), and (ii) the actual transfer of Units to us. If the Units are not actually transferred to us, we will not be required to purchase such Units. We reserve the right, in our sole discretion, to pay tendering Unitholders before our receipt of such confirmation or the actual transfer of Units to us. We will issue payment only to Unitholders of record and payments will be forwarded only to the Unitholder's address listed on the Agreement of Assignment and Transfer. If any tendered Units accepted for payment are not purchased for any reason, the Agreement of Assignment and Transfer with respect to the Units not purchased will have no effect from the date the Offer is terminated and no payments will be made in respect of such Units. If, for any reason, acceptance for payment of, or payment for, any Units tendered 43 pursuant to the Offer is delayed or we are unable to accept for payment, purchase or pay for the Units tendered pursuant to the Offer, then without prejudice to our rights under " -- Conditions to the Offer" (but subject to compliance with Rule 14e-1(c) under the Exchange Act), we may retain tendered Units, subject to any limitations of applicable law, and such Units may not be withdrawn except to the extent that the tendering Unitholders are entitled to withdrawal rights as described in the Section "-- Withdrawal Rights." If we increase the consideration offered to Unitholders pursuant to the Offer, such increased consideration will be paid for all Units accepted for payment pursuant to the Offer, whether or not such Units were tendered before the increase. Unless otherwise prohibited, we reserve the right to transfer such materials or assign, in whole or from time to time in part, the right to purchase Units tendered pursuant to the Offer, but any such transfer or assignment will not relieve us of our obligations under the Offer or prejudice the rights of tendering Unitholders to receive payment for Units validly tendered and accepted for payment pursuant to the Offer. 3. PROCEDURE FOR ACCEPTING THE OFFER AND TENDERING UNITS VALID TENDER To participate in the Offer and validly tender your Units, you must complete, in their entirety, the following documents that accompany this Offer to Purchase and Consent Solicitation Statement and return them to the Information Agent at the address set forth below (and on the back of this Offer to Purchase and Consent Solicitation Statement) on or before the Expiration Date: - The YELLOW Agreement of Assignment and Transfer; and - Any other applicable documents included with the Agreement of Assignment and Transfer or specified in the instructions to that document. IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT, WE WILL SEND ON YOUR BEHALF A COPY OF SUCH COMPLETED MATERIALS TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION. HOWEVER, IN THIS CASE, YOU SHOULD SEND YOUR COMPLETED MATERIALS TO THE INFORMATION AGENT NOT LESS THAN ONE WEEK PRIOR TO THE EXPIRATION DATE SO THAT WE HAVE TIME TO OBTAIN SUCH CONFIRMATION PRIOR TO THE EXPIRATION DATE. You may also send your completed Agreement of Assignment and Transfer to your custodian to obtain your custodian's confirmation and then return the Agreement of Assignment and Transfer to the Information Agent prior to the Expiration Date. IN ADDITION, OUR COMPLETION OF THE OFFER IS CONDITIONED ON APPROVAL OF THE MERGER PROPOSAL BY UNITHOLDERS WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS NOT OWNED BY ARV OR ITS SUBSIDIARIES. CONSEQUENTLY, IF YOU DECIDE TO TENDER YOUR UNITS BUT DO NOT DELIVER YOUR CONSENT TO THE MERGER PROPOSAL, YOUR FAILURE TO CONSENT TO THE MERGER 44 PROPOSAL WILL REDUCE THE LIKELIHOOD THAT THE OFFER WILL BE COMPLETED AND THAT WE WILL PURCHASE THE UNITS YOU MAY HAVE TENDERED. WE HAVE THE RIGHT, SUBJECT TO COMPLIANCE WITH SEC REGULATIONS, TO WAIVE THIS CONDITION, BUT WE ARE UNDER NO OBLIGATION TO DO SO. IF YOU WISH TO CONSENT TO THE MERGER PROPOSAL AS WELL AS PARTICIPATE IN THE OFFER, YOU SHOULD ALSO RETURN THE GREEN CONSENT FORM CONSENTING TO THE MERGER PROPOSAL TOGETHER WITH THE OTHER DOCUMENTS REQUIRED FOR YOU TO VALIDLY TENDER YOUR UNITS (AND REFERENCED ABOVE). These documents must be received by the Information Agent by 5:00 P.M., PACIFIC TIME, ON _________, 2004 (or such time until which the Offer is extended) and may be sent by mail, hand delivery, overnight courier or facsimile to: ACS Securities Services, Inc. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 We enclose a pre-addressed postage-paid return envelope for your convenience. The method of delivery of the Agreement of Assignment and Transfer and all other required documents is at your option and risk, and delivery will be deemed made only when actually received by the Information Agent. If delivery is by mail, we recommend registered mail with return receipt requested. In all cases, you should allow sufficient time to ensure timely delivery prior to the expiration of the Offer. If delivery is by facsimile, you must also return the original documents, which originals, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. You may tender any or all Units that you own. BACKUP WITHHOLDING TAX To prevent the possible application of backup withholding tax with respect to payment of the Offer Price for your tendered Units, you should (i) provide us with your correct taxpayer identification number and certify that you are not subject to backup withholding tax. These certifications are described in "SPECIAL FACTORS -- Certain United States Federal Income Tax Considerations" and in the Agreement of Assignment and Transfer; (ii) insert your taxpayer identification number in the space provided on the signature page to the Agreement of Assignment and Transfer; and (iii) complete the Substitute Form W-9 included with the Agreement of Assignment and Transfer, which contains the certifications referred to above. Please refer to the instructions to the Agreement of Assignment and Transfer. FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT (FIRPTA) WITHHOLDING To prevent the withholding of federal income tax under Section 1445 of the Internal Revenue Code in an amount equal to 10% of the amount realized by you on your sale of Units (the sum of the Offer Price plus the amount of Partnership liabilities allocable to each Unit 45 tendered), you must properly complete and sign the certification that is included with the Agreement of Assignment and Transfer, under penalties of perjury, that includes your name, address and taxpayer identification number, and in which you certify that you are not a non-United States person. Please refer to the instructions to the Agreement of Assignment and Transfer and "SPECIAL FACTORS -- Certain United States Federal Income Tax Considerations." APPOINTMENT AS ATTORNEY-IN-FACT AND PROXY By executing an Agreement of Assignment and Transfer as set forth above, and subject to "-- Withdrawal Rights" and our acceptance of and payment for your Units, you irrevocably constitute and appoint us and our designees as your true and lawful attorneys-in-fact and proxies, in the manner set forth in the Agreement of Assignment and Transfer, with respect to the Units you tender and we accept for payment (and with respect to any and all other Units or other securities issued or issuable in respect of such Units on or after the Offer Date), with full power of substitution, and to the full extent of your rights (such power of attorney and proxy being deemed to be an irrevocable durable power coupled with an interest and being unaffected by your disability, incapacity, dissolution, termination or bankruptcy) to (i) seek to transfer ownership of such Units on the Partnership's books to us (and to execute and to deliver any accompanying evidences of transfer and authenticity which we, the Partnership or ARV may deem necessary or appropriate in connection therewith, including, without limitation, any documents or instruments required to be executed under a "Transferor's (Seller's) Application for Transfer" created by the NASD, if required), (ii) become a substituted Limited Partner, (iii) receive any and all distributions made or declared by the Partnership after the Offer Date in respect of such Units, (iv) receive all benefits and otherwise exercise all rights of beneficial ownership of such Units in accordance with the terms of the Offer, (v) execute and deliver to the Partnership and/or ARV (as the case may be) a change of address form instructing the Partnership to send any and all future distributions to which we are entitled pursuant to the terms of the Offer in respect of tendered Units to the address specified in such form, (vi) endorse any check payable to or upon the order of you representing a distribution to which we are entitled pursuant to the terms of the Offer, in each case on your behalf, in favor of us or any other payee we otherwise designate, (vii) exercise all your voting and other rights as any such attorney-in-fact in its sole discretion may deem proper at any meeting of Unitholders or any adjournment or postponement thereof, by written consent in lieu of any such meeting or otherwise, (viii) act in such manner as any such attorney-in-fact shall, in its sole discretion, deem proper with respect to the Units, (ix) execute a loss and indemnity agreement relating to the Units on your behalf if you fail to include your original certificate(s) (if any) representing the Units with the Agreement of Assignment and Transfer or (x) commence any litigation that we or our designees, in our sole discretion, deem necessary to enforce any exercise of our or such designees' powers as your attorneys-in-fact as set forth above. Such appointment will be effective upon our receipt of the Agreement of Assignment and Transfer. Upon such receipt, all prior proxies given by you with respect to such Units (other than pursuant to the Consent Solicitation) will, without further action, be revoked, and no subsequent proxies may be given (and if given will not be effective). The proxy described in this section is separate and apart from the power of attorney and proxy we are seeking from you in the Consent Solicitation to effect the Merger Proposal. 46 ASSIGNMENT OF ENTIRE INTEREST IN THE PARTNERSHIP By executing and delivering the Agreement of Assignment and Transfer, you irrevocably sell, assign, transfer, convey and deliver to us all of your right, title and interest in and to the Units tendered and accepted for payment pursuant to the Offer and any distributions (whether cash, non-cash, in-kind or otherwise, including voting rights and other benefits of any nature whatsoever and whenever distributable or allocable to the Units under the Partnership Agreement) issued or issuable in respect of the tendered Units on or after the Offer Date, unconditionally to the extent that the rights appurtenant to the Units may be transferred and conveyed without the consent of ARV. In addition, by executing an Agreement of Assignment and Transfer, and not otherwise timely withdrawing pursuant to the provisions of "-- Withdrawal Rights," you also assign to us all of your rights to receive distributions from the Partnership with respect to the Units which are accepted for payment and purchased pursuant to the Offer, including those cash distributions made or declared on or after the Offer Date. ARV, as the general partner of the Partnership, is expected to provide its written acknowledgement that the provisions and procedures of the Partnership Agreement governing the assignment of Units have been followed in connection with the Offer. DETERMINATION OF VALIDITY; REJECTION OF UNITS; WAIVER OF DEFECTS; NO OBLIGATION TO GIVE NOTICE OF DEFECTS All questions as to the validity, form, eligibility (including time of receipt), payment and acceptance for payment of any tender of Units pursuant to the procedures described above or in "-- Acceptance for Payment and Payment for Units" will be determined by us, in our sole discretion, which determination shall be final and binding. We reserve the absolute right to reject any or all tenders if not in proper form or if the acceptance of, or payment for, the Units tendered may, in the opinion of our counsel, be unlawful. We also reserve the right to waive any defect or irregularity in any tender with respect to any particular Units of any particular Unitholder, and our interpretation of the terms of and conditions to the Offer (including the Agreement of Assignment and Transfer and the instructions thereto) will be final and binding. Neither we nor any other person will be under any duty to give notification of any defects or irregularities in the tender of any Units or will incur any liability for failure to give any such notification. A tender of Units pursuant to any of the procedures described above will constitute a binding agreement between the tendering Unitholder and us upon the terms of and subject to the conditions to the Offer, including the tendering Unitholder's representation and warranty that (i) such Unitholder owns the Units being tendered within the meaning of Rule 14e-4 under the Exchange Act and (ii) the tender of such Units complies with Rule 14e-4. Rule 14e-4 requires, in general, that a tendering security holder be able to deliver the security subject to the tender offer, and is of concern particularly to any Unitholder who has granted options to sell or purchase the Units, holds option rights to acquire such securities, maintains "short" positions in the Units (i.e., who has borrowed the Units) or has lent the Units to a short seller. Because of the nature of limited partnership units, we believe that it is unlikely that any option trading or short selling activity exists with respect to the Units. In any event, a Unitholder will be deemed to tender Units in compliance with Rule 14e-4 and the Offer if the holder is the record owner of the Units and the holder (i) delivers the Units pursuant to the terms of the Offer, (ii) causes such 47 delivery to be made, (iii) guarantees such delivery, (iv) causes a guaranty of such delivery or (v) uses any other method of delivery permitted in the Offer. 4. WITHDRAWAL RIGHTS Except as otherwise provided in this section, all tenders of Units pursuant to the Offer are irrevocable, provided that Units tendered pursuant to the Offer may be withdrawn at any time before the Expiration Date, and, if and to the extent that we have not accepted tendered Units for payment by ________, 2004 (60 days after the date of this Offer to Purchase and Consent Solicitation Statement), at any time thereafter until we have accepted tendered Units for payment. For withdrawal to be effective, a written notice of withdrawal must be timely received by the Information Agent (i.e., a valid notice of withdrawal must be received after the date of this Offer to Purchase and Consent Solicitation Statement but on or before ___________, 2004, or such other date to which the Offer may be extended) at the address or facsimile number set forth in the attached Agreement of Assignment and Transfer. Any such notice of withdrawal must be in the form accompanying this Offer to Purchase and Consent Solicitation Statement, must specify the name of the person who tendered the Units to be withdrawn and must be signed by the same person(s) who signed the Agreement of Assignment and Transfer. If the Units are held in the name of two or more persons, all such persons must sign the notice of withdrawal. If purchase of, or payment for, Units is delayed for any reason (including because of the terms of the Offer), or if we are unable to purchase or pay for Units for any reason, then, without prejudice to our rights under the Offer, we may retain tendered Units and such Units may not be withdrawn except to the extent that tendering Unitholders are entitled to withdrawal rights as set forth in this section, subject to Rule 14e-1(c) under the Exchange Act, which provides, in part, that no person who makes a tender offer shall fail to pay the consideration offered or return the securities (i.e., Units) deposited by or on behalf of security holders promptly after the termination or withdrawal of the tender offer. All questions as to the form and validity (including time of receipt) of notices of withdrawal will be determined by us, in our sole discretion, which determination shall be final and binding. Neither we nor any other person will be under any duty to give notification of any defects or irregularities in any notice of withdrawal or will incur any liability for failure to give any such notification. Any Units properly withdrawn will be deemed to not be validly tendered for purposes of the Offer. Withdrawn Units may be re-tendered by following the procedures described in "-- Procedure for Accepting the Offer and Tendering Units" at any time before the Expiration Date. 5. EXTENSION OF TENDER PERIOD; TERMINATION; AMENDMENT We expressly reserve the right, in our sole discretion and regardless of whether any of the conditions set forth in "-- Conditions to the Offer" shall have been satisfied, at any time and from time to time, to (i) extend the period of time during which the Offer is open and thereby delay acceptance for payment of, and the payment for, validly tendered Units and (ii) amend the Offer in any respect, including, without limitation, by increasing or decreasing the consideration offered or the number of Units being sought in the Offer or both or changing the type of 48 consideration. We also expressly reserve the right to terminate the Offer and not accept for payment any Units not theretofore accepted for payment or paid for if there shall fail to occur any of the conditions specified in "-- Conditions to the Offer." Any extension, termination or amendment will be followed as promptly as practicable by public announcement, the announcement in the case of an extension to be issued no later than 9:00 a.m., Eastern time, on the next business day after the previously scheduled Expiration Date, in accordance with the public announcement requirement of Rule 14d-4(c) under the Exchange Act. Without limiting the manner in which we may choose to make any public announcement, except as provided by applicable law (including Rules 14d-4(c) and 14d-6(d) under the Exchange Act), we will have no obligation to publish, advertise or otherwise communicate any such public announcement, other than by issuing a release to the Dow Jones News Service. We may also be required by applicable law to disseminate to Unitholders certain information concerning the extensions of the Offer or any other material changes in the terms of the Offer. If we extend the Offer or if we (whether before or after our acceptance for payment of Units) are delayed in our payment for Units or are unable to pay for Units pursuant to the Offer for any reason (including because of the terms of the Offer), then, without prejudice to our rights under the Offer, we may retain tendered Units on our behalf, and such Units may not be withdrawn except to the extent that tendering Unitholders are entitled to withdrawal rights as described in "-- Withdrawal Rights." However, our ability to delay payment for Units that we have accepted for payment is limited by Rule 14e-1 under the Exchange Act, which requires that we pay the consideration offered or return the securities deposited by or on behalf of holders of securities promptly after the termination or withdrawal of the Offer. If we make a material change in the terms of the Offer or the information concerning the Offer or waive a material condition to the Offer, we will extend the Offer to the extent required by Rules 14d-4(c), 14d-6(d) and 14e-1 under the Exchange Act. The minimum period during which an offer must remain open following a material change in the terms of the Offer or information concerning the Offer, other than a change in price or a change in the percentage of securities sought, will depend upon the facts and circumstances, including the relative materiality of the change in the terms or information. With respect to a change in price (including any reduction in price resulting from a cash distribution by the Partnership made or declared on or after the Offer Date) or a change in percentage of securities sought, however, a minimum ten business-day period is generally required to allow for adequate dissemination to security holders and for investor response. As used in this Offer to Purchase and Consent Solicitation Statement, "business day" means any day other than a Saturday, Sunday or a federal holiday, and consists of the time period from 12:01 a.m. through 5:00 p.m., Pacific time. 6. CONDITIONS TO THE OFFER The Offer is conditioned on approval of the Merger Proposal by Unitholders holding a majority of the Units that ARV or its subsidiaries do not own, as well as on the other conditions discussed below. Notwithstanding any other terms of the Offer and in addition to (and not in limitation of) our rights to extend, amend or terminate the Offer at any time in our sole discretion, we shall be required to accept for payment and, subject to any applicable rules or regulations of the SEC, to pay for any Units tendered, only if (and we may postpone the acceptance for payment or, subject 49 to the restriction referred to above, the payment for any Units tendered, unless): (A) all authorizations, consents, orders or approvals of, or declarations or filings with, or expirations of waiting periods imposed by any court, administrative agency or commission or other governmental authority or instrumentality, domestic or foreign, necessary for the completion of the transactions contemplated by the Offer shall have occurred or been obtained at any time before the time of payment for the Units (whether or not Units have theretofore been accepted for payment); (B) no preliminary or permanent injunction or other order of any federal or state court, government or governmental authority or agency, which imposes or confirms a prohibition on our ability to complete the Offer or effect the Merger, shall have been issued and remain in effect at any time before the time of payment for the Units (whether or not the Units have theretofore been accepted for payment); (C) on or before the Expiration Date, no legal or governmental action would prohibit the purchase of Units tendered in the Offer; and (D) on or before the Expiration Date, we determine, in our reasonable judgment, that none of the following conditions shall exist: (a) a preliminary or permanent injunction or other order of any federal or state court, government or governmental authority or agency, other than an injunction or other order described in clause (B) above, shall have been issued and shall remain in effect which, in our view, (i) makes illegal, delays or otherwise directly or indirectly restrains or prohibits the making of the Offer or the acceptance for payment of or payment for any Units by us or the consummation of the Merger, (ii) imposes, confirms or seeks to impose or confirm limitations on our ability to effectively exercise full rights of ownership of any Units, including, without limitation, the right to vote any Units acquired by us pursuant to the Offer or the Merger or otherwise on all matters properly presented to the Partnership's Unitholders, (iii) requires divestiture by us of any Units, (iv) might cause any material diminution of the economic benefits expected to be derived by us or any of our affiliates as a holder of Units or the voting or other rights expected to be derived by us or any of our affiliates as a Limited Partner, in each case as a result of the transactions contemplated by the Offer or the Merger, (v) might materially adversely affect our or the Partnership's business, properties, assets, liabilities, financial condition, capitalization, partners' equity, licenses, franchises, tax status, operations, results of operations or prospects, (vi) challenges the acquisition by us of the Units or seeks to obtain any material damages as a result thereof or (vii) challenges or adversely affects the Offer or the Merger; (b) there shall be any action taken, or any statute, rule, regulation or order proposed, enacted, enforced, promulgated, issued or deemed applicable to the Offer or the Merger by any federal or state court, government or governmental authority or agency, which might, directly or indirectly, result in any of the consequences referred to in clauses (i) through (vii) of paragraph (a) above; (c) there shall have been threatened or instituted or be pending any action, proceeding, application, audit, claim or counterclaim by any government or governmental authority or agency, or any other person, domestic or foreign, or by or before any court or governmental, regulatory or administrative agency, authority or tribunal, domestic, foreign or supranational, which might, directly or indirectly, result in any of the consequences referred to in clauses (i) through (vii) of paragraph (a) above; 50 (d) any change, development, condition or event shall have occurred or been threatened since September 30, 2003, in the business, properties, assets, liabilities, financial condition, capitalization, partners' equity, licenses, franchises, tax status, operations, results of operations or prospects of the Partnership, which, in our reasonable judgment, is or may be adverse to the Partnership, or we shall have become aware of any fact that, in our reasonable judgment, does or may have an adverse effect on the value of the Units; (e) there shall have occurred (i) any general suspension of trading in, or limitation on prices for, securities on any national securities exchange or in the over-the-counter market in the United States, (ii) a declaration of a banking moratorium or any suspension of payments in respect of banks in the United States (whether or not mandatory), (iii) any limitation (whether or not mandatory) by any governmental authority, or other event which might have a material adverse effect, on the extension of credit by banks or lending institutions or which might result in any imposition of currency controls in the United States, (iv) a commencement or material escalation of a war or armed hostilities or other national or international calamity directly or indirectly involving the United States that, in each case, materially adversely affects the Partnership's business or (v) a material change in United States or other currency exchange rates or a suspension or limitation on the currency markets; (f) (i) any of the following shall occur, or ARV or the Partnership shall propose to effect any of the following: (A) a material change in the capital structure of the Partnership, (B) a material change in the obligations or rights of Unitholders with respect to the Partnership, (C) a material change in the ownership or management of the Partnership, (D) an issuance or sale of any Units or rights to receive Units, conditional or otherwise, or (E) a distribution (whether cash, non-cash, in-kind or otherwise) with respect of the Units; or (ii) any event shall occur that materially damages or causes a material impairment of the Partnership's properties or prevents the Partnership from operating assisted living communities in a manner substantially similar to the manner in which it was operating assisted living communities as of the date of this Offer to Purchase and Consent Solicitation Statement; (g) except with respect to the Merger, the Partnership or any of its subsidiaries shall have authorized, recommended, proposed or announced an agreement or intention to enter into an agreement, with respect to any merger, consolidation, liquidation or business combination, any acquisition or disposition of a material amount of assets or securities or any comparable event, not in the ordinary course of business consistent with past practices; (h) the failure to occur of any approval or authorization by any federal or state authorities necessary for the completion of the purchase of all or any part of the Units to be acquired hereby, which in our reasonable judgment in any such case, and regardless of the circumstances (including any action of ours) giving rise thereto, makes it inadvisable to proceed with such purchase or payment; (i) we shall become aware that any material right of the Partnership or any of its subsidiaries under any governmental license, permit or authorization relating to any 51 environmental law or regulation is reasonably likely to be impaired or otherwise adversely affected as a result of, or in connection with, the Offer or the Merger; (j) the Partnership or ARV shall have amended, or proposed or authorized any amendment to, the Limited Partnership Agreement or we shall have become aware that the Partnership or ARV has proposed any such amendment; or (k) there is a material possibility that the acceptance by us of the Units tendered and not withdrawn pursuant to the Offer or the transfer of such Units to us would cause the Partnership to be classified as a corporation or as a publicly traded partnership, within the meaning of Section 7704 of the Internal Revenue Code. Notwithstanding anything to the contrary in this Offer to Purchase and Consent Solicitation Statement, the foregoing conditions are for the sole benefit of us and our affiliates and may be asserted by us regardless of the circumstances giving rise to such conditions (including, without limitation, any action or inaction by us or any of our affiliates) or may be waived by us in whole or in part at any time and from time to time in our sole discretion on or after the Offer Date and on or before the Expiration Date (other than the conditions in clauses (A) and (B) of the second paragraph of this Section 6, which may be asserted or waived at any time or from time to time on or after the Offer Date and before the time of payment for the Units). Our failure, at any time, to exercise the foregoing rights will not be deemed a waiver of such rights, which will be deemed to be ongoing and may be asserted at any time and from time to time on or after the Offer Date and on or before the Expiration Date (other than the conditions in clauses (A) and (B) of the second paragraph of this Section 6, which may be asserted at any time or from time to time on or after the Offer Date and before the time of payment for the Units). Any determination by us concerning the events described above will be final and binding upon all parties. 7. CERTAIN LEGAL MATTERS; REQUIRED REGULATORY APPROVALS Except as set forth in this Section, we are not aware of (i) any filings, approvals or other actions by any domestic or foreign governmental or administrative or regulatory agency that would be required before our acquisition of Units pursuant to the Offer other than the filing of a Tender Offer Statement on Schedule TO (which has been filed) and any required amendments thereto or (ii) any licenses or regulatory permits that would be material to the business of the Partnership, taken as a whole, and that might be adversely affected by our acquisition of Units as contemplated in this Offer to Purchase and Consent Solicitation Statement. Should any such approval or other action be required, it is our intention that such additional approval or action would be sought. While we have no intent to delay the purchase of Units tendered pursuant to the Offer pending receipt of any such additional approval or the taking of any such action, there can be no assurance that any such additional approval or action, if needed, would be obtained without substantial conditions or that adverse consequences might not result to the Partnership's business, or that certain parts of the Partnership's business might not have to be disposed of or held separate or other substantial conditions complied with in order to obtain such approval or action, any of which could cause us to elect to terminate the Offer without purchasing Units thereunder. Our obligation to purchase and pay for Units is subject to certain conditions, including conditions related to the legal matters discussed in this Section 7. 52 ANTITRUST Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), and the rules and regulations that have been promulgated thereunder by the Federal Trade Commission (the "FTC"), certain acquisition transactions may not be completed until certain information and documentary material has been furnished for review by the Antitrust Division of the Department of Justice and the FTC and certain waiting period requirements have been satisfied. We do not believe that the HSR Act is applicable to the acquisition of Units pursuant to the Offer or to the consummation of the Merger. ERISA By executing and returning the Agreement of Assignment and Transfer, a Unitholder will be representing that either (a) the Unitholder is not subject to Title I of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code, or an entity deemed to hold "plan assets" within the meaning of 29 C.F.R. Section 2510.3-101 et seq., or (b) the tender and acceptance of Units pursuant to the Offer will not result in a nonexempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Internal Revenue Code. MARGIN REQUIREMENTS The Units are not "margin securities" under the regulations of the Board of Governors of the Federal Reserve System and, accordingly, such regulations are not applicable to the Offer. STATE TAKEOVER LAWS A number of states have adopted anti-takeover laws which purport, to varying degrees, to be applicable to attempts to acquire securities of corporations or other entities which are incorporated or organized in such states or which have substantial assets, substantial numbers of security holders or principal executive officers or principal places of business in such states. Although we have not attempted to comply with any state anti-takeover statutes in connection with the Offer, we reserve the right to challenge the validity or applicability of any state law allegedly applicable to the Offer, and nothing in this Offer to Purchase and Consent Solicitation Statement nor any action taken in connection therewith is intended as a waiver of such right. If any state anti-takeover statute is applicable to the Offer, we might be unable to accept for payment or purchase Units tendered pursuant to the Offer or be delayed in continuing or consummating the Offer. In such case, we may not be obliged to accept for purchase or pay for any Units tendered. THE CONSENT SOLICITATION 1. RECORD DATE; OUTSTANDING UNITS; VOTING RIGHTS Only a holder of Units of record at the close of business on January __, 2004, the date of this Offer to Purchase and Consent Solicitation Statement, who has been admitted as a Limited Partner, shall be entitled to vote by written consent on the Merger Proposal. As of the Offer 53 Date, there were 987 holders of record and approximately 18,666 Units issued and outstanding. As of the date of this Offer to Purchase and Consent Solicitation Statement, ARV owns approximately 9,807 Units, representing approximately 52.5% of the outstanding Units, and we do not own any Units. Each Unitholder who has been admitted to the Partnership as a Limited Partner, and each Special Limited Partner, is entitled to cast one vote for each Unit held of record. 2. THE MERGER PROPOSAL; EFFECTIVE TIME OF THE MERGER PROPOSAL We are soliciting your consent to the Merger Proposal described below. By granting your consent to the Merger Proposal, you will also be appointing us as your attorney-in-fact and proxy for the purpose of taking any action we consider necessary or desirable to effect the Merger Proposal. The form of the power of attorney and proxy is set forth in its entirety on the Consent Form. Your abstention or failure to timely return the enclosed Consent Form will have the same effect as not consenting to the Merger Proposal. We are seeking your approval of the principal terms of the Merger Agreement and the Merger. Pursuant to the Merger Agreement, each Unit not owned by ARV or tendered to us in the Offer would be converted into the right to receive the Offer Price, or $___ in cash, less the amount of any cash distributions made or declared with respect to the Units on or after the date of this Offer to Purchase and Consent Solicitation Statement until the effective time of the Merger, to the extent that we do not receive such distributions with respect to any such Units. Any non-cash distribution made or declared during this time will be held by each Unitholder for our account and transferred to us or exercised for our benefit, in which case the proceeds of such exercise will be promptly remitted to us. Each Unit owned by ARV or tendered to us in the Offer would remain issued and outstanding, and our limited partnership interests would be automatically converted and become one fully paid and nonassessable Unit. Pursuant to the Merger Agreement, each special limited partnership interest will be converted into the right to receive $____ in cash less the sum of all distributions of cash from the Partnership attributable to the special limited partnership interests that are declared or made on or after the date of this Offer to Purchase and Consent Solicitation Statement, to the extent that we do not receive such distributions. Unitholders whose tendered Units are accepted for purchase in the Offer will not be entitled to also receive $___ per Unit if the Merger is consummated. Upon completion of the Merger, ARV would own the entire equity interest in the Partnership and ARV would remain the general partner of the Partnership. The Merger is conditioned upon our receipt of consents to the Merger Proposal by the limited partners who collectively hold more than 50% of the Units that are not held by ARV or its subsidiaries. Your consent would be effective at the time at which we receive sufficient consents for approval of the Merger Proposal. The Merger would be consummated pursuant to the Merger Agreement. We reserve the right to make changes to the Merger Agreement at any time prior to effecting the Merger, so long as those changes do not adversely affect the interests of Unitholders that have consented to this Merger Proposal. In addition, as a condition to granting its approval of the fairness of the Merger, the California Commissioner of Corporations may require us to modify the terms of the Merger Agreement, including the consideration that will be paid to Unitholders upon consummation of the Merger. Without limiting the foregoing, while 54 the Merger Agreement contemplates the merger of Purchaser (or another affiliate of ARV) with and into the Partnership, we reserve the right instead to cause the Partnership to merge with and into Purchaser (or another affiliate of ARV). For more information about the terms and conditions to the Merger, you should read Annex A to this Offer to Purchase and Consent Solicitation Statement for the full text of the Merger Agreement. 3. THE MERGER; REQUIRED APPROVALS Under applicable California partnership law, the Merger Agreement must be approved by both the Partnership and by us as the other business entity that desires to enter into the Merger. ARV, as the general partner of both us and the Partnership, has approved the Merger Agreement. In addition, under applicable California law, because ARV, our affiliate and general partner, owns more than 50% but less than 90% of the outstanding Units, there are certain restrictions on our ability to effect a merger with the Partnership in which Unitholders who do not tender their Units to us in the Offer receive cash rather than nonredeemable interests or securities in ourselves or our parent in exchange for their Units. Specifically, in order to effect the Merger with the Partnership in which non-tendering Unitholders receive cash in exchange for their Units, either: - we must receive the consent to the Merger Agreement by all Unitholders other than ARV; or - the California Commissioner of Corporations must approve the terms and conditions of the Merger and the fairness of such terms and conditions at a hearing conducted pursuant to the rules and regulations of the California Corporations Code. We would not be required to obtain the consent to the Merger Agreement by all Unitholders other than ARV or the approval of the California Commissioner of Corporations to effect the Merger, if we acquire enough Units in the Offer so that, together with those Units owned by ARV, we hold directly or indirectly in excess of 90% of the outstanding Units upon completion of the Offer. Although we believe that the terms of the Offer and the consideration to be paid to non-tendering Unitholders in the Merger are substantively fair to and in the best interests of the Limited Partners (See "SPECIAL FACTORS -- Fairness of the Offer and the Merger"), we may not be able to acquire in excess of 90% of the outstanding Units upon completion of the Offer. Therefore, so long as the Merger Proposal to approve the Merger is approved by Limited Partners who collectively hold more than 50% of the Units that are not held by ARV or its subsidiaries, we intend to apply for a hearing before the California Commissioner of Corporations to be held following completion of the Offer and Consent Solicitation at which we will present our arguments and evidence as to the fairness of the transaction and seek to obtain the Commissioner's approval of the Merger. Notice of any such hearing will be published in accordance with the rules and regulations under the California Corporations Code, and any party 55 interested in the Merger will be entitled, at their own cost and expense, to attend and participate in the hearing. You should be aware that while some of the conditions to the Offer and the Merger are similar, the conditions to the Offer and the Merger are not the same. In particular, while the Merger is conditioned upon the California Commissioner of Corporations' approval of the terms and conditions of the Merger and determination that such terms and conditions are fair (unless ARV and its subsidiaries own at least 90% of the Units after the Offer is completed), the Offer is not conditioned upon this approval or any similar determination of fairness by the California Commissioner of Corporations or anyone else. We may complete the Offer and purchase the Units tendered prior to any fairness hearing by the California Commissioner of Corporations. Even if a hearing is held and we fail to obtain a favorable determination and approval, we may still complete the Offer and purchase the Units tendered, subject to the terms of the Offer. However, we will not complete the Merger unless the conditions to the Merger described above have been satisfied. Please see "SPECIAL FACTORS -- Effects of the Offer" for a description of the effects on the Partnership if we complete the Offer but do not complete the Merger. These requirements of California law are intended to provide you with certain procedural protections regarding the fairness of the terms and conditions of the Merger Agreement and the Offer Price to be paid upon the cash out of Units in the Merger. These procedural protections are therefore not available to you should you make an individual decision whether or not to tender your Units in the Offer, and the number of Units to be tendered. Notwithstanding our intention to effect the Merger following the procedures and approvals outlined above, we reserve the right to waive any and all conditions to the Merger or to abandon the Merger whether or not the Offer is completed, the Merger Proposal is approved or the other conditions to the Merger have been satisfied. 4. SOLICITATION PERIOD The solicitation period is the time during which Unitholders may vote for or against the Merger Proposal (the "Solicitation Period"). The Solicitation Period will commence upon delivery of this Offer to Purchase and Consent Solicitation Statement and will continue until 5:00 p.m., Pacific time, on ________ 2004, unless the Offer is extended by Purchaser, in which case the Solicitation Period will be extended to such later date that coincides with the Expiration Date of the Offer. 5. VOTING AND REVOCATION OF CONSENTS A GREEN Consent Form is included with this Offer to Purchase and Consent Solicitation Statement. The Consent Form should be properly executed and received by the Information Agent by 5:00 P.M., PACIFIC TIME, ON ___________, 2004 (or such later time to which the expiration of the Solicitation Period may be extended) and may be sent by mail, hand delivery, overnight courier or facsimile to the Information Agent: ACS Securities Services, Inc. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway 56 Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 We enclose a pre-addressed postage-paid return envelope for your convenience. For the Consent Forms transmitted via facsimile to be valid, the entire Consent Form (front and back) must be received by the Information Agent. Consent Forms transmitted via facsimile will be deemed to have been received and dated on the date they are actually received by the Information Agent. If delivery is by facsimile, you must also return the original Consent Form, which original, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT, WE WILL SEND ON YOUR BEHALF A COPY OF YOUR COMPLETED CONSENT FORM TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION. HOWEVER, IN THIS CASE, YOU SHOULD SEND YOUR COMPLETED CONSENT FORM TO THE INFORMATION AGENT NOT LESS THAN ONE WEEK PRIOR TO THE EXPIRATION DATE SO THAT WE HAVE TIME TO OBTAIN SUCH CONFIRMATION PRIOR TO THE EXPIRATION DATE. YOU MAY ALSO SEND YOUR COMPLETED CONSENT FORM TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION AND THEN RETURN THE CONSENT FORM TO THE INFORMATION AGENT PRIOR TO THE EXPIRATION DATE. PLEASE KEEP IN MIND THAT WE ARE NOT REQUIRED TO COMPLETE THE OFFER OR PURCHASE ANY UNITS THAT YOU MAY OTHERWISE WISH TO TENDER UNLESS WE RECEIVE, AMONG OTHER THINGS, THE CONSENT TO THE MERGER PROPOSAL FROM UNITHOLDERS HOLDING A MAJORITY OF THE UNITS THAT ARE NOT HELD BY ARV AND ITS SUBSIDIARIES. Consent Forms may be revoked and votes may be changed at any time on or prior to the earlier of the date on which we receive sufficient consents to adopt the Merger Proposal or the Expiration Date (the "Approval Date"). For a revocation or change of vote to be effective, you must execute and deliver to the Information Agent, on or prior to the Approval Date, a subsequently dated Consent Form or a written notice to the Information Agent stating that you revoke your consent or change your vote as to the Merger Proposal. Unitholders may submit a subsequently dated Consent Form or written notice via mail, hand delivery, overnight courier or facsimile, provided that it is received by the Information Agent on or prior to the Approval Date. For subsequently dated Consent Forms transmitted via facsimile to be valid, the entire subsequently dated Consent Forms (front and back) must be received by the Information Agent on or prior to the Approval Date. Any subsequently dated Consent Form or written revocation notices transmitted via facsimile will be deemed to have been received and dated on the date they are actually received by the Information Agent. If delivery is by facsimile, you must also return the original documents, which originals, only, may be received after the Approval Date provided that the facsimile is received prior to or on the Approval Date. All properly executed Consent Forms that are received and not withdrawn prior to the Approval Date will become binding and irrevocable after the Approval Date and will be deemed to be coupled with an interest. Consent Forms will be effective only when actually received by 57 the Information Agent on or prior to the Approval Date. Valid Consent Forms submitted prior to the Approval Date will remain valid and outstanding after the Approval Date and will be subject to the instructions contained therein. Consent Forms or notices of a change of vote dated after the Approval Date will not be valid. If no instructions are indicated, your Consent Form will have the same effect as consenting to the Merger Proposal; it will constitute a vote "FOR" the Merger Proposal. However, the failure to return the enclosed Consent Form will have the same effect as not consenting to the Merger Proposal; it will constitute a vote "AGAINST" the Merger Proposal. Questions concerning (1) how to complete the Consent Form, (2) where to remit the Consent Form or (3) how to obtain additional Consent Forms should be directed to the Information Agent toll free at (866) 275-3707. In accordance with Exchange Act Rule 14a-3(e)(1), only one Offer to Purchase and Consent Solicitation Statement may be delivered to two or more Unitholders who share an address, unless the Partnership has received contrary instructions from one or more of Unitholders. We will undertake to deliver promptly upon written or oral request a separate copy of the Offer to Purchase and Consent Solicitation Statement to a Unitholder at a shared address to which a single copy of the documents was delivered. If you are a Unitholder who shares an address and you wish to receive a separate copy of the Offer to Purchase and Consent Solicitation Statement, or if you and the other Unitholder(s) who share an address have received multiple copies of this Offer to Purchase and Consent Solicitation Statement and you wish to request delivery of a single copy of all future transmittals with respect to this Offer to Purchase and Consent Solicitation Statement, you should contact the Information Agent: ACS Securities Services, Inc. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 6. EFFECTIVE TIME OF THE MERGER As soon as practicable after all conditions to the Merger have been satisfied (or waived) ARV, the general partner of the Partnership, will file a certificate of merger with the California Secretary of State (the "Certificate of Merger"). The Merger will become effective upon the filing of the Certificate of Merger with the California Secretary of State or upon such later date and time as is provided in the Certificate of Merger. 7. NO SPECIAL MEETING The Partnership Agreement does not require a special meeting of Unitholders or Special Limited Partners to consider the Merger or the Merger Proposal. Accordingly, no special meeting of Unitholders or Special Limited Partners will be held. 58 8. INTERESTS OF CERTAIN PERSONS IN THE MATTERS TO BE ACTED UPON In considering whether to vote for or against the Merger Proposal, you should carefully review the sections of this Offer to Purchase and Consent Solicitation Statement that address the potential conflicts of interest inherent in this transaction that arise out of our and ARV's relationships to the Partnership. See "SPECIAL FACTORS -- Risk Factors -- ARV, the general partner of the Partnership, may have a conflict of interest with respect to the Offer and the Consent Solicitation," and "SPECIAL FACTORS -- Transactions, Negotiations and Agreements; Interest in Securities of the Partnership." 9. COSTS OF THE CONSENT SOLICITATION All of the costs of the Consent Solicitation will be borne by ARV and Purchaser. OTHER MATTERS 1. CERTAIN FEES AND EXPENSES We have retained ACS Securities Services, Inc. as Information Agent in connection with the Offer and Consent Solicitation. ACS Securities Services, Inc. will also serve as the paying agent with respect to the Offer and, if consummated, the Merger. The Information Agent may contact Unitholders by mail, telephone, telex, telegraph and personal interview and may request custodians, brokers, dealers and other nominee Unitholders to forward material relating to the Offer and Consent Solicitation to beneficial owners. The Information Agent has not been retained to make solicitations or recommendations in its role as Information Agent. Customary compensation will be paid for all such services in addition to reimbursement of reasonable out-of-pocket expenses. We have agreed to indemnify the Information Agent against certain liabilities and expenses, including liabilities under the United States Federal securities laws. We will not reimburse any costs that the Partnership may incur in connection with the Offer and Consent Solicitation. The following table presents the estimated fees and expenses we expect to incur in connection with the Offer and Consent Solicitation: Legal fees and expenses $_______ Printing and mailing costs 10,000 Filing fees 284 Information Agent _______ Transfer fees 121,350(1) Appraisals 11,000 Miscellaneous 25,930 Total $_______
(1) Pursuant to the Partnership Agreement, actual transfer fees will equal the lesser of $150 and the actual costs and expenses incurred in connection with each transfer of Units. The Partnership believes that these costs and expenses have been in excess of $150. 59 Except as set forth above, we will not pay any fees or commissions to any broker, dealer or other person for soliciting tenders of Units pursuant to the Offer and Consent Solicitation. We will reimburse custodians, brokers, dealers, commercial banks and trust companies and other nominees will, upon request, for customary clerical and mailing expenses they incur in forwarding materials to their customers. We have not made any provisions in connection with the Offer and Consent Solicitation to provide counsel or legal advice or appraisal services to Unitholders at our expense. 2. AVAILABLE INFORMATION; INCORPORATION BY REFERENCE The Partnership is subject to the reporting requirements of the Exchange Act and is required to file periodic reports, proxy statements and other documents with the SEC relating to its business, financial conditions and other matters. Such reports, proxy statements and other documents may be examined and copies may be obtained from the SEC at 450 Fifth Street, N.W., Washington, D.C. 20549, and at the SEC's Web site at http://www.sec.gov. Copies should be available by mail upon payment of the SEC's customary charges by writing to the SEC's principal offices at 450 Fifth Street, N.W., Washington, D.C. 20549. We incorporate by reference into this Offer to Purchase and Consent Solicitation Statement the documents set forth below that the Partnership previously filed with the SEC. These documents contain important information about the Partnership and its financial performance: - The Partnership's 2002 10-K (a copy of which accompanies this Offer to Purchase and Consent Solicitation Statement), - The Partnership's Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2003, - The Partnership's Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2003, - The Partnership's Quarterly Report on Form 10-Q for the first quarter ended March 31, 2003, and - The Partnership's Current Reports on Form 8-K dated January 17, 2003, May 9, 2003 and October 2, 2003. Copies of the reports, opinions, and appraisals described herein are available for inspection and copying at the principal executive offices of ARV during regular business hours by any Unitholder or its representative who has been so designated in writing, and will be provided to any such Unitholder or representative upon written request without charge. Unitholders interested in obtaining a copy of any such reports, opinions, or appraisals should contact ARV Assisted Living, Inc., 245 Fischer Avenue, Suite D-1, Costa Mesa, CA 92626, Attention: Doug Armstrong. We and ARV disclaim any responsibility for the information included in the Partnership's reports filed with the SEC, other than the responsibility ARV may have as the general partner of the Partnership. We and ARV disclaim any responsibility for the reports, statements, appraisals, opinions and other documents of any other person. 3. NO DISSENTER'S RIGHTS Dissenter's rights are not available in the Offer or the Merger. Under California partnership law, dissenters' rights do not apply in transactions such as the Merger to California 60 limited partnerships formed prior to January 1, 1991 unless the partnership agreement so provides or if all general partners and a majority in interest of the Limited Partners determine that dissenters' rights shall apply. The Partnership was formed on June 28, 1989, the Partnership Agreement does not provide for dissenters' rights and there has never been a determination by the general partners and limited partners that dissenters' rights apply to the Partnership. Therefore, if we consummate the Merger, whether or not you have consented to the Merger Agreement and the Merger, your Units not tendered in the Offer will be converted into the right to receive cash in an amount equal to the price per Unit payable in the Offer. As noted above in `THE CONSENT SOLICITATION - - The Merger; Required Approvals," Unitholders will be entitled to receive notice of, and at their own cost and expense, to attend and participate in any hearing regarding the Merger held before the California Commissioner of Corporations. 4. MISCELLANEOUS THE OFFER AND CONSENT SOLICITATION IS BEING MADE TO ALL UNITHOLDERS TO THE EXTENT KNOWN BY PURCHASER. THE OFFER IS NOT BEING MADE TO (NOR WILL TENDERS BE ACCEPTED FROM OR ON BEHALF OF) UNITHOLDERS IN ANY JURISDICTION IN WHICH THE MAKING OF THE OFFER OR THE ACCEPTANCE THEREOF WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTION. PURCHASER IS NOT AWARE OF ANY JURISDICTION WITHIN THE UNITED STATES IN WHICH THE MAKING OF THE OFFER OR THE ACCEPTANCE THEREOF WOULD BE ILLEGAL. THE OFFER AND CONSENT SOLICITATION IS NOT BEING MADE TO THE SPECIAL LIMITED PARTNERS. No person has been authorized to give any information or to make any representation on our behalf not contained in this Offer to Purchase and Consent Solicitation Statement or in the Agreement of Assignment and Transfer and, if given or made, such information or representation must not be relied upon as having been authorized. Pursuant to Rules 14d-3 and 13e-3 of the General Rules and Regulations under the Exchange Act, we have filed with the SEC a Tender Offer Statement on Schedule TO, together with exhibits, furnishing certain additional information with respect to the Offer. Pursuant to Regulation 14A under the Exchange Act, we have filed with the SEC a Proxy Statement on Schedule 14A. Such statements and any amendments thereto, including exhibits, may be inspected and copies may be obtained at the same places and in the same manner as set forth with respect to information concerning the Partnership in " -- Available Information; Incorporation by Reference." ARVP III ACQUISITION, L.P. JANUARY [ ], 2004 61 SCHEDULE I INFORMATION CONCERNING THE PARTNERSHIP, ARV, PURCHASER AND CERTAIN OF THEIR AFFILIATES The following sets forth certain information relating to the Partnership, ARV, Purchaser, and certain of their affiliates that we are required to provide under the SEC's rules. PARTNERSHIP General The Partnership is a California limited partnership. The Partnership was formed on June 28, 1989 to develop, finance, acquire and operate senior citizen housing. The Partnership is the owner and operator of two assisted living communities that house and provide personal care and support services to senior residents: the Villa Las Posas property and the Chandler Villas property. The Partnership's executive offices are located at 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626 (Telephone: (714) 751-7400). ARV General ARV is a Delaware corporation and general partner of the Partnership. ARV, together with its affiliates, is a fully integrated provider of assisted living accommodations and services in the United States. ARV operates, acquires, and develops assisted living centers that offer a combination of housing, personalized support services, and healthcare in a non-institutional setting. ARV's assisted living centers are designed to respond to the individual needs of elderly residents who require assistance with certain activities of daily living, but who do not require the intensive nursing care provided in a skilled nursing facility. ARV's executive offices are located at 501 South Fourth Avenue, Suite 140, Louisville, KY 40202 (Telephone (502) 719-1600). Executive Officers and Directors The names and positions of the executive officers and directors of ARV are set forth below. Each executive officer and director is a citizen of the United States of America. During the last five years, neither ARV, nor to the best of its knowledge, any of its respective directors or executive officers (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. Directors John A. Moore Joseph D. Kasman Matthew J. Lustig Chairman of the Board Executive Officers John A. Moore Chief Executive Officer Mark D. Jessee Chief Financial Officer Carmin Grandinetti Senior Vice President, General Counsel and Secretary Douglas Armstrong Senior Vice President, Special Counsel and Assistant Secretary Julie Harding Chief Marketing and Sales Officer Bernard Wheeler-Medley Senior Vice President and Chief Quality Officer
Material Occupations, Positions, Offices or Employment During Previous Five Years John A. Moore. From November 1996 to March 1998, Mr. Moore was Executive Vice President of Finance for World Financial Properties, a Canadian-based real estate company with global interests, located at One Liberty Plaza, New York, New York 10006. From March 1998 to December 2001, he was a Principal and Chief Financial Officer of LFREI. Since January 2002, Mr. Moore has acted as a Managing Principal and the Chief Financial Officer of LFREI. Since October 2003, Mr. Moore has served as Chief Executive Officer of ARV. Joseph D. Kasman. Since January 1994, Mr. Kasman has served as President of Kasman Capital, Inc., a real estate firm located at 401 Clairmont Avenue, Suite 3, Thornwood, New York 10594. Since June 2001, Mr. Kasman has served as Managing Member of Katonah Storage Partners, LLC, a storage company located at 401 Clairmont Avenue, Suite 3, Thornwood, New York 10594. Matthew J. Lustig. Since 1994, Mr. Lustig has served as Managing Director of Lazard Freres & Co. LLC. From April 1999 to September 1999, Mr. Lustig served as acting Chief Executive Officer of LFREI. Since January 2002, Mr. Lustig has served as Managing Principal of LFREI. Mark D. Jessee. Since October 2003, Mr. Jessee has served as Chief Financial Officer of ARV. Since March 2001, Mr. Jessee has served as Chief Financial Officer for Atria Senior Living Group, Inc. (formally Atria, Inc.). From July 1997 until February 2001, Mr. Jessee served as Vice President of Finance for Atria, Inc. Carmin Grandinetti. Since November 19, 2003, Mr. Grandinetti has served as Senior Vice President, Secretary and General Counsel of ARV. Since April 12, 1999, Mr. Grandinetti has served as Senior Vice President and General Counsel for Atria Senior Living Group, Inc. (formally Atria, Inc.). From January 1, 1989 to April 11, 1999, Mr. Grandinetti was a member of the law firm of Greenbaum Doll & McDonald, PLLC, engaged in the private practice of law. Julie Harding. Since June 2003, Ms. Harding has served as Chief Marketing and Sales Officer for ARV and as Chief Marketing Officer for Atria Senior Living Group, Inc. (formally Atria, Inc.). Before that time, she served as the Senior Vice President, Sales/Marketing for Atria Retirement and Assisted Living since June 2000 after working in various senior corporate communications functions since joining the company in April 1998. Bernard Wheeler-Medley. Mr. Wheeler-Medley joined the legal department of ARV in 1996 and served as an officer and Associate General Counsel for ARV until 2002. Since 2002, Mr. Wheeler-Medley has served as Chief Quality Officer of ARV. Douglas Armstrong. Mr. Armstrong was promoted to Senior Vice President, Secretary and General Counsel of ARV in January 2002 and on November 19, 2003 became Senior Vice President, Special Counsel and Assistant Secretary. Mr. Armstrong was retained in January 1998 as legal counsel. Subsequently, he was promoted to the position of Vice President, Legal Counsel for ARV. ATRIA SENIOR LIVING GROUP, INC. General Atria Senior Living Group, Inc. ("Atria") is a Delaware corporation and sole stockholder of ARV. Atria's executive offices are located at 501 South Fourth Avenue, Suite 140, Louisville, KY 40202 (Telephone (502) 719-1600). Executive Officers and Directors The names and positions of the executive officers and directors of Atria are set forth below. Each executive officer and director is a citizen of the United States of America. During the last five years, neither Atria, nor to the best of its knowledge, any of its respective directors or executive officers (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. Directors John A. Moore Joseph D. Kasman Matthew J. Lustig Chairman of the Board Mark S. Ticotin Robert C. Larson Marjorie L. Reifenberg
Executive Officers John A. Moore Chief Executive Officer Mark D. Jessee Chief Financial Officer Carmin Grandinetti Senior Vice President, General Counsel and Secretary Douglas Armstrong Senior Vice President, Special Counsel and Assistant Secretary Julie Harding Chief Marketing Officer Bernard Wheeler-Medley Senior Vice President and Chief Quality Officer
Material Occupations, Positions, Offices or Employment During Previous Five Years John A. Moore. From November 1996 to March 1998, Mr. Moore was Executive Vice President of Finance for World Financial Properties, a Canadian-based real estate company with global interests, located at One Liberty Plaza, New York, New York 10006. From March 1998 to December 2001, he was a Principal and Chief Financial Officer of LFREI. Since January 2002, Mr. Moore has acted as a Managing Principal and the Chief Financial Officer of LFREI. Since October 2003, Mr. Moore has served as Chief Executive Officer of ARV. Joseph D. Kasman. Since January 1994, Mr. Kasman has served as President of Kasman Capital, Inc., a real estate firm located at 401 Clairmont Avenue, Suite 3, Thornwood, New York 10594. Since June 2001, Mr. Kasman has served as Managing Member of Katonah Storage Partners, LLC, a storage company located at 401 Clairmont Avenue, Suite 3, Thornwood, New York 10594. Matthew J. Lustig. Since 1994, Mr. Lustig has served as Managing Director of Lazard Freres & Co. LLC. From April 1999 to September 1999, Mr. Lustig served as acting Chief Executive Officer of LFREI. Since January 2002, Mr. Lustig has served as Managing Principal of LFREI. Mark S. Ticotin. From 1997 to 1998, Mr. Ticotin was President and Chief Operating Officer of Corporate Property Investors, one of the leading shopping mall companies in the United States, located at 305 East 47th Street, New York, New York 10017. From 1998 to March 1999, Mr. Ticotin was a Senior Executive Vice President of Simon Property Group, a real estate investment trust engaged in the ownership and management of regional malls and shopping centers, located at 115 West Washington Street, Indianapolis, IN 46204. From April 1999 to December 1999, Mr. Ticotin served as acting Chief Operating Officer of LFREI. From January 2000 to December 2001, he acted as Principal and Executive Vice President of LFREI. Since January 2002, Mr. Ticotin has been a Managing Principal of LFREI. Robert C. Larson. Since September 1999, Mr. Larson has been a Managing Director of Lazard Freres & Co. LLC and Chairman of LFREI. Since January 2002, he has also been a Managing Principal of LFREI. From 1974 to 2001, Mr. Larson was Chairman of Taubman Realty Group, a partnership engaged in the ownership, management, leasing, acquisition, development and expansion of regional shopping centers, and Vice Chairman and Director of Taubman Centers, Inc., a real estate investment trust that acquires, owns, and develops regional shopping centers in nine U.S. states, both of which are located at 200 East Long Lake Road, Bloomfield Hills, Michigan 48304. Since 2000, he has also acted as Chairman of Larson Realty Group, a privately-owned company engaged in real estate investment, development, management, leasing and consulting, located at 38500 Woodward Avenue, Bloomfield Hills, Michigan 48304. Marjorie L. Reifenberg. From October 1994 to June 1998, Ms. Reifenberg was a Partner at Kirkland & Ellis, a law firm with offices at 153 E. 53rd Street, New York, New York 10022. From July 1998 to May 1999, she acted as Vice President and General Counsel of LFREI. Since June 1999, Ms. Reifenberg has acted as a Principal and General Counsel of LFREI. Mark D. Jessee. Since October 2003, Mr. Jessee has served as Chief Financial Officer of ARV. Since March 2001, Mr. Jessee has served as Chief Financial Officer for Atria Senior Living Group, Inc. (formally Atria, Inc.). From July 1997 until February 2001, Mr. Jessee served as Vice President of Finance for Atria, Inc. Carmin Grandinetti. Since November 19, 2003, Mr. Grandinetti has served as Senior Vice President, Secretary and General Counsel of ARV. Since April 12, 1999, Mr. Grandinetti has served as Senior Vice President and General Counsel for Atria Senior Living Group, Inc. (formally Atria, Inc.). From January 1, 1989 to April 11, 1999, Mr. Grandinetti was a member of the law firm of Greenbaum Doll & McDonald, PLLC, engaged in the private practice of law. Julie Harding. Since June 2003, Ms. Harding has served as Chief Marketing and Sales Officer for ARV and as Chief Marketing Officer for Atria Senior Living Group, Inc. (formally Atria, Inc.). Before that time, she served as the Senior Vice President, Sales/Marketing for Atria Retirement and Assisted Living since June 2000 after working in various senior corporate communications functions since joining the company in April 1998. Bernard Wheeler-Medley. Mr. Wheeler-Medley joined the legal department of ARV in 1996 and served as an officer and Associate General Counsel for ARV until 2002. Since 2002, Mr. Wheeler-Medley has served as Chief Quality Officer of ARV. Douglas Armstrong. Mr. Armstrong was promoted to Senior Vice President, Secretary and General Counsel of ARV in January 2002 and on November 19, 2003 became Senior Vice President, Special Counsel and Assistant Secretary. Mr. Armstrong was retained in January 1998 as legal counsel. Subsequently, he was promoted to the position of Vice President, Legal Counsel for ARV. ATRIA HOLDINGS LLC Atria Holdings LLC ("Atria Holdings") is a Delaware limited liability company and has no directors or executive officers. Atria Holdings is the sole stockholder of Atria. Atria Holdings' executive offices are located at c/o Lazard Freres Real Estate Investors L.L.C., Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). During the last five years, Atria Holdings (a) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor (b) was it a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. PROMETHEUS SENIOR QUARTERS LLC Prometheus Senior Quarters LLC ("PSR LLC") is a Delaware limited liability company and has no directors or executive officers. PSR LLC is the sole member of Atria Holdings. PSR LLC's executive offices are located at c/o Lazard Freres Real Estate Investors L.L.C., Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). During the last five years, PSR LLC (a) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor (b) was it a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. LF STRATEGIC REALTY INVESTORS II L.P., LFSRI II ALTERNATIVE PARTNERSHIP L.P. AND LFSRI II-CADIM ALTERNATIVE PARTNERSHIP L.P. LF Strategic Realty Investors II L.P. ("LFSRI II"), LFSRI II Alternative Partnership, L.P. ("LFSRI II-Alternative") and LFSRI II-CADIM Alternative Partnership L.P. ("LFSRI II-CADIM", and together with LFSRI II and LFSRI II-Alternative, the "Funds") is each a Delaware limited partnership and each has no directors or executive officers. Each Fund is an investment partnership formed to invest in companies active in the real estate industry. Each Fund is a managing member of PSR LLC. The business address and phone number of each Fund is c/o Lazard Freres Real Estate Investors L.L.C., Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). During the last five years, none of the Funds (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. LAZARD FRERES REAL ESTATE INVESTORS L.L.C. General Lazard Freres Real Estate Investors L.L.C. ("LFREI") is a New York limited liability company and is the general partner of LFSRI II, LFSRI II-Alternative and LFSRI II-CADIM. LFREI's activities consist principally of acting as a general partner of several real estate investment partnerships. The business address and phone number of LFREI is Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). Lazard Freres & Co. LLC, a New York limited liability company, is the managing member of LFREI. Lazard Freres & Co. LLC's activities consist principally of financial advisory services. The business address and phone number of Lazard Freres & Co. LLC is Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). On a day-to-day basis, Lazard Freres & Co. LLC is run by a management committee. Lazard Freres & Co. LLC is wholly-owned by Lazard LLC, a Delaware limited liability company and therefore, Lazard LLC may be viewed as controlling Lazard Freres & Co. LLC. Lazard LLC is a holding company. The Head of Lazard controls Lazard LLC, subject to the approval of certain significant matters by the Lazard Board of Lazard LLC. The principal business office of Lazard LLC is 3711 Kennett Pike, Suite 120, P.O. Box 4649, Greenville, Delaware 19807-4649. Executive Officers and Members of the Investment Committee of LFREI The names of each of the executive officers and members of the investment committee of LFREI and the present and principal occupation for each such person and the corporation or other organization in which such employment is conducted are set forth below. Except as otherwise indicated, each executive officer and member of the investment committee of LFREI is a citizen of the United States of America. During the last five years, neither LFREI, nor to the best of its knowledge, any of the executive officers or members of the investment committee of LFREI (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. The business address and phone number of the following persons is: c/o Lazard Freres Real Estate Investors L.L.C., Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000). LFREI Executive Officers
NAME PRINCIPAL OCCUPATION ---- -------------------- Robert C. Larson Chairman and Managing Principal of LFREI and Managing Director of Lazard Freres & Co. LLC Matthew J. Lustig Managing Principal of LFREI and Managing Director of Lazard Freres & Co. LLC John A. Moore Managing Principal and Chief Financial Officer of LFREI Mark S. Ticotin Managing Principal of LFREI Gary Ickowicz Principal of LFREI Marjorie L. Reifenberg Principal, General Counsel and Secretary of LFREI Douglas N. Wells Principal of LFREI (citizen of Canada) Henry C. Herms Controller of LFREI
LFREI Investment Committee
NAME PRINCIPAL OCCUPATION ---- -------------------- Albert H. Garner Managing Director of Lazard Freres & Co. LLC Steven J. Golub Managing Director of Lazard Freres & Co. LLC Jonathan H. Kagan Managing Director of Lazard Freres & Co. LLC Robert C. Larson Chairman and Managing Principal of LFREI and Managing Director of Lazard Freres & Co. LLC Matthew J. Lustig Managing Principal of LFREI and Managing Director of Lazard Freres & Co. LLC James A. Paduano Managing Director of Lazard Freres & Co. LLC Mark S. Ticotin Managing Principal of LFREI Ali E. Wambold Managing Director of Lazard Freres & Co. LLC
Material Occupations, Positions, Offices or Employment During Previous Five Years Robert C. Larson. Since September 1999, Mr. Larson has been a Managing Director of Lazard Freres & Co. LLC and Chairman of LFREI. Since January 2002, he has also been a Managing Principal of LFREI. From 1974 to 2001, Mr. Larson was Chairman of Taubman Realty Group, a partnership engaged in the ownership, management, leasing, acquisition, development and expansion of regional shopping centers, and Vice Chairman and Director of Taubman Centers, Inc., a real estate investment trust that acquires, owns, and develops regional shopping centers in nine U.S. states, both of which are located at 200 East Long Lake Road, Bloomfield Hills, Michigan 48304. Since 2000, he has also acted as Chairman of Larson Realty Group, a privately-owned company engaged in real estate investment, development, management, leasing and consulting, located at 38500 Woodward Avenue, Bloomfield Hills, Michigan 48304. Matthew J. Lustig. Since 1994, Mr. Lustig has served as Managing Director of Lazard Freres & Co. LLC. From April 1999 to September 1999, Mr. Lustig served as acting Chief Executive Officer of LFREI. Since January 2002, Mr. Lustig has served as Managing Principal of LFREI. John A. Moore. From November 1996 to March 1998, Mr. Moore was Executive Vice President of Finance for World Financial Properties, a Canadian-based real estate company with global interests, located at One Liberty Plaza, New York, New York 10006. From March 1998 to December 2001, he was a Principal and Chief Financial Officer of LFREI. Since January 2002, Mr. Moore has acted as a Managing Principal and the Chief Financial Officer of LFREI. Since October 2003, Mr. Moore has served as Chief Executive Officer of ARV. Mark S. Ticotin. From 1997 to 1998, Mr. Ticotin was President and Chief Operating Officer of Corporate Property Investors, one of the leading shopping mall companies in the United States, located at 305 East 47th Street, New York, New York 10017. From 1998 to March 1999, Mr. Ticotin was a Senior Executive Vice President of Simon Property Group, a real estate investment trust engaged in the ownership and management of regional malls and shopping centers, located at 115 West Washington Street, Indianapolis, IN 46204. From April 1999 to December 1999, Mr. Ticotin served as acting Chief Operating Officer of LFREI. From January 2000 to December 2001, he acted as Principal and Executive Vice President of LFREI. Since January 2002, Mr. Ticotin has been a Managing Principal of LFREI. Gary Ickowicz. From 1990 to December 2001, Mr. Ickowicz was a Director of Real Estate Investment Banking at Lazard Freres & Co. LLC. Since January 2002, he has acted as a Principal of LFREI. Marjorie L. Reifenberg. From October 1994 to June 1998, Ms. Reifenberg was a Partner at Kirkland & Ellis, a law firm with offices at 153 E. 53rd Street, New York, New York 10022. From July 1998 to May 1999, she acted as Vice President and General Counsel of LFREI. Since June 1999, Ms. Reifenberg has acted as a Principal and General Counsel of LFREI. Douglas N. Wells. From July 1997 to December 2001, Mr. Wells served as Vice President of LFREI. Since January 2002, he has been a Principal of LFREI. Henry C. Herms. Since October 1997, Mr. Herms has served as Controller of LFREI. Albert H. Garner. Since 1997, Mr. Garner has served as a Managing Director of Lazard Freres & Co. LLC. Steven J. Golub. Since 1997, Mr. Golub has served as a Managing Director of Lazard Freres & Co. LLC. Jonathan H. Kagan. From 1995 to 2001, Mr. Kagan was Managing Director of Centre Partners Management LLC, a financial institution specializing in private equity, located at 30 Rockefeller Plaza, Suite 5050, New York, New York 10020. Since 2001, he has served as a Managing Director of Lazard Freres & Co. LLC. James A. Paduano. Since November 1972, Mr. Paduano has acted as a banker for Lazard Freres & Co. LLC. From May 2001 to December 2003, he was Chairman and Chief Executive Officer of Container and Pallet Services, Inc., a provider of reusable containers, totes, pallets and caps, located at 425 Washington Street, San Francisco, California 94111. Additionally, since 1974, Mr. Paduano has been a Director of Donovan Data Systems, Inc., a leading supplier of data processing and information management services to the advertising industry, located at 115 West 18th Street, New York, New York. Since 1997, he has also acted as a Director of Secure Products, Inc., a licensor of security technology, located at 436 Springfield Avenue, Summit, New Jersey. Since December 2002, he has also been a Director of Pilgrim Electronics, Inc., a wholesale electronic component part distributor, located at 60 Beaver Brook Road, Danbury, Connecticut 06810. Ali E. Wambold. Since 1987, Mr. Wambold has been a Managing Director (or equivalent) of Lazard Freres & Co. LLC. Since 1993, he has also been a Managing Director of Lazard & Co., Limited (formerly known as Lazard Brothers & Co., Limited), located at 50 Stratten Street, London W1J 8LL, United Kingdom. Lazard & Co., Limited's activities consist principally of financial advisory services. Since 1999, Mr. Wambold has been primarily responsible for the coordination and development of Lazard's alternative investment activities. Members of the Management Committee of Lazard Freres & Co. LLC The names of each of the members of the management committee of Lazard Freres & Co. LLC and the present and principal occupation for each such person and the corporation or other organization in which such employment is conducted are set forth below. Except as otherwise indicated, each of the following persons is a citizen of the United States of America. During the last five years, neither Lazard Freres & Co. LLC, nor to the best of its knowledge, any of the members of the management committee of Lazard Freres & Co. LLC (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree for final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. Except as otherwise indicated, the business address and phone number of the following persons is: c/o Lazard Freres & Co. LLC, Attn: General Counsel, 30 Rockefeller Plaza, New York, New York 10020 (Telephone: (212) 632-6000).
NAME PRINCIPAL OCCUPATION ---- -------------------- Michael J. Castellano Managing Director of Lazard Freres & Co. LLC Norman Eig Co-Chief Executive Officer and Director of Lazard Asset Management LLC Steven J. Golub Managing Director of Lazard Freres & Co. LLC Scott D. Hoffman Managing Director of Lazard Freres & Co. LLC Kenneth M. Jacobs Deputy Chairman of Lazard and Managing Director and Head of House of Lazard Freres & Co. LLC Gary S. Shedlin Managing Director of Lazard Freres & Co. LLC Charles Stonehill Managing Director of Lazard Freres & Co. LLC (citizen of the United States and the United Kingdom) David L. Tashjian Managing Director of Lazard Freres & Co. LLC Ali E. Wambold Managing Director of Lazard Freres & Co. LLC Charles G. Ward, III President of Lazard LLC
Material Occupations, Positions, Offices or Employment During Previous Five Years Michael J. Castellano. From September 1995 to March 1999, Mr. Castellano was a Senior Vice President and Controller of Merrill Lynch & Co., a financial services company, located at Four World Financial Center, New York, New York 10080. From March 1999 to August 2001, he was Senior Vice President and Chief Control Officer for Merrill Lynch & Co., Inc. From January 2000 to August 2001, he was Chairman of Merrill Lynch International Bank for Merrill Lynch & Co., Inc. Since August 2001, Mr. Castellano has been Managing Director and Chief Financial Officer of Lazard Freres & Co. LLC. Norman Eig. Since January 2003, Mr. Eig has served as Co-Chief Executive Officer and Director of Lazard Asset Management LLC. From May 1997 through January 12, 2003, Mr. Eig served as Vice Chairman of Lazard Freres & Co. LLC. Steven J. Golub. Since 1997, Mr. Golub has served as a Managing Director of Lazard Freres & Co. LLC. Scott D. Hoffman. From January 1998 to December 1998, Mr. Hoffman was a Director and Assistant Counsel for Lazard Freres & Co. LLC. From January 1999 to December 2000, Mr. Hoffman was Managing Director and Assistant Counsel of Lazard Freres & Co. LLC. Since January 2001, Mr. Hoffman has been Managing Director and General Counsel of Lazard Freres & Co. LLC and Lazard LLC. Kenneth M. Jacobs. Since 1988, Mr. Jacobs has been a Managing Director of Lazard Freres & Co. LLC. Since January 2002, Mr. Jacobs has been a Deputy Chairman of Lazard and Head of House of Lazard Freres & Co. LLC. Gary S. Shedlin. Since 1997, Mr. Shedlin has been a Managing Director of Lazard Freres & Co. LLC. Charles Stonehill. Since August 2002, Mr. Stonehill has been a Managing Director and Head of Global Capital Markets of Lazard Freres & Co. LLC. From late 1997 until May 2002, Mr. Stonehill was a Managing Director and Head of the Investment Banking Division in the Americas at Credit Suisse First Boston, a financial management company, with offices at 11 Madison Avenue New York, New York 10010. He was also a member of the Operating Committee of Credit Suisse First Boston. David L. Tashjian. Since 1997, Mr. Tashjian has been a Managing Director and Head of U.S. Capital Markets of Lazard Freres & Co. LLC. Ali E. Wambold. Since 1987, Mr. Wambold has been a Managing Director (or equivalent) of Lazard Freres & Co. LLC. Since 1993, he has also been a Managing Director of Lazard Brothers & Co., Limited, located at 50 Stratten Street, London W1J 8LL, United Kingdom. Lazard Brothers & Co., Limited's activities consist principally of financial advisory services. Since 1999, Mr. Wambold has been primarily responsible for the coordination and development of Lazard's alternative investment activities. Charles G. Ward, III. From February 1994 to February 2002, Mr. Ward served as President, Head or Co-Head of Global Investment Banking and Private Equity at Credit Suisse First Boston, a financial management company, located at 11 Madison Avenue, New York, New York 10010. Since February 2002, Mr. Ward has been President of Lazard LLC. Members of the Lazard Board of Lazard LLC The names of each of the members of the Lazard Board of Lazard LLC and the present and principal occupation, business address and citizenship for each such person and the corporation or other organization in which such employment is conducted are set forth below. During the last five years, neither Lazard LLC, nor to the best of its knowledge, any of the members of the Lazard Board of Lazard LLC (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws.
PRESENT AND PRINCIPAL OCCUPATION AND BUSINESS NAME ADDRESS CITIZENSHIP ---- ------- ----------- Marcus Agius Deputy Chairman of Lazard and Chairman of Lazard & Co., Limited United Kingdom Lazard & Co., Limited 50 Stratten Street London W1J 8LL United Kingdom Antoine Bernheim Investor and Chairman of Assicurazioni Generali S.p.A. France Lazard Freres S.A.S. 121 Boulevard Haussmann 75382 Paris Cedex 08 France Gerardo Braggiotti Deputy Chairman of Lazard; Managing Director of Lazard Freres Italy S.A.S., Lazard Freres & Co. LLC and Lazard & Co., Limited; Vice Chairman of Lazard AB Stockholm and Lazard & C. Srl; Member of Supervisory Board of Lazard & Co. GmbH; and Chairman of Lazard Asesores Financieras S.A. Lazard Freres S.A.S. 121 Boulevard Haussmann 75382 Paris Cedex 08 France Michel A. David-Weill Chairman of Lazard and Chairman of the Lazard Board of Lazard LLC France Lazard Freres & Co. LLC 30 Rockefeller Plaza New York, NY 10020, USA Jean Guyot Investor France Lazard Freres S.A.S. 121 Boulevard Haussmann 75382 Paris Cedex 08 France
PRESENT AND PRINCIPAL OCCUPATION AND BUSINESS NAME ADDRESS CITIZENSHIP ---- ------- ----------- Kenneth M. Jacobs Deputy Chairman of Lazard; and Managing Director and Head of USA House of Lazard Freres & Co. LLC Lazard Freres & Co. LLC 30 Rockefeller Plaza New York, NY 10020, USA Alain Merieux President Directeur General (CEO) of BioMerieux S.A. and France Nouvelle bioMerieux Alliance BioMerieux S.A. and Nouvelle bioMerieux Alliance 69280 Marcy L'Etoile France Bruno M. Roger Chairman of Lazard Freres S.A.S. France Lazard Freres S.A.S. 121 Boulevard Haussmann 75382 Paris Cedex 08 France Patrick Sayer Chief Executive Officer of Eurazeo France Eurazeo 3 Rue Jacques Bingen 75017 Paris France Francois Voss Managing Director of Lazard Freres S.A. S. France Lazard Freres S.A.S. 121 Boulevard Haussmann 75382 Paris Cedex 08 France Bruce Wasserstein Head of Lazard LLC and Chairman of the Executive Committee of USA Lazard Strategic Coordination Company LLC Lazard Freres & Co. LLC 30 Rockefeller Plaza New York, NY 10020, USA
Material Occupations, Positions, Offices or Employment During Previous Five Years Marcus Agius. From 1997 to May 2001, Mr. Agius was Deputy Chairman of Lazard & Co., Limited, an investment bank. Since May 2001, he has acted as Chairman of Lazard & Co., Limited. Antoine Bernheim. From January 1967 to March 2000, Mr. Bernheim served as a Managing Director and/or a Limited Partner of Lazard Freres & Cie, 121 Boulevard Haussmann, 75008 Paris, France, an investment bank, and from January 1977 to March 2000, as a Managing Director and/or a Limited Partner of Maison Lazard & Cie, 12 Avenue Percier, 75008 Paris, France, a holding company. Since July 1989, he has been a Managing Director and/or a Member of the board of Lazard LLC, and a Managing Director and/or a Limited Partner, since May 1989, of Partena, 12 Avenue Percier, 75008 Paris, France, a diversified holdings concern. From January 1988 to April 2001, he was President of the board of La France Participations et Gestion, 7/9, Boulevard Haussmann, 75009 Paris, France, an insurance company, and from March 1973 to May 2001, he was President of Euralux, 4 Rue Carlo Hemmet, 1734 Luxembourg, Luxembourg, an investment activity organization. From July 1984 to April 2001, Mr. Bernheim was Vice-President of the board of Eurafrance, 12 Avenue Percier, 75008 Paris, France, a diversified holdings concern. Since February 1988, he has been Vice President and/or a Director of Mediobanca, Piazzetta Enrico Cuccia 1, 20121 Milan, Italy, a banking organization, and since April 1999, he has been a Director, Vice President and/or President of Assicurazioni Generali S.p.A., Piazza Duca degli Abruzzi 2, 34132 Trieste, Italy, an insurance company. Since October 1996, Mr. Bernheim has been a Director, Vice President and/or President of the board of Generali France Holding, 76 Rue Saint-Lazare, 75009 Paris, France and a Director, from June 1997 to June 2001, of Generali France Assurances, 5 rue de Londres, 75009 Paris, France, both of which are insurance companies. Since September 1998, Mr. Bernheim has been a Member of the Supervisory Board, a Director and/or Vice-President of the board of LVMH Moet Hennessy Louis Vuitton, 30 Avenue Hoche, 75008 Paris, France, a provider of luxury goods. He has been a Director of the following organizations: Rue Imperial (formerly Societe Anonyme de la Rue Imperiale de Lyon), 49 Rue de la Republique, 69002 Lyon, France, a holding and real estate company, since June 1968; La France Vie, 7/9 Boulevard Haussmann, 75009 Paris, France, an insurance company, from 1967 to 1999; Societe Immobiliere Marseillaise, 12 Rue de la Republique, 13001 Marseille, France, a real estate company, from January 1968 to April 2002; Ciments Francais, 5 Place de la Pyramide, Tour Generale, 92008 Paris la Defense, France, a cement company, since June 1993; Cereol (formerly Eridania Beghin-Say), 59239 Thumeries, France, a sugar company, from July 1993 to September 2001; and Bollere (formerly Bollore Technologies), Odet, 29500 Ergue Gaberic, France, an investment company, since June 1997. He was a Member of the Supervisory Board, from January 1997 to April 2001, of Axa, 9 Place Vendome, 75001 Paris, France, an insurance company. Since January 1994, he has been a Director and/or Vice President of the board of Bollore Investissement (formerly Albatros Investissement), Odet, 29500 Ergue Gaberic, France, an investment concern. Since July 1985, he has been a Director and/or Member of the Supervisory Board of Eurazeo (formerly Azeo and Financiere et Industrielle Gaz & Eaux), 3 Rue Jacques Bingen, 75017 Paris, France, a diversified holdings concern. Since March 2001, he has been President and a Director of B.B Investissement, 31-32 Quai de Dion-Bouton, 92800 Puteaux, France, an investment company. Mr. Bernheim has also served as a Director of the following organizations: Sofibol, Odet, 29500 Ergue Gaberic, France, a holding company, from June 1989 to May 1999, and again from October 1999 to June 2002; Aachener and Munchener Betelligungs-Aktiengeselischaft, Aachener and Munchener Allee 9, 52002 Aachen, Germany, an insurance company, since July 1998; Banca della Svizzera Italiana, Via Magatti 2, 6901 Lugano, Switzerland, a banking organization, since November 1998; Generali Holding Vienna AG, Landskrongasse 1-3, 1010 Vienna, Austria, an insurance company, since June 1996; IntesaBci S.p.A., Piazza Paolo Ferrari 10, 20121 Milan, Italy, a banking organization, since December 2002; Financiere Agache, 11 Rue Francois ler, 75008 Paris, France, a holding company, from September 1986 to April 2001, and again from May 2001 to October 2002; Christian Dior SA, 30 Avenue Montaigne, 75008 Paris, France, a luxury goods provider, from September 1986 to April 2001, and again from May 2001 to October 2002; Christian Dior Couture, 30 Avenue Montaigne, 75008 Paris, France, a luxury goods provider, from December 1995 to March 2001, and again from November 2001 to the present; Maison Lazard Developpement (formerly Maison Lazard International), 12 Avenue Percier, 75008 Paris, France, an investment services company, from July 1996 to June 2000; and La Federation Continentale, 11 Boulevard Haussmann, 75009 Paris, France, an insurance company, from May 1997 to October 1999. Mr. Bernheim was, from October 1998 to October 1999, President of the board and/or Director of Generali France Participations, 76 Rue Saint-Lazare, 75009 Paris, France, an insurance company. Additionally, he was a Director of the following organizations: Lazard Asia Limited, 80 Raffles Place, UOB Plaza II -22-20, Singapore 04862, an investment banking concern, from December 1994 to May 2001; VLGI, 23 Rue de 1'Arcade, 75008 Paris, France, a real estate company, from April 1986 to December 2002; and AON France, 45 Rue Kleber, 92697 Levallois-Perret Cedex, France, an insurance company, from December 1999 to December 2002. Gerardo Braggiotti. From 1997 to March 1998, Mr. Braggiotti was Deputy Chief Executive Officer of Mediobanca, located at Piazzetta Enrico Ciccia 1, Via Filodrammatici, 20121 Milan, Italy. From March 1998 to December 2001, he was Managing Director and Member of the Executive Committee of Lazard LLC. Since January 2002, Mr. Braggiotti has served as Deputy Chairman and Member of the Executive Committee of Lazard LLC. Michel A. David-Weill. From September 1997 to January 2002, Mr. David-Weill was Chairman and Chief Executive Officer of Lazard Freres & Co. LLC. Since January 2002, he has been Chairman of Lazard LLC. Jean Guyot. Since 1993, Mr. Guyot has been a Limited Partner of Lazard Freres & Cie, an investment bank. Since 1993, he has been a Limited Partner of Maison Lazard & Cie and Partena. Since June 1972, Mr. Guyot has been a Director of Eurafrance. Since April 1989, he has been a Partner of Fonds Partenaire Gestion. Since January 1986, he has been a Director of Gaz & Eaux, a diversified holdings concern located at 3 Rue Jacque Bingen, 75017 Paris, France. From September 1983 until 1999, he was a Director of Industrial Vehicles Corporation (IVECO) (Hollande), a provider of industrial vehicles located at IVECO Central Europe Robert Schuman Strausse No. 1 Unnterschleissheim, Munich. Additionally, Mr. Guyot has been a Managing Director of Lazard LLC since July 1984. Since March 2000, he has served as a Managing Director of Boulainvilliers SNC, an investment company located at 121 Boulevard Haussmann, 75008 Paris, France. Kenneth M. Jacobs. Since 1988, Mr. Jacobs has been a Managing Director of Lazard Freres & Co. LLC. Since January 2002, Mr. Jacobs has been a Deputy Chairman of Lazard and Head of House of Lazard Freres & Co. LLC. Alain Merieux. Since 1997, Mr. Merieux has served as Chief Executive Officer of BioMerieux SA, a company specializing in in-vitro diagnostics, as well as Chief Executive Officer of Accra, a company specializing in portfolio administration, each of which is located at Marcy 1'Etoile, 69280 France. From 1997 until 2002, he served as Chief Executive Officer of BMH, a holding company, located at Marcy 1'Etoile, 69280 France. From 1997 until 2002, he served as Chief Executive Officer of Transgene, a genetics research company, located at 11 Rue de Molsheim, Strasburg, 67000 France. Since 2002, he has served as a Director of the same company. From 2000 until 2002, he served as Chief Executive Officer of bioMerieux-Pierre Fabre, a holding company, located at Marcy 1'Etoile, 69280 France. Since 2000, he served as Chairman of B.M.A. (now S.G.H.), a holding company, located at 43 Avenue du 11/11/1918, Tassin la Demi-Lune, 69160 France. Since 1997, he has served as a Director of C.G.I.P./Wendel Investissement, a financial company, located at 89 Rue Taitbout, 75009 Paris, France. Since 1997, he has served as a Director of Societe de la Rue Imperiale de Lyon, an estate rental specialist, located at 49 Rue de la Republique, 69002 Lyon, France. Since 1997, he has served as a Director of Compagnie Plastic Omnium, a holding company, located at 19 Avenue Jules Carteret, 69007 Lyon, France. Since 1998, he has served as a Director of Financiere at Industrielle Gazeo Eurazeo, a holding company, located at 3 Rue Jacques Bingen, 75017 Paris, France. From 1999 until 2002, he served as a Director of Harmonie SA, a financial company, located at 3 Bd. Prince Henri, L-1724 Luxembourg, Luxembourg. Since 1999, he has served as a Managing Director of SCI Accra, an estate rental specialist, located at Marcy 1'Etoile, 69280 France. From 2000 until 2002, he served as Managing Director of FM SARL, a holding company, located at Marcy 1'Etoile, 69280 France. From 1997 to 2001, he served as Chairman of bioMerieux, Inc., an in-vitro diagnostic distribution company, located at 100 Rodolphe Street, Durham, North Carolina. Since 2000, he has served as Chairman of Silliker bioMerieux, Inc., a holding company, located at 900 Maplewood Road, Homewood, Illinois 60430 (now Silliker Group Corporation). Since 2000, he has served as Chairman of bioMerieux Italia S.p.A., an in-vitro diagnostic distribution company, located at Via Fiume Bianco 56, 00144 Rome, Italy. Since 2002, he has served as a member of the Supervisory Board of Akzo-Nobel, a holding company located at Velperweg 76 Arnhem PO 9300 6800 Arnhem Netherlands. Since 2000, he has served as Director of Lazard LLC. Since 2002, he has served as President of the Board of Directors of bioMerieux Hellas, an invitro diagnostic company, located at 35, Michalakopoulou Street, 11528 Greece. Bruno M. Roger. Since 1978, Mr. Roger has served as Managing Director of Lazard Freres S.A.S., an investment bank. From March 1990 to April 2001, Mr. Roger was Chairman and Chief Executive Officer of Azeo (formerly Gaz & Eaux), an investment company with investments in the U.S., Europe and Asia, located at 3 Rue Jacques Bingen, 75017 Paris, France. From March 2000 to January 2002, Mr. Roger served as Vice-Chairman and Chief Executive Officer of Lazard Freres S.A.S. From April 2001 to May 2002, he served as Chairman and Chief Executive Officer of Eurazeo, an investment company with diversified holdings, located at 3 Rue Jacques Bingen, 75017 Paris, France. Since January 2002, Mr. Roger has served as Chairman of Lazard Freres S.A.S. and from May 2002 to July 2003 as Chairman of the Supervisory Board of Eurazeo. Patrick Sayer. From July 1995 to June 2002, Mr. Sayer was a Managing Director of Lazard Freres S.A.S. From February 2000 to June 2002, he was a Managing Director of Lazard Freres & Co. LLC. Since May 2002, Mr. Sayer has been the Chief Executive Officer of Eurazeo. Francois Voss. Since 1978, Mr. Voss has been a Managing Director of Lazard Freres SAS, an investment bank, located at 121 Boulevard Haussmann, 75008 Paris, France. Since 1978, he has also been a Managing Director of Maison Lazard SAS, a holding company, located at 12 Avenue Percier, 75008 Paris, France. Since 1978, he has also been a Managing Director of Partena, a diversified holdings concern. Since 1999, he has also been Chief Executive Officer of Lazard Service Investissement, a financial consulting firm, located at 12 Avenue Percier, 75008 Paris, France. Additionally, since 1999, he has been a Managing Director of Lazard LLC. Since October 1995, he has been a Managing Director and Limited Partner of Lazard Freres Gestion, an asset management company, located at 10 Avenue Percier, 75008 Paris, France. Since December 1995, Mr. Voss has been President of Groupama Oblig-Europe, an investment company, located at 8-10 Rue d'Astorg, 75008 Paris, France. Mr. Voss has served as a Director for the following organizations: BNP Epargne Patrimoine, an asset management company, located at 18 Boulevard Montmartre, 75008 Paris, France, since November 1979; Rue Imperiale, a holding and real estate company, located at 49 Rue de la Republique, 69002 Paris, France, since October 1994; Les Fils Dreyfus & Cie, a banking concern, located at 16 Aeschenvorstadt CH 4002 Bale, Switzerland, since March 2002; Sovaclux, an investment company, located at 14 Rue Aldrigen, Luxembourg, Luxembourg, since November 1980; Lazard Japan Fund Ltd., an investment company, located at The Aall Building, North Church Street-Grand Cayman, Cayman Islands, BWI, since November 1985; The World Trust Fund, an investment company, located at 14 Rue Aldrigen, Luxembourg, Luxembourg, since June 1991; and Lazard Far East Investors (Holding) Limited, an investment company, located in Jersey, Channel Island, since September 1988. Additionally, he has been a non-voting Director of Objectif France, an investment company, located at 121 Boulevard Haussmann, 75008 Paris, France, since October 1991, and of Fonds Partenaires Gestion S.A., a private equity leveraged buyout fund management company, located at 10 Rue Treilhard, 75008 Paris, France, since 1995. Mr Voss has served as representant permanent of Lazard Freres Gestion on the boards of the following organizations: Objectif Capitalisation, since June 1988; Objectif Japon, since June 2001; Objectif Actions Internationales, since September 1997; Objectif Dynamique Internationales, since 2002; and Objectif Signatures Privees, since 2002; all of which are investment companies located at 121 Boulevard Haussmann, 75008 Paris, France. Since March 1997, he has served as representant permanent of LFG. Additionally, he serves as representant permanent of Somargest on the boards of the following organizations: Objectif Patrimoine, since May 2002, and Objectif Actions Euro, since November 2002; all of which are investment companies located at 121 Boulevard Haussmann, 75008 Paris, France. Bruce Wasserstein. From February 1988 to January 2001, Mr. Wasserstein served as the Chief Executive Officer of Wasserstein Perella & Co. (acquired by Dresdner Bank AG in January 2001), located at 1301 Avenue of the Americas, New York, New York 10019. From January 2001 to November 2001, he was Co-Chief Executive Officer of Dresdner Kleinwort Wasserstein, located at 1301 Avenue of the Americas, New York, New York 10019. Since January 2002, Mr. Wasserstein has acted as the Head of Lazard. ARVP III ACQUISITION, L.P. Purchaser was formed in California on November 12, 2003 by ARV in contemplation of the Offer and proposed Merger. ARV formed Purchaser for the sole purpose of effecting the merger. Purchaser has not been engaged in any business activities other than those in connection with its formation, the Offer and the Merger. ARV is the general partner of Purchaser. Purchaser will be merged with and into the Partnership if the Merger is consummated, subject to the terms of the Merger Agreement. ARV will then be the sole general partner of the Partnership following the merger, and ARVP III Acquisition LLC, a Delaware limited liability company of which ARV is the sole member, will be the sole limited partner of the Partnership following the merger. Purchaser's executive offices are located at 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626 (Telephone: (714) 751-7400). During the last five years, Purchaser (a) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor (b) was it a party to any judicial or administrative proceeding (except for matters that were dismissed without sanctions or settlement) that resulted in a judgment, decree or final order enjoining further violations of, or prohibiting activities, subject to, federal or state securities laws or finding any violation of such federal or state securities laws. SCHEDULE II INFORMATION CONCERNING SECONDARY MARKET SALES REPORTED TO THE PARTNERSHIP DURING THE LAST TWO FISCAL YEARS The following table sets forth certain information relating to sales of Units during the last two years between parties unaffiliated with us or ARV where a sales price per unit was reported to the Partnership:
MONTH OF REPORTED NUMBER OF UNITS NET SALES PRICE PER TRANSACTION SALES PRICE PER UNIT SOLD UNIT September 2002 $233 3.000 $183.00 October 2002 $242 3.000 $192.00 November 2002 $212 3.000 $162.00 February 2003 $186 3.007 $136.12 May 2003 $225 5.000 $195.00 September 2003 $200 10.000 $185.00
During the last two fiscal years, the Weighted Average Sales Price per Unit for sale transactions between parties unaffiliated with us or ARV and reported to the Partnership was $213.73 per Unit, and the Weighted Average Net Sales Price per Unit for these transactions was $179.41 per Unit. The Net Sales Prices per Unit shown above do not necessarily reflect the net sales proceeds actually received by sellers of Units, which may be further reduced to amounts less than the reported price by costs that are not imposed by the Partnership. ANNEX A AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this "Agreement"), is entered into as of __________ ___, 2004, by and between American Retirement Villas Properties III, L.P., a California limited partnership ("ARVP III"), and ARVP III Acquisition, L.P., a California limited partnership ("Purchaser"). RECITALS WHEREAS, the board of directors of ARV Assisted Living, Inc., a Delaware corporation ("ARV"), the general partner of ARVP III and Purchaser, has approved this Agreement and the merger of Purchaser with and into ARVP III (the "Merger"); and WHEREAS, ARVP III Acquisition, LLC, a Delaware limited liability company and sole limited partner of Purchaser, has approved this Agreement and the Merger. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows: ARTICLE I THE MERGER; CLOSING; EFFECTIVE TIME; EFFECTS OF MERGER SECTION 1.1 The Merger. Subject to the terms and conditions of this Agreement, at the Effective Time (as defined in Section 1.3) and in accordance with Article 7.5 of the California Revised Limited Partnership Act (the "LP Act") and the respective organizational documents of ARVP III and Purchaser, Purchaser shall be merged with and into ARVP III and the separate legal existence of Purchaser shall thereupon cease, ARVP III shall be the surviving entity of the Merger (hereinafter sometimes referred to as the "Surviving Partnership") and the separate existence of ARVP III will continue unaffected by the Merger. SECTION 1.2 The Closing. Upon the terms and subject to the conditions set forth in this Agreement, the closing of the Merger (the "Closing") shall take place at such time, date and place as the parties may agree but in no event prior to the satisfaction or waiver, where permitted, of the conditions set forth in Section 3.1 hereof. The date on which the Closing occurs is hereinafter referred to as the "Closing Date." SECTION 1.3 Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, following the Closing, the parties hereto shall, at such time as they deem advisable, cause a certificate of merger (the "Certificate of Merger") to be executed and filed with the Secretary of State of California and make all other filings or recordings required by California law in connection with the Merger. The Merger shall become effective upon the filing of the Certificate of Merger with the Secretary of State of California or at such other future effective date or time as Purchaser and ARVP III shall agree and specify in the Certificate of Merger (the "Effective Time"). A-1 SECTION 1.4 Effects of the Merger. The Merger shall have the effects specified in the LP Act and this Agreement. SECTION 1.5 Restructuring. Notwithstanding anything to the contrary in this Agreement, the parties shall have the right, in their sole discretion, to (i) change the type or structure of, and/or the parties to, the Merger, including changing the structure of the Merger so that (x) ARVP III merges with and into Purchaser with Purchaser being the surviving entity, (y) ARVP III merges with and into an affiliate of ARV other than Purchaser with ARVP III being the surviving entity and (z) an affiliate of ARV other than Purchaser merges with and into ARVP III with such other affiliate being the surviving entity and/or (ii) assign any or all of their rights, interests, duties or obligations under this Agreement to any affiliate of ARV, provided that any action taken by any party pursuant to this Section 1.5 shall not, individually or when taken together with any or all other actions under this Section 1.5, have an adverse effect on any Limited Partner or special limited partner of ARVP III (a "Special Limited Partner"). If an entity other than Purchaser is a party to the Merger, then, without the need for any additional act or consent of any other person or entity, such entity shall execute a counterpart to the Agreement and shall thereupon become a party hereto. ARTICLE II EFFECT ON UNITS AND INTERESTS SECTION 2.1 Effect on Units and Interests. At the Effective Time, by virtue of the Merger and without any further action on the part of Purchaser, ARVP III, ARV or the limited partners of ARVP III ("Limited Partners"): (a) The limited partnership interest in Purchaser owned by ARVP III Acquisition LLC, a Delaware limited liability company and wholly-owned subsidiary of ARV ("ARVP LLC"), shall automatically be converted into and become one fully paid and non-assessable limited partnership unit of ARVP III (a "Unit") representing a Limited Partner interest in ARVP III; (b) Each Unit that is owned by ARV, any affiliate of ARV, or Purchaser immediately prior to the Effective Time shall remain issued and outstanding and continue to represent a Limited Partner interest in ARVP III; (c) Each Unit issued and outstanding immediately prior to the Effective Time (other than Units that shall remain issued and outstanding pursuant to Section 2.1(b)) (collectively, the "Non-affiliate Units"), including all accrued and unpaid distributions thereon, shall automatically be converted into and become the right to receive $___ in cash less the sum of all distributions of cash from the Partnership attributable to each such Unit that are declared or made on or after ____________ __, 2004 (the "Reference Date"), to the extent that ARV, any affiliate of ARV or Purchaser do not receive such distributions with respect to any such Unit, including, without limitation, all distributions of cash from operations and capital proceeds, without regard to whether the applicable sale, financing, refinancing or other disposition took place before or after the Reference Date (the "LP Merger Consideration"). At the Effective Time, all such Units shall automatically be canceled and shall cease to exist, and each holder of Units (a A-2 "Unitholder") immediately prior to the Effective Time (i) who was a Limited Partner shall cease to be a Limited Partner of ARVP III, and (ii) shall cease to have any rights with respect to such Units, except the right to receive the LP Merger Consideration; (d) Each special limited partnership interest issued and outstanding immediately prior to the Effective Time (collectively, the "SLP Interests"), including all accrued and unpaid distributions thereon, shall automatically be converted into and become the right to receive $____ in cash less the sum of all distributions of cash from the Partnership attributable to each such SLP Interest that are declared or made on or after the Reference Date, to the extent that ARV, any affiliate of ARV or Purchaser do not receive such distributions with respect to any such SLP Interests, including, without limitation, all distributions of cash from operations and capital proceeds, without regard to whether the applicable sale, financing, refinancing or other disposition took place before or after the Reference Date (the "SLP Merger Consideration" and, together with the LP Merger Consideration, the "Merger Consideration"). At the Effective Time, all such SLP Interests shall automatically be canceled and shall cease to exist, and each holder of an SLP Interest immediately prior to the Effective Time (i) who was a Special Limited Partner shall cease to be a Special Limited Partner or Limited Partner of ARVP III or to have any other right, title or interest in the Partnership, except the right to receive the SLP Merger Consideration in accordance with the terms of this Agreement, and (ii) shall cease to have any rights with respect to such SLP Interests, except the right to receive the SLP Merger Consideration; and (e) Notwithstanding anything to the contrary in this Agreement, if the Merger is of another type or structure contemplated by Section 1.5, (i) each Non-affiliate Unit shall be converted into the right to receive the LP Merger Consideration, (ii) each SLP Interest shall be converted into the right to receive the SLP Merger Consideration, and (iii) the other provisions of this Section 2.1 shall be modified by the parties hereto to give the effect to such type or structure. SECTION 2.2 Payment Procedures. (a) Paying Agent. Prior to the Effective Time, Purchaser shall deposit, or cause to be deposited, with ACS Securities Services, Inc., as paying agent for the Merger Consideration (the "Paying Agent"), at least an amount in cash equal to the sum of (i) the product of (A) the LP Merger Consideration and (B) the number of Non-affiliate Units and (ii) the product of (A) the SLP Merger Consideration and (B) the number of SLP Interests (the "Payment Fund") for the purpose of paying the Merger Consideration. (b) Payment Procedure. As soon as reasonably practicable after the Effective Time, the Paying Agent shall mail to each Unitholder and each Special Limited Partner of record immediately prior to the Effective Time whose Units or SLP Interests, as the case may be, were converted into the right to receive the Merger Consideration, pursuant to Sections 2.1(c) and (d) and this Section 2.2(b), a form of letter of transmittal (the "Letter of Transmittal") which shall specify that delivery shall be effected, and risk of loss and title to the Units or SLP Interests held by a person or entity shall pass, only upon (i) delivery or presentation to the Paying Agent of evidence reasonably satisfactory to the Paying Agent that such person or entity was, immediately prior to the Effective Time, either (A) the Unitholder of record of the Units it purported to own as of such time or (B) the Special Limited Partner of record of the SLP Interests it purported to A-3 own as of such time ("Ownership Evidence") and (ii) surrender to the Paying Agent, for the account and benefit of the Surviving Partnership, of any non-cash distribution declared or made by the Partnership after the Reference Date (or any proceeds obtained or obtainable upon the exercise or conversion thereof) which is attributable to each such Unit or SLP Interest and has been received by each such Unitholder or Special Limited Partner (the "Non-Cash Distributions"). Upon delivery or presentation to the Paying Agent of a properly completed and executed Letter of Transmittal, together with Ownership Evidence (including any information or certification required for tax purposes), any Non-Cash Distributions attributable to each such Unit or SLP Interest and such other documents or evidence as the Surviving Partnership or the Paying Agent may reasonably request: (x) the Unitholder shall be entitled to receive the LP Merger Consideration for each Unit owned immediately prior to the Effective Time or (y) the Special Limited Partner shall be entitled to receive the SLP Merger Consideration for each SLP Interest owned immediately prior to the Effective Time, as the case may be, and as determined pursuant to this Agreement. In the event that Non-Cash Distributions attributable to a Unit or SLP Interest are not surrendered to the Paying Agent in accordance with this Section 2.2(b), the Merger Consideration payable upon the conversion of each such Unit or SLP Interest may, at the Surviving Partnership's option, be reduced by the value of such Non-Cash Distributions, as determined by the Surviving Partnership in its sole discretion. No interest shall be paid or shall accrue on any Merger Consideration payable pursuant to this Agreement or otherwise. (c) No Further Ownership Rights in Units. All Merger Consideration paid in exchange for Units or SLP Interests in accordance with this Article II shall be full satisfaction for such Units or SLP Interests, as the case may be, exchanged for such Merger Consideration and all rights related to such Units or SLP Interests. At the close of business on the date on which the Effective Time occurs, the transfer records of ARVP III shall be closed and there shall be no further registration of transfers of Units or SLP Interests on the transfer records of the Surviving Partnership of Units or SLP Interests that were outstanding immediately prior to the Effective Time. (d) Termination of Payment Fund. Any portion of the Payment Fund that remains undistributed to Unitholders or Special Limited Partners for twelve (12) months after the Effective Time shall be delivered to the Surviving Partnership, upon demand, and any Unitholders or Special Limited Partners who have not theretofore complied with this Article II shall thereafter look solely to the Surviving Partnership for, and, subject to Section 2.2(e), the Surviving Partnership shall remain liable for, payment of their claim for Merger Consideration. (e) No Liability. None of Purchaser, ARV, ARVP III or the Paying Agent shall be liable to any person or entity in respect of cash from the Payment Fund in each case delivered to a public official pursuant to any applicable abandoned property, escheat or similar law. If any Units or SLP Interests have not been exchanged for Merger Consideration prior to the second anniversary of the date on which the Effective Time shall occur (or immediately prior to such earlier date on which any Merger Consideration would otherwise escheat to or become the property of any governmental entity), any such Merger Consideration in respect thereof shall, to the extent permitted by applicable law, become the property of the Surviving Partnership, free and clear of all claims or interest of any person or entity previously entitled thereto. A-4 (f) Investment of Payment Fund. The Paying Agent shall invest the Payment Fund on a daily basis as directed by the Surviving Partnership; provided, however, that such investments shall be solely in (i) obligations of or guaranteed by the United States of America and backed by the full faith and credit of the United States of America or (ii) commercial paper obligations rated A-1 or P-1 by Moodys' Investors Service, Inc. or Standard & Poor's Corporation, respectively. All interest and other income resulting from such investments shall be paid to the Surviving Partnership. (g) Withholding Rights. Purchaser, ARV and/or the Paying Agent shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement to any Unitholder or Special Limited Partner such amounts as Purchaser, ARV or the Paying Agent is required to deduct and withhold with respect to making such payment under the Internal Revenue Code or any provision of domestic or foreign (whether national, federal, state, provincial, local, or otherwise) tax law. To the extent that amounts are so withheld and paid over to the appropriate taxing authority by Purchaser, ARV or the Paying Agent, such withheld amounts shall be treated for all purposes of this Agreement as having been paid to the Unitholder or Special Limited Partner in respect of which such deduction and withholding was made by Purchaser, ARV or the Paying Agent. ARTICLE III CONDITIONS SECTION 3.1 Conditions to Each Party's Obligations to Effect the Merger. The respective obligations of each party to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver of the following conditions at or prior to the Closing Date: (a) Each of Purchaser and ARVP III shall have received all governmental approvals and third party consents required to be obtained in connection with the Merger except where the failure to so obtain any such approval or consent would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the business, financial condition or results of operations of Purchaser or ARVP III (a "Material Adverse Effect"); (b) No temporary restraining order, preliminary or permanent injunction or other order or decree issued by any court or governmental entity of competent jurisdiction or other legal restraint or prohibition that could reasonably be expected to have (i) a Material Adverse Effect or (ii) the effect of preventing the consummation of the Merger, shall be in effect; (c) There shall be no pending or threatened litigation or governmental action or proceeding challenging the Merger that could reasonably be expected to have a Material Adverse Effect; (d) Either (i) the principal terms of the Merger Agreement and the Merger shall have been consented to and approved by the Limited Partners of ARVP III, collectively holding more than 50% of the outstanding Units that neither ARV nor any affiliate of ARV nor Purchaser held A-5 as of the Reference Date, or (ii) Purchaser, together with its affiliates, shall have acquired title to or a contractual right to acquire more than 90% of the outstanding Units; and (e) In the event that Purchaser, together with its affiliates, has not acquired title to or a contractual right to acquire more than 90% of the outstanding Units, the California Commissioner of Corporations shall have held a hearing pursuant to Section 25142 of the California Corporate Securities Law of 1968 and shall have finally and conclusively approved (without the possibility of appeal) the terms and conditions of the Merger and the fairness of such terms and conditions in accordance with Section 15678.3 of the LP Act, and such approval shall not have been revoked, modified or amended in any respect and shall otherwise remain in full force and effect. SECTION 3.2 Waiver of Conditions. Notwithstanding anything to the contrary contained herein, either ARVP III or Purchaser may, in their sole discretion, waive any of the conditions to their obligations to consummate the transactions contemplated by this Agreement set forth in Section 3.1 above. ARTICLE IV TERMINATION SECTION 4.1 Termination of Agreement by ARV. This Agreement may be terminated, and the Merger abandoned, by ARV, in its sole discretion, at any time prior to the Effective Time. SECTION 4.2 Termination of Agreement by Either Party. This Agreement may be terminated and the Merger abandoned at any time prior to the Effective Time if: (a) The transactions contemplated by this Agreement have not been consummated on or before_______________; or (b) Any condition set forth in Section 3.1 to any party's obligation to consummate the transactions contemplated by this Agreement shall become incapable of being satisfied (unless such condition has been waived). SECTION 4.3 Effect of Abandonment. In the event of the termination of this Agreement and the abandonment of the Merger pursuant to this Article IV, this Agreement shall forthwith become null and void and have no effect and no party hereto (or any of its general partners, directors, officers or employees) shall have any liability or further obligation to any other party to this Agreement. ARTICLE V MISCELLANEOUS SECTION 5.1 Further Assurances. Each of Purchaser and ARVP III shall use its reasonable best efforts to take all actions necessary and appropriate to effectuate the Merger, A-6 including, if necessary, executing any additional documents or other instruments and filing such documents or other instruments with the appropriate governmental authorities. SECTION 5.2 No Appraisal Rights. The Unitholders and Special Limited Partners are not entitled to any appraisal or dissenters' rights under applicable law as a result of the Merger. SECTION 5.3 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. SECTION 5.4 Entire Agreement. This Agreement, including the exhibits hereto, reflects the entire agreement of the parties regarding the subject matter hereof and supercedes all prior agreements and understandings among the parties with respect thereto. SECTION 5.5 Severability. If any provision of this Agreement is held or deemed to be void, unenforceable or otherwise of no force and effect, each other provision of this Agreement shall remain in full force and effect and shall be construed without giving effect to the provision that is void, unenforceable or of no force and effect. SECTION 5.6 Amendment. This Agreement shall be amended only by a writing signed by all parties hereto. SECTION 5.7 No Third Party Beneficiary. This Agreement shall be for the sole and exclusive benefit of the parties hereto and ARV, and no other party shall have any direct or indirect right or interest in or arising out of this Agreement. SECTION 5.8 Counterparts. This Agreement may be signed in two or more counterparts which, when taken together, shall constitute a fully executed version of this Agreement. A-7 IN WITNESS HEREOF, the parties have executed this Agreement and caused the same to be delivered on their behalf as of the date first above written. AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. By: ARV Assisted Living, Inc., its General Partner By:___________________________________ Name:_________________________________ Title:________________________________ ARVP III ACQUISITION, L.P. By: ARV Assisted Living, Inc., its General Partner By:___________________________________ Name:_________________________________ Title:________________________________ A-8 EX-99.(A)(1)(B) 4 a95684exv99wxayx1yxby.txt EXHIBIT (A)(1)(B) EXHIBIT (a)(1)(B) AGREEMENT OF ASSIGNMENT AND TRANSFER FOR UNITS OF LIMITED PARTNERSHIP INTEREST IN AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. NOTE: IN ORDER TO VALIDLY TENDER YOUR UNITS, YOU MUST COMPLETE SIGN, DATE AND RETURN THIS AGREEMENT OF ASSIGNMENT AND TRANSFER TO THE INFORMATION AGENT IN THE ENCLOSED POSTAGE-PAID ENVELOPE OR BY FACSIMILE AT (866) 275-3710. IF YOU DELIVER THE AGREEMENT OF ASSIGNMENT AND TRANSFER BY FACSIMILE, YOU MUST ALSO RETURN THE ORIGINAL DOCUMENTS TO THE INFORMATION AGENT, WHICH ORIGINALS, ONLY, MAY BE RECEIVED AFTER THE EXPIRATION DATE PROVIDED THAT THE FACSIMILE IS RECEIVED PRIOR TO OR ON THE EXPIRATION DATE. IN ORDER TO AVOID THE IMPOSITION OF BACKUP WITHHOLDING, TAX YOU MUST ALSO COMPLETE SIGN, DATE AND RETURN THE SUBSTITUTE FORM W-9 AND FIRPTA AFFIDAVIT THAT IS INCLUDED IN THIS PACKAGE. NOTE: IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT, WE WILL SEND ON YOUR BEHALF A COPY OF YOUR COMPLETED AGREEMENT OF ASSIGNMENT AND TRANSFER TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION. HOWEVER, IN THIS CASE, YOU SHOULD SEND YOUR COMPLETED AGREEMENT OF ASSIGNMENT AND TRANSFER TO THE INFORMATION AGENT NOT LESS THAN ONE WEEK PRIOR TO THE EXPIRATION DATE SO THAT WE HAVE TIME TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION PRIOR TO THE EXPIRATION DATE. YOU MAY ALSO SEND YOUR COMPLETED AGREEMENT OF ASSIGNMENT AND TRANSFER TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION AND THEN MAIL OR DELIVER THE AGREEMENT OF ASSIGNMENT AND TRANSFER TO THE INFORMATION AGENT AT THE ADDRESS OR FACSIMILE NUMBER SET FORTH BELOW PRIOR TO THE EXPIRATION DATE. NOTE: IF YOU WISH TO CONSENT TO THE MERGER PROPOSAL DESCRIBED IN THE OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT IN ADDITION TO TENDERING YOUR UNITS, YOU MUST ALSO FILL OUT, SIGN AND RETURN THE GREEN CONSENT FORM THAT IS INCLUDED IN THIS PACKAGE. NOTE: IF YOU HAVE RECEIVED THIS AGREEMENT DIRECTLY FROM THE PURCHASER, WE HAVE COMPLETED CERTAIN REQUIRED INFORMATION ON PAGE __ OF THIS AGREEMENT (SPECIFICALLY, CURRENT REGISTRATION, CUSTODIAN INFORMATION (IF ANY), NUMBER OF UNITS HELD AND INVESTOR NUMBER). IF YOU HAVE RECEIVED THIS AGREEMENT THROUGH YOUR CUSTODIAN, THIS INFORMATION WILL BE BLANK AND MUST BE PROVIDED BY YOU. NOTE: COMPLETION OF THE OFFER IS CONDITIONED UPON THE RECEIPT OF VALID WRITTEN CONSENTS TO THE MERGER PROPOSAL BY UNITHOLDERS WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS THAT ARE NOT HELD BY ARV OR ITS SUBSIDIARIES. CONSEQUENTLY, IF YOU DECIDE TO TENDER YOUR UNITS BUT DO NOT ALSO DELIVER YOUR CONSENT TO THE MERGER PROPOSAL PURSUANT TO THE ENCLOSED CONSENT FORM, YOUR FAILURE TO CONSENT WILL REDUCE THE LIKELIHOOD THAT THE OFFER WILL BE COMPLETED AND THAT WE WILL PURCHASE THE UNITS YOU MAY HAVE TENDERED. 1. Offer of Units; Agreement to Transfer Upon the terms and subject to the conditions set forth in this Agreement of Assignment and Transfer (this "Agreement"), I, the undersigned Limited Partner (as defined in the Partnership Agreement that is defined below), and/or assignee holder or beneficial owner, do hereby sell, assign, transfer, convey and deliver ("Transfer") to ARVP III Acquisition, L.P. or its assignee or assignees (such purchasing entity is hereafter referred to as "Purchaser"), ________ units of limited partnership interest (including any 1 certificates or depositary receipts evidencing such interests) (the "Units") in American Retirement Villas Properties III, L.P., a California limited partnership (the "Partnership"), pursuant to this Agreement and the associated Offer to Purchase and Consent Solicitation Statement (the "Offer to Purchase and Consent Solicitation Statement"), dated January ___, 2004 (the "Offer Date"), as each may be supplemented or amended, for a purchase price of $____ per Unit, in cash, subject to adjustment as set forth in the Offer to Purchase and Consent Solicitation Statement and below (the "Offer Price"). Notwithstanding any provision to the contrary, it is my understanding, and I hereby acknowledge and agree, that, upon the terms and subject to the conditions of this Agreement, Purchaser shall be entitled to receive (i) all distributions of cash or other property from the Partnership attributable to the Units that are declared or made on or after the Offer Date including, without limitation, all distributions of cash from operations and capital proceeds, without regard to whether the applicable sale, financing, refinancing or other disposition took place before or after my Offer or the Transfer and (ii) all proceeds that are paid on or after the Offer Date from or as a result of any claim, litigation, class or derivative action brought by or for the benefit of the Limited Partners with respect to the Units, regardless of when the claims brought pursuant to such action accrued (the distributions or proceeds described in (i) and (ii), collectively, a "Distribution"). To the extent that any Distribution of cash is made or declared by the Partnership with respect to the Units for any period commencing on or after the Offer Date and I receive such Distribution, I understand that the amount of the Distribution per Unit will be deducted from the cash price of $[ ] per Unit to be paid to me by Purchaser, as described in the Offer to Purchase and Consent Solicitation Statement. It is also my understanding, and I acknowledge and agree, that, subject to Purchaser's payment to me for the Units Transferred hereby, the taxable income and taxable loss attributable to the Transferred Units with respect to the taxable period in which the Transfer occurs shall be allocated between me and Purchaser as provided in the Limited Partnership Agreement of the Partnership, dated as of June 28, 1989, as such agreement may be amended (the "Partnership Agreement"), or in accordance with such other lawful allocation methodology as may be agreed upon by the Partnership and Purchaser. It is my intention that Purchaser succeed to my interest as a substituted Limited Partner with respect to the Transferred Units and that Purchaser will be treated as a Limited Partner of the Partnership with respect to those Units for all purposes. Subject to, and effective upon, Purchaser's payment to me for the Units Transferred hereby upon the terms of and subject to the conditions of this Agreement and the Offer to Purchase and Consent Solicitation Statement, I hereby Transfer to Purchaser all of my right, title and interest in and to the Units and any and all Distributions declared or made on or after the Offer Date, including, without limitation, all rights in, and claims to, any Partnership profits and losses, cash distributions (other than cash distributions as to which an adjustment in the price to be paid has been made as described in the preceding paragraph), voting rights and other benefits of any nature whatsoever distributable or allocable to the Units, or, if applicable, in respect of my status as a Limited Partner, under the Partnership Agreement or otherwise. This Transfer is made unconditionally (i) to the extent that the rights appurtenant to the Units may be Transferred and conveyed without the consent of the general partner of the Partnership (the "General Partner"), and (ii) to the extent that the General Partner recognizes the transfer of those Units to Purchaser for all purposes and will accept Purchaser as the substituted Limited Partner in respect of the Transferred Units in accordance with the Partnership Agreement. I agree to pay any costs incurred by Purchaser in connection with the enforcement of any of my obligations hereunder and to indemnify and hold harmless Purchaser from and against all claims, damages, losses, obligations and any responsibilities arising, directly or indirectly, out of my breach of any agreements, representations and warranties made by me herein. Purchaser will be entitled to recover from me all costs and expenses Purchaser incurs in recovering any amounts due Purchaser from me under this Agreement, including fees and expenses incurred in the collection process as well as reasonable lawyers' fees and costs at trial and on appeal. I shall keep the terms of this Agreement and all other 2 dealings and communications between myself and Purchaser and our respective representatives confidential. Notwithstanding the foregoing, I (and each affiliate and person acting on my behalf) agree that I and any other party to this Agreement (and each employee, representative, and other agent of such party) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of the transaction and all materials of any kind (including opinions or other tax analyses) that are provided to me or such other party or such person relating to such tax treatment and tax structure, except to the extent necessary to comply with any applicable federal or state securities laws. This authorization is not intended to permit disclosure of any other information including, without limitation, (i) any portion of any materials to the extent not related to the tax treatment or tax structure of the transaction, (ii) the identities of participants or potential participants in the transaction, (iii) the existence or status of any negotiations, (iv) any pricing or financial information (except to the extent such pricing or financial information is related to the tax treatment or tax structure of the transaction) or (v) any other term or detail not relevant to the tax treatment or the tax structure of the transaction. 2. Appointment as Attorney-In-Fact and Proxy Effective upon Purchaser's payment for the Units Transferred hereby, and subject to "THE TENDER OFFER -- Withdrawal Rights" section in the Offer to Purchase and Consent Solicitation Statement, I hereby irrevocably constitute and appoint Purchaser and its designees as my true and lawful attorneys-in-fact and proxies with respect to the Units (and with respect to any and all other Units or other securities issued or issuable in respect of such Unit on or after Purchaser's Offer Date), each with full power of substitution, to the full extent of my rights (such power of attorney and proxy being deemed to be an irrevocable durable power coupled with an interest and being unaffected by my disability, incapacity, dissolution, termination or bankruptcy), to (i) seek to transfer ownership of such Units on the Partnership's books to Purchaser (and to execute and to deliver any accompanying evidences of transfer and authenticity which Purchaser, the Partnership or the General Partner may deem necessary or appropriate in connection therewith, including, without limitation, any documents or instruments required to be executed under a "Transferor's (Seller's) Application for Transfer" created by the NASD, if required); (ii) become a substituted Limited Partner; (iii) receive any and all Distributions made or declared by the Partnership after the Offer Date; (iv) receive all benefits and otherwise exercise all rights of beneficial ownership of such Units in accordance with the terms of the Offer to Purchase and Consent Solicitation Statement; (v) execute and deliver to the Partnership and/or the General Partner (as the case may be) any notice required by section 6050K of the Internal Revenue Code of 1986, as amended, or any successor provision, and a change of address form instructing the Partnership to send any and all future Distributions to which Purchaser is entitled pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement in respect of tendered Units to the address specified in such form; (vi) endorse any check payable to me or upon my order representing a distribution to which Purchaser is entitled pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement, in each case on my behalf, in favor of Purchaser or any other payee Purchaser otherwise designates; (vii) exercise all of my voting and other rights as any such attorney-in-fact in its sole discretion may deem proper at any meeting of Unitholders or any adjournment or postponement thereof, by written consent in lieu of any such meeting or otherwise; (viii) act in such manner as any such attorney-in-fact shall, in its sole discretion, deem proper with respect to the Units; (ix) execute a loss and indemnity agreement relating to the Units on my behalf if I fail to include my original certificate(s) (if any) representing the Units with this Agreement; or (x) commence any litigation that Purchaser or its designees, in its sole discretion, deems necessary to enforce any exercise of Purchaser's or such designees' powers as my attorneys-in-fact as set forth above. Purchaser shall not be required to post bond of any nature in connection with this power of attorney. Such appointment will be effective upon receipt by Purchaser of this Agreement and Purchaser's payment for the Units Transferred hereby. Upon such receipt, all prior proxies (other than the power of attorney and proxy given as provided in the Consent Form completed by me) given by me with respect to 3 the Units that are the subject of the Offer will, without further action, be revoked, and no subsequent proxies may be given (and if given will not be effective). 3. Custodian Confirmation Required IF LEGAL TITLE TO THE UNITS IS HELD THROUGH AN IRA, KEOGH OR OTHER ACCOUNT, I UNDERSTAND THAT THIS AGREEMENT MUST BE CONFIRMED BY THE CUSTODIAN OF SUCH ACCOUNT. FURTHERMORE, I HEREBY AUTHORIZE AND DIRECT THE CUSTODIAN OF MY ACCOUNT TO CONFIRM THIS AGREEMENT. 4. Representations and Warranties I hereby represent and warrant to Purchaser and the Partnership that (i) I have received the Offer to Purchase and Consent Solicitation Statement; (ii) I own the Units that are being Transferred hereby, either (x) of record and beneficially or, (y) if the section below entitled "Beneficial Owners; Custodian Information" is also completed, through an IRA, Keogh or similar account, (iii) I have full right, power and authority to validly sell, assign, trade, transfer, convey and deliver to Purchaser the Units; (iv) effective at the time that the Units are accepted for payment by and Transferred to Purchaser, Purchaser will acquire good, marketable and unencumbered title thereto, free and clear of all options, liens, restrictions, charges, encumbrances, conditional sales agreements or other obligations relating to the sale and transfer thereof, and the Units will not be subject to any adverse claim; (v) I am a "United States person," as defined in Section 7701(a)(30) of the United States Internal Revenue Code of 1986, as amended (the "Internal Revenue Code"), or, if I am not a United States person, I will provide a Form W-8BEN or a Form W-8ECI as provided in Section 9 below; (vi) I own the Units being tendered within the meaning of Rule 14e-4 under the Exchange Act; and (vii) the tender of such Units complies with Rule 14e-4. I hereby also represent and warrant that the Transfer contemplated by this Agreement would not (i) violate the registration requirements of the Securities Act of 1933, as amended, or (ii) violate the laws of any state, or the rules or regulations of any government agency (including those related to suitability standards), applicable to such transfer. I hereby also represent, warrant and confirm to Purchaser and the Partnership that in entering into this Agreement and Transferring my Units, I have not relied on any information of Purchaser (except for information contained in the Offer to Purchase and Consent Solicitation) or any representation of Purchaser, and that Purchaser has not given me any investment advice nor have I compensated Purchaser in any manner. I understand that the Offer Price may be more or less than the fair market price of the Units or than prices recently quoted by secondary market matching services. By Transferring my Units, I wish to have Purchaser bear all future risks and uncertainties relating to the value of the Units. I understand that my Transfer hereby is subject to certain conditions for the benefit of Purchaser to Purchaser's offer as set forth in the Offer to Purchase and Consent Solicitation Statement, including (i) the approval of the Merger Proposal by Unitholders holding a majority of the Units that the General Partner or its subsidiaries do not hold; (ii) the non-occurrence of certain events before the Expiration Date (as defined in the Offer to Purchase and Consent Solicitation Statement), such as legal or governmental actions that would prohibit the purchase of Units or a material adverse change with respect to the Partnership or its business; and (iii) after the Expiration Date and before payment for the Units, the Purchaser's failure to receive any governmental regulatory approvals necessary to complete the Offer, each as provided in the Offer to Purchase and Consent Solicitation Statement. 4 5. Release of General Partner I hereby release and discharge the General Partner and its officers, shareholders, directors, employees and agents from all actions, causes of action, claims and demands I have, or may have, against the General Partner that result from the General Partner's reliance on this Agreement or any of the terms and conditions contained herein. I hereby indemnify and hold harmless the Partnership from and against all claims, demands, damages, losses, obligations and responsibilities arising, directly or indirectly, out of a breach of any one or more of the representations and warranties set forth herein. 6. Offer Irrevocable; Subject to My Withdrawal Rights I understand that my Transfer of Units hereby will be irrevocable by me, subject to my withdrawal rights set forth in the section of the Offer to Purchase and Consent Solicitation Statement, "THE TENDER OFFER -- Withdrawal Rights." These rights include that I may withdraw any Units I have tendered pursuant to the Offer to Purchase and Consent Solicitation Statement at any time prior to the Expiration Date. After the Expiration Date, my Offer is firm and irrevocable and may not be withdrawn until after ________ ___, 2004 (60 days from the commencement of Purchaser's offer) and then only to the extent that tendered Units have not been accepted for payment. For any withdrawal to be effective, I understand that I must deliver to you or your agent a written notice of withdrawal in the form accompanying this Agreement on or before __________ ___, 2004 (or such other expiration date to which the Offer to Purchase and Consent Solicitation Statement may be extended), at the address or facsimile number set forth in the notice of withdrawal. All authority herein conferred or agreed to be conferred to Purchaser shall survive my death or incapacity and all of my obligations shall be binding upon my heirs, personal representatives, successors and assigns. Upon request, I will execute and deliver any additional documents deemed by Purchaser and its designees to be necessary or desirable to complete the assignment, transfer and purchase of the Units. 7. Payment Procedures I hereby understand that on the terms of and subject to the conditions in this Agreement and the Offer to Purchase and Consent Solicitation Statement, payment by Purchaser for the Units Transferred hereby and accepted by Purchaser will be made by check mailed to me, once (i) Purchaser receives receipt of the Partnership's confirmation that the transfer of Units to Purchaser has been effected and that Purchaser has been recognized as a substituted Limited Partner with respect to the Units Transferred and (ii) the Units have been actually Transferred to Purchaser. I further understand that the effective date of transfer is established by the Partnership and may occur several weeks after the date on which Purchaser receives confirmation from the Partnership of the transfer of the Units to Purchaser. I hereby agree that Purchaser shall have no liability for any damages that may be incurred by me as a result of any delay in such payment caused by the Partnership's failure to promptly effect transfers. I acknowledge that, notwithstanding the foregoing, Purchaser reserves the right, in its sole discretion, to pay for the Units Transferred hereby prior to the effective date of transfer established by the Partnership. 8. Termination I hereby understand and agree that I may withdraw the Units being Transferred hereby subject to my withdrawal rights as described in Section 6 herein and that Purchaser may, at its sole discretion, terminate this Agreement (in whole or in part) prior to making payment for the Units in accordance with the terms of and conditions to the Offer to Purchase and Consent Solicitation Statement. If Purchaser does terminate this Agreement, I understand that (i) Purchaser shall notify me promptly after such termination 5 and return the Units to me or my custodian and (ii) Purchaser shall have no liability for any damages incurred by me as a result of such termination. 9. Backup Withholding Tax I understand and agree that in order to avoid the imposition of backup withholding tax at the rate of 28% on payments of cash made to me pursuant to Purchaser's Offer, I must provide my correct taxpayer identification number and I must certify, on the Substitute Form W-9 included as part of this Agreement of Assignment and Transfer, under penalties of perjury, that the taxpayer identification number that I have provided is correct and that I am not subject to backup withholding tax. I further understand that if I do not provide my correct taxpayer identification number, or fail to provide the certifications described above, then the Internal Revenue Service (the "IRS") may impose a penalty on me, and I may be subject to backup withholding tax at the rate of 28%. If I am not a United States person, I will provide a Form W-8BEN or a Form W-8ECI (available from ACS Securities Services, Inc. (the "Information Agent") at 1-866-275-3707 (Toll Free) (Banks and Brokers call collect at [ ])), as applicable, in order to avoid backup withholding tax. 10. FIRPTA I understand and agree that in order to avoid the imposition of withholding tax at the rate of 10% on payments made to me pursuant to Purchaser's offer as set forth in the Offer to Purchase and Consent Solicitation Statement, I must provide certain certifications, on the FIRPTA Affidavit included as part of this Agreement of Assignment and Transfer, under penalties of perjury. I further understand that if I fail to provide such certifications, then I may be subject to withholding tax at the rate of 10%. 11. Assignment and Disclaimer I understand and agree that Purchaser may, without my consent, assign all or some of its rights and delegate all or some of its duties arising out of this Agreement to an affiliate. I hereby disclaim any contractual or other legal relationship with the Information Agent, which merely has acted as a provider of general information about this offering and other offerings. I understand that the only party acquiring my Units, and participating in this Agreement, is Purchaser. 12. Governing Law; Waiver of Trial By Jury This Agreement shall be governed by and construed in accordance with the laws of the State of California. I hereby waive any claim that any state or federal court in the State of California is an inconvenient forum, and WAIVE ANY RIGHT TO TRIAL BY JURY. I HEREBY SUBMIT TO THE JURISDICTION OF ANY COURT IN THE STATE OF CALIFORNIA IN ANY SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT. 13. Withdrawal From Partnership By executing this Agreement, I hereby acknowledge to the General Partner and the Partnership that, to the extent I am a Limited Partner, I desire to cease to be a Limited Partner as to the Units referenced herein and hereby direct the General Partner to take all such actions as are necessary to accomplish such cessation and to appoint Purchaser as my agent and attorney-in-fact, to execute, swear to, acknowledge and file any document or to amend the books and records of the Partnership as necessary or appropriate for my ceasing to be a Limited Partner. I HEREBY DIRECT AND INSTRUCT THE PARTNERSHIP AND THE GENERAL PARTNER IMMEDIATELY UPON THEIR RECEIPT OF THIS AGREEMENT AND EFFECTIVE AS 6 OF THE EXPIRATION DATE (I) TO AMEND THE BOOKS AND RECORDS OF THE PARTNERSHIP TO CHANGE MY ADDRESS OF RECORD AND TO RECOGNIZE PURCHASER FOR THE PURPOSE OF RECEIVING ALL FUTURE DISTRIBUTIONS AND ACKNOWLEDGE THE TRANSFER OF UNITS FROM ME TO PURCHASER AT 245 FISCHER AVENUE, SUITE D-1, COSTA MESA, CA 92626 AND (II) TO FORWARD ALL DISTRIBUTIONS WITH RESPECT TO THE UNITS DECLARED OR MADE ON OR AFTER THE OFFER DATE AND OTHER INFORMATION TO BE RECEIVED BY ME TO PURCHASER TO THE ADDRESS SET FORTH IN (I). TO THE EXTENT THAT ANY DISTRIBUTIONS ARE MADE BY THE PARTNERSHIP WITH RESPECT TO THE UNITS ON OR AFTER THE OFFER DATE AND ARE RECEIVED BY ME, I AGREE THAT PURCHASER WILL DEDUCT THE AMOUNT OF SUCH CASH DISTRIBUTIONS FROM THE PRICE PURCHASER PAYS ME FOR MY TENDERED UNITS AND I WILL DELIVER TO PURCHASER ANY SUCH NON-CASH DISTRIBUTIONS RECEIVED BY ME. [remainder of page intentionally left blank; signature page appears after "Instructions to Complete the Agreement of Assignment and Transfer"] 7 INSTRUCTIONS TO COMPLETE THE AGREEMENT OF ASSIGNMENT AND TRANSFER You must mail, or send by hand delivery, overnight courier or facsimile, the executed original to the Information Agent, together with any other documents that may be required by your broker or other nominee and that have been delivered to you, any time prior to or on the Expiration Date (or such other date to which the Offer to Purchase and Consent Solicitation Statement may be extended): ACS Securities Services, Inc. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 NOTE: IF YOU WISH TO CONSENT TO THE MERGER PROPOSAL DESCRIBED IN THE OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT IN ADDITION TO TENDERING YOUR UNITS, YOU MUST ALSO FILL OUT, SIGN AND RETURN THE CONSENT FORM THAT IS INCLUDED IN THIS PACKAGE. COMPLETION OF THE OFFER IS CONDITIONED UPON THE RECEIPT OF VALID WRITTEN CONSENTS TO THE MERGER PROPOSAL BY UNITHOLDERS WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS THAT ARE NOT HELD BY ARV OR ITS SUBSIDIARIES. CONSEQUENTLY, IF YOU DECIDE TO TENDER YOUR UNITS BUT DO NOT ALSO DELIVER YOUR CONSENT TO THE MERGER PROPOSAL PURSUANT TO THE ENCLOSED CONSENT FORM, YOUR FAILURE TO CONSENT WILL REDUCE THE LIKELIHOOD THAT THE OFFER WILL BE COMPLETED AND THAT WE WILL PURCHASE THE UNITS YOU MAY HAVE TENDERED. A pre-addressed postage-paid envelope is enclosed for your convenience. The method of delivery of this Agreement and all other required documents is at your option and risk, and delivery will be deemed made only when actually received by the Information Agent. If delivery is by mail, Purchaser recommends registered mail with return receipt requested. If delivery is by facsimile, you must also return the original documents, which originals, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. In all cases, you should allow sufficient time to ensure timely delivery prior to ___________ ___, 2004 (or such date as our Offer and Consent Solicitation are extended). If you authorize the tender of your Units, all such Units will be tendered unless otherwise indicated. IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT, WE WILL SEND ON YOUR BEHALF A COPY OF SUCH COMPLETED MATERIALS TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION. HOWEVER, IN THIS CASE, YOU SHOULD SEND YOUR COMPLETED MATERIALS TO THE INFORMATION AGENT NOT LESS THAN ONE WEEK PRIOR TO THE EXPIRATION DATE SO THAT WE HAVE TIME TO OBTAIN SUCH CONFIRMATION PRIOR TO THE EXPIRATION DATE. YOU MAY ALSO SEND YOUR COMPLETED AGREEMENT OF ASSIGNMENT AND TRANSFER TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION AND THEN RETURN THE AGREEMENT OF ASSIGNMENT AND TRANSFER TO THE INFORMATION AGENT PRIOR TO THE EXPIRATION DATE. Upon receipt of your Agreement, the Information Agent will determine if the documentation is complete. If it is not, you will receive a telephone call or a letter from the Information Agent highlighting the information or documents that we need to process the Agreement. Please respond promptly, as your failure to do so can add weeks to the processing time. IF YOU HAVE QUESTIONS REGARDING THE TRANSFER OF YOUR UNITS OR NEED ASSISTANCE COMPLETING THIS FORM, PLEASE CALL THE INFORMATION AGENT AT (866) 275-3707. 8 If you are a Beneficial Owner of Record, you should: 1. COMPLETE and SIGN this Agreement; 2. Indicate number of Units owned and/or to be sold; and 3. Return this Agreement in the envelope provided. If legal title to your Units is held through an IRA, Keogh or similar account, you should: 1. COMPLETE and SIGN this Agreement; 2. Indicate number of Units owned and/or to be sold; and 3. Return this Agreement in the envelope provided, together with any other documents your Custodian may require and/or has delivered to you. Note: the Information Agent will work directly with your Custodian to get the necessary custodial confirmation and then forward your check to your IRA, Keogh or other account If you own the Units through Joint Ownership, you should: 1. ALL owners of record must COMPLETE and SIGN this Agreement; 2. Indicate number of Units owned and/or to be sold; and 3. Return this Agreement in the envelope provided. If any owner is Deceased, you should: 1. Enclose a certified copy of the death certificate; 2. If ownership is other than joint tenants with right of survivorship, please provide a letter of testamentary or administration, current within 6 months, showing your beneficial ownership or executor capacity (in addition to a copy of the death certificate); 3. COMPLETE and SIGN this Agreement; 4. Indicate number of Units owned and/or to be sold; and 5. Return this Agreement in the envelope provided. If you are a Corporation, you should: 1. Enclose a CORPORATE RESOLUTION showing authorized signatory; 2. COMPLETE and SIGN this Agreement; 3. Indicate number of Units owned and/or to be sold; and 4. Return this Agreement in the envelope provided. If you are a Trust, Profit Sharing or Pension Plan, you should: 1. Enclose the title, signature and other applicable pages of your trust, profit sharing or other agreement showing authorized signatory; 2. COMPLETE and SIGN this Agreement; 3. Indicate number of Units owned and/or to be sold; and 4. Return this Agreement in the envelope provided. IN ORDER TO AVOID THE IMPOSITION OF BACKUP WITHHOLDING TAX, YOU MUST ALSO COMPLETE SIGN, DATE AND RETURN THE SUBSTITUTE FORM W-9 AND FIRPTA AFFIDAVIT THAT IS INCLUDED IN THIS PACKAGE. 9 AS THE TRANSFEROR, YOU MUST COMPLETE ALL ITEMS IN THIS SECTION TO THE EXTENT APPLICABLE OR NOT ALREADY COMPLETED. I hereby make application to transfer and assign to Purchaser, as set forth herein, and for Purchaser to succeed to such rights and interests as a substituted Limited Partner, successor in interest and assignee. RECORD AND BENEFICIAL OWNERS I desire to sell _________ Units(1) Circle One: U.S. Citizen Resident Alien Non-Resident Alien BENEFICIAL OWNERS HOLDING UNITS THROUGH CUSTODIANS Please check this box if legal title to your Units is held through an IRA, Keogh or similar account (the "Custodian"). [ ] I desire to sell _________ Units(1) The undersigned hereby authorizes, instructs and directs the Custodian to take all actions necessary to tender in the Offer the number of Units indicated above held by the Custodian for the account of the undersigned, on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement and this Agreement of Assignment and Transfer, including by confirming the Agreement of Assignment and Transfer and any other documents requested by Purchaser to effect and record the tender of my Units in the Offer and by discussing the ownership or status of my Units to be tendered in the Offer directly with Purchaser or Purchaser's agents, including the Information Agent: PLEASE ALSO COMPLETE AND RETURN WITH THIS AGREEMENT OF ASSIGNMENT AND TRANSFER ANY ADDITIONAL DOCUMENTS THAT YOUR CUSTODIAN MAY REQUIRE IN CONNECTION WITH THE TENDER OF YOUR UNITS AND THAT HAVE BEEN DELIVERED TO YOU. CERTIFICATION I hereby certify and represent that I have possession of valid title and all requisite power to assign such interests and that the assignment is in accordance with applicable laws and regulations and further certify, under penalty of law, the following: Reason for Transfer: Sale (for consideration) TAX CERTIFICATION Under penalty of perjury, I certify that the statements in Sections 9 and 10 of this Agreement are true, complete and correct. - ------------------- (1) Unless otherwise indicated, it will be assumed that all of your Units are intended to be tendered. 10 FULL NAME OF PARTNERSHIP: AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. [Current Registration:_____________________________] [Custodian Information (if any):___________________] [Number of Units Held:_____________________________] [Investor Number:__________________________________] SIGNATURE CERTIFICATION/ POWER OF ATTORNEY As set forth in Section 2 of this Agreement, I hereby irrevocably constitute and appoint Purchaser as my true and lawful agent, attorney-in-fact and proxy with respect to the Units, with full power of substitution. This must be signed by the registered holder(s) exactly as the name(s) appear(s) on the Partnership records. Persons who sign as a representative or in any fiduciary capacity must indicate their capacity when signing and must present satisfactory evidence of their authority to so act. YOUR SIGNATURE ________________________________ Date: CO-TRANSFEROR'S SIGNATURE (IF APPLICABLE) ________________________________ Date: If signature is by trustee(s), executor(s), administrator(s), guardian(s), attorney(s)-in-fact, agent(s), officer(s) or a corporation or another acting in a fiduciary or representing capacity, please provide the following information: Name(s): _______________________ Capacity: (Full Title): _______________________ CUSTODIAN'S CONFIRMATION (IF APPLICABLE) ________________________________ Date: 11 PAYER'S NAME: ARVP III ACQUISITION, L.P. SUBSTITUTE Part I - Taxpayer Form W-9 identification number for Department of the Treasury all accounts, enter Internal Revenue Service taxpayer identification Social Security Number number in the box at the _______________________ Payer's Request for Taxpayer right. (For most Identification Number (TIN) individuals this is your OR social security number. If you do not have a Employer Identification number, see Obtaining a Number Number in the enclosed ________________________ Guidelines). Certify by signing below. Note: If the account is in more than one name, see the chart in the (if awaiting TIN write enclosed Guidelines to "Applied For") determine which number to give the payer. Certification - Under penalty of perjury, I certify that: 1. The number shown on this form is my correct Taxpayer Identification Number (or I am awaiting for a number to be issued to me), and 2. I am not subject to backup withholding either because I have not been notified by the Internal Revenue Service ("IRS") that I am subject to backup withholding as a result of a failure to report interest or dividends, or the IRS has notified me that I am no longer subject to backup withholding. 3. I am a U.S. person (including a U.S. resident alien). Certification Instructions - You must cross out item (2) above if you have been notified by the IRS that you are subject to backup withholding because of under reporting interest or dividends on your tax return. However, if after being notified by the IRS that you are subject to backup withholding, you received another notification from the IRS that you are no longer subject to backup withholding, do not cross out item (2). (Also see the instructions in the enclosed Guidelines). SIGNATURE:________________________________________DATE:_________________________ NOTE: FAILURE TO COMPLETE THIS FORM MAY RESULT IN BACKUP WITHHOLDING OF 28% OF ANY PAYMENTS MADE TO YOU PURSUANT TO THE MERGER. PLEASE REVIEW THE ENCLOSED GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 FOR ADDITIONAL DETAILS. 12 FIRPTA AFFIDAVIT Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real property interest must withhold tax if the transferor (seller) is a foreign person. For U.S. tax purposes (including section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of one or more partnership units in American Retirement Villas Properties III, L.P. ("Units"), the undersigned hereby certifies the following: 1. The name of the owner of the Units (if the Units are owned by a disregarded entity, then provide the name and address of the owner of the entity instead) on whose behalf this certification is being provided (the "Owner") is: _____________________________________. 2. The Owner is not a disregarded entity as defined in Treasury Regulation Section 1.1445-2(b)(2)(iii). 3. The Owner is not: (i) a nonresident alien individual for purposes of United States Federal income taxation, or (ii) a foreign partnership, foreign trust or estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations). 4. The Owner's U.S. taxpayer identification number is: Social Security Number ______________________ or Employer Identification Number ______________________ 5. The Owner's home address, if the Owner is an individual, or office address, if the Owner is an entity, is:________________________________________ _______________________________________________________________________________. The undersigned understands that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. Under penalties of perjury, I declare that I have examined this certification and to the best of my knowledge and belief it is true, correct, and complete, and, if the Owner is an entity, I further declare that I have authority to sign this document on behalf of the Owner. Owner's Name: Signature:_________________________________Date:________________________________ Title: 13 EX-99.(A)(1)(C) 5 a95684exv99wxayx1yxcy.txt EXHIBIT (A)(1)(C) EXHIBIT (a)(1)(C) CONSENT FORM THIS WRITTEN CONSENT IS SOLICITED BY ARVP III ACQUISITION, L.P. IN ORDER TO OBTAIN YOUR APPROVAL OF THE MERGER PROPOSAL AS SET FORTH IN THE OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT, DATED JANUARY __, 2004, ACCOMPANYING THIS CONSENT FORM. THIS WRITTEN CONSENT IS NOT SOLICITED BY OR ON BEHALF OF THE PARTNERSHIP, THE GENERAL PARTNER OR THE BOARD OF DIRECTORS OF THE GENERAL PARTNER. NOTE: IN ORDER TO CONSENT TO THE MERGER PROPOSAL, YOU MUST COMPLETE, SIGN, DATE AND RETURN THIS CONSENT FORM TO THE INFORMATION AGENT IN THE ENCLOSED POSTAGE-PAID ENVELOPE OR BY FACSIMILE AT (866) 275-3710. IF DELIVERY IS BY FACSIMILE, YOU MUST ALSO RETURN THE ORIGINAL CONSENT FORM TO THE INFORMATION AGENT, WHICH ORIGINAL, ONLY, MAY BE RECEIVED AFTER THE EXPIRATION DATE PROVIDED THAT THE FACSIMILE IS RECEIVED PRIOR TO OR ON THE EXPIRATION DATE. NOTE: IF YOU WISH TO TENDER YOUR UNITS IN THE OFFER, IN ADDITION TO DELIVERING YOUR CONSENT TO THE MERGER PROPOSAL, YOU MUST ALSO COMPLETE, SIGN AND DELIVER TO THE INFORMATION AGENT THE YELLOW AGREEMENT OF ASSIGNMENT AND TRANSFER THAT IS INCLUDED IN THIS PACKAGE. COMPLETION OF THE OFFER IS CONDITIONED UPON THE RECEIPT OF VALID WRITTEN CONSENTS TO THE MERGER PROPOSAL BY UNITHOLDERS WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS THAT ARE NOT HELD BY ARV OR ITS SUBSIDIARIES. CONSEQUENTLY, IF YOU DECIDE TO TENDER YOUR UNITS BUT DO NOT ALSO DELIVER YOUR CONSENT TO THE MERGER PROPOSAL PURSUANT TO THIS CONSENT FORM, YOUR FAILURE TO CONSENT WILL REDUCE THE LIKELIHOOD THAT THE OFFER WILL BE COMPLETED AND THAT WE WILL PURCHASE THE UNITS YOU MAY HAVE tendered. NOTE: IF YOU HAVE RECEIVED THIS CONSENT FORM DIRECTLY FROM THE PURCHASER, WE HAVE COMPLETED CERTAIN REQUIRED INFORMATION ON THE REVERSE SIDE OF THIS CONSENT FORM (SPECIFICALLY, CURRENT REGISTRATION, CUSTODIAN INFORMATION (IF ANY), NUMBER OF UNITS HELD AND INVESTOR NUMBER). IF YOU HAVE RECEIVED THIS CONSENT FORM THROUGH YOUR CUSTODIAN, THIS INFORMATION WILL BE BLANK AND MUST BE PROVIDED BY YOU. The undersigned, with respect to each unit of limited partnership interest in American Retirement Villas Properties III, L.P. held of record or beneficially on ________ ___, 2004, hereby sets forth his, her or its vote in connection with the written consents to the Merger Proposal solicited by ARVP III Acquisition, L.P. (including its assignee or assignees, "Purchaser") as described in the Offer to Purchase and Consent Solicitation Statement, dated January __, 2004, accompanying this Consent Form. Capitalized terms used herein have the meanings given to them in the Offer to Purchase and Consent Solicitation Statement. Please sign and date this Consent Form. You are encouraged to indicate your vote by marking the appropriate box below. Failure to check the box with respect to the Merger Proposal will constitute a vote "FOR" the Merger Proposal. Please mail, or send by hand delivery, overnight courier or facsimile, the executed original of this Consent Form to the Information Agent: ACS SECURITIES SERVICES, INC. Attn: American Retirement Villas Properties III, L.P. 3988 N. Central Expressway Building 5, 6th Floor Dallas, TX 75204 Tel.: (866) 275-3707 Fax: (866) 275-3710 A pre-addressed, postage-paid return envelope is enclosed for your convenience. The method of delivery of this Consent Form and all other required documents is at your option and risk, and delivery will be deemed made only when actually received by the Information Agent. If delivery is by mail, we recommend registered mail with return receipt requested. If delivery is by facsimile, you must also return the original documents, which originals, only, may be received after the Expiration Date provided that the facsimile is received prior to or on the Expiration Date. IN ALL CASES, YOU SHOULD ALLOW SUFFICIENT TIME TO ENSURE TIMELY DELIVERY PRIOR TO ________ ___, 2004 (OR SUCH DATE AS OUR OFFER AND CONSENT SOLICITATION ARE EXTENDED). IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT, WE WILL SEND ON YOUR BEHALF A COPY OF YOUR COMPLETED CONSENT FORM TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION. HOWEVER, IN THIS CASE, YOU SHOULD SEND YOUR COMPLETED CONSENT FORM TO THE INFORMATION AGENT NOT LESS THAN ONE WEEK PRIOR TO THE EXPIRATION DATE SO THAT WE HAVE TIME TO OBTAIN SUCH CONFIRMATION PRIOR TO THE EXPIRATION DATE. YOU MAY ALSO SEND YOUR COMPLETED CONSENT FORM TO YOUR CUSTODIAN TO OBTAIN YOUR CUSTODIAN'S CONFIRMATION AND THEN RETURN THE CONSENT FORM TO THE INFORMATION AGENT PRIOR TO THE EXPIRATION DATE. Please call the Information Agent at the above number if you have any questions regarding the consent solicitation. IMPORTANT: PLEASE FILL OUT THE REVERSE SIDE OF THIS CARD AND RETURN IT PROMPTLY. [Current Registration:______________________] [Custodian Information (if any):____________] [Number of Units Held:______________________] [Investor Number:___________________________] IMPORTANT: PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK IN BLUE OR BLACK INK AS SHOWN HERE [X]. The undersigned hereby consents to the Merger Proposal, as more fully described in and subject to the accompanying Offer to Purchase and Consent Solicitation Statement, dated January ___, 2004, as indicated below. Capitalized terms used herein have the meanings given to them in the Offer to Purchase and Consent Solicitation Statement. FOR [ ] AGAINST [ ] ABSTAIN [ ] If I am the record holder of Units, in the case of Units that I own directly, I hereby irrevocably constitute and appoint Purchaser and its designees as my true and lawful attorneys-in-fact and proxies with respect to the Units (and with respect to any and all other Units or other securities issued or issuable in respect of such Units), each with full power of substitution, to the full extent of my rights (such power of attorney and proxy being deemed to be an irrevocable durable power coupled with an interest and being unaffected by my disability, incapacity, dissolution, termination or bankruptcy) to vote on the Merger Proposal described in the Offer to Purchase and Consent Solicitation Statement in the same manner as indicated in this Consent Form (or, if not so indicated, "FOR" the Merger Proposal). If legal title to my Units is held through an IRA, Keogh or similar account, I hereby irrevocably authorize, instruct and direct the custodian that is the record holder of my Units, to the full extent of my beneficial rights in and to such Units, to take all actions reasonably required to vote my Units on the Merger Proposal described in the Offer to Purchase and Consent Solicitation Statement in the same manner as indicated in this Consent Form (or, if not so indicated, "FOR" the Merger Proposal), and to deliver any confirmations, proxies, consents or powers of attorney necessary or advisable to deliver, effect and record my vote as reflected herein. ----------------------------------------- SIGNATURE(S) OF LIMITED PARTNERS(S) NAME: ----------------------------------------- SIGNATURE OF REPRESENTATIVE NAME: CAPACITY: Dated:___________________, 2004 (NOTE: Please sign exactly as your name or names appear on the label. If more than one name appears, all persons so designated should sign. When signing in a representative capacity, please give your full title.) IF YOU WISH TO TENDER YOUR UNITS IN THE OFFER, IN ADDITION TO DELIVERING YOUR CONSENT TO THE MERGER PROPOSAL, YOU MUST ALSO COMPLETE, SIGN AND DELIVER TO THE INFORMATION AGENT THE YELLOW AGREEMENT OF ASSIGNMENT AND TRANSFER THAT IS INCLUDED IN THIS PACKAGE (TOGETHER WITH ANY OTHER DOCUMENTS THAT YOUR CUSTODIAN MAY REQUIRE AND HAS DELIVERED TO YOU IN ORDER FOR YOU TO TENDER YOUR UNITS, IF LEGAL TITLE TO YOUR UNITS IS HELD THROUGH AN IRA, KEOGH OR SIMILAR ACCOUNT). COMPLETION OF THE OFFER IS CONDITIONED UPON THE RECEIPT OF VALID WRITTEN CONSENTS TO THE MERGER PROPOSAL BY UNITHOLDERS WHO COLLECTIVELY HOLD MORE THAN 50% OF THE UNITS THAT ARE NOT HELD BY ARV OR ITS SUBSIDIARIES. CONSEQUENTLY, IF YOU DECIDE TO TENDER YOUR UNITS BUT DO NOT ALSO DELIVER YOUR CONSENT TO THE MERGER PROPOSAL PURSUANT TO THIS CONSENT FORM, YOUR FAILURE TO CONSENT WILL REDUCE THE LIKELIHOOD THAT THE OFFER WILL BE COMPLETED AND THAT WE WILL PURCHASE THE UNITS YOU MAY HAVE TENDERED. EX-99.(A)(1)(D) 6 a95684exv99wxayx1yxdy.txt EXHIBIT (A)(1)(D) EXHIBIT (a)(1)(D) __________, 2004 American Retirement Villas Properties III, L.P. Limited Partners Re: Offer to Purchase All Limited Partnership Units and Solicitation for Consent to Merger Proposal Dear Limited Partner: We are pleased to inform you that we are offering to purchase any and all of your outstanding limited partnership units of American Retirement Villas Properties III, L.P., also called the Partnership, at a cash price of $_____ per unit. You should note that ARV Assisted Living, Inc., or ARV, is both our general partner and the general partner of the Partnership and owns approximately 52.5% of the limited partnership units. Our offer allows you to liquidate your entire investment in the Partnership for cash and end your responsibility to report form K-1 information regarding the Partnership with your federal tax returns for years after 2004. If you decide to tender your limited partnership units in the offer, you will receive the $_____ per unit cash payment, less any distributions received by you after the offer date, promptly after the offer expires, so long as all of the conditions to the offer have been satisfied or waived. Unlike other third party offers made for the limited partnership units, our offer is not limited as to the number of units that we will accept in the offer, and our offer price is not reduced by the amount of fees charged by the Partnership in the transfer of such units. While this fee is customarily imposed upon sellers of units, we will pay this fee to the Partnership in connection with any transfer of your units to us in the offer. We are also seeking the consent of Limited Partners who collectively own more than 50% of the limited partnership units not owned by ARV to allow us to merge with and into the Partnership. If the merger is consummated, unitholders (other than ARV and its affiliates) will receive $___ in cash per unit for each unit owned, the same price as the offer price. Our offer is conditioned upon our obtaining the requisite consent to the merger proposal. If you decide to tender your limited partnership units but do not also deliver your consent to the merger proposal, this will reduce the likelihood that the offer will be completed and will reduce the likelihood that we will purchase the limited partnership units you may have tendered. The $____ per unit offer price represents a [__]% premium to the theoretical liquidation value of each unit that we calculated based, in part, on recent appraisals of the Partnership's properties conducted by Cushman & Wakefield. In light of the foregoing and our own valuation of the Partnership, among other things, we believe that the offer and the merger are fair to the unaffiliated Limited Partners. However, due to our potential conflicts of interest in these matters, neither ARV nor we are making any recommendation as to whether or not you should tender your units or consent to the merger proposal. We are seeking your consent to the merger in order to acquire the entire equity interest in the Partnership, thereby allowing us to make the Partnership a private, wholly-owned subsidiary of ARV. Consummating the merger will allow us to reduce some of the Partnership's expenses, including those associated with preparing stand-alone audited financial statements, and Securities and Exchange Commission reporting and compliance. If we complete the offer but are unable to consummate the merger, we will not be able to achieve the expense savings we would expect to obtain through the merger. The accompanying Offer to Purchase and Consent Solicitation Statement explains the terms and conditions of the offer and the merger and provides specific information on what you must do to properly tender your limited partnership units in the offer or consent to the merger proposal. Prior to taking any action you should carefully review the accompanying information in its entirety and consult with your professional advisors. In particular, you should evaluate the risks and benefits associated with tendering your limited partnership units or consenting to the merger and make the decision that you believe is in your best interests. If we purchase your tendered units or the merger is consummated you would no longer share in the earnings or appreciation of the properties owned by the Partnership. IN PARTICULAR, PLEASE SEE "SPECIAL FACTORS" BEGINNING ON PAGE ___ OF THE OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT FOR MATTERS THAT YOU SHOULD CONSIDER IN EVALUATING THE OFFER AND THE MERGER. If you elect to tender your limited partnership units or to consent to the merger proposal, you should act promptly as our offer and the consent solicitation expire at 5:00 p.m., Pacific time, on __________, 2004. If you have any questions, please call the Information Agent at (866) 275-3707 or Ms. Connie Lester at (714) 435-4338. Very truly yours, ARVP III Acquisition, L.P. EX-99.(A)(1)(E) 7 a95684exv99wxayx1yxey.txt EXHIBIT (A)(1)(E) EXHIBIT (a)(1)(E) OFFER TO PURCHASE FOR CASH ALL OUTSTANDING LIMITED PARTNERSHIP UNITS OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. AT $_____ PER UNIT BY ARVP III ACQUISITION, L.P. AND SOLICITATION OF CONSENT TO MERGER PROPOSAL THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., PACIFIC TIME, ON _______________, ____, 2004, UNLESS EXTENDED. ________,2004 To Custodians and Brokers: ARVP III Acquisition, L.P., a California limited partnership (the "Purchaser", of which ARV Assisted Living, Inc., a Delaware corporation ("ARV"), is the General Partner, is offering to purchase any and all of the outstanding limited partnership units ("Units") of American Retirement Villas Properties III, L.P., a California limited partnership (the "Partnership"), at a net cash price of $____ per Unit, without interest (the "Offer Price"), reduced by the amount of any cash distributions made or declared by the Partnership from the date hereof until the date on which the Purchaser purchases the Units tendered pursuant to, and upon the terms and conditions set forth in, the Purchaser's Offer to Purchase and Consent Solicitation Statement dated __________, 2004 (the "Offer to Purchase and Consent Solicitation Statement"), and in the related Agreement of Assignment and Transfer (which, together with any amendments or supplements thereto, constitute the "Offer"). ARV is also the General Partner of the Partnership and holds approximately 52.5% of the Units. The Offer is conditioned upon, among other things, Purchaser's obtaining the consent of the Limited Partners of the Partnership who collectively hold more than 50% of the Units not held by ARV to a merger proposal (the "Merger Proposal") to effect a merger pursuant to which each Unit not held by ARV or its subsidiaries would be converted into the right to receive cash at the Offer Price. Although we have reserved the right to waive this condition, we are under no obligation to do so. Purchaser is making the Offer and seeking the consents of the Limited Partners to the Merger Proposal in order to acquire the entire equity interest in the Partnership, thereby enabling Purchaser to make the Partnership a private, wholly-owned subsidiary of ARV. Enclosed, for your information only, are the following documents relating to the Offer and Consent Solicitation, which we have mailed to all unitholders of the Partnership (the "Unitholders"): 1. Offer to Purchase and Consent Solicitation Statement dated __________, 2004; 2. Agreement of Assignment and Transfer to be used by Unitholders in accepting the Offer (the "Agreement of Assignment and Transfer"); 3. Consent Form to be used by the Unitholders in consenting to the Merger Proposal (the "Consent Form"); 4. A Letter from the Purchaser to Unitholders; 5. Notice of Withdrawal to be used by Unitholders in withdrawing from the Offer; 6. Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9; and 7. The Partnership's Form 10-K for the fiscal year ended December 31, 2002. A PACKAGE CONTAINING THE ENCLOSED DOCUMENTS HAS CONTEMPORANEOUSLY BEEN SENT DIRECTLY TO ALL UNITHOLDERS. THE ENCLOSED DOCUMENTS ARE BEING FURNISHED TO YOU FOR YOUR INFORMATION ONLY, AND NO ACTION ON YOUR PART IS REQUESTED AT THIS TIME. In all cases, payment for Units accepted for payment pursuant to the Offer will be made only after the Offer expires, the holders of at least 50% of the outstanding Units not held by ARV consent to the Merger Proposal, and timely receipt by the Information Agent, at the applicable address set forth on the back cover of the Offer to Purchase and Consent Solicitation Statement, of (a) a signed and completed Agreement of Assignment and Transfer and Consent Form (or a facsimile thereof), properly completed and duly executed, together with any confirmation required from any custodian of tendered Units, and (b) any other documents required by the Offer to Purchase and Consent Solicitation Statement. UNDER NO CIRCUMSTANCES WILL INTEREST BE PAID ON THE OFFER PRICE OF THE UNITS TO BE PAID BY THE PURCHASER, REGARDLESS OF ANY EXTENSION OF THE OFFER OR ANY DELAY IN MAKING SUCH PAYMENT. Neither the Purchaser nor the General Partner will pay any fees or commissions to any broker or dealer or other person in connection with the solicitation of tenders of Units pursuant to the Offer. You will be reimbursed by the Purchaser upon request for customary mailing and handling expenses incurred by you in forwarding the enclosed Offer materials to your customers, if necessary. The Purchaser will pay or cause to be paid any transfer taxes payable on the transfer of Units to it. CLIENTS FOR WHOSE ACCOUNT YOU HOLD UNITS MAY REQUIRE YOUR CONFIRMATION OF THE AGREEMENT OF ASSIGNMENT AND TRANSFER AND/OR THE CONSENT FORM IN ORDER TO VALIDLY TENDER THEIR UNITS TO THE PURCHASER PURSUANT TO THE OFFER AND/OR CONSENT TO THE MERGER PROPOSAL. THE INFORMATION AGENT AND/OR YOUR CLIENTS MAY CONTACT YOU IN THIS REGARD TO ENSURE THE VALID AND TIMELY CONFIRMATION OF THESE DOCUMENTS. Questions and requests for additional copies of the enclosed material may be directed to the Information Agent at its address and telephone numbers set forth on the back cover of the enclosed Offer to Purchase. Very truly yours, ARVP III Acquisition, L.P. NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL RENDER YOU OR ANY OTHER PERSON THE AGENT OF THE PURCHASER, THE GENERAL PARTNER, THE PARTNERSHIP, THE INFORMATION AGENT OR ANY AFFILIATE THEREOF OR AUTHORIZE YOU OR ANY OTHER PERSON TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATION ON BEHALF OF ANY OF THEM WITH RESPECT TO THE OFFER OTHER THAN THE DOCUMENTS ENCLOSED AND THE STATEMENTS CONTAINED THEREIN. 2 EX-99.(A)(1)(F) 8 a95684exv99wxayx1yxfy.txt EXHIBIT (A)(1)(F) EXHIBIT (a)(1)(F) NOTICE OF WITHDRAWAL OF PREVIOUSLY TENDERED LIMITED PARTNERSHIP UNITS OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. TO ARVP III ACQUISITION, L.P. TO: ARVP III ACQUISITION, L.P. C/O ACS SECURITIES SERVICES, INC. 3988 N. CENTRAL EXPRESSWAY BUILDING 5, 6TH FLOOR DALLAS, TX 75204 Ladies and Gentlemen: The following limited partnership units (the "Units") of American Retirement Villas Properties III, L.P. (the "Partnership") previously tendered to ARVP III Acquisition, L.P. ("Purchaser") pursuant to the Offer to Purchase and Consent Solicitation Statement, dated January ___, 2004, are hereby withdrawn. DESCRIPTION OF UNITS WITHDRAWN AND SIGNATURE OF LIMITED PARTNER(S) All registered or beneficial holders of Units must sign exactly as their names appear on the Partnership records and in the same manner as the signature in the previously submitted Agreement of Assignment and Transfer. See Instruction 3. NUMBER OF UNITS WITHDRAWN: ____________________ X______________________________________ X_____________________________________ (Signature of Owner) (Signature of Joint Owner) _______________________________________ ______________________________________ Print Name Print Name X______________________________________ X_____________________________________ (Signature of Individual if not Owner) (Signature of Individual if not Owner) _______________________________________ ______________________________________ Print Name, Capacity and Title Print Name, Capacity and Title Address: ______________________________ Address: _____________________________ _______________________________________ ______________________________________ Telephone No. (Day): __________________ Telephone No. (Day): _________________ Telephone No. (Evening): ______________ Telephone No. (Evening): _____________ X______________________________________ (Confirmation of Custodian, if applicable) 2 INSTRUCTIONS FOR WITHDRAWAL OF PREVIOUSLY TENDERED LIMITED PARTNERSHIP UNITS OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. TO ARVP III ACQUISITION, L.P. PLEASE NOTE THAT YOU MAY ONLY WITHDRAW UNITS TENDERED IF THE OFFER REMAINS OUTSTANDING. 1. DELIVERY OF NOTICE OF WITHDRAWAL FROM THE ARVP III ACQUISITION, L.P. OFFER. If you are withdrawing Units previously tendered pursuant to the Offer to Purchase at Consent Solicitation Statement, dated January ___, 2004 (the "Offer to Purchase and Consent Solicitation Statement"), please complete, execute, detach and send in the enclosed envelope the attached Notice of Withdrawal of Previously Tendered Units of American Retirement Villas Properties III, L.P. (the "Notice of Withdrawal"), to: ARVP III ACQUISITION, L.P. C/O ACS SECURITIES SERVICES, INC. 3988 N. CENTRAL EXPRESSWAY BUILDING 5, 6TH FLOOR DALLAS, TX 75204 ARVP III ACQUISITION, L.P. (THE "PURCHASER") MUST RECEIVE THE NOTICE OF WITHDRAWAL PRIOR TO THE WITHDRAWAL EXPIRATION DATE SET FORTH IN THE OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT, UNLESS PURCHASER EXTENDS THE DATE. 2. INADEQUATE SPACE. If any space provided in the Notice of Withdrawal is inadequate, please list such additional information on a separate schedule and attach the separate schedule to the Notice of Withdrawal. 3. SIGNATURE ON NOTICE OF WITHDRAWAL. The Notice of Withdrawal must be signed, as applicable, by the person(s) who signed the Agreement of Assignment and Transfer relating to the Offer, in the same manner as such Agreement of Assignment and Transfer was signed. The signatures must correspond exactly with the name(s) as they appear on the Partnership records. If any Units tendered pursuant to the Offer to Purchase and Consent Solicitation Statement are registered in the names of two or more joint holders, all such holders must sign, as applicable, the Notice of Withdrawal. If the Notice of Withdrawal is signed by any trustee, executor, administrator, guardian, attorney-in-fact, officer of a corporation or others acting in a fiduciary capacity, such persons should so indicate when signing and must submit proper evidence of their authority to act. 4. REQUESTS FOR ASSISTANCE OR ADDITIONAL COPIES. Questions and requests for assistance may be directed to ACS Securities Services, Inc. at its address and phone number listed below. Additional copies of this Notice of Withdrawal may also be obtained from ACS Securities Services, Inc. 3 ACS SECURITIES SERVICES, INC. 3988 N. CENTRAL EXPRESSWAY BUILDING 5, 6TH FLOOR DALLAS, TX 75204 TEL.: (866) 275-3707 4 EX-99.(A)(1)(G) 9 a95684exv99wxayx1yxgy.htm EXHIBIT (A)(1)(G) exv99wxayx1yxgy

 

EXHIBIT(a)(1)(G)

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION

NUMBER ON SUBSTITUTE FORM W-9

Obtaining a Number

If you do not have a taxpayer identification number (“TIN”) or you don’t know your number, obtain Form SS-5, Application for a Social Security Number Card, or Form SS-4, Application for Employer Identification Number, at the local office of the Social Security Administration or the Internal Revenue Service and apply for a number.

Payees Exempt from Backup Witholding

Payees specifically exempted from backup witholding on all dividend and interest payments and on broker transactions include the following:

  •  A corporation.
 
  •  A financial institution.
 
  •  An organization exempt from tax under section 501(a), or an individual retirement plan, or a custodial account under Section 403(b)(7).
 
  •  The United States or any agency or instrumentality thereof.
 
  •  A State, the District of Columbia, a possession of the United States, or any subdivision or instrumentality thereof.
 
  •  An international organization or any agency or instrumentality thereof.
 
  •  A foreign government, a political subdivision of a foreign government, or any agency or instrumentality thereof.
 
  •  A registered dealer in securities or commodities registered in the United States or a possession of the United States.
 
  •  A real estate investment trust.
 
  •  A common trust fund operated by a bank under Section 584(a).
 
  •  An entity registered at all times during the tax year under the Investment Company Act of 1940.
 
  •  A foreign central bank of issue
 
  •  An exempt charitable remainder trust, or a non-exempt trust described in section 4947(a)(1).

Payments of dividends and patronage dividends not generally subject to backup withholding include the following:

  •  Payments to nonresident aliens subject to withholding under Section 1441.
 
  •  Payments to partnerships not engaged in a trade or business in the United States and which have at least one nonresident partner.
 
  •  Payments of patronage dividends where the amounts received are not paid in money.
 
  •  Payments made by certain foreign organizations.
 
  •  Payments made to a nominee.

Payments of interest not generally subject to backup withholding include the following:

  •  Payments of interest on obligations issued by individuals.
Note: You may be subject to backup withholding if this interest is $600 or more and is paid in the course of the payer’s trade or business and you have not provided your correct taxpayer identification number to the payer.
 
  •  Payments of tax-exempt interest (including exempt-interest dividends under Section 852).
 
  •  Payments described in section 6049(b)(5) to non-resident aliens.
 
  •  Payments on tax-free convenant bonds under section 1451.
 
  •  Payments made by certain foreign organizations.
 
  •  Payments made to a nominee.

Exempt payees described above need to file the substitute Form W-9 to avoid possible erroneous backup withholding. Complete the substitute Form W-9 as follows:

Enter your Taxpayer Identification number, write “EXEMPT” across the face of the form, and return the form to the payer.

Certain payments, other than payments of interest, dividends, and patronage dividends, that are subject to information reporting are also not subject to backup withholding. For details, see sections 6041, 6041A(a), 6042, 6044, 6045, 6050A and 6050N and the regulations thereunder.

Privacy Act Notice. — Section 6109 requires you to provide your correct tax-payer identification number to payers, who must report the payments to IRS. The IRS uses the number for identification purposes and may also provide this information to various government agencies for tax enforcement or litigation purposes. Payers must be given the numbers whether or not recipients are required to file tax returns. Payers must generally withhold 31% of taxable interest, dividend, and certain other payments to a payee who does not furnish a taxpayer identification number to a payer. Certain penalties may also apply.

Penalties

(1) Penalty for Failure to Furnish Taxpayer Identification Number. — If you fail to furnish your taxpayer identification number to a payer, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.

(2) Civil Penalty for False Information With Respect to Withholding. — If you make a false statement with no reasonable basis which results in no imposition of backup withholding, you are subject to a penalty of $500.

(3) Criminal Penalty for Falsifying Information. — Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.

(4) Misuse of Taxpayer Identification Numbers. — If the payer discloses or uses taxpayer identification numbers in violation of Federal law, the payer may be subject to civil and criminal penalties.

FOR ADDITIONAL INFORMATION CONTACT YOUR TAX CONSULTANT OR THE INTERNAL REVENUE SERVICE.

 

GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION
NUMBER ON SUBSTITUTE FORM W-9

Guidelines for Determining the Proper Identification Number for the Payee (You) To Give The Payer.—Social Security numbers have nine digits separated by two hyphens: i.e. 000-00-0000. Employer identification numbers have nine digits separated by only one hyphen: i.e. 00-0000000. The table below will help determine the number to give the payer.

                   
 
For this type of account:   Give the
SOCIAL SECURITY
number of—		   For this type of account:   Give the
SOCIAL SECURITY
number of—
 
1.   An individual’s account   The individual   7.   Corporate account   The corporation
2.   Two or more individuals (joint account)   The actual owner of the account or, if combined funds, the first individual on the account(1)

   8.   Partnership account held in the name of the business   The partnership
3.   Custodian account of a minor (Uniform Gift to Minors Act)

   The minor(2)   9.   Association, club, or other tax-exempt organization   The organization account
4.   a.  The usual revocable savings trust (grantor is also trustee)

   The grantor-trustee(1)   10.   A broker or registered nominee   The broker or nominee
   b.  So-called trust account that is not a legal or valid trust under state law   The actual trust under State law owner(1)   11.   Account with the Department of Agriculture in the name of a public entity (such as a State or local government, school district, or prison) that receives agricultural program payments   The public entity
5.   Sole proprietorship account   The owner(3)          
 
6.   A valid trust, estate or pension trust   The legal entity(4)          
 

(1)   List first and circle the name of the person whose number you furnish.
 
(2)   Circle the minor’s name and furnish the minor’s social security number.
 
(3)   Show the name of the owner. The name of the business or the “doing business as” name may also be entered. Either the social security number or the employer identification number may be used.
(4)   List first and circle the name of the legal trust, estate, or pension trust. (Do not furnish the taxpayer identification number of the personal representative or trustee unless the legal entity itself is not designated in the account title).

NOTE:  If no name is circled when there is more than one name, the number will be considered to be that of the first name listed. EX-99.(C)(1) 10 a95684exv99wxcyx1y.htm EXHIBIT (C)(1) exv99wxcyx1y

 

EXHIBIT (c)(1)

COMPLETE APPRAISAL OF
  REAL PROPERTY

Chandler Villas
101 South Yucca Street
Chandler, Maricopa County, Arizona 85224

IN A SELF-CONTAINED
 APPRAISAL REPORT

As of 10/23/03

Prepared For:
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

Prepared By:
Cushman & Wakefield of California, Inc.
Senior Housing/Healthcare Industry Group
Valuation Services, Advisory Group
601 S. Figueroa Street, 47th Floor
Los Angeles, CA 90017
C&W File ID: 03-41002-9342

     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

     
    (CUSHMAN & WAKEFIELD LOGO)
    Cushman & Wakefield of California, Inc.
    601 S. Figueroa Street, 47th Floor
    Los Angeles, CA 90017
    213-627-4044 Tel
    213-627-4044 Fax
    WWW.CWVAS.COM

October 28, 2003

Mr. Douglas Armstrong
Senior Vice President and General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

     
Re:   Complete Appraisal of Real Property
    In a Self-Contained Report
    Chandler Villas
    101 South Yucca Street
    Chandler, Maricopa County, Arizona 85224
     
    C&W File ID: 03-41002-9342

Dear Mr. Armstrong:

In fulfillment of our agreement as outlined in the Letter of Engagement, we are pleased to transmit our complete appraisal report (the “Appraisal”) on the property referenced above.

The value opinion reported below is qualified by certain assumptions, limiting conditions, certifications, and definitions, which are set forth in the Appraisal. We particularly call your attention to the following extraordinary assumptions and hypothetical conditions:

     
Extraordinary Assumptions:   This Appraisal assumes that the property continues to meet the licensing requirements of the State of Arizona as a supervisory care facility and continues to remain in compliance with applicable life safety codes.
     
    This Appraisal employs no other Extraordinary Assumptions.
     
Hypothetical Conditions:   This Appraisal employs no Hypothetical Conditions.

This Appraisal was prepared for ARV Assisted Living, Inc. and is intended for use in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties III, L.P. (the “Partnership”). Unless we otherwise consent in writing, the Appraisal cannot be used other than in the material related to proxy solicitation/tender offer referred to above for any purpose. If the Appraisal is submitted to a lender or investor with the prior approval of C&W, Inc., such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in the Appraisal.

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
October 28, 2003
Page 2

This Appraisal has been prepared in accordance with our interpretation of FIRREA, the regulations of OCC, and the Uniform Standards of Professional Appraisal Practice (USPAP) including the competency provision, as promulgated by the Appraisal Institute.

The property consists of a existing 164-unit assisted living facility known as Chandler Villas. The facility is licensed for 164 beds. The facility contains 119,506± square feet of gross floor area and is situated on an 8.26 acres site. The facility was 99 percent occupied at the time of inspection.

The property has been appraised as a going concern which assumes a fair sale, which includes the transfer of a valid operating license, adequate working capital, an assembled workforce, and the transfer of all business assets necessary for the operation of a licensed supervisory care facility.

The property was inspected by and the Appraisal was prepared by Sally U. Haft, MAI. This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the going concern market value of the fee simple estate of the referenced property, subject to the assumptions and limiting conditions, certifications, Extraordinary Assumptions and Hypothetical Conditions, if any, and definitions, “as-is” on October 23, 2003 is:

SEVEN MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS
$6,750,000

The above value estimate is inclusive of $200,000 in personal property and $0 in business value as an integral part of the going concern.

Based on recent market transactions, as well as discussions with market participants, a sale of the subject property at the above-stated opinion of market value would have required an exposure time of approximately twelve (12) months. Furthermore, a marketing period of approximately twelve (12) months is currently warranted for the subject property.

     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
October 28, 2003
Page 3

This letter is invalid as an opinion of value if detached from the Appraisal, which contains the text, exhibits, and Addenda.

Respectfully submitted,

CUSHMAN & WAKEFIELD OF CALIFORNIA, INC.

-s- Sally U. Haft

Sally U. Haft, MAI
Director
Senior Housing/Healthcare Industry Group
Arizona Certified General Appraiser
License No. 30995
sally_haft@cushwake.com
213-955-5130 Office Direct
213-477-2046 Fax

     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

     
Common Property Name:   Chandler Villas
     
Location:   101 South Yucca Street
    Chandler, Maricopa County, Arizona 85224
     
    The subject site is located on the south side of Yucca Street and is bordered by Commonwealth Avenue to the north and Butler Street to the south.
     
Property Description:   The property consists of a 17-building, one- and two- story supervisory care facility containing 164 units on an 8.26-acre parcel of land.
     
Assessor’s Parcel Number:   303-23-003H
     
Interest Appraised:   Fee Simple Estate
     
Date of Value:   October 23, 2003
     
Date of Inspection:   October 23, 2003
     
Ownership:   ARV Chandler Villas, L.P.
     
Occupancy:   Current physical occupancy is 99 percent
     
Current Property Taxes    
     
   Total Assessment:   $6,157,084
     
   2003 Property Taxes:   $706,121
     
Highest and Best Use    
     
   If Vacant:   Multi-family residential property developed to the highest density possible
     
   As Improved:   As it is currently utilized as a supervisory care living facility.
     
Site & Improvements    
     
Zoning:   PAD
     
Land Area:   8.26 acres or 359,631± square feet
     
Number of Units:   164
     
Number of Licensed Beds:   164
     
Number of Stories:   One- and two
     
Number of Buildings:   17
     
Year Built:   1986
     
Type of Construction:   Wood Frame
     
Gross Building Area:   119,506 square feet
     
Parking:   113 spaces (0.69 per unit)
     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

     
VALUE INDICATORS    
     
Cost Approach:    
     
   Indicated Value:   $9,000,000
     
Sales Comparison Approach:    
     
   Indicated Value:   $6,800,000
     
Income Capitalization Approach    
     
Direct Capitalization    
     
   Net Operating Income:   $774,367
     
   Capitalization Rate:   11.50%
     
   Indicated Value:   $6,700,000
     
FINAL VALUE CONCLUSION    
     
 Going Concern Market Value As-ls   $6,750,000
 Fee Simple :    
     
   Exposure Time:   Under 12 months
     
   Marketing Time:   Under 12 months
     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

Extraordinary Assumptions and Hypothetical Conditions

Extraordinary Assumptions

An extraordinary assumption is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 2) as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This appraisal assumes that the property continues to meet the licensing requirements of the State of Arizona as a supervisory care facility and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 3) as “that which is contrary to what exists but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This Appraisal employs no Hypothetical Conditions.

     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(PICTURE OF FRONT VIEW OF COMMON BUILDING)
Front View of Common Building

(PICTURE OF CHANDLER VILLAS)
Chandler Villas

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(PICTURE OF ACTIVITIES ROOM)
Activities Room

(PICTURE OF DINING ROOM)
Dining Room

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(PICTURE OF KITCHEN OF TYPICAL UNIT)
Kitchen of Typical Unit

(PICTURE OF PUTTING GREEN)
Putting Green

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(PICTURE OF INTERIOR COURTYARD)
Interior Courtyard

(PICTURE OF YUCCA STREET)
Yucca Street

 

 

TABLE OF CONTENTS

         
INTRODUCTION
     1  
REGIONAL ANALYSIS
     2  
LOCAL AREA ANALYSIS
     18  
SENIOR LIVING INDUSTRY OVERVIEW
     20  
MANAGEMENT AND OPERATIONS OVERVIEW
     26  
COMPETITIVE MARKET ANALYSIS
     29  
SITE DESCRIPTION
     47  
IMPROVEMENTS DESCRIPTION
     49  
REAL PROPERTY TAXES AND ASSESSMENTS
     53  
ZONING
     55  
HIGHEST AND BEST USE
     56  
VALUATION PROCESS
     58  
LAND VALUATION
     60  
COST APPROACH
     66  
SALES COMPARISON APPROACH
     70  
INCOME CAPITALIZATION APPROACH
     78  
RECONCILIATION AND FINAL VALUE OPINION
     98  
ASSUMPTIONS AND LIMITING CONDITIONS
     100  
CERTIFICATION OF APPRAISAL
     103  
ADDENDA
     104  
     
VALUATION SERVICES   ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

     
Identification of Property    
     
Common Property Name:   Chandler Villas
     
Location:   101 South Yucca Street
    Chandler, Maricopa County, Arizona 85224
     
    The subject site is located on the south side of Yucca Street and is bordered by Commonwealth Avenue to the north and Butler Street to the south.
     
Property Description:   The property consists of a 17-building, one- and two-story assisted living facility containing 164 units and licensed for 164 beds situated on an 8.26-acre site.
     
Assessor’s Parcel Number:   303-23-003H
     
Property Ownership and Recent History
     
Current Ownership:   ARV Chandler Villas, L.P. a wholly owned subsidiary of American Retirement Villas Properties III, L.P.
     
Sale History:   The property has not transferred within the past three years to the best of our knowledge.
     
Current Disposition:   American Retirement Villas Properties III, L.P. is involved in a proxy/solicitation offer filed with the SEC that involves this property.

Intended Use and Users of the Appraisal

This Appraisal is intended to provide an opinion of the going concern market value of the fee simple interest in the property for the use of ARV Assisted Living, Inc. in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of the limited partnership interests in the Partnership. All other uses and users are unintended.

Dates of Inspection and Valuation

The value conclusion reported herein is as of October 23, 2003. The property was inspected on October 23, 2003 by Sally U. Haft, MAI.

Property Rights Appraised

Fee simple interest

Scope of the Appraisal

This is a Complete Appraisal presented in a self-contained report, intended to comply with the reporting requirements set forth under the Uniform Standards of Professional Appraisal Practice (USPAP) for a Self-Contained Appraisal Report. In addition, the report was also prepared to conform to the requirements of the Code of Professional Ethics of the Appraisal Institute and the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA), Title XI Regulations.

             
VALUATION SERVICES     1     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

In preparation of this Appraisal, we investigated a wide array of vacant land sales in the subject’s submarket, improved sales from a local, regional or national basis, analyzed rental data, and considered the input of buyers, sellers, brokers, property developers and public officials. Additionally, we investigated the general regional economy as well as the specifics of the local area of the subject.

The scope of this Appraisal required collecting primary and secondary data relative to the subject property. The depth of the analysis is intended to be appropriate in relation to the significance of the appraisal issues as presented herein. The data has been analyzed and confirmed with sources believed to be reliable, whenever possible, leading to the value conclusions set forth in this report. In the context of completing this report, we have made a physical inspection of the subject property and the comparables. The valuation process involved utilizing market-derived and supported techniques and procedures considered appropriate to the assignment.

The scope of this analysis, and the analysis contained herein, is reflective of “the amount and type of information researched and the analysis applied in an assignment” (2001 USPAP, page 4). This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Definitions of Value, Interest Appraised and Other Terms

The following definitions of pertinent terms are taken from the Dictionary of Real Estate Appraisal, Third Edition (1993), published by the Appraisal Institute, as well as other sources.

Market Value

    Market value is one of the central concepts of the appraisal practice. Market value is differentiated from other types of value in that it is created by the collective patterns of the market. A current economic definition agreed upon by agencies that regulate federal financial institutions in the United States of America follows, taken from the glossary of the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation:
 
    The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:

  1.   Buyer and seller are typically motivated;
 
  2.   Both parties are well informed or well advised, and acting in what they consider their own best interests;
 
  3.   A reasonable time is allowed for exposure in the open market;
 
  4.   Payment is made in terms of cash in US dollars or in terms of financial arrangements comparable thereto; and
 
  5.   The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

             
VALUATION SERVICES     2     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

Fee Simple Estate

    Absolute ownership unencumbered by any other interest or estate, subject to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.

Going Concern Value

    The value created by a proven property operation; considered as a separate entity to be valued with a specific business establishment. Common going-concern appraisals are conducted for assisted living facilities, nursing homes, hotels and motels, restaurants, bowling alleys, industrial enterprises, retail stores, and similar property uses. For these property types, the physical real estate assets are integral parts of an ongoing business such that the market values from the land and building are difficult, if not impossible, to segregate from the total value of the ongoing business.

Market Rent

    The rental income that a property would most probably command on the open market, indicated by the current rents paid and asked for comparable space as of the date of appraisal.

Cash Equivalent

    A price expressed in terms of cash, as distinguished from a price expressed totally or partly in terms of the face amounts of notes or other securities that cannot be sold at their face amounts.

Market Value As Is on Appraisal Date

    The value of specific ownership rights to an identified parcel of real estate as of the effective date of the appraisal; related to what physically exists and is legally permissible and excludes all assumptions concerning hypothetical market conditions or possible rezoning.

Exposure Time and Marketing Time

Exposure Time

Under Paragraph 3 of the Definition of Market Value, the value opinion presumes that “A reasonable time is allowed for exposure in the open market”. Exposure time is defined as the length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at the market value on the effective date of the appraisal. Exposure time is presumed to precede the effective date of the appraisal.

The reasonable exposure period is a function of price, time and use. It is not an isolated opinion of time alone. Exposure time is different for various types of real estate and under various market conditions. As noted above, exposure time is always presumed to precede the effective date of appraisal. It is the length of time the property would have been offered prior to a hypothetical market value sale on the effective date of appraisal. It is a retrospective opinion based on an analysis of recent past events, assuming a competitive and open market. It assumes not only adequate, sufficient and reasonable time but adequate, sufficient and a reasonable marketing effort. Exposure time and conclusion of value are therefore interrelated.

             
VALUATION SERVICES     3     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

Based on discussions with market participants and information gathered during the sales verification process, a reasonable exposure time for the subject property at the value concluded within this report would have been approximately twelve (12) months. This assumes an active and professional marketing plan would have been employed by the current owner.

Marketing Time

Marketing time is an opinion of the time that might be required to sell a real property interest at the appraised value. Marketing time is presumed to start on the effective date of the appraisal. (Marketing time is subsequent to the effective date of the appraisal and exposure time is presumed to precede the effective date of the appraisal). The opinion of marketing time uses some of the same data analyzed in the process of estimating reasonable exposure time and it is not intended to be a prediction of a date of sale.

We believe, based on the assumptions employed in our analysis, as well as our selection of investment parameters for the subject, that our value conclusion represents a price achievable within twelve (12) months.

Legal Description

The subject site is identified by the Maricopa County assessor as Assessor’s Parcel Number 303-23-003H. A complete legal description is located in the Addenda to this report.

             
VALUATION SERVICES     4     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

REGIONAL MAP

REGIONAL MAP

(REGIONAL MAP)

     
VALUATION SERVICES 1 ADVISORY GROUP
(CUSHMAN & WAKEFIELD LOGO)

 

 

REGIONAL ANALYSIS

Introduction

The short- and long-term value of real estate is influenced by a variety of factors and forces that interact within a given region. Regional analysis serves to identify those forces that affect property value, and the role they play within the region. The four primary forces that influence real property value include environmental characteristics, governmental forces, social factors, and economic trends. These forces determine the supply and demand for real property, which, in turn, affect market value.

The subject property is located in Chandler within the central portion of Maricopa County, which is in the south central portion of Arizona. The subject is located approximately twenty miles southeast of downtown Phoenix, Arizona.

Regional Economic and Demographic Analysis

Regional Area Overview

The Phoenix-Mesa Metropolitan Statistical Area (MSA), located in south central Arizona, encompasses nearly 14,600 square miles and includes Maricopa and Pinal counties. With a population of nearly 3.5 million, the market is the twelfth largest metropolitan area in the nation. The city of Phoenix, located in Maricopa County, is the largest incorporated area within the Phoenix-Mesa MSA, encompassing nearly 477 square miles and having a population of over 1.3 million.

PHOENIX-MESA METROPOLITAN STATISTICAL AREA (MSA)

(PHOENIX-MESA METROPOLITAN STATISTICAL AREA (MSA) MAP)

Source: Cushman & Wakefield Analytics

Largely due to its central location in the rapidly growing southwestern region of the United States, Phoenix has evolved into a commercial and manufacturing center. During the past three decades, the area’s low business costs and proximity to major southern California markets such as Los Angeles and San Diego made it an appealing location for back-office operations. More recently, however, the market’s appeal has broadened, and it now ranks near the top among major markets nationally in corporate expansions and relocations.

     
VALUATION SERVICES 2 ADVISORY GROUP
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REGIONAL ANALYSIS

Demographic Profile

Historically, Phoenix has been known as a retirement haven. Over the years, however, the area has become increasingly popular with young families and upwardly mobile professionals. The market is now much younger than one might expect, with a median age of only 33.5 years compared to the nation’s Top 100 largest metropolitan areas (Top 100) and national medians of 35.1 and 35.6 years, respectively. Although the Phoenix market lags the Top 100 in educational attainment and affluence, it tops the U.S. average. Twenty-two percent of Phoenix’s population has a Bachelor degree or better, and 15.7 percent of its households have annual incomes of greater than $100,000.

DEMOGRAPHIC CHARACTERISTICS
Phoenix-Mesa MSA vs. Top 100 Metro Areas and U.S.
2002 Estimates

                           
              Top 100        
      Phoenix-Mesa   Metro        
Characteristic   MSA   Areas*   U.S.
 
 
 
Median Age (years)
     33.5       35.1       35.6  
Average Annual Household Income
   $ 67,400     $ 72,700     $ 64,300  
Median Annual Household Income
   $ 49,800     $ 54,700     $ 47,500  
Households by Annual Income Level:
                        
 
<$25,000
     21.8 %     21.0 %     25.3 %
 
$25,000 to $49,999
     28.4 %     25.1 %     27.3 %
 
$50,000 to $74,999
     21.6 %     20.8 %     20.2 %
 
$75,000 to $99,999
     12.5 %     13.4 %     11.8 %
 
$100,000 plus
     15.7 %     19.7 %     15.5 %
Education Breakdown:
                        
 
< High School
     18.9 %     21.8 %     24.1 %
 
High School Graduate
     25.6 %     27.8 %     29.8 %
 
College < Bachelor Degree
     33.4 %     26.5 %     25.4 %
 
Bachelor Degree
     14.9 %     15.5 %     13.5 %
 
Advanced Degree
     7.1 %     8.4 %     7.3 %

Source: Claritas, Inc., Cushman & Wakefield Analytics

  *   The Top 100 Metro Areas are comprised of the 100 largest metropolitan statistical areas within the U.S. in terms of total employment as of 2002.

Population

The Phoenix-Mesa MSA, with a current population of just over 3.5 million, has been one of the fastest growing metropolitan areas in the nation over the past 30 years. During the last ten years between 1992 and 2002, the two-county area grew at an average annual rate of 3.9 percent, roughly triple the Top 100 rate of 1.3 percent. Notably, Phoenix’s annual population growth peaked in the mid 1990s at roughly four times the national growth rate. Since that time, however, its growth rate has steadily trended downward. Looking forward through 2007, although its pace is expected to slow, Phoenix’s population is projected to grow at an average

     
VALUATION SERVICES 3 ADVISORY GROUP
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REGIONAL ANALYSIS

annual rate of 2.9 percent – again nearly three times faster than the forecasted Top 100 average.

POPULATION GROWTH BY YEAR
Phoenix MSA vs. Top 100
1990 – 2007

(POPULATION GROWTH BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

     
NOTE:   In this Exhibit and all subsequent time-series graphs, the shaded bars indicate the periods of a U.S. economic recession.

Between 1992 and 2002, the larger, more-established Maricopa County, which accounts for 94 percent of the area’s population, experienced a slower pace of average annual population growth than the smaller Pinal County, at 3.8 and 4.5 percent, respectively. Going forward, this trend is expected to continue, as Maricopa County is forecast grow at 2.8 percent and Pinal County at 3.5 percent annually through 2007.

ANNUALIZED POPULATION GROWTH BY COUNTY
Phoenix-Mesa MSA
1990 – 2007

                                             
                        2007   Annual Growth   Annual Growth
Population   1992   2002   Forecast   92-02   02-07
 
 
 
 
 
U.S.
     256,943.8       288,659.5       301,310.2       1.2 %     0.9 %
Top 100
     160,017.2       181,966.8       191,688.3       1.3 %     1.0 %
 
Phoenix-Mesa MSA
     2,398.8       2,491.8       2,613.5       3.9 %     2.9 %
   
Maricopa County
     2,272.6       2,359.9       2,475.2       3.8 %     2.8 %
   
Pinal County
     126.2       131.9       138.3       4.5 %     3.5 %

Source: Economy.com, Cushman & Wakefield Analytics

Phoenix’s residential population is centered within the metro area and is concentrated within the City of Phoenix, Paradise Valley and Scottsdale in the north and within the cities of Tempe, Mesa and Chandler in the southeast. The direction of recent population growth has generally been northwest toward Peoria and southeast to Chandler.

     
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REGIONAL ANALYSIS

POPULATION PER SQUARE MILE BY ZIP CODE
Phoenix-Mesa MSA
2002

(POPULATION PER SQUARE MILE MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

Households

Like its population growth, Phoenix’s household formation rate has been incredibly strong over the years and has consistently outpaced national averages. Between 1992 and 2002, household growth in the Phoenix-Mesa MSA averaged 3.7 percent annually; again nearly triple the Top 100 rate of 1.3 percent. Going forward, the metro area’s growth in the number of households is expected to easily outpace the Top 100 average. Through 2007, growth in household formations the Phoenix-Mesa MSA is forecast to average 3.1 percent annually.

     
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REGIONAL ANALYSIS

HOUSEHOLD GROWTH BY YEAR
Phoenix MSA vs. Top 100
1990-2007

(HOUSEHOLD GROWTH BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

Income

The Phoenix area lags the Top 100 averages in income and affluence, yet tops the U.S. overall. The MSA’s median household income of $49,800 is roughly 9.1 percent below the Top 100 median of $54,700, yet 4.8 percent above the U.S. median of $47,500. Between 1992 and 2002, the MSA’s median household income grew at an impressive average annual rate of 5.1 percent, far exceeding that of both the Top 100 and U.S. Looking forward through 2007, this income growth trend is expected to end, as the Phoenix area’s anticipated average annual growth in median household income of 2.6 percent is expected to fall more in line with that projected for the Top 100.

Phoenix’s more affluent areas are located predominantly within the metro area’s north and northeast regions. Households with annual incomes of $100,000 or greater are concentrated in the cities of Scottsdale and Paradise Valley and part of Chandler. Maricopa County’s median household income is 20 percent higher than that of Pinal County.

     
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REGIONAL ANALYSIS

MEDIAN HOUSEHOLD INCOME DISTRIBUTION BY ZIP CODE
Phoenix-Mesa MSA
2002

(MEDIAN HOUSEHOLD INCOME DISTRIBUTION MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

Regional Economic Overview

The Phoenix economy expanded rapidly over the past several decades and, in the process, became much more diverse in terms of industry sectors. In recent years, Phoenix leveraged its popularity and appeal as a location for back-office operations, gained primarily for its comparatively low business costs and proximity to major west coast markets, to become a regional hub for transportation, distribution, and manufacturing (including high-tech). Phoenix has become the financial and commercial center of the desert southwest.

Following the economic recession of the early 2000s, Phoenix’s current economy is staging a mild recovery with strength in the retail trade and population-based industries driving the local economy. Especially encouraging is a firming in Professional and Business Services payrolls, which often serves as a leading indicator of business activity. While Professional and Business Services employment dropped by 2.4 percent in 2002, it is forecast to increase by 1.7 percent during 2003 and then jump by 5.5 percent in 2004. Education and Health Services was Phoenix’s largest growth area in 2002, as it increased by 6.3 percent.

     
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REGIONAL ANALYSIS

Personal bankruptcy filings per household have hit an all-time high in Phoenix, and home foreclosures are also rising at an alarming pace. However, bankruptcy filings will peak over the next few quarters as job growth picks up.

While Tourism suffered dramatically in 2002, it recovered nicely during the first half of 2003, and Phoenix has moved from one of the worst performing tourist destinations to one of the best. In 2002, hotel occupancy and revenue per available room in Phoenix declined by more than the national average. Coincidentally, airport passenger traffic was down over three percent through September 2002 at Sky Harbor airport. Yet, the Tourism industry has made a recovery and employment in Phoenix’s leisure and hospitality industry is expected to increase by 2.2 percent in 2003.

Although the Phoenix economy took a clear hit in the aftermath of the high-tech downturn, the impact on Phoenix of the tech contraction has been milder than in markets such as San Jose. Compared to metro areas that also focus on chip production, Phoenix’s manufacturing contraction has been longer but shallower on average. While other major tech centers saw a rapid decline in the months immediately following the manufacturing peak, Phoenix’s decline has been more gradual and drawn out. This could be ascribed to Phoenix’s smaller chip manufacturing base and the dominance of Intel in the market, which has been more reluctant to enact layoffs than others.

While Construction is slowing in many areas, it has been an area of continued growth for Phoenix. From 1992 to 2002, Phoenix’s Construction industry grew at an average annual rate of 8.5 percent. Through 2007, it is expected to increase by 3.6 percent annually. Part of the rise in construction employment is due to the commercial construction industry and robust construction spending in the healthcare industry. Phoenix area hospitals are currently undergoing nearly $1 billion worth of new construction and expansion initiatives, as local and national hospital chains come to realize the potential in Phoenix’s explosive demographic growth over the past decade. Across the metro area, various hospital groups have announced programs that will bolster construction spending for the next few years. In addition, Arizona State University has received approval for a new $80 million business school complex in Phoenix. The Salt River Indian community is also considering new office and retail developments across the river from Scottsdale, which will also benefit the metro area’s construction industry.

Over the years, Phoenix’s Gross Metro Product (GMP) growth has consistently, by a large margin, outpaced that of the Top 100’s GMP growth. Between 1992 and 2002, the metro area’s GMP averaged a staggering 7.9 percent annual growth, compared to the Top 100’s 3.8 percent rate. Phoenix’s GMP remained well above that of the Top 100 throughout the recession in the early 2000s. Through 2007, Phoenix’s GMP is forecast to grow at an average annual rate of 4.4 percent, again easily outpacing the 3.0 percent annual growth forecast for the Top 100.

     
VALUATION SERVICES 8 ADVISORY GROUP
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REGIONAL ANALYSIS

REAL GROSS PRODUCT GROWTH BY YEAR
Phoenix MSA vs. Top 100
1990 – 2007
(REAL GROSS PRODUCT GROWTH BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

Employment Trends

Phoenix’s employment base is relatively diverse, and the metro area’s employment composition is highly reflective of the Top 100. While more heavily weighted in the Construction and Professional and Business Services sectors, Phoenix is somewhat under weighted in Manufacturing and Education and Health Services sectors than the Top 100.

EMPLOYMENT BY SECTOR
Phoenix MSA vs. Top 100
1990 – 2007

(EMPLOYMENT BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

     
VALUATION SERVICES 9 ADVISORY GROUP
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REGIONAL ANALYSIS

Notably, Final County accounts for a small fraction of the metro area’s total employment, with Maricopa County comprising nearly all (i.e., 98 percent) of the metro area’s employment. From 1992 to 2002, Final County’s average annual employment growth rate was 1.3 percent while Maricopa County’s was 4.6 percent. Through 2007, Final County’s employment growth is expected to grow to an average annual rate of 2.2 percent while Maricopa County’s is forecast to fall to 3.1 percent.

TOTAL EMPLOYMENT BY COUNTY
Phoenix MSA
2002

(TOTAL EMPLOYMENT PIE CHART)

Source: Economy.com, Cushman & Wakefield Analytics

Throughout recent decades, the Phoenix-Mesa MSA has consistently ranked among the nation’s top metro areas in total employment growth. Between 1992 and 2002, Phoenix experienced a phenomenal 4.5 percent annualized growth, far more than double the 1.9 percent annualized growth rate of the Top 100. In 2002, the metro area’s employment base actually declined marginally by 0.4 percent.

Given current economic conditions, Phoenix’s short-term employment outlook between 2002 and 2007 is, compared to its last ten years, relatively tempered. Total employment growth in the Phoenix MSA is forecast to slow, yet still post an annualized rate of 3.1 percent, far outpacing the 1.6 percent annual pace forecasted for the Top 100.

     
VALUATION SERVICES 10 ADVISORY GROUP
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REGIONAL ANALYSIS

TOTAL EMPLOYMENT GROWTH AND UNEMPLOYMENT RATE BY YEAR
Phoenix MSA vs. Top 100
1990 – 2007

(TOTAL EMPLOYMENT GROWTH AND UNEMPLOYMENT BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

Due to its strong employment growth over the past ten years, Phoenix has also outperformed the Top 100 average with regards to unemployment. However, during 2001 and 2002, the metro area’s unemployment rate rose and is expected to remain on par with that of the Top 100 through 2007.

Phoenix’s strong employment growth over the years has fueled a steady influx of skilled labor, which has benefited metro area businesses and made Phoenix a top candidate for companies looking to expand or relocate. Phoenix is headquarters to three of the 2002 Fortune 500 companies: Avnet Inc, Phelps Dodge Corporation and Allied Waste Industries. Phoenix’s largest employers are a diverse group of multi-national and regional corporations spanning a multitude of industries including defense, technology, healthcare, banking, and finance.

     
VALUATION SERVICES 11 ADVISORY GROUP
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REGIONAL ANALYSIS

TOP NON-GOVERNMENT EMPLOYERS
Phoenix-Mesa MSA
2002

         
    Number of MSA
Employer   Employees
 
Banner Health Systems (Good Samaritan)     14,900  
Honeywell Inc.     14,100  
Intel Corporation     10,000  
Motorola, Inc.     9.800  
Arizona State University     8,900  
Luke Air Force Base     8,000  
Qwest Communications International, Inc.     7,200  
American Express Company     7,200  
Bank One Corporation     6,800  
The Boeing Company     4,300  
Discover Financial Services     4,100  
Microage, Inc.     3,800  
Mayo Clinic     3,500  
Scottsdale Healthcare     3,300  
AT&T Corporation     2,500  
St. Joseph’s Hospital     2,200  
Banknorth Group, Inc.     2,000  
Chase Bankcard Services     2,000  
Sheraton     1,800  
Sun Healthcare Group     1,600  

Source: The Arizona Republic, December 2002

Not surprisingly, like its total employment trends, Phoenix’s office-using employment growth consistently outpaced national averages over the past decade by wide margins. With the recent economic downturn, however, the Phoenix-Mesa MSA posted a decline of 0.8 percent in office-using employment for 2002. Between 2002 and 2007, Phoenix is expected to post an annualized office-using employment growth rate of 4.4 percent, more than twice the 2.1 percent annual pace forecasted for the Top 100. High concentrations of office-using employment are dispersed through the central region of the Phoenix MSA.

     
VALUATION SERVICES 12 ADVISORY GROUP
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REGIONAL ANALYSIS

TOTAL OFFICE-USING EMPLOYMENT GROWTH BY YEAR
Phoenix MSA vs. Top 100
1990 – 2007

(TOTAL OFFICE-USING EMPLOYMENT GROWTH BAR CHART)

Source: Economy.com., Cushman & Wakefield Analytics

OFFICE-USING EMPLOYMENT PER SQUARE MILE BY ZIP CODE
Phoenix-Mesa MSA
2002

(OFFICE-USING EMPLOYMENT PER SQUARE MILE BY ZIP CODE PICTURE MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

     
VALUATION SERVICES 13 ADVISORY GROUP
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REGIONAL ANALYSIS

Transportation Network

Phoenix’s transportation network has certainly played a key role in the area’s growth over the past thirty years, given what otherwise could have remained an isolated location. The Phoenix area offers a strong network of passenger and air cargo service, good rail access, and an expanding highway system, which often struggles to keep pace with the metro area’s rapid growth.

Phoenix’s Sky Harbor International Airport as of 2001 was the sixth busiest airport in the U.S. and is an integral part of the area’s economy. While the long-term health and viability of Phoenix-based America West Airlines is a concern, the Phoenix market is likely to emerge relatively unscathed should the company ultimately file for bankruptcy.

The public transportation needs of Phoenix area residents are served by the City of Phoenix, the Regional Public Transportation Authority (RPTA), and Valley Metro. The area’s comprehensive public transportation network encompasses bus and shuttle service, as well as the planned Central Phoenix/East Valley Light Rail Transit Project, scheduled to open in late 2006.

Quality of Life/Amenities

Major Attractions and Amenities

The Phoenix area abounds with unique natural features and provides a plethora of recreational amenities. Within a few hours drive from the metro area is the Grand Canyon, one of the world’s truly most spectacular sites, that each year attracts millions of visitors from around the globe. Phoenix has an enviable quality of life, as its residents enjoy a high standard of living at a fraction of the cost of most other large metropolitan areas. Its desert location provides exceptional weather for year-round outdoor activities such as golf, tennis, hiking, rock climbing, and mountain biking. In addition, snow skiing options abound around Flagstaff, less than a three-hour drive from downtown Phoenix.

The Phoenix area also offers a wealth of cultural amenities such as the Arizona Theatre Company, the Phoenix Symphony, the Arizona Opera, and more than twenty museums including the Phoenix Art Museum, the Arizona Science Center, and the internationally renowned Heard Museum of Anthropology and Primitive Arts.

A full complement of major league sports franchises can be found in the Phoenix area including the Cardinals of the National Football League, the Suns of the National Basketball Association, the Diamondbacks of Major League Baseball, and the Coyotes of the National Hockey League. Phoenix’s collegiate sports offerings include the Arizona State University (ASU) Sun Devils and the Fiesta Bowl, played annually in ASU’s Sun Devil Stadium.

Known as a golfer’s paradise, the Phoenix area offers nearly 200 golf courses accommodating all skill levels.

Education

The Phoenix area’s 42 area colleges and universities educate a student population in excess of 204,000. Nationally recognized programs in business administration, international business, and engineering can be found throughout Phoenix at universities such as Arizona State University, University of Phoenix, and the American Graduate School of International Management (Thunderbird).

     
VALUATION SERVICES 14 ADVISORY GROUP
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REGIONAL ANALYSIS

MAJOR COLLEGES/UNIVERSITIES
Phoenix-Mesa MSA
2001

         
    Full/Part Time
College/University   Enrollment
 
Arizona State University
     45,700  
Mesa Community College
     21,100  
University of Phoenix
     18,000  
Glendale Community College
     17,900  
Phoenix College
     13,400  
Scottsdale Community College
     10,400  

Source: Cushman & Wakefield Analytics

Medical Facilities

The Phoenix area has a comprehensive healthcare network, including 39 accredited hospitals, two of which are highly regarded nationally. Good Samaritan Regional Medical Center and St. Joseph’s Hospital & Medical Center both made the 14th annual report by U.S. News in 2003, which lists the best hospitals in the nation. Only 203 hospitals made the final rankings with regards to hospital care in 17 specialties. In addition, Mayo Clinic Scottsdale, a specialty outpatient clinic, is part of Mayo’s integrated, multi-campus system that includes the 178-bed Mayo Clinic Hospital located in northeast Phoenix, four primary care centers located throughout the Valley, and the Mayo Center for Women’s Health.

Regional Summary

The Phoenix region, which has experienced tremendous growth over the past twenty years in both population and employment, continues to improve its economic diversity and move beyond its reputation as simply a “back-office” market.

Given current U.S. economic conditions, Phoenix’s phenomenal economic growth of the past has slowed considerably, due in large part to dramatic declines in high-tech manufacturing. Although high-tech manufacturing companies like Motorola and Intel are seeing stabilization in revenues, particularly internationally, this has not translated into any real gains. Yet, Phoenix suffered less of a contraction than most other high-tech intensive areas, which bodes well for the future of the sector. The Construction sector, however, continues to buoy the local economy and is expected to remain an economic driver well into the future, supporting Phoenix’s strong demographic trends.

As the national economy moves through its recovery phase, most of Phoenix’s employment sectors, with the exception of Manufacturing, are expected to experience slow but steady growth through 2007. Professional and Business Services and Tourism sectors are expected to provide the greatest increase in employment over the forecast period.

Longer term, Phoenix will need to compete with more tech-heavy areas, in California and Texas in particular, to attract more of the higher-end research and development work from chip makers, which are expected to be the primary divisions that will remain in the U.S. while most production lines are moved offshore. However, Phoenix still does not have the reputation or intellectual capital base to compete with the likes of Austin or Silicon Valley.

     
VALUATION SERVICES 15 ADVISORY GROUP
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REGIONAL ANALYSIS

Growth in Phoenix is expected to pick up in concert with the national economy and a resurgence in demand for computer equipment. Healthy population growth and renewed defense spending will benefit the Phoenix economy in the medium term. Longer term, Phoenix will likely re-emerge as one of the top-performing metros in the nation. Its economy is well diversified with a strong base of high-tech manufacturers to support healthy income and job growth. Healthcare and other personal service providers will add to payrolls as Phoenix remains a popular retirement destination. Phoenix is expected to outperform the nation over the forecast horizon.

     
VALUATION SERVICES 16 ADVISORY GROUP
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LOCAL AREA MAP

(LOCAL AREA MAP PICTURE)

     
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LOCAL AREA ANALYSIS

Location

The subject is located within the City of Chandler in Mariposa County, Arizona. Chandler is located approximately 20 miles southeast of downtown Phoenix, Arizona.

The Greater Phoenix area is known for its lack of an extensive freeway system. Access to and around Chandler is also hampered by its limited freeways. Chandler is accessed by Interstate 10 (Pima Freeway) which travels north/south and forms the western boundary of a portion of the city of Chandler. Arizona Highway 360, the Superstition Freeway through Temp/Mesa is located approximately two miles south of the City. Major east to west thoroughfares in and out of Chandler include Elliot, Warner, Chandler and Pecos. Major north and south thoroughfares include Cooper, McQueen, Arizona, Alma School, Dobson and Price.

Residents of Chandler must go to Phoenix for major rail and bus connections. Chandler Municipal Airport is located in southeastern Chandler, which provides only air charter freight and package delivery service. Sky Harbor International Airport is locate approximately 15 miles northwest of Chandler.

The boundaries defining the subject neighborhood is Chandler Boulevard to the north, Price Street to the west, Pescos Road to the south and Alma School Road to the east. The subject site is an irregularly shaped parcel located on the east side of Yucca Street. Yucca Street is a two-lane secondary north-south connector street that is two blocks long. Commonwealth Avenue and Butler Street represent the north and south boundaries of the site. Both of these roads are also two-lane secondary connector streets.

Secondary streets in the immediate area are neighborhood collector streets. All surface streets are in good condition and have sidewalks and attractive landscaping. There is local bus service available in the city. All of the streets are improved with sidewalks, curbs and gutters in the subject’s vicinity.

The immediate area surrounding the subject is characterized primarily by one and two story single and multi-family residential development. The subject improvements are compatible with the neighborhood. Senior housing and medical uses are secondary land uses in the vicinity. South of the subject site, is located Desert Cove Skilled Nursing Home followed by Chandler Regional Hospital. Numerous medically related buildings surround the hospital. To the north of the subject, along Commonwealth Avenue, medical office buildings are under construction. A Cigna Healthcare Clinic is located one block north of the subject on Pennington Street. Several vacant lots are located adjacent north of the subject site along Commonwealth Boulevard.

Commercial development is located along Chandler Boulevard, which is located one block north of the subject site. Chandler Boulevard is a major commercial east/west thoroughfare that travels through Chandler.

Special Hazards or Adverse Influences

There are no detrimental uses in the local area that would impact the subject’s use. The general area is located within an area inundated by 500-year flooding as identified on the FEMA maps. No unusual noise pollution was noted. No noxious odors were noted at or near the subject and none were reported.

Land Use Changes

No known land use changes were reported or observed. No demolition or closing of senior housing was known.

     
VALUATION SERVICES 18 ADVISORY GROUP
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LOCAL AREA ANALYSIS

Demographics

Population

The area’s demographic characteristics within the Chandler region were reviewed. Claritas, Inc. provides historical, current and forecasted population estimates for the area.

The population of the City of Chandler was 192,208 in 2002. Between 2000 and 2002, the population within Chandler increased by an annual rate of 4.33 percent. The rate of growth is projected to increase during the next five years. By the year 2007, the population of Chandler is expected to increase to 230,6936 persons, representing annual average growth of 3.72 percent between 2002 and 2007.

The 2002 population within a 5-mile radius surrounding the subject site is 255,117. Between 2000 and 2002, the population within this radius increased by an annual rate of 3.83 percent. The rate of growth is projected to increase during the next five years. By the year 2007, the population within this radius will have increased to 300,882 persons, representing annual average growth of 3.35 percent between 2002 and 2007.

Households

A household consists of all the people occupying a single housing unit. According to Claritas, Inc., the persons per household in Chandler averaged 2.82 people and averaged 2.84 people within a 5-mile radius in 2002. The areas average household size is greater than the county and state as a whole at 2.69 and 2.64 persons per household, respectively.

Income

Income levels, either on a per capita, per family or household basis, of the residents of the market area form an important component of this total analysis. According to Claritas, Inc., the average household within Chandler has an average income of $75,395 per capita and $80,802 per household within a 5-mile radius. The average household income for the county and state was $69,203 and $60,458, respectively for 2002.

Conclusions

In summary, the subject site is located in an established residential area. The trends for the local area appear stable. A moderate supply of vacant land is available for development. No known land use changes were reported or observed. No demolition or closing of senior housing facilities was identified. We anticipate the neighborhood will achieve moderate growth in property values into the foreseeable future.

     
VALUATION SERVICES 19 ADVISORY GROUP
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SENIOR LIVING INDUSTRY OVERVIEW

Independent Living

Congregate care or independent living units are designed for seniors who pay for some congregate services (i.e. housekeeping, transportation, meals, etc.) as part of the monthly fee or rental rate, and who require little, if any, assistance with activities of daily living. Residents of congregate/independent living units may have some health care-type services provided to them by in-house staff or an outside agency. Congregate units may be part of a congregate residence, a property that provides congregate and assisted living services, or a continuing care retirement community.

The retirement housing industry overall has matured considerably over the past two decades as the elderly population has increased and seniors have come to accept and seek alternatives to remaining in their homes. Retirement housing has expanded beyond the early dominance of life care and continuing care retirement communities (CCRCs). These communities, which typically included independent living and nursing care on a single campus, typically charged residents an entrance fee and a monthly fee. Rental retirement communities represented a major area of growth in the 1980s, fueled in part by the Department of Housing and Urban Development’s 221(d)(4) Retirement Service Center mortgage insurance program. Although the program no longer exists, the rental model is still a popular option for newly developed retirement communities. In addition, a small but definite increase in the number of cooperatives and condominiums has taken place, particularly among communities targeting a more affluent segment of the elderly population.

The retirement community of today is a smaller complex consisting of 100 to 200 independent living units versus the 200 to 300 independent living units that characterized the early CCRCs. In some cases, the communities are being developed in stages to avoid some of the up front risk associated with initial lease-up and to allow the facility to be more responsive to the market needs and preferences.

The rental retirement communities of the early 1980s typically offered no nursing care or assistance with daily living. These facilities were designed to provide hospitality services such as meals, housekeeping, transportation, and activities. These facilities met with slow lease-up rates and exceedingly high turnover due to their inability to meet changing resident needs.

Independent living communities, particularly rental communities, are least heavily monitored and governed by state regulations. In some states, this has resulted in a fair degree of flexibility in providing additional services.

It has become quite clear over the past ten years that the retirement communities are attracting an older and somewhat frailer population than originally anticipated. The average age of entrance into independent living units is between the late 70’s and early 80’s, rather than the late 60’s and early 70’s originally anticipated. As a result of the change in resident profile as well as the experience gained in the 1980s, it is clear that some form of health care or supportive services for the frail elderly is a necessary component of a retirement community.

Assisted Living

The emergence of assisted living as an option in the long-term care continuum for elders in the 1990’s represented the convergence of social, political, economic and treatment trends. Prior to this, most dependent seniors had only two long-term care options: be cared for by a family member or enter a nursing home. Today, as the number of elders and their frailty increases, these options have proven inadequate for seniors, their families and society. For many elderly, nursing homes are overly intensive and expensive. Therefore, for the segment of seniors with

             
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SENIOR LIVING INDUSTRY OVERVIEW

moderate to intermediate care needs, assisted living has become a favored form of long-term care.

The Assisted Living Facilities Association of America (ALFAA) defines assisted living as a special combination of housing, personalized supportive services and health care designed to respond to the individual needs of those who require help in activities of daily living, but do not need the skilled medical care provided in a nursing home. Assisted living care promotes the maximum independence of dignity for each resident and encourages the involvement of a resident’s family, neighbors and friends.

Although industry proponents are clear as to the general characteristics and philosophy of an assisted living community, there is no national agreement on the details and legal definition of assisted living. As the assisted living industry becomes increasingly standardized, and as the industry expands, it can expect to acquire a defined legal status with respect to licensure, reimbursement and financing.

Some states have enacted laws using the term assisted living, however, in most jurisdictions licensure statutes combine a variety of terms and programs. In referring to residential housing and services, most state licensing laws use terms such as: rest homes, homes for the aged, supportive living facilities, residential care facilities, board and care homes, elderly group homes, congregate care housing and senior housing.

Assisted living programs are located in a variety of environments. They may be housed in newly constructed freestanding facilities, retrofitted buildings such as former hotels, units attached to nursing homes, senior apartments with services, units within CCRC developments and congregate care units. Whatever the environment, there must be private, or at a minimum companion suite residential living space.

Typically, a resident will have a compact studio or efficiency apartment. Living space will almost always include a private bathroom. The living space may or may not include a kitchen or kitchenette, washer and dryer, a living room or storage space. Economics generally dictate the size of the private living space, which can range from a small one-room efficiency of less than 300 square feet to a large one-bedroom apartment of 750 square feet.

Assisted living residences also provide for a considerable amount of common space for the residents to share. Newer assisted living facilities generally allocate from 30 percent to 40 percent of all gross square footage of the building to common area. Such space includes dining rooms, libraries, lounges, activity centers, kitchens and laundry rooms. The size of an assisted living facility depends on many variables including market forces and site constraints. Most newer freestanding facilities typically fall into the range of 40 to 80 units.

The level of service in assisted living facilities varies. However, within a broad range, there are certain basic services offered:

•   24-hour a day on-site supervision or access to an emergency call system;
 
•   Two or three meals and regular snacks are available;
 
•   Light housekeeping and laundry services are available;
 
•   Residents are entitled to some level of personal care each day from the facility staff;
 
•   A personalized health care plan delineates how health care needs may be addressed; and;
 
•   Activity, social service and transportation resources are made available.

Because it is a goal of assisted living to enable residents to age- in- place, the level of personal care, food services or health care may be adjusted upwards as needed. However, arranging

             
VALUATION SERVICES     21     ADVISORY GROUP
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SENIOR LIVING INDUSTRY OVERVIEW

services to allow aging- in- place can be difficult if residents need increasing amounts of nursing care and the states limit or prohibit skilled nursing care in assisted living facilities. With this in mind, it should be noted that there is a growing trend by states to extend the scope of assisted living services far into the long-term care continuum.

The typical resident of assisted living is 83 years old, is a woman and is single or widowed. Today’s assisted living residents have care needs and characteristics that were associated with patients in intermediate care facility nursing homes in the 1970’s and 1980’s. Senior care needs are gauged by the extent to which an individual requires regular assistance with ongoing activities of daily living (ADLs) such as bathing, eating, walking, toileting and dressing. In order to determine that there is an ADL dependency, a clinician must determine that an individual cannot safely or routinely perform a specific activity unless he or she has help. Unless such help is provided, the individual is at risk of not meeting an essential daily need.

While the number of ADLs with which a person needs help is used clinically as a measure of dependency, having such dependency does not mean that medical care is required. In assisted living facilities, residents generally have at least one ADL dependency, and it is not uncommon that they have as many as three or four.

Assisted living fees are typically structured around a fixed monthly amount that covers both housing and services. The monthly amount generally includes a base level of personal care with additional personal care charged separately. There also may be entrance fees, typically equivalent to the first and last month’s rent. Assisted living facilities do not require the large endowment type entrance fees required in some CCRCs.

Occupancy Patterns

Occupancy data compiled by the American Seniors Housing Association for the various senior housing community types (congregate, assisted and CCRCs) has been summarized in the following table.

Median Occupancy Rates
For Profit Senior Housing Facilities

                                                                 
Property Type   1995   1996   1997   1998   1999   2000   2001   2002
 
 
 
 
 
 
 
 
Independent
     95.0 %     98.0 %     96.0 %     98.0 %     95.0 %     95.0 %     94.5 %     93.1 %
Assisted Living
     97.0 %     95.0 %     95.0 %     92.0 %     94.0 %     90.0 %     93.8 %     94.2 %
CCRCs
     95.0 %     95.0 %     94.0 %     95.0 %     93.2 %     93.2 %     93.1 %     92.4 %
All Communities
     95.0 %     96.0 %     95.0 %     95.0 %     93.7 %     93.7 %     94.0 %     93.5 %

Source: American Seniors Housing Association

As seen, assisted living facilities in 2002 exhibited the highest occupancy rate of any of the property types. This was in contrast to the other property types that saw median occupancy rates decline slightly over 2001.

             
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SENIOR LIVING INDUSTRY OVERVIEW

The average length of stay in a senior facility also varies as to the property type. In the following table is average length of stay data compiled by the American Seniors Housing Association.

Average Resident Length of Stay
(Stated In Months)

                                           
Property Type   1998   1999   2000   2001   2002
 
 
 
 
 
Independent
     45.5       43.4       38.1       43.1       33.4  
Assisted Living
     24.8       18.5       20.5       28.0       17.7  
All CCRCs
                                        
 
Independent
     61.0       45.4       59.8       37.3       37.0  
 
Assisted Living
     16.0       18.2       16.8       12.8       12.0  
 
Nursing
     20.0       23.2       18.6       9.0       9.0  

Source: American Seniors Housing Association

As shown, the average length of stay in an assisted living facility in 2002 was 17.7 months and which reflected a notable decline over the length of stay average for 2001. Both assisted and independent living facilities showed declines, while CCRCs maintained generally similar occupancies over 2001. Much of the reasoning for the decline is from increased lateral movement of residents between existing facilities caused by such factors as facility operations (management, staffing, etc.), as well as foreclosures and closings of poorly operated facilities.

Absorption Trends

Net absorption data compiled by the American Seniors Housing Association (ASHA) for senior housing facilities is summarized in the following table.

2001 National Average Net Absorption Rates
Senior Housing Facilities

                                         
    1st   Months   Months   2nd   3rd
Property Type   Month   2 - 6   7 - 12   Year   Year
 
 
 
 
 
Independent
     25.5       6.7       3.7       2.8       2.9  
Assisted Living
     11.7       5.2       2.9       2.2       5.3  
CCRCs
     37.4       18.9       9.0       5.5       4.1  
All Communities
     28.4       10.3       5.2       3.5       4.1  

Figures based on number of residents
Source: American Seniors Housing Association

As seen, initial absorption of new residents for all facility types is strong in the first month, then it tapers off during the following months.

             
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SENIOR LIVING INDUSTRY OVERVIEW

Arizona Assisted Living Environment

Arizona, through the Department of Health Services, Home and Community Based Licensure, licenses and supervises assisted living facilities. Prior to November 1, 1998, there were six licensure categories for residential care institutions (adult care homes, adult foster care homes, supportive residential living centers, supervisory care homes, and unclassified residential care institutions).

We note that the subject recently lost its assisted living license and is now licensed as a supervisory care home.

Definition

The definition of an assisted living facility means residential care institutions, including adult foster care, that provide or contract to provide supervisory care services, personal care services, or directed care services.

General Requirements

The following is an outline of the basic requirements for residential care facilities in the state of California:

Scope of Care

Facilities may provide personal care services, including assistance with activities of daily living that can be performed by persons without professional skills or professional training. Facilities may also provide or coordinate intermittent nursing services and the administration of medications and treatment by a licensed nurse.

Admission/Discharge Requirements

A facility must not accept or retain a resident who requires physical or chemical restraints; behavioral health residential services; services that the assisted living facility is not licensed or able to provide.

Medication Management

Medication administration is permitted by licensed nurses.

Physical Plant Requirements

  •   Facilities must comply with all local building codes, ordinances, fire codes, and zoning requirements.
 
  •   Private resident units must provide a minimum of 60 squire feet per resident.
 
  •   A maximum of two residents is allowed per resident unit.
 
  •   Shared bathroom for every eight residents.

Staffing Requirements

The regulations require that supervisory care services, personal care services, or directed care services consistent with the level of service for which the facility is licensed are to be provided.

Administrator Education

Managers must be at least 21 years of age and be certified as assisted living facility managers.

             
VALUATION SERVICES     24     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

Staff Education

All staff must be trained in first aid specific to adults. Caregivers must be at least 18 years of age, trained at the level of service the facility is licensed to provide, and have a minimum of three months of health-related experience. Assistant caregivers must be at least 16 years of age.

Continuing Education

All staff must complete a minimum of 12 hours of continuing education per year in areas related to: promotion of resident dignity, independence, self-determination, privacy, choice, and resident rights; fire, safety, and emergency procedures; infection control; and abuse, neglect, and exploitation prevention and reporting requirements.

Regulations and Health Matters

The subject is licensed for 264 personal care beds and is regulated by the State of Arizona Department of Public Health and Environment. A copy of the Regulations are posted in a conspicuous place in the facility and the residents will acknowledge at the time of entry that the operation of this facility is governed by these regulations. Furthermore, if the Department amends these regulations, the resident and the provider must obey by the amended regulations.

The subject facility requires all potential residents to undergo a health evaluation by a physician before entrance into the facility.

At the time of admission, a needs assessment is conducted by staff to determine the level of care a resident will be assigned. This initial service plan will remain in effect for 30 days and a reassessment will be conducted to ensure that the resident has been placed in the appropriate level of care. A needs assessment will be conducted at quarterly intervals for the remainder of the resident residency.

The operator may seek appropriate evaluation and assistance and may arrange for the transfer of a resident to an appropriate and safe location, prior to termination of an admission agreement for the following reasons:

  •   When a resident fails to pay the monthly rent 14 days prior to written notice of such absence;
 
  •   When the owner feel that the residents mental or physical needs cannot be adequately met by the facility;
 
  •   In the event a resident’s behavior poses an imminent risk of death or serious physical injury to himself/herself or to others;
 
  •   Breach of contract for any reason by the resident or owner;
 
  •   Any prolonged health-related or other absence.

             
VALUATION SERVICES     25     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

MANAGEMENT AND OPERATIONS OVERVIEW

Management Overview

The subject is managed by ARV Assisted Living, Inc. (ARV). Chandler Villas was constructed in 1986. The facility was renovated in 2002 to reposition the facility in the marketplace. Revenues have been increasing over the last three years, while expenses have also been increasing. Revenues have increased in annualized year-to-date 2003 figures. The facility’s occupancy was in the mid-to-high 90 percent in 2000, 2001 and for year-to-date 2003. Average occupancy, however, was 89 percent during 2002. Overall, based on the historical performance of the facility, it appears that ARV is competent to manage the facility.

Operations Overview

Services

Chandler Villas was designed for assisted living and offers all the services typical of these types of facilities with the exception of personal care. The facility was originally constructed for assisted living, however, the lack of fire sprinklers in the building resulted in their license having been removed. Sprinklers were added in 2002 to the common areas, but not any of the room. As such, the facility is not able to secure an assisted living license.

This facility has been designed as a rental community and provides most services under a fixed monthly rate. All resident contracts are for the term of stay. According to the terms of the agreement, a thirty (30) day written notice is required prior to any increase in fees for additional charges or for increases due to increased cost of operations. Included in the monthly rates are:

•   Three meals daily and snacks;
 
•   All utilities except for personal telephone
 
•   Scheduled Transportation;
 
•   Twenty-four (24) hour security and numerous safety features throughout the apartments;
 
•   Weekly housekeeping services;
 
•   Linen services;
 
•   Organized individual and group activities

In addition to the monthly fee there are optional services available at an additional charge. These services include guest meals, beauty shop fees and additional transportation fees.

Assisted living services available under the supervisory license include:

•   Medication assistance;
 
•   Morning greeting and evening tuck-in service;
 
•   Escort to meals and activities
 
•   Home health services;
 
•   Laundry service

Under the supervisory license, any or all personal care has to be done by a licensed home health care provider.

There are regularly scheduled health assessments that help determine which level of services each individual patient receives.

             
VALUATION SERVICES     26     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

MANAGEMENT AND OPERATIONS OVERVIEW

Regulations and Health Matters

The facility has a license for a capacity of 164 supervisory care beds and is regulated by the State of Arizona Department of Health Services. A copy of the Regulations is posted in a conspicuous place in the facility and the residents acknowledge at the time of entry that the operation of this facility is governed by these regulations. Furthermore, if the licensing entity amends these regulations, the resident and the provider must obey by the amended regulations.

State Monitoring

The State of Arizona conducts annual surveys of licensed assisted living and supervisory care facilities. The most recent survey for the subject was conducted in February 2002. The survey reported that the facility met all requirements with no deficiencies. A new license, dated February 24, 2003 was issued for the facility.

Admission Policies

Chandler Villas requires all potential residents to undergo a health evaluation by a physician before entrance into the facility. As noted earlier, the subject does not have an assisted living license, hence, it cannot provide individual personal care to the residents.

The operator has the right to terminate the agreement at any time when they feel that the resident’s personal care needs cannot be adequately served by the home health providers.

Under an assisted living license, the requirements are such that there is to be a chart for each resident in assisted living. At the time of admission, a dated and signed medical evaluation, which conforms to the licensing regulations, must be on file. Thereafter, a medical evaluation, which also conforms to licensing regulations, must be made at least every twelve (12) months.

The operator may seek appropriate evaluation and assistance and may arrange for the transfer of a resident to an appropriate and safe location, prior to termination of an admission agreement and without ninety (90) days notice or court review for the following reasons:

•   When a resident fails to pay the monthly rent 30 days prior to written notice of such absence;
 
•   When the operator feels that the residents mental or physical needs cannot be adequately met by the facility;
 
•   In the event a resident’s behavior poses an imminent risk of death or serious physical injury to himself/herself or to others;
 
•   Breach of contract for any reason by the resident or operator;
 
•   Any prolonged health-related or other absence.

Chandler Villas caters to the needs of seniors requiring basic assisted living services under a supervisory care license. The facility develops and maintains a personalized service plan, which is amended if necessary. Furthermore, the aging-in-place and out-placement policies appear to be reasonable and well implemented. Services at the facility are standard for this type of complex and are in keeping with the residential make-up at the subject.

             
VALUATION SERVICES     27     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

MANAGEMENT AND OPERATIONS OVERVIEW

Marketing

Chandler Villas has a full time marketing director. Marketing personnel are actively involved in the community, as well as with discharge planners for area hospitals. They do not do any telemarketing. Direct mailings, scheduled community events, and networking, on the other hand are a routine part of marketing efforts.

Overall, given the history of the subject, it appears that the marketing efforts are adequate. The subject’s reputation and marketing campaign are considered to be part of the reason behind the current performance at the subject facility.

Conclusion

Overall, based on our inspection of the facility, discussions with some of the personnel and our review of the Policies and Procedures, it is our opinion that the facility is being operated in an competent manner. The facility has been adequately maintained and the residents appear to be content.

             
VALUATION SERVICES     28     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Primary Market Area

The first step in analyzing the competitive market for the subject is delineating its primary market area (PMA). The primary market area is typically described as either a defined radius around the subject, zip codes, or the subject’s county. In order to delineate the subject’s primary market area, we have interviewed the subject’s Executive Director as well as the competitive properties we have used in our analysis.

Our discussions indicated that approximately 70 percent of the subject’s residents come from the primary market area. This encompasses an area of approximately seven miles. The remaining 30 percent emanate from the surrounding area. Residents relocate to Chandler to either retire or be near their adult children that work in the area. The following chart details the competitors primary market areas (PMA), as well as the estimated percentage that comes from their PMA.

                 
            % of Residents
Name   PMA   from PMA
 
 
Park Regency
     7.0  Miles     70 %
Merrill Gardens
     7.0  Miles     75 %
Pines at the Park
     5.0  Miles     75-80 %
Renaissance
     10.0  Miles     70 %
SUBJECT
     7.0  Miles     70 %

In the case of the subject, we have determined the primary market area to encompass an area of approximately seven miles with 70 percent of the residents emanating from this PMA. Although a project like the subject may also attract residents from outside of the area, the geographic market area within a radius of seven miles of the subject is considered to represent the primary draw for the subject. As indicated on the chart, the subject’s primary market area of seven miles is similar to the comparables.

Most of the marketing directors we interviewed also indicated that adult children in this market are the driving forces in the decision making process for their parents.

             
VALUATION SERVICES     29     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Supply/New Construction

Existing Facilities

The following charts detail the number of independent and assisted living units in the subject’s market area that pose direct and indirect competition to the subject. Due to the subject’s lack of an assisted living license, we have included both independent and assisted living facilities in our survey as the subject serves a senior population that essentially falls between these two distinctions. We note that the table includes facilities located in both the subject’s primary and secondary market area in Chandler.

MARKET AREA SUPPLY

                 
    Total AL        
Name   Units   PMA/SMA*
 
 
Park Regency
     162     PMA
Merrill Gardens
     88     PMA
Pines at the Park
     415     SMA
Renaissance
     180     PMA
SUBJECT
     164          
 
    
         
Totals
     1,009          

*     PMA - - Primary Market Area; SMA - Secondary Market Area

Park Regency is a sister facility to the subject as it is also operated by ARV. Merrill Gardens is owned and operated by Merrill Gardens, while Pines at the Park is a Leisure Care facility. Park Regency is considered similar to the subject in terms of age, condition, appeal and amenities. Renaissance represents the lower end of the range as it is an independent living facility and does not offer in-house or supervisory assisted living care.

Proposed Units

Regarding planned or pending projects in the subject’s primary market area, discussions with local providers and planning departments indicated that there are no facilities planned at this time. However, because of the large retirement draw of the market area, it would be reasonable to assume that the primary market area could possibly see some new development through the mid-term.

Occupancy Patterns

Industry Statistics

Assisted living facilities generally exhibit the lowest overall occupancy patterns of any of the senior housing community types (congregate, assisted and CCRCs). As was noted in the Senior Housing Industry Overview presented earlier, assisted living facilities indicated an average occupancy rate of 94.2 percent in 2002, which represented an increase from 93.8 percent in 2001. Assisted living facilities in 2002, according to the survey, indicated the highest occupancies of the senior housing property types (independent, assisted and CCRCs).

Competitive Market Area

The senior living facilities we surveyed for our analysis totaled approximately 1009 units and the current available occupancy of those properties, which were not in lease-up was from 66 to 93 percent. Chandler Villas is noted as having been at 99 percent occupancy at the time of

             
VALUATION SERVICES     30     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

inspection. The subject appears to have an good reputation in the market and should continue based on its living options. A summary showing the competitive properties and their overall average occupancy levels is shown below. Please note that not all of these properties may fall within the defined market area of the subject, however, in the Elderly Demographics section we have defined the total supply in the competitive market area.

DEFINED COMPETITIVE FACILITIES

                         
            Total AL        
Name           Units   Occupancy Level
         
 
Park Regency
     *       162       86 %
Merrill Gardens
     *       88       93 %
Pines at the Park
             415       66 %
Renaissance
     *       180       86 %
SUBJECT
             164       99 %

*     Denotes facilities located in subject’s primary market area.

Park Regency, Merrill Gardens and Renaissance are located within the subject’s PMA. Pines at the Park are located in the secondary market area.

Rental Rates

Current rental rates for assisted living units in the Chandler area begin at around $1,465 per month for a one-bedroom unit and go up to around $2,700 for a two-bedroom unit. For the most part, assisted living facilities provide three meals per day, weekly to bi-weekly housekeeping, weekly laundry, all utilities including cable TV except telephone, activities, transportation, as well as a base level of assisted living or personal care services.

Rent Increases

Most assisted living facilities in the Chandler market area have been instigating annual rent increases over the last several years. Although no specific data was available, discussions with several providers indicated that they have been routinely increasing rents between three and five percent per year. Discussions with the subject’s Executive Director indicated that the facility has also been increasing rents annually over the last several years.

Concessions

Rent concessions, or incentives, provide a good indication of the condition, or strength of current market conditions. Rent concessions are generally found in markets exhibiting high vacancy and diminished absorption levels, as well as being used by new projects as a part of their overall marketing programs. At the time of our investigation of the Chandler market area, no specific concessions were noted. Similar to the market, Chandler Villas reported that they are not offering concessions for leasing vacant units. Concession will not likely be part of the market and used only to stimulate any unforeseen vacancies. They should, however, not be of any major significance to a property like the subject.

Absorption Trends

An assisted living facility generally exhibits lower initial absorption patterns during the first year of any of the senior housing community types (independent, assisted and CCRCs). Occupancy data compiled by the American Seniors Housing Association (ASHA) was previously

             
VALUATION SERVICES     31     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

summarized in the Assisted Living Industry Overview. The industry data indicated that initial absorption of new residents for all facility types is strong in the first month, then it tapers off dramatically during the following months. Specifically, net absorption averaged 11.7 residents for the Month 1, 5.2 residents for Months 2 – 6, 2.9 residents for Months 7 – 12, and 2.2 residents during Year 2.

Chandler Villas opened in 1986. Its occupancy levels have been fairly consistent over the last few years. Occupancy was in the mid-to-high 90’s percent range in 2000, 2001 and YTD 2003 and 89 percent 2002. At the time of our inspection, the subject was 99 percent occupied.

Senior Demographics

We have evaluated the current and future market potential by analyzing demographic trends and the supply of elderly housing in the facility’s market area. Most market areas for assisted living are considered to comprise up to five miles for the primary area and up to 10 to 20 miles for the secondary area. As was discussed earlier, the primary market area for the subject is considered to effectively encompass a radii of approximately seven miles, with the secondary market area encompassing approximately ten miles. This assumption was based on our review of the demographics of the area, trends on where most of the competition is being constructed, as well as from discussions with facility’s Executive Director regarding its primary market area.

The demographic data used in our analysis was compiled by Claritas, Inc. The data includes figures for the most recent census year in 2002 estimates and projections for the year 2007. For purposes of this analysis, we have relied upon the 2002 estimates for current demographic information. Additional state and national information has also been obtained from A Profile of Older Americans: 2001, prepared by the American Association of Retired Persons and the Administration on Aging and based on data from the U.S. Bureau of the Census.

Senior Population/Growth Rates

Population and growth statistics for the subject’s primary and secondary market area is shown in the following chart.

Population Statistics

                                 
    PMA   SMA
    7 Miles   10 Miles
   
 
    Population   %   Population   %
   
 
 
 
2000
                                
Total*
     411,698               748,440          
65+
     31,071       7.5 %     55,491       7.4 %
75+
     13,296       3.2 %     24,424       3.3 %
85+
     3,050       0.7 %     5,611       0.7 %
2002
   Estimate                        
Total*
     441,209               797,425          
65+
     32,641       7.4 %     58,421       7.3 %
75+
     14,184       3.2 %     26,234       3.3 %
85+
     3,417       0.8 %     6,307       0.8 %
2007
   Projection                        
Total*
     514,510               919,611          
65+
     39,805       7.7 %     66,255       7.2 %
75+
     15,718       3.1 %     29,128       3.2 %
85+
     4,077       0.8 %     7,539       0.8 %

* Total population unadjusted for age

Source: Claritas, Inc.

Growth Rates

                                 
    PMA   SMA
    7 Miles   10 Miles
   
 
    Total   Annual   Total   Annual
   
 
 
 
2000-2007
                                
Total*
     25.0 %     3.2 %     22.9 %     3.0 %
65+
     28.1 %     3.6 %     19.4 %     2.6 %
75+
     18.2 %     2.4 %     19.3 %     2.5 %
85+
     33.7 %     4.2 %     34.4 %     4.3 %
2000-2002
                                
Total*
     7.2 %     3.5 %     6.5 %     3.2 %
65+
     5.1 %     2.5 %     5.3 %     2.6 %
75+
     6.7 %     3.3 %     7.4 %     3.6 %
85+
     12.0 %     5.8 %     12.4 %     6.0 %
2002-2007
                                
Total*
     16.6 %     3.1 %     15.3 %     2.9 %
65+
     21.9 %     4.0 %     13.4 %     2.5 %
75+
     10.8 %     2.1 %     11.0 %     2.1 %
85+
     19.3 %     3.6 %     19.5 %     3.6 %

* Total population unadjusted for age

Source: Claritas, Inc.

             
VALUATION SERVICES     32     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

The population in the subject’s market area indicates a moderate level of demand for senior housing. As seen from the data, the elderly population is growing in terms of absolute numbers and as a percentage of total population. Comparatively, the national average of residents age 65+ constituted 13.0 percent of the total population in 2000 according to Claritas, Inc. The subject’s primary market area indicates a smaller ratio of similar aged older population to the national average.

Adult Children Population/Growth Rates

We have also analyzed population trends for what the industry refers to as “adult children”. This segment of the population generally plays a significant role in the placement of a senior in a senior housing facility. This is especially true as many seniors or elderly will relocate to be near their adult children or relatives. This fact is widely recognized by senior housing operators who indicate that market areas exhibiting a higher concentration of adults between the age of 45 and 65 can generally support a much larger supply of senior housing than would be shown through analyzing only the percentage of seniors currently residing in the market area. This situation is more prevalent with regard to higher levels of care such as assisted living and nursing. Population and growth statistics for the subject’s primary market (PMA), as well as the secondary market (SMA) areas for these age groups are shown below.

Population Statistics - Adult Children

                                 
    PMA   SMA
   
 
    Population   %   Population   %
   
 
 
 
2000
                                
Total*
     411,698               748,440          
45 - 54
     51,869       12.6 %     96,289       12.9 %
55 - 59
     16,543       4.0 %     32,168       4.3 %
60 - 64
     11,723       2.8 %     22,210       3.0 %
2002
     2002                          
Total*
     441,209               797,425          
45 - 54
     57,475       13.0 %     117,627       14.8 %
55 - 59
     19,246       4.4 %     42,650       5.3 %
60 - 64
     13,067       3.0 %     30,801       3.9 %
2007
     2007                          
Total*
     514,510               919,611          
45 - 54
     70,542       13.7 %     117,627       12.8 %
55 - 59
     25,613       5.0 %     42,650       4.6 %
60 - 64
     18,202       3.5 %     30,801       3.3 %

* Total population unadjusted for age

Source: Claritas, Inc.

Growth Rates - Adult Children

                                 
    PMA   SMA
   
 
    Total   Annual   Total   Annual
   
 
 
 
2000 - - 2007
                                
Total*
     25.0 %     3.2 %     22.9 %     3.0 %
45 - 54
     36.0 %     4.5 %     22.2 %     2.9 %
55 - 59
     54.8 %     6.4 %     32.6 %     4.1 %
60 - 64
     55.3 %     6.5 %     38.7 %     4.8 %
2000 - 2002
                                
Total*
     7.2 %     3.5 %     6.5 %     3.2 %
45 - 54
     10.8 %     5.3 %     22.2 %     10.5 %
55 - 59
     16.3 %     7.9 %     32.6 %     15.1 %
60 - 64
     11.5 %     5.6 %     38.7 %     17.8 %
2002 - 2007
                                
Total*
     16.6 %     3.1 %     15.3 %     2.9 %
45 - 54
     22.7 %     4.2 %     0.0 %     0.0 %
55 - 59
     33.1 %     5.9 %     0.0 %     0.0 %
60 - 64
     39.3 %     6.9 %     0.0 %     0.0 %

* Total population unadjusted for age

Source: Claritas, Inc.

As shown, the 45 to 64 age group showed strong growth between 2000 and 2002 in both the primary and secondary market area. Going forward, this age group is forecast to grow at higher rates. Overall, adult children are expected to contribute positively towards living options for the subject and its market area.

Income and Households

In addition to the absolute number and growth of the elderly population, the number of households with appropriate income levels will dictate the actual population available to support the subject, Statistics on income levels are typically presented by the household. We note that in the case of the elderly, most households include at least a single adult. For comparison

             
VALUATION SERVICES     33     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

purposes it is therefore reasonable to utilize the household statistics. Furthermore, the housing cost and income requirements for a second person are significantly less than the primary occupant.

Compared with the local competition, the subject has monthly rates in the middle portion of the range. To afford the various accommodations at the subject, it is estimated that an average annual income of $23,800 would be necessary. We have utilized the average projected revenue per resident of approximately $20,220 as calculated in the Income Capitalization Approach to value. We have assumed that a resident would spend approximately 85 percent of their income on housing, meals and utilities. The balance of the income is required for taxes, insurance, and personal needs. By dividing the $20,220 by 85 percent we arrive at an average income of $23,800, rounded.

Assuming no child subsidy, it is estimated that most residents would require an annual income of $23,800 or more to afford the majority of the accommodations at the subject. We note that this is a conservative assumption given that there are a significant number of elderly who are receiving some form of child subsidy. Furthermore, these indicators are somewhat skewed given that there are recent findings suggesting that the elderly are indeed spending down their assets other than income from their house while residing in senior living facilities. Given the relatively short term of stay anticipated in these facilities, it is reasonable to assume that there would be a greater spend-down of assets. Reference is made to the findings in the State of Seniors Housing Report, 2002 published by the Americans Senior Housing Association, which cites the average length of stay in an assisted living facility to be 18 months.

We also note that the indicated income level does not account for child subsidies or a sale of a home. According to the Claritas report, 70.3 percent of the 65+-householder population owns their own residences in the primary market area and the median housing value was reported to be $166,559 in 2002. Given that the elderly population typically own their residence free and clear, it is reasonable to assume that there would be additional income available from the sale of a residence which could be amortized over the length of stay. Given the average price of a house and that the majority of the elderly own their houses free and clear, we have assumed that this cash would provide for additional income of say $9,994 annually or a safe rate of return of 6.0 percent of the investment (6.0 percent x $166,559).

After accounting for this ($23,800 - $9,994 = $13,800), we have considered still considered an income qualifier of $15,000 to be a reasonable threshold for entrance to the subject facility due to the rent structure at the property. Reference is made to the table below for a summary of household income for the income qualifiers in the $15,000+ range.

             
VALUATION SERVICES     34     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Income Statistics
Households With Incomes Greater Than                    $15,000

                                 
    PMA   SMA
    7 Miles   10 Miles
   
 
    Total   %   Total   %
   
 
 
 
2002
                                
*Total 65+
     19,318       —       35,415       —  
65+
     16,287       84.3 %     29,546       83.4 %
75+
     6,784       35.1 %     12,577       35.5 %
85+
     1,496       7.7 %     2,804       7.9 %
2007
                                
*Total 65+
     21,932       —       39,802       —  
65+
     19,702       89.8 %     33,182       83.4 %
75+
     8,029       36.6 %     14,965       37.6 %
85+
     1,921       8.8 %     3,617       9.1 %

*Unadjusted for Income

Source: Claritas, Inc.

Income Statistics - Growth Rates
Households With Incomes Greater Than                    $15,000

                                 
    PMA   SMA
    7 Miles   10 Miles
   
 
2002-2007   Total   Annual   Total   Annual
 
 
 
 
*Total 65+
     13.5 %     2.6 %     12.4 %     2.4 %
65+
     21.0 %     3.9 %     12.3 %     2.3 %
75+
     18.4 %     3.4 %     19.0 %     3.5 %
85+
     28.4 %     5.1 %     29.0 %     5.2 %

* Unadjusted for Income

Source: Claritas, Inc.

We have found that for households over $15,000 within our primary market area in 2002 (7-mile radius), there were 16,287 for the 65+ age group, 6,784 for the 75+ age group and 1,496 for the 85+ age group. The number of households earning $15,000 or more in the primary market area is anticipated to increase over the next five years at an annual average rate of 3.88 percent for age 65+ households, 3.43 percent per year for age 75+ and 5.13 percent for the age 85+ households. Overall, these figures appear to be consistent with the population trends.

Penetration Rates

A market penetration analysis provides insight into project feasibility. It indicates the ability of a project to lease-up or maintain stabilized operation based on a ratio analysis of other geographic areas (units to population) applied to the subject’s market area. The applicability of the penetration analysis is dependent on the similarities of the area analysis to the subject area. Other factors may cause variations in the penetration rates in an individual market such as competition from similar property types (assisted versus independent living) and unique market demand characteristics (urban versus rural). Given the relatively small number of units and population in an individual area, some divergence from the macro ratio is not unlikely.

In this analysis we have defined the penetration rate to be the percentage of primary market assisted living units to age and income-qualified residents. The 2002 penetration rate is compared to that projected for 2007 based on a supply increase of 25 percent. While there are no firm industry standards for penetration rates, studies across the country suggest that assisted living penetration rates up to 7.0 percent reflect good markets or markets in equilibrium. These percentages have been provided by the MDS Research Company, Inc., who specializes in the market and feasibility analysis of senior housing facilities. Furthermore, a Cushman & Wakefield survey of over 120 senior housing markets across the nation supports acceptable penetration rates of 7.0 percent or below.

Through a review of senior demographics, industry surveys noted above and local market characteristics; we have utilized the following criteria to determine the subject’s market area characteristics.

             
VALUATION SERVICES     35     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

MARKET CLASSIFICATIONS

             
    Market Wide   Market Penetration   Rent
Type of Market   Occupancy   Rate   Concessions
 
 
 
Good   90%+   Up to 3.9%   None
Equilibrium   80 – 89%   4.0% - 6.9%   Nominal
Saturation   70 – 79%   7.0% - 9.9%   Moderate
Saturated (Over Built)   69% and Below   10% and Above   Substantial

Nationally, it is generally anticipated that 60 to 70 percent of residents will come from the primary market area and an additional 15 to 20 percent will be from the secondary market area. The remainder of the residents will generally be from other areas and have relocated to be closer to family members. Primary market residents lost to other market areas generally offset residents coming from the secondary market.

The demand for elderly housing is determined by analyzing the relationship between the supply of senior housing units and the number of qualified residents with adequate income to afford the units. In general, a higher ratio of qualified residents, coupled with a high overall occupancy in the area indicates a strong demand for senior housing. At the same time, a low ratio of units to available households coupled with a high occupancy also indicates a high demand. A low occupancy for the area always indicates a low demand. In other words, the ratio of qualified residents is only one component.

We have calculated the market wide occupancy as of the date of inspection for the subject’s primary market area. The primary competing facilities in the PMA, including the subject, are shown in the following table. We acknowledge that the following summary of properties may not represent all of the facilities in the market area, but are what we believe to be the most competitive to the subject.

MARKET OCCUPANCY CHARACTERISTICS
Primary Market Area

                         
Name   No. Units   Occupancy   Occupied Units
 
 
 
Park Regency
     162       100 %     159  
Merrill Gardens
     88       93 %     82  
Renaissance
     180       92 %     166  
SUBJECT
     164       99 %     162  
 
    
     
     
 
Totals
     594       96 %     569  

These, along with the previous factors shown will be used in our age and income qualified penetration analysis that follows.

Age and Income Qualified Penetration Analysis

In our analysis we have assumed that 70 percent of the residents will come from the primary market area. We note that the population in the area is moderate and that the general population is increasing and the elderly population is on the rise. This suggests that the subject facility will have to place greater weight on attracting residents to move to be close to family members. We note that areas where the younger population is expanding would be more apt to attract residents from outside the community to move to be closer to their children.

             
VALUATION SERVICES     36     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Based on the population and income data presented earlier, the following chart shows our market penetration analysis for the subject.

Market Penetration Analysis

Primary Market Area
7 Miles

                 
    2002   2007
   
 
65+ Income Qualified Households
     16,287       19,702  
Average Household Size*
     1.69       1.81  
 
    
     
 
Available Persons
     27,520       35,758  
Total Supply**
     594       743  
Required Resident % From PMA
     70 %     70 %
 
    
     
 
Required Residents
     416       520  
Available Persons
     27,520       35,758  
Indicated Penetration Rate***
     1.51 %     1.45 %

* Total 65+ Population Divided by Total 65+ Households

** No. of assisted living units (includes dementia) in primary market area.
     2007 figure accounts for 25 percent new or forecast competition

*** Required Residents divided by Available Persons

Source: Claritas, Inc.

Based on the data, the indicated penetration rate for the subject in 2002 is 1.51 percent. The projected growth of 25 percent in the unit supply in the next five years indicates a penetration rate of 1.45 percent in 2007.

Based on the market classification chart presented earlier, penetration rates of up to 3.9 percent were classified for good markets, 4.0 to 6.9 percent signifies the market is at equilibrium, 7.0 to 9.9 percent indicates a market is nearing saturation and rates above 10 percent signify the market is saturated.

The subject’s indicated penetration rate for 2002 signifies that there is good demand in the primary market area. Even assuming a 25 percent increase in supply over the next five years indicates good demand in the primary market area.

Conclusion

Overall, these findings suggest that there appears to be good demand for the subject facility in the primary market area from both the general population base and the project specific targeting. Based on the current inventory, the subject’s primary market area is not close to reaching a saturation point. Also, the lack of rent concessions is positive. Further, current statistics appear to be leaning towards a greater spend down of assets by the elderly and that traditional income levels may be conservative. With this in mind, and based on the indicated penetration rate of 1.51 percent for the general population, there appears to be an adequate marketplace for the subject facility.

             
VALUATION SERVICES     37     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Market Rate Comparisons

On the following pages are data sheets of the facilities we have compared with the subject. A map showing their location follows these pages. Exclusive of Pines at the Park, all of the facilities are noted as being located in the subject’s primary market area (PMA). Pines of the Park is located within the secondary market area (SMA).

             
VALUATION SERVICES     38     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE OF PARK REGENCY)

     
Senior Housing Rent No.   1
     
Park Regency    
2555 North Price Road    
Chandler, AZ    
 
Property Type:   IL/AL
     
Verification:   Marketing Director
    480-345-7171
    10/23/03
                 
No. Units   Unit Types   Occupancy
 
 
162
   Assisted Living Units     100 %
0
   Alzheimer Units/Beds     0 %
           
 
162
   Total Units/Beds     100 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 2,080     to   $ 2,080       346     to     378       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 1,560     to   $ 2,500       456     to     456       —     to     —       —     to     —  
Two-Bedroom
   $ 2,088     to   $ 2,700       950     to     950       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
     —     to     —                               —     to     —                          
Additional Personal Care
   $ 300     to   $ 900                               —     to     —                          
Community Fee
   $ 350     to   $ 350                                                                          
                         
Basic Service Care Package:       Additional Care:
Meals:   3           Care Hours Included in Base Rate:     0.5  
Utilities:   Water/Sewer   X       Additional Personal Care Charges     Levels  
    Electricity   X                
    Cable TV   X                
    Telephone   X       Incontinence Care:     Yes  
Housekeeping:   Weekly   X       Dressing Assistance:     Yes  
Activities:   Daily   X       Bathing Assistance:     Yes  
Transportation:   Bus   X       Medication Assistance:     Yes  
Security (Hrs):   24   X       Alzheimer Dementia Area:     No  
Nursing Staff:   CAN, RN   X                

Improvement Description

                         
Year Opened   1997   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   2       Library   X   Laundry   X
Site Suitability   Good                    
Construction Quality   Average   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco         Pvt Bath   X   Shared Bath   X
Roofing   Shingles       Kitchenettes   Yes        
Building Area (Sq.Ft.)   N/A                    
Condition   Average   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki       yes            
     
Remarks:   Park Regency is located approximate two miles west of the subject. This facility is a sister facility of the subject and offers three levels of care- independent, assisted living and skilled nursing. The assisted living facility is located in a separate building. The site is suitable for senior housing development. Visibility is and access is good.
             
VALUATION SERVICES     39     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE OF MERRILL GARDENS)

     
Senior Housing Rent No.   2
     
Merrill Gardens    
750 South Pennington    
Chandler, AZ 85224    
 
Property Type:   IL/AL
     
Verification:   Sales Manager
    408-814-8298
    10/23/03
                 
No. Units   Unit Types   Occupancy
 
 
88
   Assisted Living Units     93 %
0
   Alzheimer Units/Beds     0 %
           
 
88
   Total Units/Beds     93 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 1,375     to   $ 1,575       318     to     318       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 1,875     to   $ 2,075       561     to     561       —     to     —       —     to     —  
Two-Bedroom
   $ 2,400     to   $ 2,475       950     to     1220       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
   $ 500     to   $ 500                               —     to     —                          
Additional Personal Care
   $ 525     to   $ 1,200                               —     to     —                          
Community Fee
   $ 1,000     to   $ 1,000                                                                          
                     
Basic Service Care Package:           Additional Care:
Meals:   3       Care Hours Included in Base Rate:     0.5  
Utilities:   Water/Sewer   X   Additional Personal Care Charges     Leves  
    Electricity   X            
    Cable TV   X            
    Telephone   X   Incontinence Care:     Yes  
Housekeeping:   Weekly   \   Dressing Assistance:     Yes  
Activities:   Daily   X   Bathing Assistance:     Yes  
Transportation:   Bus   X   Medication Assistance:     Yes  
Security (Hrs):   24   X   Alzheimer Dementia Area:     No  
Nursing Staff:   CAN, RN   X            

Improvement Description

                         
Year Opened   1999   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   2       Library   X   Laundry   X
Site Suitability   Good                    
Construction Quality   Good   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco         Pvt Bath   X   Shared Bath   No
Roofing   Shingles       Kitchenettes   Yes        
Building Area (Sq.Ft.)   N/A                    
Condition   Good   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki       Yes            
     
Remarks:   Merrill Gardens is located approximately 1 miles north of the subject. The site is suitable for senior housing development. Visibility and access is good. Adjacent development is complimentary.
             
VALUATION SERVICES     40     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

 
COMPETITIVE MARKET ANALYSIS

(PHOTO OF PINES AT THE PARK)

     
Senior Housing Rent No.   3
     
Pines at the Park    
35 West Brown Road    
Mesa, AZ 85201    
 
Property Type:   IL/AL
     
Verification:   Marketing Director
    480-834-0600
    10/23/03
             
No. Units   Unit Types   Occupancy
 
 
415   Assisted Living Units     66 %
0   Alzheimer Units/Beds     0 %
       
 
415   Total Units/Beds     66 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size           Dementia           Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 1,120     to   $ 1,200       430     to     455       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 1,465     to   $ 1,630       633     to     810       —     to     —       —     to     —  
Two-Bedroom
   $ 1,730     to   $ 2,020       768     to     1013       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
   $ 300     to   $ 300                               —     to     —                          
Additional Personal Care
     N/A     to     N/A                               —     to     —                          
Community Fee
   $ 500     to   $ 500                                                                          
                 
Basic Service Care Package:       Additional Care:    
Meals:   2       Care Hours Included in Base Rate:   N/A
Utilities:   Water/Sewer   X   Additional Personal Care Charges   N/A
    Electricity   X        
    Cable TV   X        
    Telephone   X   Incontinence Care:   No
Housekeeping:   Weekly   X   Dressing Assistance:   No
Activities:   Daily   X   Bathing Assistance:   No
Transportation:   Bus   X   Medication Assistance:   No
Security (Hrs):   24   X   Alzheimer Dementia Area:   No
Nursing Staff:   N/A   X        

Improvement Description

                         
Year Opened   1980   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   2       Library   X   Laundry   X
Site Suitability   Average                    
Construction Quality   Average   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco            Pvt Bath   X   Shared Bath   No
Roofing   Shingles       Kitchenettes   No        
Building Area (Sq.Ft.)   N/A                    
Condition   Average   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki       No            
     
Remarks:   Pines at the Park is located approximately 10 miles north of the subject. This facility is owned and operated by Leisure Care. This is primarilly an independent living facility, but does offer assisted living services through a home health care provider. The site is suitable for senior housing development. Visibility and access is good. Adjacent development is complimentary.
             
VALUATION SERVICES     41     ADVISORYGROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE OF RENAISSANCE)

     
Senior Housing Rent No.   4
     
Renaissance    
9508 East Riggs Road    
Sun Lakes, AZ 85248    
 
Property Type:   IL
     
Verification:   Marketing Director
    480-833-2000
    10/23/03
                 
No. Units   Unit Types   Occupancy
 
 
180
   Assisted Living Units     92 %
0
   Alzheimer Units/Beds     0 %
           
 
180
   Total Units/Beds     92 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 1,675     to   $ 1,895       763     to     763       —     to     —       —     to     —  
Two-Bedroom
   $ 2,349     to   $ 2,049       1182     to     1182       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
   $ 200     to   $ 200                               —     to     —                          
Additional Personal Care
     N/A     to     N/A                               —     to     —                          
Community Fee
   $ 150     to   $ 150                                                                          
                 
Basic Service Care Package:   Additional Care:
Meals:   3       Care Hours Included in Base Rate:   N/A
Utilities:   Water/Sewer   X   Additional Personal Care Charges   N/A
    Electricity   X        
    Cable TV   X        
    Telephone       Incontinence Care:   No
Housekeeping:   Weekly   X   Dressing Assistance:   No
Activities:   Daily   X   Bathing Assistance:   No
Transportation:   Bus   X   Medication Assistance:   No
Security (Hrs):   24   X   Alzheimer Dementia Area:   No
Nursing Staff:   CAN, RN   X        

Improvement Description

                         
Year Opened   1999   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   3       Library   X   Laundry   X
Site Suitability   Good                    
Construction Quality   Good   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco         Pvt Bath   X   Shared Bath   No
Roofing   Shingles       Kitchenettes   Yes        
Building Area (Sq.Ft.)   N/A                    
Condition   Good   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki       Yes            
     
Remarks:   Renaissance is located approximately 6 miles south of the subject. This facility is an independent living facility only. No assisted living care is offered. Meals are alacarte at a charge of $300 per month. This amount has been added to the base rents indicated above. The site is suitable for senior housing development. Visibility and access is good. Adjacent development is complimentary.
             
VALUATION SERVICES     42     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

RENT COMPARABLE MAP

(RENT COMPARABLE MAP)

             
VALUATION SERVICES     43     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

             
VALUATION SERVICES     44     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Direct Comparisons

As a basis for comparing the subject’s asking rental rates to the comparables shown in the previous summary, we have classified each comparable in relation to the subject as either similar, inferior, or superior. The overall classification was based on the five primary factors (aside from pricing) used by potential residents in choosing an assisted living facility. These factors are based on our discussions with hundreds of marketing directors and administrators across the nation. The five main factors in order of importance are as follows: reputation for quality care or social status of the facility; age and condition of the building; unit sizes; amenities and planned activities; and location.

Based on our physical inspection of the comparables and the subject, discussion with local market participants, and interviews with marketing directors, we have classified the comparables as follows:

     
Rental No.   Comparison To Subject
 
1
2
3
4		   Similar
Similar
Inferior
Superior

Rental Rate Analysis

The monthly rates at Chandler Villas include three meals per day, weekly housekeeping/laundry, utilities (except for telephone), activities and scheduled transportation.

A summary of the asking or street rents for the subject, as well as the rates for the competitive properties are shown below.

One-Bedroom Units

The following chart indicates the asking rates for one-bedroom units at the subject, as well as the comparables:

One-Bedroom Units

                                                 
Facility Name   Unit Size (SF)     Rental Range
 
   
Park Regency
     456       —       456     $ 1,560       —     $ 2,500  
Merrill Gardens
     561       —       561     $ 1,875       —     $ 2,075  
Pines at the Park
     633       —       810     $ 1,465       —     $ 1,630  
Renaissance
     763       —       763     $ 1,675       —     $ 1,895  
SUBJECT
     430       —       680     $ 1,300       —     $ 2,240  
Range (Excluding Subject)
     456       —       810     $ 1,465       —     $ 2,500  

The comparables indicate a range of asking rents from $1,465 to $2,500 per month, with the subject’s asking rent of $1,300 to $2,240 per month falling within the indicated range. The comparables are similar in that the rates shown are base rates with personal care charged additionally.

According to the rent roll, actual rents being paid for an one-bedroom apartment at the subject ranges from $1,000 to $2,150 with an average rate of $1,490 per month. The current average

             
VALUATION SERVICES     45     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

asking rent at the subject is $1,733 per month. Based on the subject’s historical performance as well local market conditions, a monthly rent of $1,500 per month has been used in our analysis for one-bedroom apartments.

Two-Bedroom Units

The following chart indicates the asking rates for two-bedroom units at the subject, as well as the comparables:

Two-Bedroom Units

                                                         
Facility Name   Unit Size (SF)   Rental Range
 
           
Park Regency
     950       —       950             $ 2,088       —     $ 2,700  
Merrill Gardens
     950       —       1,220             $ 2,400       —     $ 2,475  
Pines at the Park
     768       —       1,013             $ 1,730       —     $ 2,020  
Renaissance
     1,182       —       1,182             $ 2,349       —     $ 2,049  
SUBJECT
     829       —       900             $ 1,980       —     $ 2,500  
Range (Excluding Subject)
     768       —       1,220             $ 1,730       —     $ 2,700  

The comparables indicate a range of asking rents from $1,730 to $2,700 per month, with the subject’s asking rent of $1,980 to $2,500 per month falling within the indicated range. The comparables are similar in that the rates shown are base rates with personal care charged additionally.

According to the rent roll, actual rents being paid for a two-bedroom apartment at the subject ranges from $950 to $2,300 with an average rate of $1,894 per month. The current average asking rent at the subject is $2,263 per month. Based on the subject’s historical performance as well local market conditions, a monthly rent of $1,900 per month has been used in our analysis for two-bedroom apartments.

Summary/Conclusion

The subject is one of several competing facilities in the marketplace and offers lower level assisted living under a supervisory care licensing. The subject’s occupancy level over the last several years has been inconsistent. The subject rates are generally at the lower end of the range indicated by the competition along with its sister facilities although they appear to be reflective of market rates. Concessions are not prevalent in the marketplace. The subject’s current high occupancy of 99 percent reflects its ability to continue to attract, as well as retain residents and suggests that there is a good marketplace for this type of facility and which should continue into the foreseeable future.

             
VALUATION SERVICES     46     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SITE DESCRIPTION

     
Location:   101 South Yucca Street
    Chandler, Maricopa County, Arizona 85224
     
    The subject site is located on the south side of Yucca Street and is bordered by Commonwealth Avenue to the north and Butler Street to the south.
     
Shape:   Irregular
     
Topography:   Level
     
Land Area:   8.2600 gross acres (8.2600 net acres)
 
    359,631 gross square feet (359,631 net square feet)
     
Frontage, Access, Visibility:   The subject site has approximately 1,955 feet of front along the east side of Yucca Street, 327 feet of frontage along Bulter Street to the south and 250 feet of frontage along Commonwealth Avenue to the north. Access is provided via curb cuts on Yucca Street. Visibility and access is considered good.
     
Soil Conditions:   We did not receive nor review a soil report. However, we assume that the soil’s load-bearing capacity is sufficient to support existing and/or proposed structure(s). We did not observe any evidence to the contrary during our physical inspection of the property. Drainage appears to be adequate.
     
Utilities    
     
          Water:   City of Chandler
     
          Sewer:   City of Chandler
     
          Electricity:   Salt River Project
     
          Gas:   Southwest Gas Company
     
          Telephone:   Mountain Bell Telephone
     
Site Improvements:   The site improvements include asphalt paved parking areas, concrete walkways, landscaping, swimming pool, spa, yard lighting, concrete block fencing and drainage.
     
Land Use Restrictions:   We were not given a title report to review. We do not know of any easements, encroachments, or restrictions that would adversely affect the site’s use. However, we recommend a title search to determine whether any adverse conditions exist.
     
Flood Map:   National Flood Insurance Rate Map Community Map 040040 2665F, effective date July 19, 2001.
     
Flood Zone:   Flood Zone X500-Areas inundated by 500-year flooding
     
Wetlands:   We were not given a Wetlands survey. If subsequent engineering data reveal the presence of regulated wetlands, it could materially affect property value. We did not note any presence of wetlands during our inspection We recommend a wetlands survey by a competent engineering firm.
     
Seismic Hazard:   The site is not located in a Special Study Zone as established by California’s Alquist-Priolo Geological Hazards Act.
             
VALUATION SERVICES     47     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SITE DESCRIPTION

     
Hazardous Substances:   We observed no evidence of toxic or hazardous substances during our inspection of the site. However, we are not trained to perform technical environmental inspections and recommend the services of a professional engineer for this purpose.
     
Overall Functionality:   The subject site is functional for the current use.
             
VALUATION SERVICES     48     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

The following description of improvements is based upon our physical inspection of the improvements along with our discussions with the Executive Director. Please refer to the development plan and floor plans in the Addenda.

The facility was constructed in 1986 and contains 119,506 square feet of gross building area within 17, one- and two-story buildings. The facility contains 164 units and is licensed (supervisory care) for 164 beds. The unit mix for the development is as follows.

Chandler Villas

                                 
                    Ave.        
    No.   Unit   Unit   Total
Description   Units   Size   Sq. Ft.   Sq. Ft.
 
 
 
 
Assisted Living
                                
Small One-Bedrooms
     35       430       430       15,050  
Large One-Bedrooms
     94       640-717       680       63,920  
Two-Bedrooms
     35       829-900       865       30.275  
 
    
             
     
 
Total Living Area/Ave.
     164               666       109,245  
Central Commons Building
                             7,800  
Recreation Area
                             2,400  
Pool/Restroom Building
                             61  
 
                            
 
Total
                             119,506  

We note that the subject units are located in 15 one- and two-story buildings. The two-story buildings are connected by catwalks on the upper floors. Numerous stairwells and four elevators also provide access to the second floor resident units. All the units on the first floor have access to the outdoors.

The Central Commons building and Recreation building are sprinklered, however, the resident units are not sprinklered. Due to the lack of fire sprinklers in the resident units, the subject facility is licensed only for supervisory care. In order to be eligible for a personal care or assisted living license, all of the resident units would need to be sprinklered. The ownership is currently evaluating the possibility of sprinklering all buildings.

The central commons building contains the main entrance to the facility, receptionist, lobby, administrative offices, general dining room, kitchen, private dining room, beauty salon, activity room, three public restrooms, library staff lounge and card room.

The Recreation Building contains a kitchen, billiard room, storage room, activities room and public restroom.

General Description

       
Year Built:     1986
Number of Buildings:     17
Number of Stories:     One- and two
Gross Building Area:     119,506 square feet
             
VALUATION SERVICES     49     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

           
    Number of Units:     164
           
    Number of Licensed Beds:     164
           
    Design and Functionality:     The building is of average quality construction. The improvements have good appeal to prospective residents.
           
    Amenities:     Dining Room, Private Dining Room, Living Room, Library, Billiard Room, Sitting Areas, Administrative Offices, Activity Rooms, Resident Laundry, Kitchen, Beauty Salon, Library.
           
Construction Detail      
           
    Basic Construction:     Wood frame
           
    Foundation:     Poured concrete slab
           
    Framing:     Wood wall construction.
           
    Floors:     Reinforced concrete poured over gravel. The upper floor is bridged by wood stud floor beams.
           
    Exterior Walls:     The exterior facade of the building consists of stucco.
           
    Roof Cover:     Wood truss roofing system covered with a composition shingle cover.
           
    Windows:     Units have thermal windows in vinyl frames. The windows are single pane with sliders.
           
Mechanical Detail      
           
    Heating:     The common areas of the building is heated and cooled by common gas fired HVAC systems. All of the units have HVAC units
           
    Plumbing:     The plumbing system is assumed to be adequate for existing use and in compliance with local law and building codes. The plumbing system is typical of other assisted living type properties in the area with a combination of copper supply lines and plastic or cast iron waste and vent lines throughout the improvements.
           
    Electrical Service:     Electricity for the building is obtained through low voltage underground power lines. Electrical service appears adequate.
           
    Emergency Power:     The building’s electrical system is backed by one emergency natural gas generator serving all building safety and support systems.
           
    Elevator Service:     The buildings contain a total of four elevators.
           
    Fire Protection:     The common and recreation buildings are fire sprinklered. The resident units, however, are not fire sprinklered. Each apartment has electric smoke detectors in compliance with local code.
           
    Security:     Resident call systems in all of the resident living areas and bathrooms.
             
VALUATION SERVICES     50     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

         
Interior Detail    
         
    Layout:   The resident units are located in 15 separate buildings. The resident living units are one and two-bedroom which have kitchen. The kitchens contain a full size refrigerator, stove/oven, double sinks, countertops and cabinets. Some units also contain dishwashers. All units have baths with a sink, toilet and prefabricated shower stalls.
         
        Overall, the unit sizes and layouts are typical for assisted living. Reference is made to the unit and floor plans in the Addenda.
         
    Floor Covering:   Carpet in the unit with sheet vinyl tile in the bathroom.
         
    Walls:   Painted and textured gypsum board.
         
    Ceilings:   Acoustical tile.
         
    Bathrooms:   Each resident unit is equipped with a full bathroom. All bathrooms consist of a walk-in shower with wall-mounted showerhead, toilet and sink and sheet vinyl floor covering, and a combination wall papered gypsum board walls.
         
    Kitchen Facilities:   All meals for the residents are prepared in a central kitchen in the Central Commons Building. Equipment includes a gas range, steel hood with fire suppression system, dishwashers, stainless steel preparation tables, walk-in coolers and walk-in freezers.
         
Site Improvements    
         
    Parking:   111 spaces (0.68: Unit).
         
    Onsite Landscaping:   A variety of trees, shrubbery and grass.
         
    Other:   Other site improvements include paved asphalt parking areas, concrete walkways, landscaping, yard lighting, swimming pool, spa, and drainage as well as fencing.
         
Summary    
         
    Condition:   The subject improvements are in average condition. The improvements have been well maintained and provides a good appearance relative to competing buildings within its market. We note that the improvements were renovated in 2002.
 
        We did not inspect the roof of the building or make a detailed inspection of the mechanical systems. The appraisers, however, are not qualified to render an opinion as to the adequacy or condition of these components. The client is urged to retain an expert in this field if detailed information is needed about the adequacy and condition of mechanical systems.
         
    Quality:   The overall quality of the improvements is rated as average and is consistent with the competition in the market area.
             
VALUATION SERVICES     51     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

         
    Layout & Functional Plan:   Average. The facility is considered to be moderately functional for its current use. There are limited common areas, while the units are considered to be comparable too most competing projects within the area. The furnishings and fixtures appear to be of average quality. The living area of the facility equates to around 91 percent of the total area. This equates to around 8 percent of the facility being designated common area. This is very different from today’s design of around 40 percent to 60 percent common area. Also, the units are not sprinklered which prohibits the facility from offering assisted living care.
         
    Year Built:   1986
         
    Effective Age:   15 years
         
    Expected Economic Life:   50 years
         
    Remaining Economic Life:   35 years

Americans With Disabilities Act

The Americans With Disabilities Act (ADA) became effective January 26, 1992. We have not made, nor are we qualified by training to make, a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey and a detailed analysis of the requirements of the ADA could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since we have not been provided with the results of a survey, we did not analyze the results of possible non-compliance.

Hazardous Substances

We are not aware of any potentially hazardous materials (such as formaldehyde foam insulation, asbestos insulation, radon gas emitting materials, or other potentially hazardous materials), which may have been used in the construction of the improvements. However, we are not qualified to detect such materials and urge the client to employ an expert in the field to determine if such hazardous materials are thought to exist.

             
VALUATION SERVICES     52     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

REAL PROPERTY TAXES AND ASSESSMENTS

Taxes are levied against all real property in this locale for the purpose of providing funding for the various municipalities. The amount of ad valorem taxes is determined by the current assessed value for the property in conjunction with the total combined tax rate for the municipalities. The property is subject to the taxing jurisdiction of Maricopa County. The assessors’ parcel identification number is 303-23-003H.

The 2003 fiscal tax year is the most recent year for both assessed value and tax information for the subject. This data is shown below.

PROPERTY ASSESSMENT/TAX DATA

           
      2003
     
Assessor’s Market Value:
        
 
Land
   $ 719,262  
 
Improvements
     5,427,822  
 
Personal Property
     10,000  
 
    
 
 
Assessor’s Market Value:
   $ 6,157,084  
Equalization/Assessment Ratio
     100.00 %
 
    
 
Assessed Value
   $ 6,157,084  
Tax Rate ($/$1,000 AV)
     11.6162  
 
    
 
Total Property Taxes
   $ 71,521.82  
Building Area
     119,506  
Property Taxes per Square Foot
   $ 0.60  
No. of Units
     164  
Property Taxes per Unit
   $ 436.11  

The definition of market value used in this report assumes a sale of the property. If the property were sold, it would be reassessed according to the county assessor’s opinion of its market value, which is typically the sale price. The current assessment of the property of $6,157,084 is considered low based on our market value estimates determined herein.

             
VALUATION SERVICES     53     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

REAL PROPERTY TAXES AND ASSESSMENTS

Assuming that the real estate new has a value of around $8,400,000 based on the Cost Approach (after deducting for any going concern value), the indicated base taxes for the facility would be approximately $100,000. The increased taxes of $100,000 rounded will be reflected in our proforma model in the Income Capitalization Approach. The above calculations are presented in the following table.

Tax Calculation

         
Total Hard Costs
   $ 7,031,733  
Plus Land
   $ 1,400,000  
 
    
 
Subtotal
   $ 8,431,733  
Assessment Ratio
     100 %
Assessed Value
   $ 8,431,733  
Tax Rate
     11.6161839  
Per
   $ 1,000  
R.P. Taxes
   $ 97,945  
Estimated Taxes PSF
   $ 0.82  
Taxes per Bed
   $ 597.22  
             
VALUATION SERVICES     54     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ZONING

The property is zoned PAD (Planned Area Development) by the City of Chandler. The intended use of this zoning district is to provide mixed-use land development. Development densities in the PAD district are determined using the Chandler Comprehensive Plan as a guideline. The subject is a legal conforming use.

We are not experts in the interpretation of complex zoning ordinances but the property appears to be a conforming use based on our review of public information. The determination of compliance is beyond the scope of a real estate appraisal.

We know of no deed restrictions, private or public, that further limit the subject property’s use. The research required to determine whether or not such restrictions exist, however, is beyond the scope of this appraisal assignment. Deed restrictions are a legal matter and only a title examination by an attorney or title company can usually uncover such restrictive covenants. Thus, we recommend a title search to determine if any such restrictions do exist.

             
VALUATION SERVICES     55     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

HIGHEST AND BEST USE

Definition Of Highest And Best Use

According to The Dictionary of Real Estate Appraisal, Third Edition (1993), a publication of the Appraisal Institute, the highest and best use is defined as:

 
The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum profitability.

Highest And Best Use Criteria

We evaluated the site’s highest and best use both as currently improved and as if vacant. In both cases, the property’s highest and best use must meet four criteria described above.

Legally Permissible

The first test concerns permitted uses. According to our understanding of the zoning ordinance, noted earlier in this report, the site may legally be improved with structures that accommodate residential and medically related uses. Aside from the site’s zoning and regulations, we are not aware of any legal restrictions that limit the potential uses of the subject.

Physically Possible

The second test is what is physically possible. As discussed in the “Property Description,” the site’s size, soil, topography, etc. do not physically limit its use. The subject site is of adequate shape and size to accommodate almost all urban land uses.

Financial Feasibility and Maximal Productivity

The third and fourth tests are, respectively, what is feasible and what will produce the highest net return. After analyzing the physically possible and legally permissible uses of the property, the highest and best use must be considered in light of financial feasibility and maximum productivity. For a potential use to be seriously considered, it must have the potential to provide a sufficient return to attract investment capital over alternative forms of investment. A positive net income or acceptable rate of return would indicate that a use is financially feasible.

As stated in the Competitive Market Analysis section, population, income and age statistics would indicate that demand for senior living options in the subject area is considered moderate. This relates to the economic feasibility of developing a property similar to the subject. The stabilized facilities in the subject’s market area are exhibiting occupancies generally above 90 percent. As such, market conditions for senior living in the subject’s primary market area is considered adequate.

Highest and Best Use of Site As Though Vacant

Considering the subject site’s size, configuration and topography, location among other senior housing properties and state of the local senior housing market, it is our opinion that the Highest and Best Use of the subject site as though vacant is multi-family residential property developed to the highest density possible.

             
VALUATION SERVICES     56     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

HIGHEST AND BEST USE

Highest and Best Use of Property As Improved

According to the Dictionary of Real Estate Appraisal, highest and best use of the property as improved is defined as:

 
The use that should be made of a property as it exists. An existing property should be renovated or retained as is so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one.

As discussed, an senior housing facility exists on the site. The design, layout, as well as average unit size of the facility is good and there is no functional obsolescence in the improvements. As will be demonstrated in the Sales Comparison Approach and the Income Capitalization Approach, the operating characteristics of an assisted living facility represents a viable facility from a revenue-producing standpoint.

Alternative uses for the existing improvements, however, would be limited due to the overall design (smaller rooms and no individual cooking facilities). As a result, any conversion to an alternative use would be costly.

It is our opinion that the existing complex adds value to the site as if vacant, and rent levels of existing leases encumbering the subject property would dictate a continuation of the current use. As has been noted, the lack of fire sprinklers in the resident units does not allow the facility to provide assisted living care to residents. Therefore, it is our opinion that the Highest and Best Use of the subject property as improved is as it is currently utilized as a supervisory care living facility.

             
VALUATION SERVICES     57     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

VALUATION PROCESS

Methodology

There are three generally accepted approaches available in developing an opinion of value: the Cost, Sales Comparison and Income Capitalization approaches. We have considered and analyzed each in this appraisal to develop an opinion of the market value of the subject property, because this is a complete appraisal. In appraisal practice, an approach to value is included or eliminated based on its applicability to the property type being valued and the quality of information available. Each approach is discussed below, and applicability to the subject property is briefly addressed in the following summary.

Land Value

Developing an opinion of land value is typically accomplished via the Sales Comparison Approach by analyzing sites of comparable utility adjusted for differences, to indicate a value for the subject parcel. Valuation is typically accomplished using a unit of comparison such as price per square foot or acre. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of non typical conditions affecting the sales price.

Cost Approach

The Cost Approach is based upon the proposition that an informed purchaser would pay no more for the subject than the cost to produce a substitute property with equivalent utility. This approach is particularly applicable when the property being appraised involves relatively new improvements, which represent the highest and best use of the land; or when relatively unique or specialized improvements are located on the site, for which there exist few sales or leases of comparable properties.

In the Cost Approach, the appraiser forms an opinion of the cost of all improvements, depreciating them to reflect value loss from physical, functional and external causes. Land value, entrepreneurial profit and depreciated improvement costs are then added for a total value.

Sales Comparison Approach

The Sales Comparison Approach utilizes sales of comparable properties, adjusted for differences, to indicate a value for the subject property. Valuation is typically accomplished using a unit of comparison such as price per square foot, effective gross income multiplier or net income multiplier. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of non typical conditions affecting the sales price.

Income Capitalization Approach

This approach first determines the income-producing capacity of a property by utilizing contract rents on leases in place and by estimating market rent from rental activity at competing properties. Deductions then are made for vacancy and collection loss and operating expenses. The resulting net operating income is capitalized at an overall capitalization rate to derive an

             
VALUATION SERVICES     58     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

VALUATION PROCESS

opinion of value. The capitalization rate represents the relationship between net operating income and value.

Related to the Direct Capitalization Method is the Discounted Cash Flow Method. In this method, periodic cash flows (which consist of net operating income less capital costs) and a reversionary value are developed and discounted to a present value using an internal rate of return that is determined by analyzing current investor yield requirements for similar investments.

The reliability of the Income Capitalization Approach depends upon whether investors actively purchase the subject property type for income potential, as well as the quality and quantity of available income and expense data from comparable investments.

Summary

This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The valuation process is concluded by analyzing each approach to value used in the appraisal. When more than one approach is used, each approach is judged based on its applicability, reliability, and the quantity and quality of its data. A final value opinion is chosen that either corresponds to one of the approaches to value, or is a correlation of all the approaches used in the appraisal.

             
VALUATION SERVICES     59     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

We used the Sales Comparison Approach to develop an opinion of land value. In this method, we analyzed prices buyers have recently paid for similar sites in this area, as well as examined current offerings. In making comparisons, we adjusted the sale prices for differences between this site and the comparable sites. We present on the following pages a summary of pertinent details of sites recently sold that we compared to the site appraised.

In the valuation of the subject’s fee simple interest, the Sales Comparison Approach has been used to establish prices being paid for comparably zoned land. The most widely used and market oriented unit of comparison for properties with characteristics similar to those of the subject is the sale price per square foot of land area. All transactions utilized in this analysis are computed on this basis.

Real estate developers make qualitative and quantitative judgments in the acquisition of a site with development potential such as the subject property. Subjectively, a developer considers the nature of surrounding land uses and proximity to complimentary services to a potential project. Objectively, the physical and functional attributes of the site, and the cost of preparing it for construction must be calculated. Lying between these two considerations are the many aesthetic and economic factors, which come to influence the final product.

The major elements of comparison for analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its utility and the physical characteristics of the property.

             
VALUATION SERVICES     60     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

LAND SALES MAP

(LAND SALES MAP)

             
VALUATION SERVICES     61     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

SUMMARY OF LAND SALES

                                                           
            Price   Site SqFt   Zoning                        
           
 
 
                       
No.   Location   Date   Site Acres   Utility*   Public Utilities   $/SqFt   COMMENTS
 
 
 
 
 
 
 
  1    
SWC Knox Rd & McQueen Rd.
   $ 1,094,446     379,408    SF   PAD   Yes   $ 2.88     To hold for development of
       
Chandler, AZ
     4/03     8.7100    Ac   Good                   a clusterhome community.
  2    
SE of Octtillo & Dobson Road
   $ 1,040,000     147,668    SF   PAD   Yes   $ 7.04     Intended use to construct
       
Chandler, AZ
     6/03     3.3900    Ac   Good                   8 single family homes.
  3    
SW Germann Road & Comanche
   $ 364,800     167,445    SF   PAD   Yes   $ 2.18     Hold for development.
       
Chandler, AZ
     6/03     3.8440    Ac   Good                        
  4    
NE Germann Road & Alma School Road
   $ 290,000     218,889    SF   AG-1   Yes   $ 1.32     Intended use unknown. Zoning
       
Chandler, AZ
     8/02     5.0250    Ac   Good                   permits 1 acre minimum lot size.
                                           
    Price   Site SqFt     Zoning   Utilities   $/SqFt
   
 
   
               
    Date   Site Acres     Utility*                
   
 
   
 
 
Survey Low
   $ 290,000       147,668   SF       N/A       N/A     $ 1.32  
Survey High
   $ 1,094,446       379,408   SF       N/A       N/A     $ 7.04  
Average
   $ 697,312       228,353   SF       N/A       N/A     $ 3.36  
Survey Low
     8/02       3.3900   Ac       N/A       0     $ 0  
Survey High
     6/03       8.7100   Ac       N/A       0     $ 0  
Average
     3/03       5.2423   Ac       N/A     #DIV/0!   #DIV/0!
Subject Property
             359,631       PAD   Yes     N/A  
 
             8.2560       Good             N/A  

*   Utility includes shape, access, frontage and visibility.

             
VALUATION SERVICES     62     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

Adjustment Process

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. No adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between August 20, 2002 and June 25, 2003. The market has changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. A senior housing location is dependent on its visibility and access, as well as proximity to transportation and support services. The subject property is considered to exhibit a good location and visibility and it has average access. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Size

The size adjustment generally reflects the inverse relationship expressed between unit price and lot size. Smaller lots tend to sell for higher unit prices than larger lots, and vice versa. Hence, positive adjustments were made to larger land parcels, and negative adjustments were made to smaller land parcels. Each comparable was adjusted accordingly.

Public Utilities

All of the sales, like the subject, had full access to public utilities at the time of sale; therefore, no adjustments for this characteristic were required.

Utility

The subject property has good utility. The parcel is adequately shaped to accommodate a typical building, and it has good access, frontage and visibility. When a comparable is considered to have superior or inferior utility, an adjustment was made.

             
VALUATION SERVICES     63     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

Other

In some cases, other variables will impact the price of a transaction. Some examples would include soil or slope conditions, restrictive zoning, easements, wetlands or external influences. In our analysis of the comparables we found that no unusual conditions existed at the time of sale. As a result, no adjustments were required.

Comparable Sale No. 1

This is the April 2003 sale of a multi-family site located in Chandler, Arizona. The parcel contains 8.71 acres. At the time of sale, this comparable was considered inferior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location to the subject. The comparable is of a similar size to the subject. The comparable has inferior utility in relation to the subject. Positive adjustments for location and utility were warranted. Negative adjustments were not warranted.

Comparable Sale No. 2

This is the June 2003 sale of a residential site located in Chandler, Arizona. The parcel contains 3.39 acres. At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits a inferior location to the subject. The comparable is of a similar size to the subject. The comparable has superior utility in relation to the subject. Positive adjustments for location were warranted. Negative adjustments for utility were warranted.

Comparable Sale No. 3

This is the June 2003 sale of a residential site located in Chandler, Arizona. The parcel contains 3.844 acres. At the time of sale, this comparable was considered inferior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location to the subject. The comparable is of a similar size to the subject. The comparable has inferior utility in relation to the subject. Positive adjustments for location and utility were warranted. Negative adjustments were not warranted.

Comparable Sale No. 4

This is the August 2002 sale of a residential site located in Chandler, Arizona. The parcel contains 5.025 acres. At the time of sale, this comparable was considered inferior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable exhibits an inferior location to the subject. The comparable is of a similar size to the subject. The comparable has inferior utility in relation to the subject. Positive adjustments for location and utility were warranted. Negative adjustments were not warranted.

             
VALUATION SERVICES     64     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

The results of our adjustments are presented on the following table.

LAND SALE ADJUSTMENT GRID

                                                 
            Economic Adjustments (Cumulative)        
    $/SqFt   Property   Financing &            
   
  Rights   Conditions   Exp. After   Market*        
No.   Date   Conveyed   of Sale   Purchase   Conditions   Subtotal
 
 
 
 
 
 
1
   $ 2.88     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 2.88  
 
     4/03       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
2
   $ 7.04     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 7.04  
 
     6/03       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
3
   $ 2.18     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 2.18  
 
     6/03       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
4
   $ 1.32     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 1.32  
 
     8/02       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                                 
            Property Characteristic Adjustments (Additive)        
    $/SqFt                   Public               Adj.        
No.   Date   Location   Size   Utilities   Utility**   Other   $/SqFt   Overall
 
 
 
 
 
 
 
 
1
   $ 2.88     Inferior   Similar   Similar   Inferior   Similar   $ 3.89     Inferior
 
     4/03       15.0 %     0.0 %     0.0 %     20.0 %     0.0 %     35.0 %        
2
   $ 7.04     Inferior   Similar   Similar   Inferior   Similar   $ 9.16     Inferior
 
     6/03       10.0 %     0.0 %     0.0 %     20.0 %     0.0 %     30.0 %        
3
   $ 2.18     Inferior   Similar   Similar   Inferior   Similar   $ 2.94     Inferior
 
     6/03       15.0 %     0.0 %     0.0 %     20.0 %     0.0 %     35.0 %        
4
   $ 1.32     Inferior   Similar   Similar   Inferior   Similar   $ 1.79     Inferior
 
     8/02       15.0 %     0.0 %     0.0 %     20.0 %     0.0 %     35.0 %        

**   Utility includes shape, access, frontage and visibility.
                 
SUMMARY   Unadjusted   Adjusted
 
 
Price Range   $/SF Land   $/SF Land
 
 
Low
   $ 1.32     $ 1.79  
High
   $ 7.04     $ 9.16  
Average
   $ 3.36     $ 4.44  

Net Adjustment Range (Additive Property Characteristics)

         
Low
     30.0 %
High
     35.0 %
Average
     33.8 %

Summary of Sales and Opinion of Site Value

After considering the differences between each comparable and the subject, the adjusted sales price range is $1.79 to $6.34 per square foot of site area. We have elected to conclude within this range and our opinion of land value indicated by the Sales Comparison Approach is:

                 
            Sq.Ft.
           
Sq.Ft.:
             359,631  
Opinion of Value:
         X $ 4.00  
Indicated Land Value:
           $ 1,438,524  
Rounded Land Value:
           $ 1,400,000  
             
VALUATION SERVICES     65     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

Methodology

The Cost Approach is based on the principle of substitution, which states that no prudent person will pay more for a property than the cost of acquiring a site and constructing, without undue delay, an equally desirable and useful property. The steps have been outlined under the Valuation Process section of this report. We have previously developed an opinion of land value at $1,400,000.

Replacement Cost New (RCN)

In this section, we will estimate the replacement cost of the existing improvements. Generally, there are three methods of estimating replacement cost; 1) review of the actual/proposed costs of the subject, 2) review of construction costs of other similar type properties, and 3) estimating costs from published cost data sources. In the case of the subject, we were were not provided with actual construction costs for the improvements.

Marshall Valuation Service

As a check towards the above comparisons, we have estimated the replacement cost for the improvements from the Calculator Section in the Marshall Valuation Service, a nationally recognized publication containing construction costs for all types of improvements. Base costs in the Marshall Valuation Service are revised monthly and adjustment factors are provided to reflect regional and local cost variations.

Base Building Costs

The published costs include all direct costs for the base structure and tenant improvements, and the following indirect costs:

1.   Plans, specifications, and building permits, including engineer’s and architect’s fees;
 
2.   Interest on construction funds during the construction period;
 
3.   Sales taxes on materials; and
 
4.   Contractor’s overhead and profit, including worker’s compensation, fire and liability insurance, unemployment insurance, etc.

These base building costs, adjusted for any unique building characteristics and cost multipliers, are presented in the cost summary chart following this section.

Base Construction Costs

In referencing the Marshall Valuation Service cost manual, we have used base costs for a average quality Class D Multiple Residence – Elderly Assisted Living in Section 12/Page 16. The indicated base cost for the improvements is $ 56.84 per square. Based on the construction quality of the subject, we have concluded to a cost of $56.84 per square foot. Adjustments include $2.00 per square foot for sprinklers. Multiplier adjustments include 1.03 for current conditions, .98 for location, 1.00 for story height and .94 for perimeter.

Personal Property (Furniture, Fixtures and Equipment)

Based on the Marshall Valuation Service cost manual, the cost of furnishings, fixtures and equipment is estimated to be $3,500 per unit/bed or $574,000 for the 164 units.

             
VALUATION SERVICES     66     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

Site Improvement Costs

Site improvement costs are not included in our Base Building Cost opinion. These include landscaping, asphalt paving, walkways, etc. Site improvement costs are estimated to be $719,262.

Other Indirect Costs

Other indirect costs not included in the RCN of building and site improvements are developer overhead, property taxes, permanent loan fees, legal costs, developer fees, contingencies, and lease-up and marketing costs.

Research into these costs leads to the conclusion that an average property requires an allowance for other indirect costs of between 8.00 percent and 12.00 percent of RCN of building improvements plus site improvements. We have chosen to use 10.00 percent in our analysis.

Pre-Marketing/Stabilization Costs

Total costs to bring the property into production to a stabilized occupancy level include marketing and pre-marketing expenses, operating losses incurred during fill-up, promotional and public relations expenses, marketing consultants, and professional advertising through the various media. Based upon our knowledge of these expenses for similar facilities, and discussions with marketing specialists and consultants, we estimated the total costs to bring the property into production at stabilized occupancy to be approximately $902,000 or $5,500 per unit. We note that this estimate presumes a healthy market and a competent marketing/management team.

Entrepreneurial Profit

Entrepreneurial profit represents the return to the developer for taking the construction and lease-up risk. Market conditions can influence entrepreneurial profit. Based upon our discussions with developers in the local market, this figure tends to range between 10.00 percent to 20.00 percent of total direct and indirect costs. We chose to use 15.00 percent.

             
VALUATION SERVICES     67     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

Accrued Depreciation

There are three sources of accrued depreciation:

     
Physical Deterioration:   The subject improvements were built in 1986. We have used the economic age-life method to develop an opinion of physical deterioration. In the Improvements Description section of this report, we developed an opinion that the effective age of the subject to be 15 years and the economic life to be 50 years. This results in a physical deterioration of 30.00 percent (effective age divided by economic life).

The furniture, fixtures and equipment (FF&E). We have concluded that the effective age of the FF&E to be 10 years and the economic life to be 5 years. This results in a physical deterioration of 50.00 percent (effective age divided by economic life).
     
Functional Obsolescence:   Due to the fact that our RCN opinion considers the construction of the subject improvements utilizing modern materials and current standards, design and layout, functional obsolescence is not applicable. Therefore, functional obsolescence is zero percent.
     
External Obsolescence:   Based upon a review of the specific location of the subject as well as the local senior housing market, external obsolescence is zero percent.
     
Total Depreciation:   The sum of these elements of accrued depreciation is 30.00 percent for the improvements and 50.00 percent for the FF&E.

Conclusion

Please refer to the following page for our Cost Approach summary that concludes to a market value opinion as follows:

           
      VALUE
     
Cost Approach Conclusion
   $ 9,028,440  
Rounded
   $ 9,000,000  
 
Per Unit
   $ 54,878  
             
VALUATION SERVICES     68     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

COST APPROACH SUMMARY

                                             
                                        Total
REPLACEMENT COST NEW (RCN)   SqFt           $/SqFt   Total   Cost
       
 
Building Base Cost
     119,506             $ 56.84     $ 6,792,721          
   
Sprinklers
     119,506             $ 2.00       239,012          
 
                    
     
         
   
Subtotal (GBA)
     119,506             $ 58.84     $ 7,031,733          
 
                            
         
 
Subtotal of Building Costs
                           $ 7,031,733          
 
Multipliers
                                        
   
Current Cost
                     1.030                  
   
Local Area
                     0.980                  
   
Perimeter (approximate; blended)
                     0.937                  
   
Building Height
                     1.000                  
   
Product of Multipliers
                             x 0.946          
 
                            
         
 
Adjusted Base Cost
                           $ 6,650,668          
 
Furnishings, Fixtures & Equipment FF&E
   $ 3,500             $/Unit   $ 574,000          
 
                            
         
 
Total Furnishings, Fixtures & Equipment
                           $ 574,000          
 
Site Improvements
   $ 2.00             $/SqFt   $ 719,262          
 
                            
         
 
Total Direct Costs
                           $ 7,943,930          
   
Plus: Indirect Costs (% of Direct Costs)
     10.0 %                   $ 794,393          
 
                            
         
 
Subtotal Replacement Cost New ( RCN )
                                   $ 8,738,323  
 
Pre-Marketing/Stabilization Costs
   $ 5,500             $/Unit   $ 902,000          
 
                            
         
 
Subtotal
                                   $ 9,640,323  
   
Plus: Entrepreneurial Profit (% of RCN)
     15.0 %                             1,446,048  
 
                                    
 
 
Total Replacement Cost New ( RCN )
                                   $ 11,086,371  
   
Per Square Foot
                                   $ 119,506.00  
   
Per Unit
                                   $ 67,600  
ACCRUED DEPRECIATION
                                        
 
Physical Deterioration
   Improvements           FF&E                
   
Effective Age (Years):
     15 Years               5 Years                  
   
Total Expected Economic Life
     50 Years               10 Years                  
 
    
             
                 
   
Total Physical Depreciation:
     30.0 %   $ 3,127,881       50.0 %   $ 330,050          
 
Functional Obsolescence
     0.0 %     0                          
 
External Obsolescence
     0.0 %     0                          
 
    
     
     
     
         
Total
     30.0 %   $ 3,127,881       50.0 %   $ 330,050     $ 3,457,931  
 
                                    
 
Depreciated Value of the Improvements
                                   $ 7,628,440  
 
Per Square Foot GBA
                                   $ 91.16  
 
Per Unit
                                   $ 108,746  
Plus Land Value
                                   $ 1,400,000  
 
                                    
 
Indicated Value
                                   $ 9,028,440  
 
Rounded to nearest $100,000
                                   $ 9,000,000  
 
Per Unit
                                   $ 54,878  
 
Per Square Foot
                                   $ 75.31  
         
Source: Marshall Valuation Service   Section: 12   Quality: Average
    Section: 16       Class: D
    Date: 8/02       Type: Multiple Residences - Elderly Assisted Living
             
VALUATION SERVICES     69     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Methodology

In the Sales Comparison Approach, we developed an opinion of value by comparing this property with similar, recently sold properties in the surrounding or competing area. Inherent in this approach is the principle of substitution, which states that when a property is replaceable in the market, its value tends to be set at the cost of acquiring an equally desirable substitute property, assuming that no costly delay is encountered in making the substitution.

By analyzing sales that qualify as arm’s-length transactions between willing and knowledgeable buyers and sellers, we can identify value and price trends. The basic steps of this approach are:

1.   Research recent, relevant property sales and current offerings throughout the competitive area;
 
2.   Select and analyze properties that are similar to the property appraised, analyzing changes in economic conditions that may have occurred between the sale date and the date of value, and other physical, functional, or locational factors;
 
3.   Identify sales that include favorable financing and calculate the cash equivalent price;
 
4.   Reduce the sale prices to a common unit of comparison such as price per square foot, price per unit or effective gross income multiplier;
 
5.   Make appropriate comparative adjustments to the prices of the comparable properties to relate them to the property being appraised; and
 
6.   Interpret the adjusted sales data and draw a logical value conclusion.

The most widely used and market-oriented unit of comparison for properties such as the subject is the sales price per unit basis. All comparable sales were analyzed on this basis.

On the following pages we present a summary of the improved properties that we compared to the subject property, a map showing their locations, and an adjustment grid. Detail sheets describing these sales can be found in the Addenda.

Due to the nature of the subject property and the level of detail available for the comparable data, we have elected to analyze the comparables through application of:

•   A cash flow multiplier (CFM) analysis;
 
•   An effective gross income multiplier (EGIM) analysis;
 
•   A traditional adjustment grid utilizing percentage adjustments.

             
VALUATION SERVICES     70     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

SENIOR HOUSING SALES

                                                                         
                            No .of                                        
            Sale   Year   Units           Size   Sale           Net
No.   Facility Name/Location   Date   Built   (SF/Unit)   Occ.   (SF)   Price   Revenues   Income
 
 
 
 
 
 
 
 
 
1
   Carmel Village
     01/03       1986       189       97 %     117,666     $ 23,125,000     $ 5,450,000     $ 2,575,000  
 
   17077 San Mateo Street
                     623                             $ 28,836     $ 13,624  
 
   Fountain Valley, CA
                                                                
2
   Emerald Hills
     09/02       1999       89       100 %     61,677     $ 8,800,000     $ 2,475,000     $ 985,000  
 
   11550 Education Street
                     693                             $ 27,809     $ 11,067  
 
   Auburn, CA
                                                                
3
   Woodmark at Summit
     02/02       1998       92       60 %     77,445     $ 9,500,000     $ 3,300,000     $ 1,200,000  
 
   5165 Summit Ridge Court
                     842                             $ 35,870     $ 13,043  
 
   Reno, NV
                                                                
4
   Mapleridge of Laguna Creek
     01/02       1999       84       76 %     50,476     $ 8,055,600     $ 2,550,000     $ 850,000  
 
   6727 Laguna Park Drive
                     601                             $ 30,357     $ 10,119  
 
   Elk Grove, CA
                                                                
5
   Atria Redding
     07/01       1997       60       95 %     44,328     $ 5,000,000     $ 1,950,000     $ 625,000  
 
   101 Quartz Hill Road
                     739                             $ 32,500     $ 10,417  
 
   Redding, CA
                                                                
6
   Aegis of Napa
     06/01       1999       43       N/A       34,030     $ 7,200,000     $ 2,100,000     $ 775,000  
 
   2100 Redwood Road
                     791                             $ 48,837     $ 18,023  
 
   Napa, CA
                                                                
Subj.
   Chandler Villas
             1986       164       93 %     119,506             $ 3,279,545     $ 774,367  
 
   101 South Yucca Street
                     729                             $ 21,502     $ 5,077  
 
   Chandler
                                                                
Data
   Low             1997       43       60 %     44,328     $ 5,000,000     $ 14,789     $ 10,417  
Range
   High             1999       96       100 %     77,445     $ 9,500,000     $ 48,547     $ 20,390  
 
   Mean             1998       82       83 %     58,482     $ 7,838,900     $ 503,420     $ 162,278  

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                         
                            Units of Comparison        
                           
       
            Expense   Price   Price                   Cap
No.   Facility Name/Location   Ratio   Per Unit   Per SF   EGIM   CFM   Rate
 
 
 
 
 
 
 
1
   Carmel Village
     52.8 %   $ 122,354     $ 197       4.24       8.98       11.14 %
 
   17077 San Mateo Street
                                                
 
   Fountain Valley, CA
                                                
2
   Emerald Hills
     60.2 %   $ 98,876     $ 143       3.56       8.93       11.19 %
 
   11550 Education Street
                                                
 
   Auburn, CA
                                                
3
   Woodmark at Summit
     63.6 %   $ 103,261     $ 123       2.88       7.92       12.63 %
 
   5165 Summit Ridge Court
                                                
 
   Reno, NV
                                                
4
   Mapleridge of Laguna Creek
     66.7 %   $ 95,900     $ 160       3.16       9.48       10.55 %
 
   6727 Laguna Park Drive
                                                
 
   Elk Grove, CA
                                                
5
   Atria Redding
     67.9 %   $ 83,333     $ 113       2.56       8.00       12.50 %
 
   101 Quartz Hill Road
                                                
 
   Redding, CA
                                                
6
   Aegis of Napa
     63.1 %   $ 167,442     $ 212       3.43       9.29       10.76 %
 
   2100 Redwood Road
                                                
 
   Napa, CA
                                                
Subj.
   Chandler Villas
     76.4 %                                        
 
   101 South Yucca Street
                                                
 
   Chandler
                                                
Data
   Low     63.6 %   $ 83,333     $ 113       2.56       7.92       10.55 %
Range
   High     67.9 %   $ 103,261     $ 160       3.56       9.48       12.63 %
 
   Mean     62.8 %   $ 95,343     $ 134       3.04       8.58       11.72 %

             
VALUATION SERVICES     71     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

IMPROVED SALES COMPARABLE MAP

(IMPROVED SALES COMPARABLE MAP)

             
VALUATION SERVICES     72     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Cash Flow Multiplier

The cash flow multiple (CFM) is considered a reliable indicator of value. This is because the CFM considers both the income and the expenses of a facility, whereas the EGIM and the price per unit do not. The CFMs of the comparables range from 7.92x to 9.48x cash flow, with an average of 8.66x. The properties are newer facilities in good condition. The financial indicators are all based on stabilized operating levels.

The subject is an senior housing facility of average quality that is located in a good senior demographic market area in Arizona. We note that the forecast subject expense ratio, inclusive of management fees and replacement reserves, is 76.39 percent, which falls at the upper portion of the range of the comparables. In addition, the subject’s cash flow is low relative to the comparables. We have utilized a cash flow multiplier in the middle portion of the range of 8.50x, which when applied to the subject’s projected stabilized cash flow (net operating income) arrives at a market value for the subject as follows:

                                 
            Subject   Indicated        
Range   CFM   NOI   Value   $/Unit
 
 
 
 
Low
     7.92     $ 774,367     $ 6,130,408     $ 37,381  
High
     9.48     $ 774,367     $ 7,338,816     $ 44,749  
Median
     8.93     $ 774,367     $ 6,918,206     $ 42,184  
Average
     8.66     $ 774,367     $ 6,707,328     $ 40,898  

CONCLUSIONS

                   
Indicated CFM
             8.50  
Net Operating Income
           x    $ 774,367  
 
            
 
Indicated Stabilized Value
           $ 6,582,122  
Rounded to nearest $100,000
           $ 6,600,000  
 
Per Unit
           $ 40,244  
 
Per Square Foot
           $ 55.23  

Therefore, the indicated value for the subject the CFM analysis is $6,600,000.

Effective Gross Income Multiplier

The effective gross income multiplier serves as an indicator of market value as expressed by the relationship between the sales price of a property and its effective gross income. This unit of comparison is commonly utilized by participants active in the real estate market. A significant strength of this analytical technique is that it represents a direct factor of income as reflected by the market and, therefore, requires no adjustment. Furthermore, the effective gross income is more easily verified and more reliable than net operating income since the figure is not distorted by management fees, capital costs or accounting conventions.

The effective gross income multipliers for the comparable sales indicate a range of 2.56x to 4.24x effective gross income with an average of 3.28x. In The Senior Care Acquisition Report, 2003, published by Irving Levin Associates, EGIMs for 2002 were analyzed. In general, the average EGIM for assisted living facilities in 2002 was 2.4x. This represented a strong decline over the EGIM of 3.2x reported in 2001. The decline was reported as being reflective of the excessive development in the 1990s, as well as several corporate bankruptcies during 2001.

             
VALUATION SERVICES     73     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Furthermore, our findings are that multipliers decline as the age of the facility increases. We have utilized an EGIM of 2.25x for the subject, which falls at the lower portion of the range for the comparables. This rate is considered reasonable for the subject given the subject’s projected expense ratio. This is applied to the subject’s projected effective gross income as follows:

                                 
            Subject   Indicated        
Range   EGIM   EGI   Value   $/Unit
 
 
 
 
Low
     2.56     $ 3,279,545     $ 8,409,089     $ 51,275  
High
     4.24     $ 3,279,545     $ 13,915,499     $ 84,851  
Median
     3.16     $ 3,279,545     $ 10,360,274     $ 63,172  
Average
     3.28     $ 3,279,545     $ 10,757,316     $ 65,593  

CONCLUSIONS

                   
Indicated EGIM
             2.25  
Effective Gross Income
           x    $ 3,279,545  
 
            
 
Indicated Stabilized Value
           $ 7,378,975  
Rounded to nearest $100,000
           $ 7,400,000  
 
Per Unit
           $ 45,122  
 
Per Square Foot
           $ 61.92  

Therefore, the indicated value for the subject by the EGIM analysis is $7,400,000.

Price Per Unit

The price per unit is the most frequently quoted unit of comparison. This is despite the fact he fact that the calculation ignores variations in rates or operating margins and, therefore, is indifferent to the income generating potential of an investment property. Nonetheless, the price per unit provides some indication of prices. Although our income estimates maybe based on a per resident basis due to the possible inclusion of shared units, the basis of the comparables has been analyzed on a per unit situation. We believe that comparing the subject on a per unit basis is the most reasonable method and would not provide a misleading value estimate for the property.

The following is a discussion of the sales that have been compared with the subject. Again, the sales have been analyzed on a price per unit basis with all necessary adjustments. Reference is made to sales summary shown previously.

Percentage Adjustment Method

Adjustment Process

The sales that we have utilized represent the best available information that could be compared to the subject property. The major elements of comparison for an analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its physical traits and the economic characteristics of the property.

The first adjustment made to the market data takes into account differences between the subject property and the comparable property sales with regard to the legal interest transferred.

             
VALUATION SERVICES     74     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Advantageous financing terms or peculiar conditions of sale are then adjusted to reflect a normal market transaction. Next, changes in market condition must be accounted for, thereby creating a time adjusted normal unit of comparison. Lastly, adjustments for location, the physical traits and the economic characteristics of the market data are made in order to generate the final adjusted unit rate, which is appropriate for the subject property.

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. Since we are appraising the fee simple interest of the subject property, no adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between January 1, 2002 and January 1, 2003. The market has not changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. The subject property is considered to exhibit good location and has good access and visibility. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Physical Traits

Various physical factors were analyzed including size, age, condition, quality, amenities, unit mix, utility, etc. When an item was determined to be inferior to the subject, a positive adjustment was applied. When an item was determined to be superior to the subject, a negative adjustment was applied.

Economic Characteristics

This adjustment is used to reflect differences in rent levels, operating expense ratios, occupancy levels, and other items that would have an economic impact on the transaction. Each comparable was adjusted accordingly.

             
VALUATION SERVICES     75     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Discussion of Comparable Sales

In our analysis of the market for comparable assisted living type properties, we have compared the subject to assisted living properties from throughout the regional area. We note that although the subject is licensed only for supervisory care, the best comparisons are believed to be assisted living facilities. These are discussed below.

Comparable Sale No. 1

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a similar age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

Comparable Sale No. 2

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

Comparable Sale No.

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

Comparable Sale No. 4

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

Comparable Sale No. 5

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

Comparable Sale No. 6

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have have not changed in the period since the sale. The comparable is of a superior age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to the revenue characteristics.

             
VALUATION SERVICES     76     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

A summary of our adjustments is shown in the following table.

IMPROVED COMPARABLE SALE ADJUSTMENT GRID

                                                                 
Comp.           Sale   Year   No .of                   Price/        
No.   Facility/Location   Date   Built   Units   Occup.   SF/Unit   Unit   Time
 
 
 
 
 
 
 
 
1
   Carmel Village
     01/03       1986       189       97 %     623     $ 122,354       1.00  
 
   Fountain Valley, CA
                                                        
2
   Emerald Hills
     09/02       1999       89       0.6       693     $ 98,876       1.00  
 
   Auburn, CA
                                                        
3
   Woodmark at Summit
     02/02       1998       92       0.76       842     $ 103,261       1.00  
 
   Reno, NV
                                                        
4
   Mapleridge of Laguna Creek
     01/02       1999       84       76 %     601     $ 95,900       1.00  
 
   Elk Grove, CA
                                                        
5
   Atria Redding
     07/01       1997       60       95 %     739     $ 83,333       1.00  
 
   Redding, CA
                                                        
6
   Aegis of Napa
     06/01       1999       43       N/A       791     $ 167,442       1.00  
 
   Napa, CA
                                                        
Subj.
   Chandler Villas
             1986       164       93 %     588                  
 
   Chandler
                                                        
 
   Averages
             1996       93       81 %     715     $ 111,861          

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                                 
                    Building                                        
Comp.           Time   Unit Size/   Income                   Total   Adjusted
No.   Facility/Location   Adjusted   Age/Design   Character   Occ.   Location   Adjust.   Price / Unit
 
 
 
 
 
 
 
 
1
   Carmel Village
   $ 122,354       0 %     -63 %     0 %     0 %     -63 %   $ 45,596  
 
   Fountain Valley, CA
                                                        
2
   Emerald Hills
   $ 98,876       0 %     -54 %     0 %     0 %     -54 %   $ 45,359  
 
   Auburn, CA
                                                        
3
   Woodmark at Summit
   $ 103,261       0 %     -61 %     0 %     0 %     -61 %   $ 40,194  
 
   Reno, NV
                                                        
4
   Mapleridge of Laguna Creek
   $ 95,900       0 %     -50 %     0 %     0 %     -50 %   $ 48,117  
 
   Elk Grove, CA
                                                        
5
   Atria Redding
   $ 83,333       0 %     -51 %     0 %     0 %     -51 %   $ 40,617  
 
   Redding, CA
                                                        
6
   Aegis of Napa
   $ 167,442       0 %     -72 %     0 %     0 %     -72 %   $ 47,168  
 
   Napa, CA
                                                        
Subj.
   Chandler Villas
                                                        
 
   Chandler
                                                        
 
   Averages
                                                   $ 44,509  

Summary of Price Per Unit Analysis

After adjusting each comparable sale for differences with the subject property, the adjusted sale price range is $40,194 to $48,117 per unit. Based on the data, we believe that due to the subject’s level of construction quality, resident targeting and location, a price per unit towards the lower portion of the adjusted range is warranted. From this, we have correlated to a price of $42,000 per unit.

Price Per Unit Conclusion

                                 
Number of Units           Price Per Unit           Indicated Value
         
         
164
     X     $ 42,000       =     $ 6,888,000  
 
           Rounded To:           $ 6,900,000  

The Sales Comparison Approach results in a range of values for the subject property of $6,600,000 to $7,400,000. This value range equates to a price per square foot of building area of $55.23 to $61.92, which is at the lower end of the range of the unadjusted comparables, yet is considered reasonable based on the economic and physical characteristics of the subject.

Based on our analysis of competitive transactions, we conclude that the indicated value by the Sales Comparison Approach on October 23, 2003 was:

         
Units   Indicated Value
 
164     $6,800,000  
             
VALUATION SERVICES     77     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Methodology

The Income Capitalization Approach is a method of converting the anticipated economic benefits of owning property into a value through the capitalization process. The principle of “anticipation” underlies this approach in that investors recognize the relationship between an asset’s income and its value. In order to value the anticipated economic benefits of a particular property, potential income and expenses must be projected, and the most appropriate capitalization method must be selected.

The two most common methods of converting net income into value are Direct Capitalization and Discounted Cash Flow. In direct capitalization, net operating income is divided by an overall capitalization rate to indicate an opinion of market value. In the discounted cash flow method, anticipated future cash flows and a reversionary value are discounted to an opinion of net present value at a chosen yield rate (internal rate of return).

In our opinion, the direct capitalization analysis method is most appropriate method to value the subject property.

Historical Financial Performance of the Subject Property

The subject is an existing supervisory care facility. We were provided with financial statements for 2000, 2001, 2002, and year-to-date 2003. The financial statements have been summarized on a following chart.

Potential Gross Income

There is only one type of payment source at the subject for services; private pay residents. This type of payor is generally considered the most desirable since private pay rates allow for greater profitability than any fixed government rate plans. Therefore, revenue for the subject is received from the monthly rentals of the living units, as well as from other sources such as second person (double occupancy) fees, move-in or processing fees, as well as other miscellaneous revenue.

             
VALUATION SERVICES     78     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Chandler Villas
INCOME AND OPERATING EXPENSE SUMMARY

                                                                   
      2000   2001
      (January - December)   (January - December)
      Amount   $/Resident   PRD   % of EGI   Amount   $/Resident   PRD   % of EGI
     
 
 
 
 
 
 
 
REVENUES
                                                                
Rental Income
   $ 2,459,909     $ 15,400     $ 42.19       91.02 %   $ 2,580,923     $ 16,444     $ 45.05       88.64 %
Additional Personal Care
   $ 177,552     $ 1,112     $ 3.05       6.57 %   $ 236,367     $ 1,506     $ 4.13       8.12 %
Second Occupant
   $ —     $ —     $ —       0.00 %           $ —     $ —       0.00 %
New Resident Fees
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
Other Income
   $ 65,220     $ 408     $ 1.12       2.41 %   $ 94,339     $ 601     $ 1.65       3.24 %
 
    
     
     
     
     
     
     
     
 
GROSS POTENTIAL REV.
   $ 2,702,681     $ 16,920     $ 46.36       100.00 %   $ 2,911,629     $ 18,552     $ 50.83       100.00 %
Vacancy/Collection Loss
   Inc. Above                           Inc. Above                        
TOTAL NET REVENUE
   $ 2,702,681     $ 16,920     $ 46.36       100.00 %   $ 2,911,629     $ 18,552     $ 50.83       100.00 %
OPERATING EXPENSES
                                                                
Departmental
                                                                
 
General/Administrative
   $ 146,136     $ 915     $ 2.51       5.41 %   $ 289,824     $ 1,847     $ 5.06       9.95 %
 
Payroll (Wages)
   $ 918,082     $ 5,747     $ 15.75       33.97 %   $ 1,092,035     $ 6,958     $ 19.06       37.51 %
 
Payroll Taxes & Benefits
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
 
Resident Care
   $ 2,192     $ 14     $ 0.04       0.08 %   $ 1,749     $ 11     $ 0.03       0.06 %
 
Food Services
   $ 185,144     $ 1,159     $ 3.18       6.85 %   $ 246,308     $ 1,569     $ 4.30       8.46 %
 
Activities
   $ 17,197     $ 108     $ 0.29       0.64 %   $ 15,581     $ 99     $ 0.27       0.54 %
 
Housekeeping/Laundry
   $ 15,700     $ 98     $ 0.27       0.58 %   $ 17,069     $ 109     $ 0.30       0.59 %
 
Plant Operations
   $ 171,166     $ 1,072     $ 2.94       6.33 %   $ 178,167     $ 1,135     $ 3.11       6.12 %
 
Utilities
   $ 214,790     $ 1,345     $ 3.68       7.95 %   $ 210,210     $ 1,339     $ 3.67       7.22 %
 
Marketing/Promotions
   $ 30,565     $ 191     $ 0.52       1.13 %   $ 30,354     $ 193     $ 0.53       1.04 %
Non-Departmental
                                                                
 
Real Estate Taxes
   $ 63,402     $ 397     $ 1.09       2.35 %   $ 67,351     $ 429     $ 1.18       2.31 %
 
Insurance
   $ 18,617     $ 117     $ 0.32       0.69 %   $ 45,245     $ 288     $ 0.79       1.55 %
 
Management Fees (5% of EGI)
   $ 135,134     $ 846     $ 2.32       5.00 %   $ 145,581     $ 928     $ 2.54       5.00 %
 
Replacement Reserves ($/Unit)
   $ 49,200     $ 308     $ 0.84       1.82 %   $ 49,200     $ 313     $ 0.86       1.69 %
 
    
     
     
     
     
     
     
     
 
TOTAL ALL EXPENSES
   $ 1,967,325     $ 12,316     $ 33.74       72.79 %   $ 2,388,674     $ 15,220     $ 41.70       82.04 %
EXPENSE RATIO
     72.8 %                             82.0 %                        
NET OPERATING INCOME
   $ 735,356     $ 4,604     $ 12.61       27.21 %   $ 522,955     $ 3,332     $ 9.13       17.96 %
OCCUPANCY
     97.4 %                             95.7 %                        

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                                   
      2002   Annualized 2003
      (January - December)   (January - August)
      Amount   $/Resident   PRD   % of EGI   Amount   $/Resident   PRD   % of EGI
     
 
 
 
 
 
 
 
REVENUES
                                                                
Rental Income
   $ 2,738,357     $ 18,824     $ 51.57       93.84 %   $ 2,979,075     $ 19,366     $ 53.06       94.89 %
Additional Personal Care
   $ 124,292     $ 854     $ 2.34       4.26 %   $ 102,903     $ 669     $ 1.83       3.28 %
Second Occupant
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
New Resident Fees
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
Other Income
   $ 55,476     $ 381     $ 1.04       1.90 %   $ 57,399     $ 373     $ 1.02       1.83 %
 
    
     
     
     
     
     
     
     
 
GROSS POTENTIAL REV.
   $ 2,918,125     $ 20,060     $ 54.96       100.00 %   $ 3,139,377     $ 20,408     $ 55.91       100.00 %
Vacancy/Collection Loss
   Inc. Above                           Inc. Above                        
TOTAL NET REVENUE
   $ 2,918,125     $ 20,060     $ 54.96       100.00 %   $ 3,139,377     $ 20,408     $ 55.91       100.00 %
OPERATING EXPENSES
                                                                
Departmental
                                                                
 
General/Administrative
   $ 129,621     $ 891     $ 2.44       4.44 %   $ 138,494     $ 900     $ 2.47       4.41 %
 
Payroll (Wages)
   $ 1,041,218     $ 7,158     $ 19.61       35.68 %   $ 1,050,291     $ 6,828     $ 18.71       33.46 %
 
Payroll Taxes & Benefits
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
 
Resident Care
   $ 1,175     $ 8     $ 0.02       0.04 %   $ 227     $ 1     $ 0.00       0.01 %
 
Food Services
   $ 219,184     $ 1,507     $ 4.13       7.51 %   $ 287,192     $ 1,867     $ 5.11       9.15 %
 
Activities
   $ 15,447     $ 106     $ 0.29       0.53 %   $ 14,754     $ 96     $ 0.26       0.47 %
 
Housekeeping/Laundry
   $ 16,133     $ 111     $ 0.30       0.55 %   $ 18,258     $ 119     $ 0.33       0.58 %
 
Plant Operations
   $ 192,509     $ 1,323     $ 3.63       6.60 %   $ 184,422     $ 1,199     $ 3.28       5.87 %
 
Utilities
   $ 216,731     $ 1,490     $ 4.08       7.43 %   $ 221,082     $ 1,437     $ 3.94       7.04 %
 
Marketing/Promotions
   $ 36,921     $ 254     $ 0.70       1.27 %   $ 32,765     $ 213     $ 0.58       1.04 %
Non-Departmental
                                                                
 
Real Estate Taxes
   $ 70,112     $ 482     $ 1.32       2.40 %   $ 82,508     $ 536     $ 1.47       2.63 %
 
Insurance
   $ 84,452     $ 581     $ 1.59       2.89 %   $ 78,885     $ 513     $ 1.40       2.51 %
 
Management Fees (5% of EGI)
   $ 145,906     $ 1,003     $ 2.75       5.00 %   $ 156,969     $ 1,020     $ 2.80       5.00 %
 
Replacement Reserves ($/Unit)
   $ 49,200     $ 338     $ 0.93       1.69 %   $ 49,200     $ 320     $ 0.88       1.57 %
 
    
     
     
     
     
     
     
     
 
TOTAL ALL EXPENSES
   $ 2,218,609     $ 15,252     $ 41.79       76.03 %   $ 2,315,044     $ 15,049     $ 41.23       73.74 %
EXPENSE RATIO
     76.0 %                             73.7 %                        
NET OPERATING INCOME
   $ 699,516     $ 4,809     $ 13.17       23.97 %   $ 824,333     $ 5,359     $ 14.68       26.26 %
OCCUPANCY
     88.7 %                             93.8 %                        

[Additional columns below]

[Continued from above table, first column(s) repeated]
                           
      C&W Forecast
      Stabilized Year
      Amount   $/Resident   PRD
     
 
 
REVENUES
                        
Rental Income
   $ 3,316,800     $ 20,224     $ 56.93  
Additional Personal Care
   $ 125,952     $ 768     $ 2.16  
Second Occupant
   $ 59,040     $ 360     $ 1.01  
New Resident Fees
   $ 24,600     $ 150     $ 0.42  
Other Income
   $ —     $ —     $ —  
 
    
     
     
 
GROSS POTENTIAL REV.
   $ 3,526,392     $ 21,502     $ 62.80  
Vacancy/Collection Loss
   $ (246,847 )                
 
    
                 
TOTAL NET REVENUE
   $ 3,279,545     $ 20,547     $ 56.29  
OPERATING EXPENSES
                        
Departmental
                        
 
General/Administrative
   $ 145,000     $ 908     $ 2.49  
 
Payroll (Wages)
   $ 1,150,000     $ 7,205     $ 19.74  
 
Payroll Taxes & Benefits
   $ —     $ —     $ —  
 
Resident Care
   $ 10,000     $ 63     $ 0.17  
 
Food Services
   $ 280,000     $ 1,754     $ 4.81  
 
Activities
   $ 17,000     $ 107     $ 0.29  
 
Housekeeping/Laundry
   $ 20,000     $ 125     $ 0.34  
 
Plant Operations
   $ 200,000     $ 1,253     $ 3.43  
 
Utilities
   $ 230,000     $ 1,441     $ 3.95  
 
Marketing/Promotions
   $ 40,000     $ 251     $ 0.69  
Non-Departmental
                        
 
Real Estate Taxes
   $ 100,000     $ 627     $ 1.72  
 
Insurance
   $ 100,000     $ 627     $ 1.72  
 
Management Fees (5% of EGI)
   $ 163,977     $ 1,027     $ 2.81  
 
Replacement Reserves ($/Unit)
   $ 49,200     $ 308     $ 0.84  
 
    
     
     
 
TOTAL ALL EXPENSES
   $ 2,505,177     $ 15,695     $ 43.00  
EXPENSE RATIO
     76.4 %                
NET OPERATING INCOME
   $ 774,367     $ 4,852     $ 13.29  
OCCUPANCY
     93.0 %                

         
VALUATION SERVICES   79   ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

INCOME CAPITALIZATION APPROACH

Assisted Living Rate Analysis

The subject contains 164 one and two-bedroom units. The facility is of average quality construction with the units located in 15 buildings. The following is a description of the types of accommodations that are available at the subject.

All of the units feature private bathrooms, kitchens and adequate closet areas. All of the residents are provided with three daily meals, weekly housekeeping, utilities (except telephone), activities, and scheduled transportation included in their monthly rent.

The subject’s actual rental rates (rent roll) were tested for reasonableness against similar facilities in the subject’s market area. In the Competitive Market Analysis section, we identified several existing facilities considered to provide competition for the subject. Data sheets were provided in the Competitive Market Analysis section presented previously. The complexes we surveyed are all considered comparable given that they all provide independent and assisted living/supervisory units. We note that the facilities are all adequately maintained and they all have a similar amenity package. All of the competing facilities have been discussed in detail in the Competitive Market Analysis section of the report.

The table below summarizes the subject’s unit types and the actual and asking monthly rents.

Chandler Villas

                                                 
                    In House Rents   Asking Rents
                   
 
    No.   Occ.   Monthly   $/Unit   Monthly   $/Unit
Unit   Units   Units   Revenue   Per Mo.   Revenue   Per Mo.
 
 
 
 
 
 
Assisted Living
                                                
One-Bedrooms
     129       127     $ 189,230     $ 1,490     $ 223,570     $ 1,733  
Two-Bedrooms
     35       35     $ 66,285     $ 1,894     $ 76,925     $ 2,263  
 
    
     
     
     
     
     
 
Totals
     164       162     $ 255,515     $ 1,577     $ 300,495     $ 1,832  

The current in-house average rates generally falls below the asking rates at the subject. This is because the rents of the existing tenants have not increased as rapidly as the asking rates. Overall, the average actual rate is $1,577 per month, which is approximately 16 percent below the average asking rate of $1,832. In the Competitive Market Analysis section of this report, we concluded on a market rate of $1,500 per month for the one-bedroom units and $1,900 per month for the two-bedroom apartments and which equates to an average rate of $1,685 per month. Therefore, we believe that only a slight increase for the in-house rates is warranted due to the competitive market conditions.

             
VALUATION SERVICES     80     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Base Rental Rates

The following chart details our reconciled base rental rates for all unit types at the subject. These rates were concluded to in the Competitive Market Analysis section of the report.

Chandler Villas
Reconciled Market Rental Rates

                         
    Resident   No.   Market
Unit Type   Type   Units   Rent
 
 
 
One-Bedroom
   AL     129     $ 1,500  
Two-Bedroom
   AL     35     $ 1,900  
             
         
Totals
             164          

Other Revenues

In addition to room revenues, the subject receives additional income from additional personal care, new resident fees (entrance fees), second person fees, as well as miscellaneous revenue from such items as barber/beauty income, laundry services, cable TV revenue, meal and guest fees, food catering, health supplies, parking, etc.

Additional Personal Care

This relates to the additional costs for personal care to those residents who require additional care. The historical, current and forecast revenue from this source is shown below.

                           
Year   Total   $/Resident   PRD
 
 
 
 
2000
   $ 177,552     $ 1,112     $ 3.05  
 
2001
   $ 236,367     $ 1,506     $ 4.13  
 
2002
   $ 124,292     $ 854     $ 2.34  
Annualized 2003
   $ 102,903     $ 669     $ 1.83  
C&W Forecast
   $ 125,952     $ 768     $ 2.16  

According to the rent roll, additional care revenue resulted in $10,775 per month. Review of the rent roll showed that approximately 40 percent of the existing residents were receiving some type of additional personal care services. This equated to an average charge of approximately $165.00 per month. Assuming similar acuity going into the future, we have forecast that 40 percent of the resident mix will pay an average of $160 per month for personal care services. This equates to Year 1 revenue of $125,952, which is consistent with the recent pattern at the subject.

New Resident Fees

The historical revenue data for the subject did not include any line item breakdown for this category. New resident fees at the subject are $1,800 per resident, which is at the upper end of

             
VALUATION SERVICES     81     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

the range indicated by the comparables ($1,000 to $1,800). This amount is considered high in relationship to its market rates. The executive director indicated that a comment fee of $500 is typical.

The typical turnover in a assisted living facility is between 20 and 28 months with a midrange of two years. This is equivalent to 35 to 50 percent of the census turning over each year. For the subject, we are estimating that 30 percent of the residents will pay entry or new resident fees of $500. Based on the data, we have forecast Year 1 new resident fees at $24,600.

Second Person Fees

The subject charges a fee of $600 per month for a double occupant in the same unit. This would be applicable to a spouse or sibling. The historical revenue data for the subject did not include any line item breakdown for this category. At the time of inspection, there were 7 double occupancies at the subject. We have forecast Year 1 second person occupancy of 5 percent to the residents at $600 per month. This equates to $59,040 on an annual basis.

Other Income

The historical revenue for Other Income includes Second Person Fees and New Resident Fees as well as revenue received from the subject’s barber/beauty income, cable TV revenue, meal and guest fees. No revenue has been attributed to this category as the revenue was considered in the categories above.

Concessions/Rental Allowances

At the time of inspection, the subject was not offering any rent concessions other than a reduction in the new resident fee if necessary. Although concessions will not likely be seen consistently in the market going forward, newer product will likely use them to stimulate any unforeseen vacancies, while older properties may use concessions more frequently. Nonetheless, no allowance for rent concessions will be applied to the subject as we have accounted for this potential through a lower occupancy rate and rental rate forecast.

Vacancy and Collection Loss

Both the investor and the appraiser are primarily interested in the annual revenue an income property is likely to produce over a specified period of time, rather than the income it could produce if it were always 100 percent occupied and all tenants were paying their rent in full and on time. A normally prudent practice is to expect some income loss as tenants vacate, fail to pay rent, or pay their rent late. Model units or other rent loss, if necessary, is addressed separately.

The subject, as of the most current rent roll provided, was 99 percent occupied. This is higher than than current average occupancy levels for the market area overall. Rent comparable occupancies range from 66 to 100 percent. Historical occupancy at the subject is presented below:

             
VALUATION SERVICES     82     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Historical Occupancy

                                         
                                    Current
                            Annualized   Rent Roll
Year   2000   2001   2002   2003   Annualized
 
 
 
 
 
Occupancy     97.4 %     95.7 %     88.7 %     93.8 %     97.0 %

Historical occupancy was in the mid and high 90 percentile range in 2000, 2001 and for YTD 2003. Occupancy decreased in 2002 and was 99 percent occupied at the time of our inspection. Based on the subject’s historical occupancy pattern, yet tempered by the competitive market conditions in the area, we have forecasted a lower stabilized vacancy and collection loss of 7.0 percent for the subject.

Effective Gross Income

The following table summarizes the projected estimate of stabilized income based on the above findings. The stabilized revenues reflect what we believe would be anticipated by a purchaser of the subject and are based on current market rents and trends.

Chandler Villas
STABILIZED OPERATING INCOME

                                                 
                                            PER
    RESIDENT   NO.   NO.   MONTHLY           ACTUAL
UNIT TYPE   TYPE   UNITS   BEDS   RATE   INCOME   RESIDENT
 
 
 
 
 
 
One-Bedrooms
   AL     129       129     $ 1,600     $ 2,476,800          
Two-Bedrooms
   AL     35       35     $ 2,000     $ 840,000          
             
     
                         
Total
             164       164             $ 3,316,800     $ 20,224  
Additional Personal Care
                     40 %   $ 160     $ 125,952     $ 768  
Second Person
                     5 %   $ 600     $ 59,040     $ 360  
New Resident Fees
                     30 %   $ 500     $ 24,600     $ 150  
Other
                                   $ —     $ —  
 
                                    
     
 
TOTAL POTENTIAL GROSS INCOME
                                   $ 3,526,392     $ 21,502  
LESS: VACANCY @
                     7.0 %           $ (246,847 )        
 
                                    
         
EFFECTIVE GROSS INCOME
                                   $ 3,279,545     $ 21,502  

Opinion of Expenses

We have developed an opinion of the property’s annual operating expenses after reviewing its historical performance and reviewing the operating statements of similar senior living properties. We were provided with operating statements for 2000, 2001, 2002, and year-to-date 2003. This information was previously summarized.

             
VALUATION SERVICES     83     ADVISORY GROUP
            (CUSHMAN & WALKFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

We were not provided with the staffing requirements for the facility and we were not able to analyze the expenses on this basis. Furthermore, we have supported our estimate of projected expenses with other senior living facilities in the region, as well as from overall industry statistics. We also note that the reader is cautioned when reviewing the comparable expenses for individual facilities, in that the reporting of expenses varies by property and that different congregate living facilities offer different services. All comparisons will be made on an actual resident basis.

Expense Comparables

The expense comparables have been summarized on the following page.

             
VALUATION SERVICES     84     ADVISORY GROUP
            (CUSHMAN & WALKFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

SUMMARY OF COMPARABLE OPERATING EXPENSES
ASSISTED LIVING FACILITIES

                                                     
Facility           Confidential                   Confidential        
Reporting Period
             2002                       2002          
Year Built
             1999                       2001          
No. of IL Units
             0                       42          
No. of AL Units
             89                       72          
No. of ALZ Units
             13                       0          
                 
                     
         
Total Units
             102                       114          
Occupancy
             83 %                     85 %        
Resident Days
             30,901                       35,493          
 
   Per           % of   Per           % of
 
   Resident   $/RD   EGI   Resident   $/RD   EGI
 
  
 
 
 
 
 
TOTAL NET REVENUES
  $ 37,505     $ 102.75             $ 25,443     $ 69.71          
EXPENSES
   
General & Administrative
   $ 756     $ 2.07       2.02 %   $ 1,110     $ 3.04       3.25 %
   
Payroll (Wages/Salaries)
   $ 11,593     $ 31.76       30.91 %   $ 8,553     $ 23.43       23.52 %
   
Payroll Taxes & Benefits
   $ 3,815     $ 10.45       10.17 %   $ 2,144     $ 5.88       8.62 %
   
Resident Care
   $ 219     $ 0.60       0.59 %   $ 609     $ 1.67       0.82 %
   
Food Services
   $ 1,786     $ 4.89       4.76 %   $ 1,207     $ 3.31       6.32 %
   
Activities
   $ 58     $ 0.16       0.16 %   $ 58     $ 0.16       0.53 %
   
Housekeeping
   $ 119     $ 0.32       0.32 %   $ 101     $ 0.28       0.86 %
   
Plant Operations
   $ 644     $ 1.77       1.72 %   $ 510     $ 1.40       4.05 %
   
Utilities
   $ 1,536     $ 4.21       4.09 %   $ 1,180     $ 3.23       5.19 %
   
Marketing/Promotions
   $ 527     $ 1.44       1.41 %   $ 439     $ 1.20       1.57 %
   
Real Estate Taxes
   $ 705     $ 1.93       1.88 %   $ 520     $ 1.43       3.62 %
   
Insurance
   $ 611     $ 1.67       1.63 %   $ 400     $ 1.10       3.32 %
ADJUSTED OPERATING EXPENSES
  $ 22,369     $ 73.84       59.64 %   $ 16,832     $ 55.56       61.66 %
Management Fee
   $ 1,875     $ 5.14       5.00 %   $ 1,272     $ 3.49       5.00 %
   
Expense Ratio Before Reserves
     65 %                     71 %                
Reserves
     —       —       —       —       —       —  

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                     
                                ASHA           ASHA
                                Lower   ASHA   Upper
Facility           Confidential           Quartile   Median   Quartile
         
         
 
 
Reporting Period
             2002               2002       2002       2002  
Year Built
             1990               N/A       N/A       N/A  
No. of IL Units
             176               N/A       N/A       N/A  
No. of AL Units
             11               N/A       N/A       N/A  
No. of ALZ Units
             0               N/A       N/A       N/A  
                 
                                 
Total Units
             187               N/A       N/A       N/A  
Occupancy
             98 %             N/A       N/A       N/A  
Resident Days
             66,890                                  
 
   Per           % of                        
 
   Resident   $/RD   EGI                        
 
  
 
 
                       
TOTAL NET REVENUES
  $ 34,768     $ 95.26             $ 29,046     $ 34,264     $ 38,878  
EXPENSES
   
General & Administrative
   $ 1,129     $ 3.09       3.25 %   $ 1,115     $ 1,433     $ 1,889  
   
Payroll (Wages/Salaries)
   $ 8,179     $ 22.41       23.52 %     N/A       N/A       N/A  
   
Payroll Taxes & Benefits
   $ 2,996     $ 8.21       8.62 %   $ 1,575     $ 2,068     $ 3,003  
   
Resident Care
   $ 286     $ 0.78       0.82 %   $ 4,253     $ 6,123     $ 7,259  
   
Food Services
   $ 2,196     $ 6.02       6.32 %   $ 2,704     $ 3,529     $ 4,892  
   
Activities
   $ 184     $ 0.50       0.53 %     N/A       N/A       N/A  
   
Housekeeping
   $ 299     $ 0.82       0.86 %   $ 532     $ 815     $ 1,130  
   
Plant Operations
   $ 1,409     $ 3.86       4.05 %   $ 580     $ 916     $ 1,356  
   
Utilities
   $ 1,805     $ 4.94       5.19 %   $ 1,086     $ 1,306     $ 1,526  
   
Marketing/Promotions
   $ 546     $ 1.49       1.57 %   $ 858     $ 1,349     $ 2,008  
   
Real Estate Taxes
   $ 1,257     $ 3.45       3.62 %   $ 648     $ 1,011     $ 1,597  
   
Insurance
   $ 1,154     $ 3.16       3.32 %   $ 278     $ 463     $ 726  
ADJUSTED OPERATING EXPENSES
   $ 21,439     $ 70.77       61.66 %   $ 20,959     $ 24,058     $ 29,438  
Management Fee
   $ 1,738     $ 0.00       5.00 %   $ 1,249     $ 1,713     $ 2,082  
Expense Ratio Before Reserves
     67 %                     76 %     75 %     81 %
Reserves
     —       —       —     $ 181     $ 326     $ 525  

Source: The State of Seniors Housing, 2002, ASHA. (Data is for Assisted Living Facilities)
 
Note: Each line expense for ASHA derived from separately sorted data columns and may not add up under totals.
 
*   All comparable categories based on Actual Unit (Per Resident)

             
VALUATION SERVICES     85     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

General & Administrative

These costs, for the basis of the subject analysis, include office supplies, licenses/permits, dues/subscriptions, travel/meals, communications/telephone, resident activities, transportation, as well as the payroll costs for the administrative staff. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
 
2000
   $ 146,136     $ 915     $ 2.51       5.41 %
 
2001
   $ 289,824     $ 1,847     $ 5.06       9.95 %
 
2002
   $ 129,621     $ 891     $ 2.44       4.44 %
 
Annualized 2003
   $ 138,494     $ 900     $ 2.47       4.41 %
 
C&W Forecast
   $ 145,000     $ 908     $ 2.49       4.42 %

The expense comparables showed expenses for this category from $ 756 to $1,129 per resident (average of $ 999 per resident), while the industry data showed a range from $1,115 to $1,889 per resident (median of $1,433 per resident). The subject’s actual expenses are less than that of the comparable properties. This is because the subject’s accounting format posts payroll and benefits in a separate expense category. Our projection is consistent with historical trends. We have forecast Year 1 general and administrative costs at $145,000 or $ 908 per resident.

Payroll (Wages and Salaries)

These costs, for the basis of the subject analysis, include all wage and salary costs for the employees, as well as benefits and taxes. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
 
2000
   $ 918,082     $ 5,747     $ 15.75       33.97 %
 
2001
   $ 1,092,035     $ 6,958     $ 19.06       37.51 %
 
2002
   $ 1,041,218     $ 7,158     $ 19.61       35.68 %
 
Annualized 2003
   $ 1,050,291     $ 6,828     $ 18.71       33.46 %
 
C&W Forecast
   $ 1,150,000     $ 7,205     $ 19.74       35.07 %

The expense comparables showed expenses for this category from $8,179 to $11,593 per resident (average of $9,442 per resident), while the industry data showed a range from $1,575 to $3,003 per resident (median of $2,289 per resident). The subject’s actual expenses are greater than that of the comparable properties. This is because the subject’s accounting format posts payroll and benefits in a separate expense category. Our projection is consistent with

             
VALUATION SERVICES     86     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

historical trends. We have forecast Year 1 wages and salary costs at $1,150,000 or $7,205 per resident.

Resident Care

This expense is for the costs associated with the personal or assisted living services for the assisted living residents. These include all health care and special needs supplies and related activities, as well as payroll. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
 
2000
   $ 2,192     $ 14     $ 0.04       0.08 %
 
2001
   $ 1,749     $ 11     $ 0.03       0.06 %
 
2002
   $ 1,175     $ 8     $ 0.02       0.04 %
 
Annualized 2003
   $ 227     $ 1     $ 0.00       0.01 %
 
C&W Forecast
   $ 10,000     $ 63     $ 0.17       0.30 %

The expense comparables showed expenses for this category from $ 219 to $ 609 per resident (average of $ 371 per resident), while the industry data showed a range from $1,575 to $3,003 per resident (median of $2,068 per resident). Our projection is consistent with historical trends. We have forecast Year 1 resident care costs at $10,000 or $ 63 per resident.

Food Services

These costs include raw food costs, as well as kitchen supplies and all payroll costs for the food service staff. The residents at the subject are provided with three complete meals per day. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
 
2000
   $ 185,144     $ 1,159     $ 3.18       6.85 %
 
2001
   $ 246,308     $ 1,569     $ 4.30       8.46 %
 
2002
   $ 219,184     $ 1,507     $ 4.13       7.51 %
 
Annualized 2003
   $ 287,192     $ 1,867     $ 5.11       9.15 %
 
C&W Forecast
   $ 275,000     $ 1,723     $ 4.72       8.38 %

The expense comparables showed expenses for this category from $1,207 to $2,196 per resident (average of $1,729 per resident), while the industry data showed a range from $4,253 to $7,259 per resident (median of $6,123 per resident). Our projection is consistent with historical trends. We have forecast Year 1 food services costs at $280,000 or $1,754 per resident.

             
VALUATION SERVICES     87     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Activities

This category is for the activities and recreation costs, as well as transportation costs and the payroll costs for the activities staff. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 17,197     $ 108     $ 0.29       0.64 %
2001
   $ 15,581     $ 99     $ 0.27       0.54 %
2002
   $ 15,447     $ 111     $ 0.30       0.55 %
Annualized 2003
   $ 14,754     $ 96     $ 0.26       0.47 %
C&W Forecast
   $ 17,000     $ 107     $ 0.29       0.52 %

The expense comparables showed expenses for this category from $ 58 to $ 184 per resident (average of $ 100 per resident), while no data was provided by the ASHA industry data. Our projection is consistent with historical trends. We have forecast Year 1 activities costs at $17,000 or $ 107 per resident.

Housekeeping/Laundry

This category is for all housekeeping costs, including all supplies requisite to housekeeping and laundry services, as well as the payroll costs for the housekeeping/laundry staff. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 15,700     $ 98     $ 0.27       0.58 %
2001
   $ 17,069     $ 109     $ 0.30       0.59 %
2002
   $ 16,133     $ 111     $ 0.30       0.55 %
Annualized 2003
   $ 18,258     $ 119     $ 0.33       0.58 %
C&W Forecast
   $ 20,000     $ 125     $ 0.34       0.61 %

The expense comparables showed expenses for this category from $ 101 to $ 299 per resident (average of $ 173 per resident), while the industry data showed a range from N/A to N/A per resident (median of N/A per resident). Our projection is consistent with historical trends. We have forecast Year 1 housekeeping costs at $20,000 or $ 125 per resident.

             
VALUATION SERVICES     88     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Plant Operations

These costs include general repairs and maintenance, elevator contracts, supplies and equipment purchases for the facility, as well as the payroll costs for the maintenance staff. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 171,166     $ 1,072     $ 2.94       6.33 %
2001
   $ 178,167     $ 1,135     $ 3.11       6.12 %
2002
   $ 192,509     $ 1,323     $ 3.63       6.60 %
Annualized 2003
   $ 184,422     $ 1,199     $ 3.28       5.87 %
C&W Forecast
   $ 200,000     $ 1,253     $ 3.43       6.10 %

The expense comparables showed expenses for this category from $ 510 to $1,409 per resident (average of $ 854 per resident), while the industry data showed a range from $ 532 to $1,130 per resident (median of $ 815 per resident). The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 plant operations costs at $200,000 or $1,253 per resident.

Utilities

This expense is for the annual cost for natural gas, electricity, water/sewer, cable TV and trash removal. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 214,790     $ 1,345     $ 3.68       7.95 %
2001
   $ 210,210     $ 1,339     $ 3.67       7.22 %
2002
   $ 216,731     $ 1,490     $ 4.08       7.43 %
Annualized 2003
   $ 221,082     $ 1,437     $ 3.94       7.04 %
C&W Forecast
   $ 230,000     $ 1,441     $ 3.95       7.01 %

The expense comparables showed expenses for this category from $1,180 to $1,805 per resident (average of $1,507 per resident), while the industry data showed a range from $ 580 to $1,356 per resident (median of $ 916 per resident). Our projection is consistent with historical trends. We have forecast Year 1 utility costs at $230,000 or $1,441 per resident.

             
VALUATION SERVICES     89     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Marketing/Promotions

This expense is directly connected to the advertising and marketing of the complex for such things as newspapers and brochures, resident retention, etc. These costs also include the payroll costs of the marketing staff. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 30,565     $ 191     $ 0.52       1.13 %
2001
   $ 30,354     $ 193     $ 0.53       1.04 %
2002
   $ 36,921     $ 254     $ 0.70       1.27 %
Annualized 2003
   $ 32,765     $ 213     $ 0.58       1.04 %
C&W Forecast
   $ 40,000     $ 251     $ 0.69       1.22 %

The expense comparables showed expenses for this category from $ 439 to $ 546 per resident (average of $ 504 per resident), while the industry data showed a range from $1,086 to $1,526 per resident (median of $1,306 per resident). Our projection is consistent with historical trends. We have forecast Year 1 marketing costs at $40,000 or $ 251 per resident.

Real Estate Taxes

This cost is for the annual real and personal property tax liability for the subject. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 63,402     $ 397     $ 1.09       2.35 %
2001
   $ 67,351     $ 429     $ 1.18       2.31 %
2002
   $ 70,112     $ 482     $ 1.32       2.40 %
Annualized 2003
   $ 82,508     $ 536     $ 1.47       2.63 %
C&W Forecast
   $ 100,000     $ 627     $ 1.72       3.05 %

The expense comparables showed expenses for this category from $ 520 to $1,257 per resident (average of $ 828 per resident), while the industry data showed a range from $ 858 to $2,008 per resident (median of $1,349 per resident). Please refer to the Real Estate Taxes and Assessments section of the report for a discussion on how the Year 1 taxes were estimated. We have forecast the Year 1 real estate tax expense at $100,000 or $627 per resident.

             
VALUATION SERVICES     90     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Insurance

This cost is for the annual liability insurance for the property. The historical costs, as well as our forecast for this category are shown below.

                                   
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 18,617     $ 117     $ 0.32       0.69 %
2001
   $ 45,245     $ 288     $ 0.79       1.55 %
2002
   $ 84,452     $ 581     $ 1.59       2.89 %
Annualized 2003
   $ 78,885     $ 513     $ 1.40       2.51 %
C&W Forecast
   $ 100,000     $ 627     $ 1.72       3.05 %

The expense comparables showed expenses for this category from $ 400 to $1,154 per resident (average of $ 722 per resident), while the industry data showed a range from $ 648 to $1,597 per resident (median of $1,011 per resident). Insurance costs for senior living properties have increased significantly over the last one to two years. The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 insurance costs at $100,000 or $ 627 per resident.

Management Fee

The subject is managed by ARV at a rate equal to 5.0 percent of effective gross income. According to data by The 2002 State of Senior Housing Report, the median management fee for congregate living facilities is 5.0 percent, with a general range from 5.0 to 7.0 percent. We have concluded to a 5.0 percent management fee.

Replacement Reserves

Replacement reserves are necessary for replacement of roof covering, mechanical systems, furnishings, appliances, etc. For a facility such as the subject, it is reasonable to deduct one to two percent of net resident revenues for replacement reserves. The ASHA industry data shows a range of reserve unit allowances from $ 181 to $ 525 per unit with a median of $ 326 per unit. In the case of the subject and its date of construction, we have deducted an amount equal to $300 per unit and which equates to a total cost of $49,200 or $ 308 per resident, which is well supported by the industry data.

Expense Summary

Overall, the first year expenses for the subject (including management fees and reserves) are projected at $2,505,177 ($15,695 per resident) and 76.39 percent of effective gross income. The expense comparables indicated expense ratios from 67.00 to 77.00 percent (average of 70.00 percent), while the industry data showed a range from EMPTY to EMPTY percent (median of EMPTY percent). Additionally, the subject has operated at expense ratios ranging from 80.6 to 113 percent.

We note that, according to The Senior Care Acquisition Report 2003, that the average expense ratio for assisted living facilities was 75.8 percent in 2002 and which represented an

             
VALUATION SERVICES     91     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

approximately eight percent increase from 70.4 percent in 2001. The survey noted, however, that many of the properties used in the sampling were troubled which resulted in a higher reported operating expense basis.

Furthermore, operating margins for assisted living facilities were reported at 30.8 percent for the median, 18.4 percent for the lower quartile and 34.7 percent for the upper quartile according to the State of Senior Housing Report 2002.

Although our net operating income estimate is lower than the historical amounts, our estimate equates to a net operating income per resident of $4,852 which is above the most recent operating year of $4,809 per resident. The difference, however, is directly related to our stabilized market occupancy that is lower than that recently witnessed, as well as having increased some expense levels to market levels. As such, our expense and resultant net operating income estimate is considered reasonable in light of the historical data. A summary of our Year 1 proforma is presented below.

Chandler Villas
STABILIZED OPERATING STATEMENT

                                                   
                      Total   PR   PRD   % of EGI
                     
 
 
 
EFFECTIVE GROSS INCOME
                   $ 3,279,545     $ 21,502     $ 56.29          
EXPENSES
 
General/Administrative
                   $ 145,000     $ 908     $ 2.49       4.42 %
 
Payroll (Wages)
                   $ 1,150,000     $ 7,205     $ 19.74       35.07 %
 
Payroll Taxes & Benefits
                   $ —     $ —     $ —       0.00 %
 
Resident Care
                   $ 10,000     $ 63     $ 0.17       0.30 %
 
Food Services
                   $ 280,000     $ 1,754     $ 4.81       8.54 %
 
Activities
                   $ 17,000     $ 107     $ 0.29       0.52 %
 
Housekeeping/Laundry
                   $ 20,000     $ 125     $ 0.34       0.61 %
 
Plant Operations
                   $ 200,000     $ 1,253     $ 3.43       6.10 %
 
Utilities
                   $ 230,000     $ 1,441     $ 3.95       7.01 %
 
Marketing/Promotions
                   $ 40,000     $ 251     $ 0.69       1.22 %
 
Real Estate Taxes
                   $ 100,000     $ 627     $ 1.72       3.05 %
 
Insurance
                   $ 100,000     $ 627     $ 1.72       3.05 %
                       
     
     
     
 
TOTAL OPERATING EXPENSES
             69.9 %   $ 2,292,000     $ 14,360     $ 39.34       69.89 %
 
Management Fees
     5.0 %           $ 163,977     $ 1,027     $ 2.81       5.00 %
 
Replacement Reserves
   $ 300             $ 49,200     $ 308     $ 0.84       1.50 %
                       
     
     
     
 
TOTAL EXPENSES
                   $ 2,505,177     $ 15,695     $ 43.00       76.39 %
NET OPERATING INCOME
                   $ 774,367     $ 4,852     $ 13.29       23.61 %

    (*) Per Actual Resident

Direct Capitalization Rate Analysis

In determining an appropriate capitalization rate, the rates of return have been derived by applying three different methods: market extraction from the sales comparables, our findings reported in The Senior Care Acquisition Report, 2003, published by Irving Levin Associates, Inc., findings from the Senior Care Participants Survey completed by Cushman & Wakefield, Inc., and from Band-of-Investment.

             
VALUATION SERVICES     92     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

INCOME CAPITALIZATION APPROACH

The capitalization rate was determined by analyzing investment rates of return acceptable to buyers. The rate of return on an investment is determined by analyzing several aspects of that investment and then assigning a risk associated with those aspects. Elements usually considered are:

•   Reliability of the gross income prediction. How certain is it that the income will be forthcoming? Income is more dependable when the property is leased on a long-term basis to financially responsible tenants than when rented on a month-to-month basis to less reliable tenants.
 
•   Reliability of the expense prediction. Is there great danger of having expenses increase materially, or is there a fair chance that they will remain about the same or even decrease?
 
•   Expense ratio. If the expenses are low in relation to gross income, the quality of the net income may be better, because a moderate reduction in gross income or a moderate increase in expenses does not affect the net income substantially.
 
•   Burden of management. Even when real estate management is employed, a property that requires constant attention, because of either maintenance or rent collection problems, is less desirable than one that needs minimal management. A long-term lease that requires a tenant to take care of all repairs and to pay taxes and insurance presents a situation that is relatively free from this burden of management.
 
•   Marketability of the property. An investment that has marketability and liquidity appeals to a wider group of investors than one lacking those attributes.
 
•   Stability of value. The value or market price of a piece of real property tends to remain within a narrower range for longer periods of time than do most other commodities.

As described previously, the gross income projected for the property is subject to such uncertainties as competition from other facilities and fluctuations in demand for the subject’s services. Moreover, the subject property has limited marketability and liquidity because a purchaser must have the appropriate operating license from the applicable state regulatory agencies, which limit the number of potential investors and would, in any potential sale of the property, create impediments and delays.

Going-In Capitalization Rate

The first method used to derive the capitalization rate was a review of comparable sales that have occurred in the subject’s regional area. The overall capitalization rates derived from the assisted living facility sales used in the Sales Comparison Approach are summarized below:

             
VALUATION SERVICES     93     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

CAPITALIZATION RATE SUMMARY

                                           
              Date   Year           Capitalization
No.   Property Name   of Sale   Built   Occupancy   Rate
 
 
 
 
 
 
1
   Carmel Village
     01/03       1986       97 %     11.14 %
 
2
   Emerald Hills
     09/02       1999       100 %     11.19 %
 
3
   Woodmark at Summit
     02/02       1998       60 %     12.63 %
 
4
   Mapleridge of Laguna Creek
     01/02       1999       76 %     10.55 %
 
5
   Atria Redding
     07/01       1997       95 %     12.50 %
 
6
   Aegis of Napa
     06/01       1999       N/A       10.76 %
Low
                     1986       60 %     10.55 %
High
                     1999       100 %     12.63 %
Median
                     1999       95 %     11.16 %
Average
                     1996       86 %     11.46 %

The overall capitalization rates of the comparable sales range from 10.55 to 12.63 percent, with an average indicated of 11.46 percent. These rates are reported to be after management fee and reserves. The capitalization rates reflect actual buyer expectations of existing facilities and are directly applicable to the subject and the spread in the capitalization rates is 208 basis points. As such, the sales are felt to provide a good comparison of estimating a market capitalization rate.

Industry Findings

To further test the capitalization rates, data on assisted living acquisition trends in The Senior Care Acquisition Report, Eighth Edition, 2003, was consulted. The report indicated that after two years of declining capitalization rates for assisted living properties, 2002 saw an increase in rates to a reported average of 12.20 percent. This information is summarized in the graph below.

(ASSISTED LIVING FACILITY CAPITALIZATION RATES BAR CHART)

             
VALUATION SERVICES     94     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

In addition, Cushman & Wakefield, Inc. has surveyed senior care participants regarding their investment parameters for senior housing properties. This recent information has been summarized in the following table.

2003 Participants Survey

                                                 
                    Change From 2002   Change From 2001
            Survey  
 
Property Type   Survey Range   Average   Basis Point   %   Basis Point   %
 
 
 
 
 
 
Capitalization Rates
                                                
55+ Senior Apartments
     7.00% - 10.25 %     8.15 %     - 7       0.9 %     -68       -7.6 %
Independent Living
     9.00% - 10.50 %     9.55 %     - 5       0.5 %     -30       -3.0 %
Assisted Living
     10.00% - 12.25 %     10.85 %     -17       1.6 %     - 8       -7.2 %
Skilled Nursing
     11.50% - 18.00 %     14.15 %     16       -1.1 %     -61       -4.2 %
Continuing Care Retirement Community
     9.00% - 11.50 %     10.40 %     -35       3.4 %     -15       -1.4 %
Internal Rates of Return
                                                
55+ Senior Apartments
     9.50% - 15.00 %     10.60 %     -15       1.4 %     -20       -1.8 %
Independent Living
     10.00% - 15.00 %     11.90 %     -25       2.1 %     -65       -5.7 %
Assisted Living
     12.00% - 17.00 %     15.30 %     42       -2.7 %     -22       -1.5 %
Skilled Nursing
     13.00% - 20.00 %     16.30 %     -25       1.5 %     -165       -9.1 %
Continuing Care Retirement Community
     9.00% - 17.00 %     13.00 %     -25       1.9 %     -135       -9.2 %

    Source: Senior Care Participants Survey, 2003 by Cushman & Wakefield, Inc.

In reviewing the 2003 survey, capitalization rates for assisted living facilities ranged from 10.00 to 12.25 percent with an average indication of 10.85 percent. This data is seen as being nearly 135 basis points below that reported previously in The Senior Care Acquisition Report, Eighth Edition, 2003. The 2003 C&W survey also shows that capitalization rates have declined slightly over those reported in 2002 and 2001.

In choosing the appropriate capitalization rate for the subject, we have considered its location, occupancy, as well as the overall condition and utility of the property. The subject is a mid-sized assisted living facility located in a favorable demographic area in Arizona. The market area is considered to be at an equilibrium basis at this time. Based on the data and characteristics of the subject and marketplace, we believe a capitalization rate of between 11.0 to 12.0 percent to be appropriate for the property.

Band of Investment

The Band of Investment technique accounts for the combination of equity and prevailing financing which are banded together to finance this type of real estate. The rate developed is a weighted average, the weights being percentages of the total value, which are occupied by the mortgage and equity positions.

After surveying several commercial mortgage lenders and consulting the most recent Senior Care Participants Survey, published by Cushman & Wakefield, Inc. and the Senior Care Acquisition Report, published by Irving Levin Associates, it is our opinion that a typical creditworthy owner could obtain financing from a lending source in an amount equal to 75 percent of value at an annual interest rate of 8.50 percent. A typical loan period for this type of real estate ranges from 20 to 30 years. Utilizing a 25-year amortization period at an 8.50 percent interest rate (payable monthly) yields a mortgage constant of 0.0966273.

For a review of investor rates of return, reference is made to the previous table, which showed investment parameters for assisted living properties.

             
VALUATION SERVICES     95     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

As shown in the table, internal rates of return or equity dividend rates for senior housing properties ranged from 9.50 to 20.00 percent. Independent living facilities fall within the lower to middle portion of the range from 10.00 to 15.0 percent with an average indicated rate of 11.90 percent. Assisted living facilities fall within the middle portion at 12.00 to 17.0 percent with an average indicated rate of 15.30 percent.

Based on the data, we believe a prudent investor in a senior housing property like the subject would accept an initial annual return of between 10 percent and 15 percent of an equity investment in anticipation of a stable income flow and property appreciation over time. From this, and based on the subject’s physical, locational and competitive structure, a rate from within the middle portion of the latter range, or 14.0 percent would be reasonable.

It should be emphasized that the equity dividend rate is not necessarily the same as an equity yield rate or true rate of return on equity capital. The equity dividend rate is an equity capitalization that reflects all benefits that can be recognized by the equity investor as of the date of purchase. The overall capitalization rate is developed as follows:

Band OF Investment Technique

                                         
75.0
 % MORTGAGE     X     0.0966273 Mortgage Constant     =       0.0724  
25.0
 % Equity     X     0.1400 Equity Dividend     =       0.0350  
 
                           
 
100.0
 % Total                             0.1074  
 
                   OAR = 10.74%                
             
VALUATION SERVICES     96     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Direct Capitalization Method Conclusion

We estimated a capitalization rate of 10.55 to 12.63 percent through our direct comparison analysis, while the band-of-investment technique correlated to 10.74 percent. Utilizing both methods to develop a capitalization rate, tempered with investor criteria and the specific attributes of the subject, we feel a rate of 11.50 percent is warranted for the property based on the subject age and condition. We note that this rate is applied after reserves. Our conclusion via the Direct Capitalization Method is as follows:

     
DIRECT CAPITALIZATION METHOD    
Net Operating Income $774,367  
                 
Sensitivity Analysis (0.25% OAR Spread)   Value   $/Unit
 
 
Based on Low-Range of 11.25%
   $ 6,883,265     $ 41,971  
Based on Most Probable Range of 11.50%
   $ 6,733,629     $ 41,059  
Based on High-Range of 11.75%
   $ 6,590,360     $ 40,185  
Reconciled Value
   $ 6,733,629     $ 41,059  
Rounded to nearest $100,000
   $ 6,700,000     $ 40,854  
             
VALUATION SERVICES     97     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

RECONCILIATION AND FINAL VALUE OPINION

Valuation Methodology Review and Reconciliation

This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The approaches indicated the following values:

         
Cost Approach:
   $ 9,000,000  
Sales Comparison Approach:
   $ 6,800,000  
Income Capitalization Approach:
   $ 6,700,000  

Due to the fact that the subject is an income producing property, investors are primarily concerned with their return on equity. Therefore, the Income Capitalization Approach was given most weight in our final value conclusion. The Sales Comparison and Cost Approaches provide a reasonable check on the value derived via the Income Capitalization Approach.

The Cost Approach provides a reliable estimate of value for proposed or newly constructed improvements. However, as the property ages and obsolescence occurs, it is increasingly difficult to quantify the resultant depreciation. Nonetheless, as the subject represents older construction, the degree of depreciation was moderate, yet was considered reasonable based on the market data. This approach, however, falls above the indications provided by the Sales Comparison and Income Capitalization Approaches which indicates that the subject is not currently an economically feasible operation. As such, this approach has been given only limited support for our findings via the other two approaches to value.

The Sales Comparison Approach reflects an estimate of value as indicated by the actual sales of assisted living facilities. In this approach, we searched the state for transactions of similar property types. Given that these types of properties are typically purchased based on their income producing capabilities, this approach was useful in providing support for our findings in the Income Capitalization Approach.

The Income Capitalization Approach is typically considered the most appropriate approach to utilize when valuing going concerns such as nursing homes and assisted living facilities. This approach considers the income potential of the property. In our Income Capitalization Approach to value, the anticipated monetary benefits of ownership were converted into a value estimate. Within the Income Capitalization Approach, direct capitalization was used as it is the most common method used by investors and purchasers in acquiring existing and stabilized properties of this nature.

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the “as-is” going concern market value of the fee simple estate of the referenced property, subject to the assumptions, limiting conditions, certifications, and definitions, on October 23, 2003 was:

SEVEN MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS

$6,750,000

             
VALUATION SERVICES     98     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

RECONCILIATION AND FINAL VALUE OPINION

Personal Property Allocation

Included in the above estimate of market value is the contributing value of the personal property at the subject property, or the furnishings, fixtures and equipment (FF&E). FF&E is generally considered to be part of the assisted living facility and is typically sold with the building. It is therefore considered to be a part of the property’s total value. FF&E includes the unit and public area furnishings, kitchen equipment, service/maintenance equipment and other machinery. Based on previous analysis of the subject, we estimated the value of the FF&E as new to be $660,100, including a 15.00 percent factor for entrepreneurial profit.

Physical deterioration (depreciation) must be deducted for the FF&E. The subject opened in 1986. Based on our physical inspection of the property, we are of the opinion that the property is currently in fair average good physical condition. We have estimated that the subject’s FF&E has a useful life of 10 years and we have estimated the current effective age at 5 years. This equates to a 50 percent depreciation factor, as summarized in the following table.

Furniture, Fixtures and Equipment

         
Total Value of FF&E As New
   $ 377,200  
Physical Life (Yrs)
     10  
Effective Age (Yrs)
     5  
Percent Depreciated (%)
     50  
Percent Value Remaining (%)
     50  
Depreciated Value
   $ 188,600  
Rounded
   $ 200,000  

The contributing value of the FF&E is believed to be the cost of the FF&E less its accrued depreciation. This equates to $200,000 rounded.

Business Value (Going Concern)

Assisted living facilities are undisputedly a combination of business and real estate; the day-to-date operation of an assisted living/supervisory care facility represents a business over and above the real estate value. Numerous theories have been developed over time in an attempt to isolate the business component of a senior housing facility.

In our analysis, we have determined the value of the real estate in the Cost Approach to be $9,000,000. As the value of the going concern (Income Capitalization and Sales Comparison Approaches) was determined to be $6,750,000 (which includes the $200,000 in FF&E), this indicates that there is $0 in business value.

             
VALUATION SERVICES     99     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

“Report” means the appraisal or consulting report and conclusions stated therein, or a letter opinion, to which these Assumptions and Limiting Conditions are annexed.

“Property” means the subject of the Report

“C&W” means Cushman & Wakefield, Inc. or its subsidiary that issued the Report.

“Appraiser(s)” means the employee(s) of C&W who prepared and signed the Report.

The Report has been made subject to the following assumptions and limiting conditions:

1.   No opinion is intended to be expressed and no responsibility is assumed for the legal description or for any matters that are legal in nature or require legal expertise or specialized knowledge beyond that of a real estate appraiser. Title to the Property is assumed to be good and marketable and the Property is assumed to be free and clear of all liens unless otherwise stated. No survey of the Property was undertaken.
 
2.   The information contained in the Report or upon which the Report is based has been gathered from sources the Appraiser assumes to be reliable and accurate. The owner of the Property may have provided some of such information. Neither the Appraiser nor C&W shall be responsible for the accuracy or completeness of such information, including the correctness of estimates, opinions, dimensions, sketches, exhibits and factual matters. Any authorized user of the Report is obligated to bring to the attention of C&W any inaccuracies or errors that it believes are contained in the Report.
 
3.   The opinions are only as of the date stated in the Report. Changes since that date in external and market factors or in the Property itself can significantly affect the conclusions.
 
4.   The Report is to be used in whole and not in part. No part of the Report shall be used in conjunction with any other analyses. Publication of the Report or any portion thereof without the prior written consent of C&W is prohibited. Reference to the Appraisal Institute or to the MAI designation is prohibited. Except as may be otherwise stated in the letter of engagement, the Report may not be used by any person other than the party to whom it is addressed or for purposes other than that for which it was prepared. No part of the Report shall be conveyed to the public through advertising, or used in any sales or promotional or offering or SEC material without C&W’s prior written consent.
 
    Any authorized user of this Report who provides a copy to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including attorneys’ fees, incurred in investigating and defending any claim arising from or in any way connected to the use of, or reliance upon, the Report by any such unauthorized person or entity.
 
5.   Except as may be otherwise stated in the letter of engagement, the Appraiser shall not be required to give testimony in any court or administrative proceeding relating to the Property or the Appraisal.
 
6.   The Report assumes (a) responsible ownership and competent management of the Property; (b) there are no hidden or unapparent conditions of the Property, subsoil or structures that render the Property more or less valuable (no responsibility is assumed for such conditions or for arranging for engineering studies that may be required to

             
VALUATION SERVICES     100     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    discover them); (c) full compliance with all applicable federal, state and local zoning and environmental regulations and laws, unless noncompliance is stated, defined and considered in the Report; and (d) all required licenses, certificates of occupancy and other governmental consents have been or can be obtained and renewed for any use on which the value estimate contained in the Report is based.
 
7.   The physical condition of the improvements considered by the Report is based on visual inspection by the Appraiser or other person identified in the Report. C&W assumes no responsibility for the soundness of structural members nor for the condition of mechanical equipment, plumbing or electrical components.
 
8.   The forecasted potential gross income referred to in the Report may be based on lease summaries provided by the owner or third parties. The Report assumes no responsibility for the authenticity or completeness of lease information provided by others. C&W recommends that legal advice be obtained regarding the interpretation of lease provisions and the contractual rights of parties.
 
9.   The forecasts of income and expenses are not predictions of the future. Rather, they are the Appraiser’s best estimates of current market thinking on future income and expenses. The Appraiser and C&W make no warranty or representation that these forecasts will materialize. The real estate market is constantly fluctuating and changing. It is not the Appraiser’s task to predict or in any way warrant the conditions of a future real estate market; the Appraiser can only reflect what the investment community, as of the date of the Report, envisages for the future in terms of rental rates, expenses, and supply and demand.
 
10.   Unless otherwise stated in the Report, the existence of potentially hazardous or toxic materials that may have been used in the construction or maintenance of the improvements or may be located at or about the Property was not considered in arriving at the opinion of value. These materials (such as formaldehyde foam insulation, asbestos insulation and other potentially hazardous materials) may adversely affect the value of the Property. The Appraisers are not qualified to detect such substances. C&W recommends that an environmental expert be employed to determine the impact of these matters on the opinion of value.
 
11.   Unless otherwise stated in the Report, compliance with the requirements of the Americans with Disabilities Act of 1990 (ADA) has not been considered in arriving at the opinion of value. Failure to comply with the requirements of the ADA may adversely affect the value of the Property. C&W recommends that an expert in this field be employed.
 
12.   If the Report is submitted to a lender or investor with the prior approval of C&W, such party should consider this Report as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in this Report.
 
13.   In the event of a claim against C&W or its affiliates or their respective officers or employees or the Appraisers in connection with or in any way relating to this Report or this engagement, the maximum damages recoverable shall be the amount of the monies

             
VALUATION SERVICES     101     ADVISORY GROUP
            CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    actually collected by C&W or its affiliates for this Report and under no circumstances shall any claim for consequential damages be made.
 
14.   If the Report is referred to or included in any offering material or prospectus, the Report shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any and all liability to any party other than the party which retained C&W to prepare the Report.
 
15.   By use of this Report each party that uses this Report agrees to be bound by all of the Assumptions and Limiting Conditions stated herein.

Extraordinary Assumptions

An extraordinary assumption is defined as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 2).

This appraisal assumes that the property meets the licensing requirements of the State of Arizona as a supervisory care facility and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined as “that which is contrary to what exists, but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 3).

This Appraisal employs no Hypothetical Conditions.

             
VALUATION SERVICES     102     ADVISORY GROUP
            CUSHMAN & WAKEFIELD LOGO)

 

 

CERTIFICATION OF APPRAISAL

We certify that, to the best of our knowledge and belief:

1.   The Statements of fact contained in this report are true and correct.
 
2.   The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and is our personal, impartial, and unbiased professional analyses, opinions, and conclusions.
 
3.   We have no present of prospective interest in the property that is the subject of this report, and no personal interest with respect to the parties involved.
 
4.   We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
 
5.   Our engagement in this assignment was not contingent upon developing or reporting predetermined results.
 
6.   Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
 
7.   Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice of the Appraisal Foundation and the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute.
 
8.   Sally U. Haft, MAI made a personal inspection of the property that is the subject of this report.
 
9.   No one provided significant real property appraisal assistance to the persons signing this report.
 
10.   The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
 
11.   As of the date of this report, Appraisal Institute continuing education for Sally U. Haft, MAI is current.
 
    -s- Sally U. Haft

Sally U. Haft, MAI
Managing Director
Senior Housing/Healthcare Industry Group
Arizona Certified General Appraiser
License No. 30995
             
VALUATION SERVICES     102     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ADDENDA

     
Addenda Contents    
     
ADDENDUM A:   Letter of Engagement/Legal Description
ADDENDUM B:   Demographics
ADDENDUM C:   Property Exhibits
ADDENDUM D:   Financial Data
ADDENDUM E:   Comparable Land Sale Data Sheets
ADDENDUM F:   Comparable Improved Sale Data Sheets
ADDENDUM G:   Qualifications of the Appraiser
         
VALUATION SERVICES   103   ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

 

ADDENDUM A: Letter of Engagement/Legal Description

 

 

     
  (CUSHMAN & WAKEFIELD LOGO)
     
    Cushman & Wakefield of Georgia, Inc.
    3300 One Atlantic Center
    1201 West Peachtree Street
    Atlanta, GA 30309
    404-853-5351 Tel
    404-874-8046 Fax
    Norman_LeZolta@Cushwake.com

September 30, 2003

Mr. Douglas Armstrong
General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

     
Re:   12 Assisted Living Facilities
In California and Arizona

Dear Mr. Armstrong:

Thank you for requesting our proposal for appraisal services. This proposal letter, with its attachments, will become, upon your acceptance, our letter of engagement to provide the services outlined herein.

THE PARTIES TO THIS AGREEMENT: Cushman & Wakefield of Georgia, Inc., Cushman & Wakefield of California, Inc., and Cushman & Wakefield of Arizona, Inc. will prepare the appraisals. We understand that ARV Assisted Living, Inc., (“ARV”) and its affiliates are the clients in this assignment and will be referred to herein, collectively, at times as the “Client” and the report will be addressed to ARV and/or one or more of its affiliates as requested by ARV.

The appraisal will be prepared and submitted to the Client for use only in connection with the proxy solicitation/tender offers filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties II and American Retirement Villas Properties III, L.P. (the “Partnerships”). Unless we otherwise consent in writing, the appraisal cannot be used (other than in the material related to the proxy solicitation/tender offer referred to above) for any purpose. If the Appraisal is submitted to a lender or investor with the prior approval of C&W, such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in the Appraisal.

REPORTING REQUIREMENTS: We have agreed to prepare a Complete Appraisal in a Self-Contained format. The market value of the Fee Simple or Leasehold interest will be presented As Is. You have also requested that we include the Going Concern Value as of the specified date of value. The valuation methods utilized in these reports will include the income Approach, Sale Comparison Approach, and Cost Approach if all deemed applicable in producing a credible value estimate. The appraisal reports will be signed by an Appraisal Institute member holding the title of MAI (Member Appraisal Institute). Any appraisal report will

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 2

contain reliance language to the effect that the report is for the use and benefit of ARV, any of its affiliates, agents, and advisors and that the report and references to the report may be included and quoted in any tender offer or solicitation document (whether electronic or hard copy format) in connection with the transactions involving the Partnership referred to above.

PROPERTY INFORMATION: The twelve subject properties are:

ARV PORTFOLIO

                                         
Property   Units   City   State   YR Built   Appraisal fee
 
 
 
 
 
Covina Villa
     63     Covina   CA     1977     $ 5,500  
Montego Heights Lodge
     163     Walnut Creek   CA     1978     $ 4,500  
R.I. Of Burlingame
     67     Burlingame   CA     1977     $ 4,500  
R.I. Of Campbell
     71     Campbell   CA     1977     $ 4,500  
R.I. Of Daly City
     95     Daly City   CA     1975     $ 4,500  
R.I. Of Fremont
     68     Fremont   CA     1977     $ 4,500  
R.I. Of Fullerton
     68     Fullerton   CA     1974     $ 4,500  
R.I. Of Sunnyvale
     120     Sunnyvale   CA     1977     $ 4,500  
Valley View Lodge
     125     Walnut Creek   CA     1986     $ 4,500  
Inn @ Willow Glen
     83     San Jose   CA     1977     $ 5,000  
Chandler Villas
     164     Chandler   AZ     1988     $ 5,500  
Villa Las Posas
     123     Camarillo   CA     1997     $ 5,500  
 
    
                             
 
 
     1,210                             $ 57,500  

The entire fee is inclusive of any travel expenses and is a net fee to ARV or its Designated Affiliates

REGULATIONS OF FEDERAL AGENCIES: Federal banking regulations require banks and savings and loan associations to employ appraisers where a FIRREA compliant appraisal must be used in connection with mortgage loans or other transactions involving federally regulated lending institutions, including mortgage bankers/brokers. The appraisal being prepared would comply with the requirements of FIRREA if it were being delivered for use by a federally regulated institution. This appraisal will be prepared in accordance with the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation, the Standards of Professional Practice and the Code of Ethics of the Appraisal Institute.

STANDARD ASSUMPTIONS AND LIMITING CONDITIONS: Our report will be subject to our standard Assumptions and Limiting Conditions, which will be incorporated into the appraisal. The appraisal report may also be subject to any Extraordinary Assumptions and Hypothetical Conditions.

CONSENT: We understand that you Intend to include, in the tender offer/proxy solicitation materials referred to above, a copy of our appraisal report, a description of the report and a summary of the procedures we followed in preparing our report, and our basis for, and the

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 3

methods we used in arriving at, the conclusions reflected in our report. We agree to assist in the preparation of such description and summary and consent to your inclusion in the tender officer/proxy solicitation material of a copy of the appraisal report and a description and summary reasonably acceptable to us. Furthermore, you agree to pay the reasonable fees of our legal counsel for the review of any such description and summary to be included in such material which is the subject of the requested consent.

In the event the Client provides a copy of this appraisal to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, ARV hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the use of, or reliance upon, the appraisal by any such unauthorized person or entity. ARV also hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers, and employees harmless from and/against all damages, expenses, claims, costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the reliance upon the appraisal by any limited partner of the Partnerships or in connection with the tender offer/proxy solicitation material described herein. Notwithstanding the foregoing, neither ARV nor any of its affiliates shall be required to indemnify or hold harmless C&W, its affiliates or any of their respective shareholders, directors, officers or employees for or against any losses, damages, expenses, claims or costs resulting from the gross negligence, willful misconduct or bad faith of C&W, its affiliates or any of their respective shareholders, directors, officers, or employees. This indemnification shall be binding on ARV, its successors and assigns.

If the Appraisal is referred to or included in any offering material or prospectus, (other than the proxy solicitation/tender offer material referred to above), the Appraisal shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any end all liability to any party other than the party which retained C&W to prepare the Appraisal.

INFORMATION NEEDED TO COMPLETE THE ASSIGNMENT: We understand that you will provide the following information for our review, if available.

•   Plot Plan/Survey and Legal Description
 
•   Building plans
 
•   Original construction and site acquisition costs
 
•   Cost of any major expansions, modifications or repairs incurred over the past three years/Capital Expense Budget
 
•   Operating Statements for three previous years plus year-to-date
 
•   Most recent real estate tax bill or statement
 
•   Operating Budgets

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 4

•   Sales history of the subject property over the past three years at a minimum
 
•   Rent roll
 
•   On Site Contact – Name and Phone #

When appropriate, we will include graphics such as maps, photographs and charts to assist in visualizing our findings. The final reports will be delivered electronically. We will provide hard copies upon request.

Fee and Schedule of Payment: The fee for this assignment shall be $57,500 in total (please see previous chart for Individual fees), payable at the time of transmission of the report electronically or in three (3) bound copies. A retainer equal to fifty percent ($28,750) of the fee shall be paid when you return this engagement letter signed by you below authorizing the assignment to us. The balance of the fee will be due upon delivery of the report. Payment of the fee is not contingent on the appraised value, outcome of the consultation report, a loan closing, or any other prearranged condition.

Additional fees will be charged on an hourly basis for any work which exceeds the scope of this proposal, including performing additional valuation scenarios, additional research and conference calls or meetings with any party which exceed the time allotted for an assignment of this nature. If we are requested to stop working on this assignment, for any reason, prior to our completion of the appraisal, we will be entitled to bill you for the time put in to date at our hourly rates.

Response to Review: We agree to respond to your review of our report within five (5) business days of your communication to us, Correspondingly, you will have twenty-one (21) days from receipt of our report to communicate your review. We reserve the right to bill you for responding to your review beyond this time period.

Authorizing the Assignment and Report Delivery: We agree to complete the assignment within (21) days of receipt of your written authorization to proceed. You may authorize the assignment by signing this letter and returning it to us with the requested retainer.

Responding to Subpoena or Other Judicial Command to Produce Documents: If we receive a subpoena or other judicial command to produce documents or to provide testimony involving this assignment in connection with a lawsuit or proceeding, we will use reasonable efforts to notify you of our receipt of same. However, if we are not a party to these proceedings, you agree to reimburse us for the reasonable out-of-pocket expenses that we incur in responding to any subpoena or judicial command, including reasonable attorneys’ fees, if any, as they are incurred. We will be compensated at the then prevailing hourly rates of the personnel responding to the subpoena or command for testimony.

Limitation on Liability: By signing this agreement, except as may be prohibited by applicable law, Client expressly agrees that its sole and exclusive remedy for any and all losses or damages relating to this agreement shall be limited to the amount of the appraisal fee paid by the Client. In the event that the Client, or any other party entitled to do so, makes a claim against C&W or any of its affiliates or any of their respective officers or employees in connection with or in any way relating to this engagement or the appraisal, the maximum damages recoverable from C&W or any of its affiliates or their respective officers or employees shall be

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 5

the amount of the monies actually collected by us for this assignment and under no circumstances shall any claim for consequential damages be made.

You acknowledge that any opinions and conclusions expressed by the Cushman & Wakefield professionals during this assignment are representations made as employees and not as individuals. C&W’s responsibility is limited to the client.

Thank you for calling on us to render these services and we look forward to working with you.

Sincerely,

-s- Norman W. Lezotte

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

“Appraisal” means the appraisal report and opinion of value stated therein, to which these Assumptions and Limiting Conditions are annexed.

“Property” means the subject of the Appraisal.

“C&W” means Cushman & Wakefield inc. or its subsidiary which issued the Appraisal.

“Appraiser” or “Appraisers” means the employee(s) of C&W who prepared and signed the Appraisal.

General Assumptions

This appraisal is made subject to the following assumptions and limiting conditions:

1.   No opinion is Intended to be expressed and no responsibility is assumed for the legal description or for any matters which are legal in nature or require legal expertise or specialized knowledge beyond that of a real estate appraiser. Title to the Property is assumed to be good and marketable and the Property is assumed to be free and clear of all liens unless otherwise stated. No survey of the Property was undertaken.
 
2.   The information contained in the Appraisal or upon which the Appraisal is based has bean gathered from sources the Appraiser assumes to be reliable and accurate. Some of such information may have been provided by the owner of the Property. Neither the Appraiser nor C&W shall be responsible for the accuracy or completeness of such information, including the correctness of opinions, dimensions, sketches, exhibits and factual matters.
 
3.   The opinion of value is only as of the date stated in the Appraisal. Changes since that date in external and market factors or in the Property itself can significantly affect property value.
 
4.   The Appraisal is to be used in whole and not in part. No part of the Appraisal shall be used in conjunction with any other appraisal. Publication of the Appraisal or any portion thereof without the prior written consent of C&W is prohibited. Except as may be otherwise stated in the letter of engagement, the Appraisal may not be used by any person other than the party to whom it is addressed or for purposes other than that for which it was prepared. No part of the Appraisal shall be conveyed to the public through advertising, or used in any sales or promotional material without C&W’s prior written consent. Reference to the Appraisal Institute or to the MAI designation is prohibited, except as it relates to the collaboration between C&W and the Appraisal Institute relative to the Real Estate Outlook publication.
 
5.   Except as may be otherwise stated in the letter of engagement, the Appraiser shall not be required to give testimony in any court or administrative proceeding relating to the Property or the Appraisal.
 
6.   The Appraisal assumes (a) responsible ownership and competent management of the Property: (b) there are no hidden or unapparent conditions of the Property, subsoil or structures that render the Property more or less valuable (no responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them); (c) full compliance with all applicable federal, state and local zoning and environmental regulations and laws, unless noncompliance is stated, defined and analyzed in the Appraisal; and (d) all required licenses, certificates of occupancy and other governmental consents have been or can be obtained and renewed for any use on which the value opinion contained in the Appraisal is based.
 
7.   The physical condition of the improvements analyzed within the Appraisal is based on visual inspection by the Appraiser or other person identified in the Appraisal, C&W assumes no

             
VALUATION SERVICES           (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    responsibility for the soundness of structural members nor for the condition of mechanical equipment, plumbing or electrical components.
 
8.   The projected potential gross income referred to in the Appraisal may be based on lease summaries provided by the owner or third parties. The Appraiser has not reviewed lease documents and assumes no responsibility for the authenticity or completeness of lease information provided by others, C&W recommends that legal advice be obtained regarding the interpretation of lease provisions and the contractual rights of parties.
 
9.   The projections of income and expenses are not predictions of the future, Rather, they are the Appraiser’s opinion of current market thinking on future Income and expenses. The Appraiser and C&W make no warranty or representation that these projections will materialize. The real estate market is constantly fluctuating and changing. It is not the Appraiser’s task to predict or in any way warrant the conditions of a future real estate market; the Appraiser can only reflect what the investment community, as of the date of the Appraisal, envisages for the future in terms of rental rates, expenses, supply and demand.
 
10.   Unless otherwise stated in the Appraisal, the existence of potentially hazardous or toxic materials which may have been used in the construction or maintenance of the improvements or may be located at or about the Property was not analyzed in arriving at the opinion of value. These materials (such as formaldehyde foam insulation, asbestos insulation and other potentially hazardous materials) may adversely affect the value of the Property. The Appraisers are not qualified to detect such substances. C&W recommends that an environmental expert be employed to determine the impact of these matters on the opinion of value.
 
11.   Unless otherwise stated in the Appraisal, compliance with the requirements of the Americans With Disabilities Act of 1990 (ADA) has not been analyzed in arriving at the opinion of value. Failure to comply with the requirements of the ADA may adversely affect the value of the property. C&W recommends that an expert in this field be employed.
 
12.   Additional work requested by the client beyond the scope of this assignment will be billed at our prevailing hourly rate. Preparation for court testimony, update valuations, additional research, depositions, travel or other proceedings will be billed at our prevailing hourly rate, plus reimbursement of expenses.
 
13.   The reader acknowledges that Cushman & Wakefield of California, Inc. has been retained hereunder as an independent contractor to perform the services described herein and nothing in this agreement shall be deemed to create any other relationship between us. This assignment shall be deemed concluded and the services hereunder completed upon delivery to you of the appraisal report discussed herein.
 
14.   This study has not been prepared for use in connection with litigation and this document is not suitable for use in a litigation action. Accordingly, no rights to expert testimony, pretrial or other conferences, deposition, or related services are Included with this appraisal. If, as a result of this undertaking, C&W or any of its principals, its appraisers or consultants are requested or required to provide any litigation services, such shall be subject to the provisions of the C&W engagement letter or, if not specified therein, subject to the reasonable availability of C&W and/or said principals or appraisers at the time and shall further be subject to the party or parties requesting or requiring such services paying the then-applicable professional fees and expenses of C&W either in accordance with the provisions of the engagement letter or arrangements at the time, as the case may be.

             
VALUATION SERVICES           (CUSHMAN & WAKEFIELD LOGO)

 

 

EXHIBIT “A”

That part of the West half of the Northwest quarter of Section 32, Township 1 South, Range 5 East of the Gila and Salt River Base and Meridian, Maricopa County, Arizona, described as follows:

COMMENCING at the Southeast corner of the West half of the said Northwest quarter, said point bears North 89 degrees 48 minutes 23 seconds East, 1320.58 feet from the Southwest corner of the Northwest quarter of said Section 32; THENCE North 0 degrees 09 minutes 00 seconds West along the East line of said West half, 531.48 feet to the point of beginning;

THENCE continuing North 0 degrees 09 minutes 00 seconds West, 1399.96 feet to a point 60.0 feet South of the North line of the South half of the Northwest quarter of the Northwest quarter of said Section 32;

THENCE South 89 degrees 54 minutes 41 seconds West, parallel with the said North line, 176.90 feet to a point on the arc of a circle, the center of which bears South 0 degrees 05 minutes 19 seconds East, 30.0 feet;

THENCE Southwesterly along the arc of said circle, 47.15 feet to the point of tangency;

THENCE South 0 degrees 08 minutes 10 seconds East, 528.95 feet to a point on the arc of a circle, the center of which bears South 89 degrees 51 minutes 50 seconds West, 630.00 feet ;

THENCE Southwesterly along the arc of said circle, 159.43 feet to a point of tangency;

THENCE South 14 degrees 21 minutes 50 seconds West, 372.34 feet to a point on the arc of a circle, the center of which bears South 75 degrees 38 minutes 10 seconds East, 1170.0 feet;

THENCE Southwesterly along the arc of said circle, 296.09 feet to a point on the arc of a second circle, the center of which bears North 89 degrees 51 minutes 50 seconds East, 30.0 feet;

THENCE Southeasterly along the arc of said second circle, 47.12 feet;

THENCE North 89 degrees 51 minutes 50 seconds East, 327.82 feet to the point of beginning;

EXCEPT all oil, minerals and gas in said Southwest quarter * as reserved unto KAREN ANDERSEN by Deed recorded March 24, 1952 in Docket 896, page 54.

* of the Northwest quarter,

 

 

ADDENDUM B: Demographics

 

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
    1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 65 - 69
     3,991               6,003               7,421          
 
Income less than $15,000
     802       20.11 %     647       10.78 %     586       7.90 %
 
Income $15,000 - $24,999
     835       20.92 %     648       10.79 %     600       8.08 %
 
Income $25,000 - $34,999
     770       19.31 %     807       13.44 %     792       10.67 %
 
Income $35,000 - $49,999
     716       17.94 %     1,240       20.66 %     1,222       16.46 %
 
Income $50,000 - $74,999
     429       10.74 %     1,313       21.87 %     1,771       23.86 %
 
Income $75,000 - $99,999
     139       3.48 %     701       11.68 %     1,111       14.98 %
 
Income $100,000 - $149,999
     54       1.34 %     462       7.70 %     863       11.63 %
 
Income $150,000 - $249,999
     18       0.45 %     146       2.43 %     349       4.71 %
 
Income $250,000 - $499,999
     7       0.17 %     25       0.42 %     103       1.38 %
 
Income $500,000 and more
     0       0.00 %     14       0.23 %     24       0.32 %
Median Household Income
     28,197               45,872               57,206          
Householder Age 70 - 74
     2,888               4,905               5,208          
 
Income less than $15,000
     638       22.10 %     488       9.95 %     371       7.12 %
 
Income $15,000 - $24,999
     683       23.64 %     521       10.63 %     423       8.13 %
 
Income $25,000 - $34,999
     622       21.55 %     631       12.87 %     552       10.60 %
 
Income $35,000 - $49,999
     542       18.75 %     1,020       20.80 %     869       16.69 %
 
Income $50,000 - $74,999
     313       10.83 %     1,183       24.13 %     1,288       24.73 %
 
Income $75,000 - $99,999
     105       3.62 %     552       11.24 %     813       15.60 %
 
Income $100,000 - $149,999
     57       1.97 %     364       7.42 %     583       11.19 %
 
Income $150,000 - $249,999
     17       0.58 %     127       2.59 %     234       4.50 %
 
Income $250,000 - $499,999
     4       0.14 %     15       0.30 %     68       1.30 %
 
Income $500,000 and more
     0       0.00 %     4       0.08 %     8       0.16 %
Median Household Income
     27,697               46,922               57,554          
Householder Age 75 -79
     1,820               3,922               4,136          
 
Income lass than $15,000
     773       42.49 %     725       18.47 %     530       12.81 %
 
Income $15,000 - $24,999
     393       21.58 %     688       17.54 %     565       13.66 %
 
Income $25,000 - $34,999
     298       16.39 %     566       14.44 %     561       13.55 %
 
Income $35,000 - $49,999
     188       10.32 %     763       19.46 %     776       18.76 %
 
Income $50,000 - $74,999
     106       5.81 %     605       15.42 %     788       19.05 %
 
Income $75,000 - $99,999
     26       1.43 %     317       8.09 %     427       10.33 %
 
Income $100,000 - $149,999
     18       1.01 %     180       4.60 %     321       7.76 %
 
Income $150,000 - $249,999
     7       0.37 %     64       1.62 %     118       2.85 %
 
Income $250,000 - $499,999
     3       0.19 %     11       0.28 %     45       1.09 %

Prepared on: October 15, 2003 01:23 PM Page 17 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                 
Income $500,000 and more
     0       0.00 %     3       0.07 %     6       0.14 %
Median Household Income
     18,346               34,656               42,964          

Prepared on: October 15, 2003 01:23 PM Page 18 of 36  

(CLARITAS LOGO)

 

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 80-84
     996               2,587               2,894          
 
Income less than $15,000
     450       45.14 %     497       19.19 %     393       13.59 %
 
Income $15,000 - $24,999
     194       19.48 %     479       18.51 %     431       14.90 %
 
Income $25,000 - $34,999
     170       17.03 %     364       14.06 %     406       14.03 %
 
Income $35,000 - $49,999
     107       10.76 %     487       18.81 %     526       18.18 %
 
Income $50,000 - $74,999
     71       7.10 %     390       15.07 %     519       17.93 %
 
Income $75,000 - $99,999
     14       1.41 %     194       7.50 %     290       10.03 %
 
Income $100,000 - $149,999
     14       1.39 %     110       4.26 %     203       7.01 %
 
Income $150,000 - $249,999
     3       0.29 %     50       1.95 %     83       2.87 %
 
Income $250,000 - $499,999
     1       0.10 %     10       0.38 %     30       1.02 %
 
Income $500,000 and more
     1       0.10 %     7       0.27 %     13       0.43 %
Median Household Income
     18,154               33,723               41,148          
Householder Age 85 and over
     723               1,901               2,273          
 
Income less than $15,000
     325       44.91 %     405       21.32 %     352       15.49 %
 
Income $15,000 - $24,999
     147       20.26 %     394       20.71 %     367       16.14 %
 
Income $25,000 - $34,999
     97       13.37 %     282       14.85 %     357       15.71 %
 
Income $35,000 - $49,999
     59       8.11 %     308       16.21 %     392       17.26 %
 
Income $50,000 - $74,999
     43       6.01 %     247       12.97 %     339       14.89 %
 
Income $75,000 - $99,999
     11       1.58 %     139       7.32 %     215       9.45 %
 
Income $100,000 - $149,999
     10       1.36 %     70       3.68 %     149       6.55 %
 
Income $150,000 - $249,999
     3       0.41 %     27       1.42 %     51       2.25 %
 
Income $250,000 - $499,999
     2       0.28 %     27       1.41 %     28       1.23 %
 
Income $500,000 and more
     0       0.00 %     2       0.11 %     23       1.02 %
Median Household Income
     16,531               30,336               37,290          

Prepared on: October 15, 2003 01:23 PM Page 19 of 36  

(CLARITAS LOGO)

 

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Households by Household Income   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Households
     93,234               163,146               189,971          
 
Income less than $15,000
     12,235       13.12 %     9,892       6.06 %     8,073       4.25 %
 
Income $15,000 - $24,999
     13,962       14.98 %     11,935       7.32 %     9,854       5.19 %
 
Income $25,000 - $34,999
     15,669       16.81 %     15,189       9.31 %     15,119       7.96 %
 
Income $35,000 - $49,999
     21,091       22.62 %     25,061       15.36 %     22,889       12.05 %
 
Income $50,000 - $74,999
     19,539       20.96 %     41,110       25.20 %     40,349       21.24 %
 
Income $75,000 - $99,999
     6,733       7.22 %     26,827       16.44 %     34,718       18.28 %
 
Income $100,000 - $149,999
     2,971       3.19 %     21,469       13.16 %     33,952       17.87 %
 
Income $150,000 - $249,999
     806       0.86 %     9,975       6.11 %     17,511       9.22 %
 
Income $250,000 - $499,999
     268       0.29 %     1,330       0.82 %     6,550       3.45 %
 
Income $500,000 and more
     64       0.07 %     357       0.22 %     956       0.50 %
Average Household Income
   $ 43,814             $ 74,813             $ 92,146          
Median Household Income
   $ 38,416             $ 61,856             $ 74,195          
Per Capita Income
   $ 16,053             $ 27,953             $ 34,382          
                                                   
      1990*           2002           2007        
Specified Owner-Occupied Housing Unit Values   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Specified Owner-Occupied Housing Unit Values
     52,482               95,235               111,112          
 
Value less than $25,000
     303       0.58 %     410       0.43 %     421       0.38 %
 
Value $25,000 - $49.999
     1,466       2.79 %     514       0.54 %     423       0.38 %
 
Value $50,000 - $74,999
     8,919       16.99 %     1,994       2.09 %     1,280       l.15 %
 
Value $75,000 - $99,999
     19,488       37.13 %     6,535       6.86 %     4,304       3.87 %
 
Value $100,000 - $149,999
     15,859       30.22 %     32,391       34.01 %     21,250       19.12 %
 
Value $150,000 - $199,999
     4,274       8.14 %     26,692       28.03 %     32,467       29.22 %
 
Value $200,000 - $299,999
     1,635       3.12 %     19,432       20.40 %     33,715       30.34 %
 
Value $300,000 - $399,999
     330       0.63 %     4,323       4.54 %     10,034       9.03 %
 
Value $400,000 - $499,999
     98       0.19 %     1,426       1.50 %     3,818       3.44 %
 
Value $500,000 Or More
     110       0.21 %     1,517       1.59 %     3,400       3.06 %
Median Specified Owner-Occupied Housing Unit Value
     94,950               160,815               192,934          

 
Prepared on: October 15, 2003 01:23 PM Page 20 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                           
      2000           2002           2007                
Group Quarters by Population Type   Census   Pct.   Estimate   Pct.   Projection   Pct.        
 
 
 
 
 
 
       
Institutionalized:
     1,045               1,045               1,051                  
 
Correctional Institutions
     0       0.00 %     1       0.10 %     4       0.38 %        
 
Nursing Homes
     911       87.17 %     908       86.89 %     908       86.39 %        
 
Other institutions
     134       12.83 %     136       13.02 %     139       13.23 %        
Noninstitutionalized
     624               627               633                  
                         
    2000   2002   2007
Tenure of Occupied Housing Units   Census   Estimate   Projection
 
 
 
Owner Occupied
     106,335       114,634       134,794  
Renter Occupied
     45,771       48,512       55,177  
                     
        Pop 65        
1990* Census Household Type and Relationship   and Over   Pct.
 
 
Total
     17,365          
In Family Households
     12,704       73.16 %
 
Householder
     6,502       37.45 %
 
Spouse
     4,730       27.24 %
 
Other relative
     1,410       8.12 %
 
Non-Relative
     62       0.36 %
In Group Quarters
     731       4.21 %
 
Institutionalized
     731       4.21 %
 
Other
     0       0.00 %
In Non-Family Households
     3,930       22.63 %
 
Male Householder
     733       4.22 %
   
Living Alone
     713       4.11 %
   
Not Living Alone
     20       0.12 %
 
Female Householder
     3,025       17.42 %
   
Living Alone
     2,922       16.82 %
   
Not Living Alone
     104       0.60 %
 
Non-Relative
     171       0.98 %

 
Prepared on: October 15, 2003 01:23 PM Page 21 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                   
1990* Census Household Income - Monthly Owner                   65 Yrs        
Costs as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     53,371               6,474          
 
Less than 20%
     22,113       41.43 %     3,870       59.78 %
 
20 to 24%
     10,424       19.53 %     711       10.98 %
 
25 to 29%
     7,951       14.90 %     476       7.35 %
 
30 to 34%
     4,303       8.06 %     364       5.63 %
 
35% or more
     8,341       15.63 %     1,018       15.72 %
 
Not Computed
     238       0.45 %     35       0.54 %
                                   
1990* Census Household Income                   65 Yrs        
Gross Rent as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     33,876               2,569          
 
Less than 20%
     10,071       29.73 %     388       15.11 %
 
20 to 24%
     5,898       17.41 %     212       8.24 %
 
25 to 29%
     4,204       12.41 %     262       10.19 %
 
30 to 34%
     3,122       9.22 %     176       6.84 %
 
35% or more
     9,407       27.77 %     1,377       53.58 %
 
Not Computed
     1,174       3.47 %     155       6.03 %
                                 
                    65 Yrs        
1990* Census Occupied Housing Units   Total Units   Pct.   and Over   Pct.
 
 
 
 
Owner Occupied Units
     59,264       63.56 %     7,999       75.59 %
Renter Occupied Units
     33,979       36.44 %     2,583       24.41 %
Complete Plumbing Facilities
     92,977       99.71 %     10,560       99.79 %
Lacking Plumbing facilities
     266       0.29 %     30       0.28 %
With Telephone
     90,369       96.92 %     10,447       98.72 %
No Telephone
     2,875       3.08 %     145       1.37 %
One or more Vehicles
     89,646       96.14 %     9,177       86.73 %
No Vehicles Available
     3,596       3.86 %     1,417       13.39 %

 
Prepared on: October 15, 2003 01:23 PM Page 22 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                     
1990* Census Poverty Status                                   75 Yrs        
By Household Type By Age of Householder   Total   Pct.   Age 65 -74   Pct.   and Over   Pct.
 
 
 
 
 
 
Total Households
     93,338               6,744               3,525          
Married Couple Family
     55,593       59.56 %     4,503       66.78 %     1,438       40.79 %
Other Family
     11,522       12.34 %     416       6.17 %     158       4.49 %
 
Male Householder
     2,947       3.16 %     87       1.29 %     77       2.18 %
 
Female Householder
     8,576       9.19 %     329       4.88 %     81       2.31 %
Non-Family
     26,222       28.09 %     1,824       27.05 %     1,929       54.72 %
 
Householder Living Alone
     18,980       20.34 %     1,746       25.88 %     1,883       53.43 %
 
Householder not Living Alone
     7,242       7.76 %     79       1.16 %     46       1.30 %
Above Poverty
     86,619       92.80 %     6,275       93.05 %     3,067       87.00 %
 
Married Couple Family
     53,802       57.64 %     4,401       65.26 %     1,368       38.80 %
 
Other Family
     9,449       10.12 %     368       5.46 %     137       3.89 %
   
Male Householder
     2,6l9       2.81 %     70       1.04 %     66       1.87 %
   
Female Householder
     6,830       7.32 %     298       4.41 %     71       2.01 %
 
Non-Family
     23,368       25.04 %     1,506       22.33 %     1,562       44.32 %
   
Householder Living Alone
     17,046       18.26 %     1,429       21.20 %     1,530       43.40 %
   
Householder not Living Alone
     6,321       6.77 %     77       1.14 %     32       0.92 %
Below Poverty
     6,719       7.20 %     469       6.95 %     458       13.00 %
 
Married Couple Family
     1,791       1.92 %     103       1.52 %     70       1.99 %
 
Other Family
     2,074       2.22 %     48       0.72 %     21       0.60 %
   
Male Householder
     328       0.35 %     17       0.25 %     11       0.31 %
   
Female Householder
     1,746       1.87 %     31       0.46 %     10       2.80 %
 
Non-Family
     2,855       3.06 %     318       4.71 %     367       10.40 %
   
Householder Living Alone
     1,934       2.07 %     316       4.69 %     354       10.03 %
   
Householder not Living Alone
     921       0.99 %     2       0.03 %     13       0.37 %

 
Prepared on: October 15, 2003 01:23 PM Page 23 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
1990* Census Mobility and Disability                   65 Yrs           75 Yrs        
Civilian Noninstitutionalized Persons Age 16 and Over   Total   Pct.   and Over   Pct.   and Over   Pct.
 
 
 
 
 
 
Persons
     187,581               16,639               5,424          
With Mblty or Care Limits
     6,622       3.53 %     2,511       15.09 %     1,550       28.58 %
  Mobility Limits Only
     2,425       1.29 %     1,283       7.71 %     847       15.62 %
  Self Care Limits Only
     2,466       1.31 %     341       2.05 %     173       3.19 %
  Both Limits
     1,730       0.92 %     887       5.33 %     530       9.76 %
No Mblty or Care Limits
     180,959       96.47 %     14,128       84.91 %     3,874       71.42 %
With Work Disability
     13,627       7.26 %     4,873       29.29 %                
  In Labor Force
     4,775       2.55 %     249       1.49 %                
 
Employed
     4,384       2.34 %     228       1.37 %                
 
Unemployed
     392       0.21 %     21       0.13 %                
  Not in Labor Force
     8,851       4.72 %     4,624       27.79 %                
 
Prevented from Working
     7,311       3.90 %     3,923       23.58 %                
 
Not Prevented from Wrk
     1,541       0.82 %     701       4.22 %                
No Work Disability
     173,954       92.74 %     11,774       70.76 %                
  In Labor Force
     137,241       73.16 %     1,543       9.28 %                
 
Employed
     131,291       69.99 %     1,497       9.00 %                
 
Unemployed
     5,950       3.17 %     46       0.28 %                
  Not in Labor Force
     36,713       19.57 %     10,231       61.49 %                

*Census 2000 SF3 (long form) data is not yet available. Data Items [ILLEGIBLE] 1990 Census figures converted to Census 2000 geographics.

 
Prepared on: October 15, 2003 01:23 PM Page 24 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Population
     411,698               441,209               514,510          
 
Age 45 -54
     51,869       12.60 %     57,475       13.03 %     70,542       13.71 %
 
Age 55-59
     16,543       4.02 %     19,246       4.36 %     25,613       4.98 %
 
Age 60 -64
     11,723       2.85 %     13,067       2.96 %     18,202       3.54 %
 
Age 65-69
     9,660       2.35 %     10,142       2.30 %     12,527       2.43 %
 
Age 70 -74
     8,115       1.97 %     8,315       1.88 %     8,830       1.72 %
 
Age 75 -79
     6,257       1.52 %     6,452       1.46 %     6,827       1.33 %
 
Age 80 -84
     3,898       0.95 %     4,315       0.98 %     4,814       0.94 %
 
Age 85 and over
     3,050       0.74 %     3,417       0.77 %     4,077       0.79 %
 
Age 55 and over
     59,246       14.39 %     64,955       14.72 %     80,891       15.72 %
 
Age 65 and over
     30,980       7.53 %     32,642       7.40 %     37,076       7.21 %
Total Population, Male
     205,140               219,716               256,022          
 
Age 45-54
     25,024       12.20 %     27,725       12.62 %     34,088       13.31 %
 
Age 55 -59
     7,949       3.87 %     9,262       4.22 %     12,330       4.82 %
 
Age 60 -64
     5,665       2.76 %     6,304       2.87 %     8,806       3.44 %
 
Age 65 -69
     4,638       2.26 %     4,867       2.22 %     6,056       2.37 %
 
Age 70 -74
     3,643       1.78 %     3,751       1.71 %     3,985       1.56 %
 
Age 75- 79
     2,658       1.30 %     2,749       1.25 %     2,905       1.13 %
 
Age 80 -84
     1,586       0.77 %     1,732       0.79 %     1,946       0.76 %
 
Age 85 and over
     932       0.45 %     1,045       0.48 %     1,244       0.49 %
 
Age 55 and over
     27,072       13.20 %     29,711       13.52 %     37,271       14.56 %
 
Age 65 and over
     13,457       6.56 %     14,145       6.44 %     16,135       6.30 %
Total Population, Female
     206,558               221,493               258,488          
 
Age 45 -54
     26,844       13.00 %     29,750       13.43 %     36,454       14.10 %
 
Age 55 -59
     8,594       4.16 %     9,984       4.51 %     13,282       5.14 %
 
Age 60 -64
     6,057       2.93 %     6,763       3.05 %     9,396       3.63 %
 
Age 65 -69
     5,023       2.43 %     5,275       2.38 %     6,471       2.50 %
 
Age 70 -74
     4,472       2.17 %     4,564       2.06 %     4,846       1.87 %
 
Age 75 -79
     3,598       1.74 %     3,702       1.67 %     3,923       1.52 %
 
Age 80 -84
     2,312       1.12 %     2,584       1.17 %     2,868       1.11 %
 
Age 85 and over
     2,118       1.03 %     2,372       1.07 %     2,833       1.10 %

 
Prepared on: October 15, 2003 01:23 PM Page 13 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Age 55 and over
     32,174       15.58 %     35,244       15.91 %     43,619       16.87 %
 
Age 65 and over
     17,523       8.48 %     18,497       8.35 %     8.35       8.10 %

 
Prepared on: October 15, 2003 01:23 PM Page 14 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Single Race Classification   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
White Alone
     326,662               347,158               397,466          
 
Age 65 and over
     28,537       8.74 %     30,027       8.65 %     33,699       8.48 %
Black or African American Alone
     14,030               15,549               19,236          
 
Age 65 and over
     558       3.97 %     600       3.86 %     748       3.89 %
American Indian and Alaska Native Alone
     7,181               7,927               9,735          
 
Age 65 and over
     157       2.18 %     162       2.05 %     208       2.13 %
Aslan Alone
     16,287               18,156               22,715          
 
Age 65 and over
     735       4.51 %     786       4.33 %     1,018       4.48 %
Native [ILLEGIBLE] and Other Pacific Islander Alone
     618               670               835          
 
Age 65 and over
     16       2.54 %     16       2.34 %     22       2.62 %
Some Other Race Alone
     34,470               38,183               47,269          
 
Age 65 and over
     705       2.05 %     761       1.99 %     997       2.11 %
Two or More Races
     12,450               13,567               17,255          
 
Age 65 and ever
     273       2.19 %     290       2.14 %     383       2.22 %
                                                   
      2000           2002           2007        
Population by Hispanic or Latino   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Hispanic or latino
     72,773               80,163               98,762          
 
Age 65 and over
     2,057       2.83 %     2,134       2.66 %     2,792       2.83 %
Not Hispanic or Latino
     338,925               361,046               415,748          
 
Age 65 and over
     28,923       8.53 %     30,508       8.45 %     34,284       8.25 %
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 55-64
     8,681               18,840               25,462          
 
Income less than $15,000
     1,161       13.38 %     1,185       6.29 %     1,090       4.28 %
 
Income $15,000 - $24,999
     1,294       14.91 %     1,322       7.02 %     1,248       4.90 %
 
Income $25,000 - $34,999
     1,346       15.50 %     1,655       8.78 %     1,966       7.72 %
 
income $35,000 - $49,999
     1,570       18.08 %     2,909       15.44 %     2,934       11.52 %
 
Income $50,000 - $74,999
     2,057       23.69 %     4,331       22.99 %     5,236       20.56 %
 
Income $75,000 - $99,999
     638       7.35 %     3,042       16.14 %     4,546       17.86 %
 
Income $100,000 - $149,999
     379       4.37 %     2,909       15.44 %     4,800       18.85 %
 
Income $150,000 - $249,999
     104       1.20 %     1,245       6.61 %     2,598       10.20 %
 
Income $250,000 - $499,999
     38       0.44 %     203       1.08 %     906       3.56 %
 
Income $500,000 and more
     6       0.07 %     41       0.22 %     138       0.54 %
Median Household Income
     39,725               63,562               76,419          

 
Prepared on: October 15, 2003 01:23 PM Page 15 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 7.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490

 
Prepared on: October 15, 2003 01:23 PM Page 16 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Population
     748,440               797,425               919,611          
 
Age 45 - 54
     87,107       11.64 %     96,289       12.08 %     117,627       12.79 %
 
Age 55 - 59
     27,676       3.70 %     32,168       4.03 %     42,650       4.64 %
 
Age 60 - 64
     19,977       2.67 %     22,210       2.79 %     30,801       3.35 %
 
Age 65 - 69
     16,662       2.23 %     17,456       2.19 %     21,515       2.34 %
 
Age 70 - 74
     14,405       1.92 %     14,731       1.85 %     15,612       1.70 %
 
Age 75 - 79
     11,503       1.54 %     11,844       1.49 %     12,552       1.36 %
 
Age 80 - 84
     7,310       0.98 %     8,083       1.01 %     9,037       0.98 %
 
Age 85 and over
     5,611       0.75 %     6,307       0.79 %     7,539       0.82 %
 
Age 55 and over
     103,144       13.78 %     112,799       14.15 %     139,706       15.19 %
 
Age 65 and over
     55,490       7.41 %     58,421       7.33 %     66,256       7.20 %
Total Population, Male
     377,169               401,469               462,430          
 
Age 45 - 54
     42,750       11.33 %     47,271       11.77 %     57,781       12.50 %
 
Age 55 - 59
     13,336       3.54 %     15,501       3.86 %     20,598       4.45 %
 
Age 60 - 64
     9,578       2.54 %     10,643       2.65 %     14,767       3.20 %
 
Age 65 - 69
     7,821       2.07 %     8,181       2.04 %     10,134       2.19 %
 
Age 70 - 74
     6,399       1.70 %     6,579       1.64 %     6,954       1.50 %
 
Age 75 - 79
     4,810       1.28 %     4,955       1.23 %     5,247       1.13 %
 
Age 80 - 84
     2,919       0.77 %     3,180       0.79 %     3,562       0.77 %
 
Age 85 and over
     1,750       0.46 %     1,962       0.49 %     2,358       0.51 %
 
Age 55 and over
     46,612       12.36 %     51,001       12.70 %     63,641       13.76 %
 
Age 65 and over
     23,698       6.28 %     24,856       6.19 %     28,256       6.11 %
Total Population, Female
     371,270               395,956               457,181          
 
Age 45 - 54
     44,356       11.95 %     49,018       12.38 %     59,846       13.09 %
 
Age 55 - 59
     14,341       3.86 %     16,666       4.21 %     22,051       4.82 %
 
Age 60 - 64
     10,399       2.80 %     11,567       2.92 %     16,014       3.50 %
 
Age 65 - 69
     8,841       2.38 %     9,275       2.34 %     11,381       2.49 %
 
Age 70 - 74
     8,006       2.16 %     8,153       2.06 %     8,658       1.89 %
 
Age 75 - 79
     6,693       1.80 %     6,889       1.74 %     7,305       1.60 %
 
Age 80 - 84
     4,392       1.18 %     4,903       1.24 %     5,475       1.20 %
 
Age 85 and over
     3,860       1.04 %     4,345       1.10 %     5,181       1.13 %

 
Prepared on: October 15, 2003 01:23 PM Page 25 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Age 55 and over
     56,532       15.23 %     61,799       15.61 %     76,066       16.64 %
 
Age 65 and over
     31,792       8.56 %     33,565       8.48 %     8.48       8.31 %

 
Prepared on: October 15, 2003 01:23 PM Page 26 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Population by Single Race Classification   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
White Alone
     579,442               610,775               688,120          
 
Age 65 and over
     51,097       8.82 %     53,736       8.80 %     60,187       8.75 %
Black or African American Alone
     27,066               29,672               35,967          
 
Age 65 and over
     1,005       3.71 %     1,071       3.61 %     1,317       3.66 %
American Indian and Alaska Native Alone
     14,915               16,391               20,004          
 
Age 65 and over
     351       2.35 %     363       2.22 %     464       2.32 %
Asian Alone
     25,511               28,205               34,764          
 
Age 65 and over
     1,054       4.13 %     1,127       4.00 %     1,452       4.18 %
Native Hawaiian and Other Pacific Islander Alone
     1,651               1,778               2,168          
 
Age 65 and over
     36       2.20 %     35       1.99 %     54       2.47 %
Some Other Race Alone
     76,456               85,208               106,524          
 
Age 65 and over
     1,428       l.87 %     1,541       1.81 %     2,045       1.92 %
Two or More Races
     23,400               25,396               32,064          
 
Age 65 and over
     519       2.22 %     546       2.15 %     737       2.30 %
                                                   
      2000           2002           2007        
Population by Hispanic or Latino   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Hispanic or Latino
     155,299               172,187               214,213          
 
Age 65 and over
     4,138       2.66 %     4,230       2.46 %     5,601       2.61 %
Not Hispanic or Latino     593,140               625,238               705,398          
 
Age 65 and over
     51,352       8.66 %     54,191       8.67 %     60,654       8.60 %
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 55 -64
     16,883               31,887               42,663          
 
Income less than $15,000
     2,649       15.69 %     2,321       7.28 %     2,158       5.06 %
 
Income $15,000 - $24,999
     2,733       16.19 %     2,538       7.96 %     2,529       5.93 %
 
Income $25,000 - $34,999
     2,523       14.95 %     3,108       9.75 %     3,592       8.42 %
 
Income $35,000 - $49,999
     3,129       18.53 %     5,099       15.99 %     5,344       12.53 %
 
Income 150,000 - $74,999
     3,470       20.56 %     7,099       22.26 %     8,804       20.64 %
 
Income $75,000 - $99,999
     1,199       7.10 %     4,907       15.39 %     7,134       16.72 %
 
Income $100,000 - $149,999
     636       3.77 %     4,378       13.73 %     7,447       17.46 %
 
Income $150,000 - $249,999
     161       0.95 %     2,055       6.45 %     3,960       9.28 %
 
Income $250,000 - $499,999
     56       0.33 %     311       0.97 %     1,476       3.46 %
 
Income $500,000 and more
     12       0.07 %     71       0.22 %     220       0.52 %
Median Household Income
     36,814               60,132               71,890          

 
Prepared on: October 15, 2003 01:23 PM Page 27 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490

 
Prepared on: October 15, 2003 01:23 PM Page 28 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 65 -69
     7,925               10,482               12,832          
 
Income less than $15,000
     2,019       25.47 %     1,271       12.12 %     1,105       8.61 %
 
Income $15,000 - $24,999
     1,730       21.82 %     1,396       13.32 %     1,330       10.37 %
 
Income $25,000 - $34,999
     1,417       17.88 %     1,453       13.86 %     1,497       11.67 %
 
Income $35,000 - $49,999
     1,264       15.95 %     2,240       21.37 %     2,189       17.06 %
 
Income $50,000 - $74,999
     756       9.54 %     2,047       19.53 %     3,017       23.51 %
 
Income $75,000 - $99,999
     204       2.57 %     1,053       10.05 %     1,615       12.59 %
 
Income $100,000 - $149,999
     107       1.35 %     688       6.57 %     1,311       10.22 %
 
Income $150,000 - $249,999
     22       0.27 %     267       2.54 %     545       4.25 %
 
Income $250,000 - $499,999
     9       0.12 %     50       0.48 %     180       1.41 %
 
Income $500,000 and more
     0       0.00 %     17       0.16 %     42       0.33 %
Median Household Income
     25,106               42,507               52,448          
Householder Age 70 -74
     6,129               8,814               9,277          
 
Income less than $15,000
     1,827       29.82 %     1,056       11.98 %     784       8.45 %
 
Income $15,000 - $24,999
     1,537       25.08 %     1,168       13.25 %     979       10.56 %
 
Income $25,000 - $34,999
     1,179       19.24 %     1,200       13.62 %     1,100       11.86 %
 
Income $35,000 - $49,999
     1,022       16.67 %     1,909       21.66 %     1,613       17.39 %
 
Income $50,000 - $74,999
     569       9.29 %     1,853       21.02 %     2,229       24.03 %
 
Income $75,000 - $99,999
     158       2.57 %     851       9.65 %     1,201       12.95 %
 
Income $100,000 - $ 149,999
     94       1.53 %     525       5.96 %     886       9.55 %
 
Income $150,000 - $249,999
     22       0.35 %     216       2.45 %     354       3.82 %
 
Income $250,000 - $499,999
     7       0.11 %     28       0.32 %     110       1.19 %
 
Income $500,000 and more
     0       0.00 %     8       0.09 %     19       0.20 %
Median Housahold Income
     23,963               42,716               51,800          
Householder Age 75 - 79
     4,305               7,433               7,791          
 
Income less than $15,000
     1,976       45.90 %     1,575       21.19 %     1,155       14.82 %
 
Income $15,000 - $24,999
     942       21.87 %     1,471       19.79 %     1,287       16.52 %
 
Income $25,000 - $34,999
     629       14.61 %     1,059       14.25 %     1,159       14.87 %
 
Income $35,000 - $49,999
     374       8.68 %     1,298       17.46 %     1,337       17.16 %
 
Income $50,000 - $74,999
     226       5.25 %     1,059       14.24 %     1,292       16.58 %
 
Income $75,000 - $99,999
     58       1.34 %     534       7.19 %     708       9.09 %
 
Income $100,000 - $149,999
     36       0.84 %     302       4.06 %     548       7.03 %
 
Income $150,000 - $249,999
     13       0.30 %     107       1.44 %     218       2.80 %
 
Income $250,000 - $499,999
     5       0.12 %     18       0.24 %     72       0.92 %

 
Prepared on: October 15, 2003 01:23 PM Page 29 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Income $500.000 and more
     0       0.00 %     9       0.12 %     15       0.19 %
Median Household Income
     16,614               31,321               38,307          

 
Prepared on: October 15, 2003 01:23 PM Page 30 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 80 -84
     2,530               5,036               5,574          
 
Income less than $15,000
     1,273       50.19 %     1,119       22.22 %     861       15.44 %
 
Income $15,000 - $24,999
     558       22.00 %     1,034       20.53 %     974       17.48 %
 
Income $25,000 - $34,999
     373       14.69 %     731       14.52 %     866       15.53 %
 
Income $35,000 - $49,999
     218       8.59 %     869       17.27 %     967       17.36 %
 
Income $50,000 - $74,999
     136       5.35 %     697       13.84 %     904       16.22 %
 
income $75,000 - $99,999
     35       1.37 %     304       6.03 %     474       8.50 %
 
Income $100,000 - $149,999
     21       0.83 %     173       3.44 %     323       5.80 %
 
Income $150,000 - $249,999
     7       0.28 %     75       1.49 %     131       2.35 %
 
Income $250,000 - $499,999
     2       0.08 %     19       0.38 %     49       0.88 %
 
Income $500,000 and more
     2       0.08 %     14       0.28 %     24       0.43 %
Median Household Income
     15,68l               29,993               36,340          
Householder Age 85 and over
     1,800               3,650               4,328          
 
Income less than $15,000
     882       49.02 %     846       23.17 %     709       16.39 %
 
Income $15,000 - $24,999
     383       21.29 %     801       21.94 %     798       18.44 %
 
Income $25,000 - $34,999
     225       12.52 %     550       15.08 %     706       16.31 %
 
Income $35,000 - $49,999
     134       7.43 %     589       16.12 %     744       17.20 %
 
Income $50,000 - $74,999
     83       4.61 %     465       12.74 %     624       14.43 %
 
Income $75,000 - $99,999
     24       1.32 %     204       5.59 %     361       8.34 %
 
Income $100,000 - $149,999
     15       0.84 %     114       3.13 %     225       5.21 %
 
Income $150,000 - $249,999
     8       0.44 %     46       1.26 %     92       2.13 %
 
Income $250,000 - $499,999
     2       0.11 %     33       0.90 %     41       0.96 %
 
Income $500,000 and more
     0       0.00 %     2       0.05 %     26       0.60 %
Median Household Income
     14,898               28,240               34,292          

 
Prepared on: October 15, 2003 01:23 PM Page 31 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      1990*           2002           2007        
Households by Household Income   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Households
     186,363               290,958               333,534          
 
Income less than $15,000
     34,013       18.25 %     24,032       8.26 %     19,474       5.84 %
 
Income $15,000 - $24,999
     32,500       17.44 %     26,424       9.08 %     23,349       7.00 %
 
Income $25,000 - $34,999
     31,553       16.93 %     30,436       10.46 %     30,089       9.02 %
 
Income $35,000 - $49,999
     39,036       20.95 %     46,924       16.13 %     44,888       13.46 %
 
Income $50,000 - $74,999
     32,595       17.49 %     68,365       23.50 %     68,921       20.66 %
 
Income $75,000 - $99,999
     10,701       5.74 %     42,324       14.55 %     54,716       16.40 %
 
Income $100,000 - $149,999
     4,660       2.50 %     33,835       11.63 %     52,969       15.88 %
 
Income $150,000 - $249,999
     1,221       0.66 %     15,868       5.45 %     27,268       8.18 %
 
Income $250,000 - $499,999
     412       0.22 %     2,154       0.74 %     10,285       3.08 %
 
Income $500,000 and more
     112       0.06 %     595       0.20 %     1,575       0.47 %
Average Household Income
   $ 39,333             $ 69,811             $ 86,078          
Median Household Income
   $ 33,521             $ 56,459             $ 67,762          
Per Capita Income
   $ 14,615             $ 25,640             $ 31,367          
                                                   
      1990*           2002           2007        
Specified Owner-Occupied Housing Unit Values   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Specified Owner-Occupied Housing Unit Values
     92,759               155,743               180,240          
 
Value less then $25,000
     595       0.64 %     625       0.40 %     621       0.34 %
 
Value $25,000 - $49,999
     3,757       4.05 %     906       0.58 %     692       0.38 %
 
Value $50,000 - $74,999
     22,595       24.36 %     4,284       2.75 %     2,550       1.41 %
 
Value $75,000 - $99,999
     32,184       34.70 %     15,583       10.01 %     9,901       5.49 %
 
Value $100,000 - $149,999
     23,200       25.01 %     54,380       34.92 %     41,167       22.84 %
 
Value $150,000 - $199,999
     6,611       7.13 %     37,561       24.12 %     47,566       26.39 %
 
Value $200,000 - $299,999
     2,786       3.00 %     29,910       19.21 %     49,575       27.50 %
 
Value $300,000 - $399,999
     643       0.69 %     7,200       4.62 %     15,906       8.83 %
 
Value $400,000 - $499,999
     189       0.20 %     2,726       1.75 %     6,356       3.53 %
 
Value $500,000 Or More
     199       0.21 %     2,568       1.65 %     5,906       3.28 %
Median Specified Owner-Occupied Housing Unit Value
     90,094               152,788               186,989          

 
Prepared on: October 15, 2003 01:23 PM Page 32 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                   
      2000           2002           2007        
Group Quarters by Population Type   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Institutionalized:
     1,611               1,613               1,618          
 
Correctional Institution
     0       0.00 %     1       0.08 %     4       0.28 %
 
Nursing Homes
     1,333       82.73 %     1,331       82.54 %     1,330       82.20 %
 
Other Institutions
     278       17.27 %     280       17.39 %     284       17.52 %
Noninstitutionalized
     6,501               6,514               6,552          
                         
    2000   2002   2007
Tenure of Occupied Housing Units   Census   Estimate   Projection
 
 
 
Owner Occupied
     174,188       186,617       216,877  
Renter Occupied
     99,329       104,340       116,657  
                     
        Pop 65        
1990* Census Household Type and Relationship   and Over   Pct.
 
 
Total
     36,306          
In Family Households
     25,471       70.16 %
 
Householder
     13,239       36.46 %
 
Spouse
     9,370       25.81 %
 
Other relative
     2,652       7.30 %
 
Non-Relative
     210       0.53 %
In Group Quarters
     1,214       3.34 %
 
Institutionalized
     1,177       3.24 %
 
Other
     37       0.10 %
In Non-Family Households
     9,622       26.50 %
 
Male Householder
     1,927       5.31 %
   
Living Alone
     1,839       5.06 %
   
Not Living Alone
     89       0.24 %
 
Female Householder
     7,392       20.36 %
   
Living Alone
     7,207       19.85 %
   
Not Living Alone
     185       0.51 %
 
Non-Relative
     302       0.83 %

 
Prepared on: October 15, 2003 01:23 PM Page 33 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                   
1990* Census Household Income - Monthly Owner                   65 Yrs        
Costs as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     94,139               12,777          
 
Less than 20%
     39,718       42.19 %     7,799       61.04 %
 
20 to 24%
     17,728       18.83 %     1,331       10.42 %
 
25 to 29%
     13,605       14.45 %     884       6.92 %
 
30 to 34%
     7,698       8.18 %     683       5.35 %
 
35% or more
     14,889       15.82 %     1,966       15.39 %
 
Not Computed
     501       0.53 %     114       0.89 %
                                   
1990* Census Household Income                   65 Yrs        
Gross Rent as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner - Occupied Housing Units
     78,173               5,251          
 
Less than 20%
     21,390       27.36 %     733       13.95 %
 
10 to 24%
     12,238       15.65 %     406       7.73 %
 
25 to 29%
     9,551       12.22 %     601       11.44 %
 
30 to 34%
     6,876       8.80 %     459       8.74 %
 
35% or more
     25,288       32.35 %     2,655       50.57 %
 
Not Computed
     2,831       3.62 %     398       7.57 %
                                 
                    65 Yrs        
1990* Census Occupied Housing Units   Total Units   Pct.   and Over   Pct.
 
 
 
 
Owner Occupied Units
     108,176       57.98 %     17,356       76.63 %
Renter Occupied Units
     78,384       42.02 %     5,292       23.37 %
Complete Plumbing Facilities
     186,047       99.73 %     22,588       99.74 %
Lacking Plumbing Facilities
     512       0.27 %     70       0.31 %
With Telephone
     178,214       95.53 %     22,263       98.30 %
No Telephone
     8,348       4.47 %     402       1.78 %
One or more Vehicles
     176,206       94.45 %     19,341       85.40 %
No Vehicles Available
     10,353       5.55 %     3,321       14.66 %

 
Prepared on: October 15, 2003 01:23 PM Page 34 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                     
1990* Census Poverty Status                                   75 Yrs        
By Household Type By Age of Householder   Total   Pct.   Age 65 -74   Pct.   and Over   Pct.
 
 
 
 
 
 
Total Households
     186,802               13,933               8,624          
Married Couple Family
     101,308       54.23 %     8,410       60.36 %     3,196       37.05 %
Other Family
     24,104       12.90 %     1,086       7.80 %     560       6.50 %
 
Male Householder
     6,495       3.48 %     191       1.37 %     200       2.32 %
 
Female Householder
     17,608       9.43 %     895       6.42 %     360       4.17 %
Non-Family
     61,390       32.86 %     4,436       31.84 %     4,868       56.45 %
 
Householder Living Alone
     42,690       22.85 %     4,285       30.75 %     4,746       55.04 %
 
Householder not Living Alone
     18,699       10.01 %     151       1.09 %     122       1.41 %
Above Poverty
     167,696       89.77 %     12,788       91.78 %     7,449       86.38 %
 
Married Couple Family
     96,998       51.93 %     8,218       58.99 %     3,059       35.47 %
 
Other Family
     19,335       10.35 %     938       6.73 %     497       5.76 %
   
Male Householder
     5,677       3.04 %     153       1.10 %     184       2.13 %
   
Female Householder
     13,658       7.31 %     785       5.63 %     313       3.63 %
 
Non-Family
     51,363       27.50 %     3,631       26.06 %     3,893       45.14 %
   
Householder Living Alone
     36,998       19.81 %     3,500       25.12 %     3,785       43.89 %
   
Householder not Living Alone
     14,364       7.69 %     131       0.94 %     108       1.25 %
Below Poverty
     19,105       10.23 %     1,145       8.22 %     1,175       13.62 %
 
Married Couple Family
     4,310       2.31 %     192       1.38 %     136       1.58 %
 
Other Family
     4,769       2.55 %     148       1.06 %     63       0.73 %
   
Male Householder
     818       0.44 %     38       0.27 %     17       0.19 %
   
Female Householder
     3,950       2.11 %     110       0.79 %     46       4.76 %
 
Non-Family
     10,027       5.37 %     805       5.78 %     975       11.31 %
   
Householder Living Alone
     5,692       3.05 %     785       5.63 %     961       11.15 %
   
Householder not Living Alone
     4,335       2.32 %     20       0.14 %     14       0.16 %

 
Prepared on: October 15, 2003 01:23 PM Page 35 of 36  

(CLARITAS LOGO)

 

         
Senior Life Report        
Area(s): Radius 10.0        
         
101 S YUCCA ST   Latitude:      33.301918
CHANDLER, AZ 85224-8149   Longitude:   -111.872490
                                                     
1990* Census Mobility and Disability                   65 Yrs           75 Yrs        
Civilian Noninstitutionalized Persons Age 16 and Over   Total   Pct.   and Over   Pct.   and Over   Pct.
 
 
 
 
 
 
Persons
     374,599               35,163               12,759          
With Mblty or Care Lmts
     14,803       3.95 %     5,798       16.49 %     3,588       28.12 %
 
Mobility Limits Only
     5,323       1.42 %     2,671       7.60 %     1,773       13.90 %
 
Self Care Limits Only
     5,509       1.47 %     984       2.80 %     435       3.41 %
 
Both Limits
     3,970       1.06 %     2,143       6.10 %     1,380       10.82 %
No Mblty or Care Limits
     359,796       96.05 %     29,365       83.51 %     9,171       71.88 %
With a Work Disability
     30,802       8.22 %     11,132       31.66 %                
 
In Labor Force
     10,236       2.73 %     488       1.39 %                
   
Employed
     9,129       2.44 %     420       1.19 %                
   
Unemployed
     1,107       0.30 %     68       0.19 %                
 
Not in Labor Force
     20,565       5.49 %     10,644       30.27 %                
   
Prevented from Working
     17,059       4.55 %     9,148       26.02 %                
   
Not Prevented from Wrk
     3,506       0.94 %     1,497       4.26 %                
No Work Disability
     343,797       91.78 %     24,046       68.38 %                
 
In Labor Force
     267,593       71.43 %     3,470       9.87 %                
   
Employed
     254,504       67.94 %     3,296       9.37 %                
   
Unemployed
     13,090       3.49 %     174       0.49 %                
 
Not in Labor force
     76,204       20.34 %     20,576       58.52 %                

*     Census 2000 SF3 (long form) data is not yet available. Data Items [ILLEGIBLE] 1990 Census figures converted to Census 2000 geographics.

 
Prepared on: October 15, 2003 01:23 PM Page 36 of 36  

(CLARITAS LOGO)

 

DEMOGRAPHIC PROFILE
101 SOUTH YUCCA STREET
CHANDLER, ARIZONA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CHANDLER   MARICOPA, COUNTY, AZ   ARIZONA
   
 
 
 
 
 
Population
                                                
2000 Population
     13389       106944       236627       176581       3072149       5130632  
2002 Population
     14901       115584       255117       192208       3258313       5413118  
2007 Population
     18596       136941       300882       230693       3724531       6121814  
% Change 2000 to 2002
     0.0549       0.0396       0.0383       0.0433       0.0299       0.0272  
% Change 2002 to 2007
     0.0453       0.0345       0.0335       0,0372       0.0271       0.0249  
Per Capita Personal Income
                                                
1990 Per Capita Personal Income
     13260       14043       16417       14606       14942       13439  
2002 Per Capita Personal Income
     21817       24786       28772       26970       25483       22667  
2007 Per Capita Personal Income
     26316       30686       35434       33512       30895       27351  
% Change 1990 to 2002
     0.0424       0.0485       0.0479       0.0524       0.0455       0.0445  
% Change 2002 to 2007
     0.0382       0.0436       0.0425       0.0444       0.0393       0.0383  
Households
                                                
2000 No. Households
     4092       36507       82760       62377       1132886       1901,327  
2002 No. Households
     5200       39366       89430       67963       1196768       2005250  
2007 No. Household
     6453       46324       105617       81471       1354126       2264618  
% Chang 2000 to 2002
     0.0528       0.0384       0.0395       0.0438       0.0278       0.027  
% Change 2002 to 2007
     0.0441       0.0331       0.0338       0.0369       0.025       0.0246  
Persons Per Household
                                                
2000 Persons Per Household
     2.76       2.91       2.85       2.82       2,67       2.64  
2002 Persons Per Household
     2.78       2.92       2.84       2.82       2,69       2.64  
2007 Persons Per Household
     2.81       2.94       2.84       2.82       2.72       2.65  
% Change 2000 to 2002
     0.0038       0.0014       -0.001       -0.0003       0.0024       0.0007  
% Change 2002 to 2007
     0.0024       0.0015       -0.0002       0.0004       0.0024       0.0007  
Average Household Income
                                                
1990 Avg Household Income
     36170       40969       48037       42154       39016       35497  
2002 Avg Household Income
     70319       72113       80802       75395       69203       60458  
2007 Avg Household Income
     86256       89807       99420       93827       85014       73240  
% Change 1990 to 2002
     0.057       0.0482       0.0443       0.0496       0.0489       0.0454  
% Change 2002 to 2007
     0.0417       0.0449       0.0423       0.0447       0.042       0.0391  
Income Ranges
                                                
Median Income
     60723       59456       66747       63243       51769       44424  
$150,000 or more
     0.0821       0.0725       0.0865       0.0708       0,0672       0.051  
$100,000 to $149,000
     0.0967       0.1091       0.1448       0.1227       0.0974       0.0768  
$75,000 to $99,999
     0.1457       0.1567       0.1844       0.1828       0.1297       0.1083  
$50,000 to $74,999
     0.3071       0.2602       0.2553       0,2632       0.2214       0.2022  
$35,000 to $49,999
     0.1382       0.1505       0.1356       0.1514       0.1639       0.1662  
$25,000 to $34,999
     0.0892       0.1021       0.0807       0.0845       0.1165       0.1306  
$15,000 to $24,999
     0.0837       0.0827       0.0641       0.0737       0.106       0.1312  
Under $15,000
     0.0573       0.0663       0.0485       0.0509       0.0979       0.1337  
1990 Median Income
     31719       36191       42348       38199       31068       27945  
2007 Median Income
     74044       72812       81242       76868       62240       51440  
Occupancy
                                                
2000 Occupied Housing Units
     4992       38621       86912       66592       1250231       2189189  
Owner Occupied
     0.5465       0.6515       0.7327       0.6894       0.6115       0.5909  
Renter Occupied
     0.3934       0.2937       0.2195       0.2473       0.2946       0.2776  
2000 Population 25+ by Education Level
     3640       35288       80234       53564       1339324       2291429  
Bachelors Degree Only
     0.1385       0.1729       0.2168       0.1887       0.1504       0.1338  
Graduate Degree
     0.0642       0,0729       0.095       0.0724       0.0718       0.0699  
Retail Trade Potential 2002
                                                
Total Retail Sales
     175816205       1327097265       3038580430       2300513536       39458320384       6.4073E+10  
Apparel Accessory
     6165484       46722290       107655416       81160104       1374064768       2260118784  
Automotive Dealers
     47056389       355023028       8l9226910       617927744       10556694528       1.516E+10  
Automotive & Home Supply Stores
     2852527       21605064       48859844       37256004       651692288       1137373696  
Drug & Proprietary Stores
     7598208       57528528       132058896       99945688       1756177920       2744957696  
Eating & Drinking Places
     18193158       137603732       315056383       238551840       4033278208       6463648256  
Food Stores
     27502009       207987912       475940433       360354080       6284740096       1.0638E+10  
Furniture Home Furnishing Stores
     4358247       32934524       76105603       57366564       975727296       1472459776  
Home Appliance, Radio, & T.V Stores
     4572176       34615575       80155259       60208836       997271296       1460188416  
Gasoline Service Stations
     10285679       77888876       175719653       134042336       2358562816       4607394816  
General Merchandise
     22556894       170813234       391667329       295918272       5021002240       8378152448  
Department Store
     17983641       136305321       311612773       236000304       4048151296       6604729344  
Hardware, Lumber & Garden Stores
     8265281       62374940       141282325       107652592       1879580160       3313700864  

                       Source: Claritas Inc.

 

 

ADDENDUM C: Property Exhibits

 

 

(MARICOPA COUNTY OFFICIAL PARCEL MAP)

 

 

County Parcels

(COUNTY PARCELS MAP)

 

 

(LAND TITLE SURVEY MAP)

 

 

(STREET MAP)

 

(COMMONWEALTH STREET MAP)

 

 

(BEDROOM PLANNING MAP)

 

 

Assessor Residential Parcel Information Page 1 of 1

(MARICOPA.GOV LOGO)

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Property Information       View GIS Maps
   Parcel#:   303-23-003-H        
   Property   101 S YUCCA ST   Subdivision Name:    
   Address   CHANDLER, AZ 85224   Lot#:   MCR#:
         
Property Description:   PT W2 NW4 DAF COM AT SE COR WZ NW4 N 531.481 FTO TPOB CONT N 1399.96F TO A PT 60F S OF N LN S2 NW4
Section Township Range:   32 1S 5E   Associated Parcel:
                 
Owner Information       View Tax Statement
   Owner:   ARV CHANDLER VILLAS L P            
   Mailing   245 FISCHER AVE STE D..   Deed#: 010061846   Sales Price:   $0
   Address   COSTA MESA, CA 92626   Deed Date: 1/29/2001   Sales Date:   n/a*

Valuation Information

                         
Tax Year:   2004   2003   2002
 
 
 
Full Cash Value:
   $ 6,157,084     $ 6,157,084     $ 5,830,797  
Limited Property Value:
   $ 6,157,084     $ 6,135,868     $ 5,578,062  
Legal Class:
     4       4       4  
Assessment Ratio:
     10 %     10 %     10 %
Assessed FCV
   $ 615,708     $ 615,708     $ 583,080  
Assessed LPV
   $ 615,708     $ 613,587     $ 557,806  
Property Use Code:
     1940       1940          
Tax Area Code:
     800308       800308       800306  

Additional Component Information ( for this parcel )

Valuation      Characteristics

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    The data contained in this database is deemed reliable but not guaranteed. This Information should be used for informational use only and ‘does not constitute a legal document for the description of these properties. Every effort has been made to insure the accuracy of this data; however, this material may be slightly dated which would have an impact on its accuracy. The Maricopa County Assessor’s Office disclaims any responsibility or liability for any direct or indirect damages resulting from the use of this data.

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Maricopa County Tax Statements   Page 1 of 3

2003 Property Tax Statement

     
Maricopa County Treasurer   Doug Todd, Treasurer
301 W. Jefferson St.- RM 100   Phone:(602)506-8511
Phoenix, AZ 85003-2199   http://treasurer.maricopa.gov
                 
Tax Bill   Tax Summary   Pay Online!   Valuations   Home
Tax Stub   Address   Activities   Tax Receipt   New Parcel

Tax Bill Summary

                 
Parcel Number   303-23-003H 7
     
2003 Assessed Value
   Totals   2003 Tax Amount
$613,587
   Primary (limited)   $ 47,211.84  
$615,708
   Secondary (full cash)   $ 23,709.04  
 
   Special Districts   $ 600.94  
No delinquent prior year taxes
   Full Year Amount*   $ 71,521.82  
$35,760.91
   <1st Due each half 2nd>   $ 35,760.91  
Area Code: 800308
   Total Payments Made   $ 0.00  

*The Full Year Amount is for the current tax year only. It does NOT include late payment interest charges or delinquent prior year taxes, The statement is for 2003 only. To view the Total Amount Due including interest and penalties Click Here. The first half payment is due 1 Oct 2003, and the second half is due 1 Mar 2004. Please call (602) 506-8511 for any questions concerning the Statement or Amount Due. Include a Tax Stub with your check.

                 
Tax History   New Parcel   Treasurer’s Home Page   Current Assessed Value   Parcel Map

Property Information

Legal Description

         
Section/Lot   Township/Block   Range/Tract
32   1S   5E

PT W2 NW4 DAF COM AT SE COR W2 NW4 N 531.48F TO
TPOB CONT N 1399.96F TO A PT 60F S OF N LN S2
NW4 NW4 TH W 176.90F TH SWLY 47.15F S 528.95F TH
SWLY 159.43F TH S 14D W 372.34F TH SWLY ALG ARC
296.09F TH SELY ALG ARC 47.12F TH E 327.82F TO
TPOB
*A complete legal description is available from the Maricopa County Assessor at (602)506-3406.

Current Mailing Name & Address
ARV CHANDLER VILLAS LP

 

     
Maricopa County Tax Statements   Page 2 of 3

245 FISCHER AVE STE Dl
COSTA MESA CA 926264539

Request Name/Mailing Address Changes
or call the Treasurer at (602)506-8511.
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Parcel 303-23-003H 2003 Primary (Limited) Assessed Values

                         
Assessment Type   Limited Value   Assessment Ratio   Assessed Value
Land/Bldg/Improvements
   $ 6,135,868       10 %   $ 613,587  
Primary Total
   $ 6,135,868             $ 613,587  

2003 Primary (limited) Tax Amounts

                                 
Tax District   Phone   Rate/100   2003 Tax   2002 Tax
County
     602-506-8511       1.2108     $ 7,429.31     $ 6,753.92  
Educ. Equal
     602-506-8511       0.4717     $ 2,894.29     $ 2,727.11  
CITY OF CHANDLER
     480-782-2220       0.3800     $ 2,331.63     $ 2,119.66  
CHANDLER UNIFIED
     480-812-7000       4.6909     $ 28.782.76     $ 28,325.95  
COMMUNITY COLLEGE DIST.
     480-731-8621       0.9410     $ 5,773.815     $ 5,373.90  
State Aid Credit
                   $ 0.00     $ 0.00  
Primary Totals
             7.6944     $ 47,211.84     $ 45,300.54  

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Parcel 303-23-003H 2003 Secondary (Full Cash) Assessed Values

                           
Assessment Type   Full Cash Value   Assessment Ratio   Assessed Value
Land/Bldg/Improvements
   $ 6,157,084       10 %   $ 615,708  
Secondary Total
   $ 6,157,084             $ 615,708  

2003 Secondary (Full Cash) Tax Amounts

                                 
Tax District   Phone   Rate/100   2003 Tax   2002 Tax
Flood
     602-506-1501       0.2119     $ 1,304.68     $ 1,235.54  
CAWCD
     623-869-2333       0.1200     $ 738.84     $ 758.00  
Overrides
             0.7511     $ 4,624.58     $ 4,804.58  
Fire
     602-506-8511       0.0070     $ 43.10     $ 44.32  
Library
   602-506-85ll     0.0521     $ 320.78     $ 245.48  
BONDS
                                
County Bond
             0.0700     $ 431.01     $ 466.45  

 

     
Maricopa County Tax Statements   Page 3 of 3
                                 
City Bond
             0.9000     $ 5,541.37     $ 5,247.72  
School Bond
             1.6011     $ 9,858.09     $ 10,986.99  
Comm Col Bond
             0.1375     $ 846.59     $ 870.54  
Secondary Totals
             3.8507     $ 23,709.04     $ 24,659.62  

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Parcel 303-23-003H 2003 Special District Detail

                                                     
Assessed Value   Dist#   Tax District   Phone   Rate   2003 Tax   2002 Tax
615708
   
10546
     HOSPITAL DISTRICT NO 1     602-506-8511     .0000     $ 0.00     $ 0.00  
615708
   
30001
     EAST VALLEY INSTITUTE TECH     480-461-4173       .0976     $ 600.94     $ 651.30  
Special Districts Total
     $ 600.94     $ 651.30  

Top    New Parcel    Home

 

(PICTURE OF FLOODMAP LEGEND)

Flood Insights test results for :

101 S YUCCA ST, CHANDLER,AZ 85224
Geocoding Accuracy: S5 - Exact Point Match

    Flood Zone Determinations                                                                                                                               What’s This?
SFHA (Flood Zone)   Within 250 feet of multiple flood zones ?
Out                                  No

                 
Community   Community Name   Zone   Panel   Panel Date
040040   CHANDLER, CITY OF   X500   2665F   July 19, 2001
         
FIPS Code   Census Tract    
04013
   5231.03    

           Copyright 2000,Transamerica Flood Hazard Certification, Inc... All rights reserved.

(PICTURE OF FLOODMAP LEGEND)

http://www.floodinsights.com/XsiteScripts/hsrun.hse/Floodinsights/FloodLookups/StateId/...   11/6/2003

 

 

(ARIZONA DEPARTMENT OF HEALTH SERVICES LICENSE)

 

 

ADDENDUM D: Financial Data

 

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2002
    Version   AA
    Community   Chandler Villas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN   JUL
 
 
 
 
 
 
 
40005 Revenue-Rental
     236,112       223,635       221,276       215,175       225,378       226,048       231,002  
40010 Revenue-Rent Refunds/Proration
     (1,900 )     (880 )     (2,488 )     —       —       —       (507 )
 
    
     
     
     
     
     
     
 
Total Rental Revenue
     234,212       222,755       218,788       215,175       225,378       226,048       230,496  
 
    
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
     5,363       4,483       3,950       4,750       3,600       3,200       4,550  
40115 Revenue-AL Level 2
     5,140       3,600       3,575       3,600       5,500       4,700       4,750  
40120 Revenue-AL Level 3
     3,800       4,000       3,000       1,808       —       800       —  
40125 Revenue-AL Level 4
     2,000       2,000       1,000       400       —       —       —  
40130 Revenue-AL Level 5
     1,200       1,200       1,200       1,200       —       —       —  
40135 Revenue-AL Level 6
     —       —       —       —       —       —       —  
40140 Revenue-AL Level 7
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total AL Services Revenue
     17,503       15,283       12,725       11,758       9,100       8,700       9,300  
 
    
     
     
     
     
     
     
 
40515 Revenue-Other
     534       366       530       1,106       939       1,095       1,505  
40525 Revenue-Processing/App Fees
     1,333       150       150       150       3,150       3,150       4,150  
 
    
     
     
     
     
     
     
 
Total Other Revenue
     1,867       516       680       1,256       4,089       4,245       5,655  
 
    
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —       —       —  
40015 Rev-Rent Concessions
     —       (100 )     —       —       —       (1,200 )     —  
 
    
     
     
     
     
     
     
 
Total Concessions
     —       (100 )     —       —       —       (1,200 )     —  
 
    
     
     
     
     
     
     
 
Total Revenue
     253,582       238,455       232,193       228,190       238,568       237,794       245,451  
 
    
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
     70,595       63,705       71,554       66,375       59,837       61,657       62,103  
50405 Payroll Expense-Overtime
     1,397       1,456       763       448       1,751       1,236       1,781  
50705 Payroll Expense-Doubletime
     —       —       —       —       —       —       —  
51005 Bonuses
     4,803       3,253       3,003       3,153       3,903       3,253       2,553  
51505 Vacation, Sick, Holiday
     5,572       5,545       5,937       5,309       4,995       4,685       4,675  
51805 Employee Recognition
     —       —       —       25       20       150       —  
52005 Payroll Taxes
     7,110       6,389       6,442       6,341       5,474       5,740       5,490  
52505 401K/401A
     241       527       221       230       495       262       263  
52805 Group Insurance
     3,690       4,629       4,597       3,920       3,891       3,842       3,019  
53005 Worker’s Comp Insurance
     1,240       1,173       1,809       1,512       1,368       1,463       1,394  
 
    
     
     
     
     
     
     
 
Total Payroll Expenses
     94,648       86,677       94,325       87,312       81,735       82,287       81,276  
 
    
     
     
     
     
     
     
 
53305 Outside Service - Medical
     —       —       —       —       —       —       —  
53505 Temporary Services
     —       708       —       —       —       —       —  
53510 Temporary Services - AL
     —       —       —       —       —       —       —  
54005 Payroll Service
     282       241       577       314       256       161       329  
55005 Outside Service Other
     —       36       —       —       —       —       22  
 
    
     
     
     
     
     
     
 
Total Purchase Services
     282       985       577       314       258       161       351  
 
    
     
     
     
     
     
     
 
Total Payroll Related
     94,930       87,663       94,902       87,626       81,992       82,449       81,627  
 
    
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     37 %     37 %     41 %     38 %     34 %     35 %     33 %
56505 Food
     19,809       16,292       16,710       16,333       21,007       12,501       18,466  
57005 Housekeeping
     897       182       377       941       753       1,549       306  
57505 Kitchen Supplies
     1,459       1,014       1,675       866       1,169       879       1,489  
58005 Assisted Living Supplies
     573       37       113       —       —       150       85  
59005 Laundry & Linen/Uniforms
     309       113       422       77       —       —       —  
59010 Laun/Lin/Unif Kitchen
     164       89       325       192       343       117       439  
59015 Laund/Lin/Unif Housekeeping
     —       —       317       360       232       350       258  
59505 Activities-Asst Lving
     2,509       1,936       1,303       1,003       756       1,505       1,147  
59510 Banquet Expense
     500       500       500       500       500       500       500  
 
    
     
     
     
     
     
     
 
Total Variable Expense
     26,220       20,162       21,743       20,272       24,760       17,551       22,691  
 
    
     
     
     
     
     
     
 
60005 Office Supplies
     769       838       674       2,073       548       880       1,028  
 
    
     
     
     
     
     
     
 
61015 Repairs - Electrical
     479       270       654       190       —       372       —  
61020 Repairs - Plumbing
     302       792       —       70       523       —       70  
61025 Repairs - Fire Systems
     —       —       —       —       —       —       —  
61030 Repairs - HVAC
     388       270       562       1,042       306       384       2,133  
61035 Repairs - Gen. Supplies
     2,482       1,070       1,531       1,232       1,823       1,322       1,583  
61040 Repairs - Equipment
     —       96       545       81       1,926       —       —  
61045 Repairs - Other Interior
     —       2,706       347       277       54       8,334       —  
61055 Repairs - Other Exterior
     85       —       —       —       —       —       728  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Repair & Maintenance
     3,737       5,204       3,639       2,892       4,631       10,412       4,514  
 
    
     
     
     
     
     
     
 
61505 Contracts - Elevator
     537       537       537       537       537       537       537  
61510 Contracts - Floor Maint
     687       173       365       404       135       520       322  
61515 Contracts - Alarm/Fire
     —       —       —       —       —       —       —  
61520 Contracts - HVAC
     —       —       —       —       —       —       —  
61525 Contracts - Pest Control
     280       285       320       200       240       240       185  
61535 Contracts - Other
     —       —       —       44       219       44       44  
 
    
     
     
     
     
     
     
 
Total Service Contracts
     1,504       995       1,222       1,184       1,130       1,340       1,087  
 
    
     
     
     
     
     
     
 
62005 Land Maintenance
     4,451       2,814       2,868       3,611       1,301       4,800       3,780  
 
    
     
     
     
     
     
     
 
Total Land Maintenance
     4,451       2,814       2,868       3,611       1,301       4,800       3,780  
 
    
     
     
     
     
     
     
 
62505 Rental/Lease - Cable
     3,721       3,721       3,721       3,721       3,721       3,721       3,721  
62510 Rental/Lease - Security
     92       46       46       46       —       207       109  
62535 Rental/Lease - Equipment
     928       400       310       (626 )     536       133       133  
62540 Rental/Lease - Auto
     1,969       2,003       2,003       2,003       2,004       2,003       2,003  
62555 Rental/Lease - Other
     45       —       —       —       308       693       305  
 
    
     
     
     
     
     
     
 
Total Rental and Leases
     6,755       6,170       6,080       5,144       6,569       6,756       6,271  
 
    
     
     
     
     
     
     
 
63010 Utilities - Electricity
     9,556       7,511       6,921       8,819       8,124       13,572       16,216  
63015 Utilities - Water
     3,826       3,181       2,810       3,568       4,333       4,622       4,986  
63020 Utilities - Gas
     2,282       191       59       465       526       391       445  
63025 Utilities - Telephone
     2,589       1,638       1,891       2,380       2,416       2,652       2,307  
63030 Utilities - Trash
     533       533       533       613       1,023       1,023       1,023  
 
    
     
     
     
     
     
     
 
Total Utilities
     18,785       13,054       12,214       13,844       16,422       22,260       24,976  
 
    
     
     
     
     
     
     
 
63505 Marketing and Advertising
     502       925       844       233       241       336       219  
63510 Printed Materials
     2,298       58       1,664       277       2,765       449       —  
63515 Special Events
     700       254       —       1,311       423       351       139  
63520 Yellow Pages
     703       779       —       —       —       —       —  
63525 Newspaper and Magazine
     2,115       1,895       —       1,295       —       1,295       —  
63530 Advertising
     —       —       —       —       —       —       —  
64005 Referral Fees - Residents
     500       2,000       300       40       500       500       500  
 
    
     
     
     
     
     
     
 
Total Marketing and Advertising
     6,817       5,912       2,808       3,156       3,930       2,931       858  
 
    
     
     
     
     
     
     
 
64505 Computers/Peripherals/Software
     —       —       —       —       —       —       —  
65005 Gas
     145       243       183       199       216       299       333  
65010 Auto Service And Repair
     164       14       —       43       —       2,726       —  
65015 Other Automobile
     305       302       —       511       70       12       16  
65505 Travel & Lodging
     57       334       889       54       212       16       7  
66005 Mileage
     71       —       —       —       —       —       —  
66505 Meals & Entertainment
     213       81       —       200       40       30       53  
67005 License and Fingerprints
     605       222       472       453       1,111       764       1,153  
68005 Dues and Subscriptions
     40       —       43       173       43       208       188  
68505 Seminars and Training
     158       229       233       114       242       134       119  
69005 Employee Recruiting
     1,377       247       374       504       1,210       1,237       1,677  
69505 Other
     149       9       —       582       34       —       —  
69805 Discounts Lost
     —       —       —       —       —       —       —  
69610 Discounts Taken
     —       —       —       —       —       —       —  
69525 Sales & Use Tax Due
     3,139       3,514       3,090       3,033       3,182       3,137       3,127  
 
    
     
     
     
     
     
     
 
Total Misc. Expenses
     6,421       5,194       5,283       5,867       6,359       8,563       6,673  
 
    
     
     
     
     
     
     
 
Total Operating Expense
     170,389       148,005       151,433       145,669       147,642       157,941       153,503  
 
    
     
     
     
     
     
     
 

[Additional columns below]

[Continued from above table, first column(s) repeated]

 

 

                                                 
    AUG   SEP   OCT   NOV   DEC   DEC YTD
   
 
 
 
 
 
40005 Revenue-Rental
     227,783       227,245       238,656       244,039       246,588       2,762,937  
40010 Revenue-Rent Refunds/Proration
     (1,000 )     (1,446 )     —       1,300       (910 )     (7,830 )
 
    
     
     
     
     
     
 
Total Rental Revenue
     226,783       225,799       238,656       245,339       245,678       2,755,107  
 
    
     
     
     
     
     
 
40110 Revenue-AL Level 1
     3,200       3,443       2,845       4,004       4,375       47,764  
40115 Revenue-AL Level 2
     4,750       4,680       4,200       4,200       4,225       52,920  
40120 Revenue-AL Level 3
     —       —       —       —       —       13,408  
40125 Revenue-AL Level 4
     —       —       —       —       —       5,400  
40130 Revenue-AL Level 5
     —       —       —       —       —       4,800  
40135 Revenue-AL Level 6
     —       —       —       —       —       —  
40140 Revenue-AL Level 7
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total AL Services Revenue
     7,950       8,123       7,045       8,204       8,600       124,292  
 
    
     
     
     
     
     
 
40515 Revenue-Other
     1,444       1,917       2,352       1,605       2,099       15,492  
40525 Revenue-Processing/App Fees
     6,150       3,150       3,650       7,150       7,650       39,983  
 
    
     
     
     
     
     
 
Total Other Revenue
     7,594       5,067       6,002       8,755       9,749       55,476  
 
    
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       (500 )     —       —       (500 )
40015 Rev-Rent Concessions
     —       (1,700 )     (4,800 )     (7,300 )     (1,150 )     (16,250 )
 
    
     
     
     
     
     
 
Total Concessions
     —       (1,700 )     (5,300 )     (7,300 )     (1,150 )     (16,750 )
 
    
     
     
     
     
     
 
Total Revenue
     242,327       237,289       246,403       254,998       262,876       2,918,124  
 
    
     
     
     
     
     
 
50005 Payroll Expense-Regular
     63,946       60,883       66,036       63,000       64,286       773,978  
50405 Payroll Expense-Overtime
     740       1,381       891       1,634       1,011       14,488  
50705 Payroll Expense-Doubletime
     —       —       —       —       —       —  
51005 Bonuses
     (3,049 )     (2,049 )     (1,199 )     (2,114 )     21,636       37,145  
51505 Vacation, Sick, Holiday
     2,180       4,450       5,095       5,268       4,991       58,702  
51805 Employee Recognition
     20       —       —       200       55       470  
52005 Payroll Taxes
     5,601       5,399       5,611       5,360       5,730       70,687  
52505 401K/401A
     260       270       256       275       234       3,534  
52805 Group Insurance
     4,007       3,952       2,057       3,609       3,615       44,829  
53005 Worker’s Comp Insurance
     1,470       12,123       3,114       3,127       3,113       32,907  
 
    
     
     
     
     
     
 
Total Payroll Expenses
     75,176       86,409       81,863       80,359       104,671       1,036,740  
 
    
     
     
     
     
     
 
53305 Outside Service - Medical
     190       165       —       —       —       355  
53505 Temporary Services
     —       —       —       —       —       708  
53510 Temporary Services - AL
     —       —       —       —       —       —  
54005 Payroll Service
     286       186       325       317       32       3,308  
55005 Outside Service Other
     —       —       49       —       —       107  
 
    
     
     
     
     
     
 
Total Purchase Services
     476       351       374       317       32       4,478  
 
    
     
     
     
     
     
 
Total Payroll Related
     75,652       86,761       82,237       80,677       104,704       1,041,218  
 
    
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     31 %     37 %     33 %     32 %     40 %     36 %
56505 Food
     15,232       15,394       15,894       19,918       13,469       201,025  
57005 Housekeeping
     866       653       780       874       854       9,032  
57505 Kitchen Supplies
     889       2,754       920       1,149       1,900       16,164  
58005 Assisted Living Supplies
     38       66       —       —       114       1,175  
59005 Laundry & Linen/Uniforms
     123       604       —       —       —       1,648  
59010 Laun/Lin/Unif Kitchen
     120       —       304       460       297       2,849  
59015 Laund/Lin/Unif Housekeeping
     372       —       155       407       151       2,604  
59505 Activities-Asst Lving
     834       987       2,064       884       519       15,447  
59510 Banquet Expense
     500       500       500       500       (3,505 )     1,995  
 
    
     
     
     
     
     
 
Total Variable Expense
     18,973       20,958       20,618       24,192       13,801       251,939  
 
    
     
     
     
     
     
 
60005 Office Supplies
     561       1,061       1,027       1,042       774       11,275  
 
    
     
     
     
     
     
 
61015 Repairs - Electrical
     —       —       126       619       1,295       4,006  
61020 Repairs - Plumbing
     388       527       849       1,190       54       4,765  
61025 Repairs - Fire Systems
     —       285       685       593       —       1,563  
61030 Repairs - HVAC
     2,678       —       1,780       480       199       10,221  
61035 Repairs - Gen. Supplies
     492       1,635       1,149       1,018       402       15,740  
61040 Repairs - Equipment
     2,152       289       578       251       —       5,918  
61045 Repairs - Other Interior
     1,386       —       3,004       2,095       (19 )     18,184  
61055 Repairs - Other Exterior
     332       —       354       266       —       1,765  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Repair & Maintenance
     7,428       2,736       8,525       6,513       1,932       62,161  
 
    
     
     
     
     
     
 
61505 Contracts - Elevator
     557       557       557       557       557       6,543  
61510 Contracts - Floor Maint
     511       218       291       129       (120 )     3,635  
61515 Contracts - Alarm/Fire
     —       —       —       —       —       —  
61520 Contracts - HVAC
     —       240       240       (480 )     —       —  
61525 Contracts - Pest Control
     240       440       240       280       360       3,310  
61535 Contracts - Other
     107       44       44       660       570       1,773  
 
    
     
     
     
     
     
 
Total Service Contracts
     1,414       1,499       1,372       1,145       1,367       15,261  
 
    
     
     
     
     
     
 
62005 Land Maintenance
     3,250       3,209       3,191       3,984       4,071       41,330  
 
    
     
     
     
     
     
 
Total Land Maintenance
     3,250       3,209       3,191       3,984       4,071       41,330  
 
    
     
     
     
     
     
 
62505 Rental/Lease - Cable
     3,721       3,721       3,721       3,721       3,669       44,601  
62510 Rental/Lease - Security
     54       54       57       57       57       826  
62535 Rental/Lease - Equipment
     133       239       239       344       322       3,089  
62540 Rental/Lease - Auto
     2,003       2,003       2,004       4,541       (2,021 )     22,517  
62555 Rental/Lease - Other
     305       307       307       307       147       2,725  
 
    
     
     
     
     
     
 
Total Rental and Leases
     6,216       6,324       6,328       8,970       2,175       73,757  
 
    
     
     
     
     
     
 
63010 Utilities - Electricity
     18,767       9,746       13,266       9,080       4,269       123,847  
63015 Utilities - Water
     4,432       3,979       4,631       2,532       3,612       46,511  
63020 Utilities - Gas
     421       412       1,217       1,017       1,771       9,197  
63025 Utilities - Telephone
     2,417       2,107       1,376       1,839       2,020       25,632  
63030 Utilities - Trash
     410       773       2,143       1,636       1,301       11,543  
 
    
     
     
     
     
     
 
Total Utilities
     26,447       17,017       22,633       16,104       12,973       216,731  
 
    
     
     
     
     
     
 
63505 Marketing and Advertising
     214       685       318       407       212       5,134  
63510 Printed Materials
     275       72       52       114       86       8,111  
63515 Special Events
     12       —       17       427       200       3,834  
63520 Yellow Pages
     —       134       134       134       134       2,017  
63525 Newspaper and Magazine
     3,190       695       —       —       —       10,485  
63530 Advertising
     —       —       —       —       —       —  
64005 Referral Fees - Residents
     —       —       1,500       —       1,500       7,340  
 
    
     
     
     
     
     
 
Total Marketing and Advertising
     3,691       1,586       2,021       1,081       2,132       36,921  
 
    
     
     
     
     
     
 
64505 Computers/Peripherals/Software
     —       —       —       72       —       72  
65005 Gas
     304       281       31       348       10       2,592  
65010 Auto Service And Repair
     —       1,520       274       440       160       5,341  
65015 Other Automobile
     637       —       233       —       441       2,526  
65505 Travel & Lodging
     —       —       —       —       137       1,705  
66005 Mileage
     44       —       —       —       —       115  
66505 Meals & Entertainment
     136       (41 )     118       84       33       947  
67005 License and Fingerprints
     403       628       203       203       568       6,785  
68005 Dues and Subscriptions
     43       93       93       93       93       1,111  
68505 Seminars and Training
     114       114       114       114       114       1,797  
69005 Employee Recruiting
     —       893       —       —       —       7,520  
69505 Other
     117       —       174       199       717       1,981  
69805 Discounts Lost
     —       —       —       —       —       —  
69610 Discounts Taken
     —       —       —       —       —       —  
69525 Sales & Use Tax Due
     3,222       3,163       3,126       3,279       4,421       39,431  
 
    
     
     
     
     
     
 
Total Misc. Expenses
     5,019       6,651       4,366       4,833       6,695       71,923  
 
    
     
     
     
     
     
 
Total Operating Expense
     148,651       147,801       152,319       148,541       150,622       1,822,517  
 
    
     
     
     
     
     
 

 

 

PIII — ITEM A-5

         
Database:
Cube:
Page:		   POLAPSVR
Financial
Year
Version
Community
Department
Month
GLAccount 		 

2002
AA
Chandler Villas
Total Department
Along Columns
Along Rows
                                                                                                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN   JUL   AUG   SEP   OCT   NOV   DEC   DEC YTD
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Margin
     83,193       90,450       80,760       82,520       90,925       79,852       91,948       93,675       89,488       94,084       106,457       112,254       1,095,607  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Gross Margin Percent
     33 %     38 %     35 %     36 %     38 %     34 %     37 %     39 %     38 %     38 %     42 %     43 %     38 %
69705 Casualty Loss
     —       —       —       —       —       —       —       —       —       —       —       —       —  
69805 Bad Debt Expense
     (1,406 )     —       (800 )     —       —       —       —       —       —       —       —       946       (1,260 )
70005 Corporate Allocation
     —       —       —       —       —       —       —       —       —       —       —       —       —  
72305 Property Taxes
     5,593       5,593       5,593       5,593       5,593       5,593       5,817       5,817       6,230       6,230       6,230       6,230       70,112  
72405 Insurance-Liability & Hazard
     4,342       4,342       4,342       7,247       7,247       7,247       7,247       11,776       6,833       8,848       8,929       6,053       84,452  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Other Fees
     8,529       9,935       9,135       12,839       12,839       12,839       13,063       17,593       13,064       15,079       15,160       13,229       153,303  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
72505 Accounting
     4,600       917       2,758       2,758       4,358       3,678       3,001       2,758       4,358       3,818       4,661       808       38,475  
73005 Legal
     743       358       361       673       400       1,286       863       350       412       1,092       429       392       7,381  
73510 Donations & Contributions
     —       —       —       —       —       —       —       —       —       —       —       —       —  
74005 Consulting Fees
     —       —       —       —       —       —       —       —       —       250       —       —       250  
74015 Professional Fees - Other
     —       —       —       37       120       —       —       —       550       (510 )     —       120       317  
75005 Property Management Fees
     12,737       11,858       11,617       11,409       11,928       11,890       12,273       12,116       11,915       11,872       13,148       13,144       145,906  
75105 Partnership Admin Fees
     298       140       (438 )     —       —       —       —       —       —       —       —       636       636  
75510 Other Penalties/Fin. Fee
     —       —       —       20       —       —       —       —       16       9       —       —       45  
75515 Licenses & Fees Legal
     —       —       —       —       —       —       —       —       —       —       —       —       —  
75505 Bank Charges
     —       —       —       —       —       —       —       —       —       —       480       —       480  
75520 Franchise Tax Filing Fee
     —       —       —       800       —       —       —       —       —       —       —       —       800  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Professional Fees
     18,377       13,273       14,319       15,699       16,807       16,854       16,137       15,225       17,251       16,531       18,717       15,101       194,291  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR
     56,287       67,242       57,306       53,982       61,279       50,159       62,747       60,858       59,173       62,475       72,580       83,925       748,013  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     22 %     28 %     25 %     24 %     26 %     21 %     26 %     25 %     25 %     25 %     28 %     32 %     26 %
80005 Interest Income
     4,469       (7,012 )     (1,221 )     (723 )     (713 )     (237 )     (578 )     (156 )     (489 )     (286 )     1,617       (103 )     (5,432 )
80505 Other Non-Operating Income
     —       —       —       (52,000 )     —       52,000       —       —       —       —       (214 )     —       214  
87010 Extraordinary Items — Net Tax
     —       —       —       —       —       —       —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     4,469       (7,012 )     (1,221 )     (52,723 )     (713 )     51,763       (578 )     (156 )     (489 )     (286 )     1,402       (103 )     (5,646 )
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
83005 Interest Expense
     38,670       38,670       38,652       38,634       38,544       38,579       38,561       38,542       38,524       38,505       38,542       39,488       463,911  
83025 Int Exp MIP
     2,410       395       2,752       2,752       2,752       2,752       2,752       2,752       2,752       2,752       2,752       2,752       30,322  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Interest Expense
     41,079       39,065       41,404       41,386       41,296       41,331       41,313       41,294       41,275       41,257       41,294       42,240       494,233  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA
     10,739       35,189       17,124       65,319       20,696       (42,935 )     22,012       19,720       18,386       21,504       29,884       41,789       259,426  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA Percent
     4 %     15 %     7 %     29 %     9 %     -18 %     9 %     8 %     8 %     9 %     12 %     16 %     9 %
77505 Depreciation
     16,110       16,569       16,623       16,683       16,987       17,133       17,091       17,242       17,196       17,338       18,260       21,582       208,812  
78005 Amortization
     685       677       677       677       677       677       677       677       677       677       677       677       8,135  
78015 Amortization - Start Up
     —       —       —       —       —       —       —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     16,795       17,246       17,300       17,360       17,664       17,810       17,768       17,919       17,873       18,015       18,937       22,259       216,947  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Net Income (Loss)
     (6,056 )     17,942       (176 )     47,959       3,032       (60,744 )     4,244       1,801       513       3,489       10,946       19,529       42,479  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 

 

 

PIII - ITEM A-5

         
Database:
   POLAPSVR    
Cube:
   Financial Data    
Page:
   Year   2001
    Version   AA
    Community   Chandler Villas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                         
OLAPTable JAN FEB MAR APR MAY JUN JUL
4005 Revenue - Rental
    213,100       209,426       204,884       217,504       216,299       218,321       211,247  
40010 Revenue - Rent Refunds/ Proration
    —       (2,463 )     —       —       (686 )     (500 )     —  
     
     
     
     
     
     
     
 
Total Rental Revenue
     213,100       206,963       204,884       217,504       215,613       217,821       211,247  
     
     
     
     
     
     
     
 
40110 Revenue - AL Level 1
    5,692       7,012       8,311       6,574       8,059       8,375       7,185  
40115 Revenue - AL Level 2
    4,315       2,150       5,450       5,722       3,650       3,000       5,180  
40120 Revenue - AL Level 3
    5,842       7,165       5,850       2,775       5,612       5,400       7,838  
40125 Revenue - AL Level 4
    2,132       2,925       2,200       2,000       2,000       4,000       4,150  
40130 Revenue - AL Level 5
    —       525       1,200       1,200       1,200       1,200       1,200  
40135 Revenue - AL Level 6
    —       —       —       —       —       —       —  
40140 Revenue - AL Level 7
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total AL Services Revenue
     17,981       19,777       23,011       18,271       20,521       21,975       25,553  
     
     
     
     
     
     
     
 
40515 Revenue - Other
    1,217       1,035       1,154       1,153       975       972       1,325  
40525 Revenue - Processing/ App Fees
    2,661       2,075       11,526       6,000       3,318       8,808       11,237  
     
     
     
     
     
     
     
 
Total Other Revenue
     3,878       3,110       12,679       7,153       4,293       9,780       12,562  
     
     
     
     
     
     
     
 
40575 Rev - Process Fee Concessions
    —       —       —       —       —       —       —  
40015 Rev - Rent Concessions
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Concessions
     —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Revenue
     234,959       229,850       240,574       242,927       240,427       249,576       249,362  
     
     
     
     
     
     
     
 
50005 Payroll Expense - Regular
    58,528       61,385       65,948       58,933       64,497       61,112       63,690  
50405 Payroll Expense - Overtime
    2,094       1,741       1,559       1,868       1,490       2,618       3,559  
50705 Payroll Expense - Doubletime
    —       —       —       —       —       —       —  
51005 Bonuses
    2,931       3,581       6,919       3,161       165       3,031       11,963  
51505 Vacation, Sick, Holiday
    5,336       6,351       3,632       4,565       3,613       6,016       2,994  
51805 Employee Recognition
    —       134       293       —       —       100       —  
52005 Payroll Taxes
    6,414       5,665       5,988       5,939       5,643       5,679       6,011  
52505 401K/ 401A
    286       242       217       270       225       240       222  
52805 Group Insurance
    2,434       3,364       3,458       3,239       3,765       476       3,124  
53005 Worker’s Comp Insurance
    1,016       1,081       975       4,505       4,517       5,361       5,239  
     
     
     
     
     
     
     
 
Total Payroll Expenses
     79,039       83,544       88,989       82,480       83,914       84,633       96,803  
     
     
     
     
     
     
     
 
53305 Outside Service - Medical
    1,275       741       370       95       95       95       (95 )
53505 Temporary Services
    5,519       639       2,078       431       —       780       —  
53510 Temporary Services - AL
    —       —       —       —       —       —       —  
54005 Payroll Service
    143       145       147       176       147       149       149  
55005 Outside Service Other
    264       —       —       —       —       —       (22 )
     
     
     
     
     
     
     
 
Total Purchase Services
     7,202       1,525       2,594       701       242       1,024       33  
     
     
     
     
     
     
     
 
Total Payroll Related
     86,241       85,069       91,583       83,181       84,156       85,657       96,835  
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     37 %     37 %     38 %     34 %     35 %     34 %     39 %
56505 Food
    15,037       16,476       17,472       21,690       18,840       14,986       20,953  
57005 Housekeeping
    335       74       750       1,047       562       810       634  
57505 Kitchen Supplies
    1,625       4,238       2,194       1,529       767       1,988       1,211  
58005 Assisted Living Supplies
    142       107       1,417       103       158       876       (682 )
59005 Laundry & Linen/ Uniforms
    747       369       861       1,353       517       511       485  
59010 Laun/ Lin/ Unif Kitchen
    —       —       —       —       —       —       —  
59015 Laund/ Lin/ Unif Housekeeping
    —       —       —       —       —       —       —  
59505 Activities - Asst Living
    1,917       1,488       1,120       388       395       634       946  
59510 Banquet Expense
    500       500       500       500       500       500       500  
     
     
     
     
     
     
     
 
Total Variable Expense
     20,305       23,253       24,314       26,610       21,739       20,306       24,047  
     
     
     
     
     
     
     
 
60005 Office Supplies
     1,017       1,256       1,594       635       659       1,086       990  
     
     
     
     
     
     
     
 
61015 Repairs - Electrical
    —       257       657       210       —       212       1,177  
61020 Repairs - Plumbing
    376       66       544       577       388       622       9  
61025 Repairs - Fire Systems
    111       —       —       —       —       —       96  
61030 Repairs - HVAC
    175       5       170       190       458       177       173  
61035 Repairs - Gen. Supplies
    1,244       1,238       1,520       1,397       350       1,835       987  
61040 Repairs - Equipment
    476       70       1,102       975       118       261       77  
61045 Repairs - Other Interior
    1,944       551       86       2,193       501       1,897       (932 )
61055 Repairs - Other Exterior
    —       345       970       1,664       643       —       —  
61100 Loss on Early Retirement Asset
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     4,326       2,533       5,049       7,206       2,457       5,005       1,587  
     
     
     
     
     
     
     
 
61505 Contracts - Elevator
    515       515       515       515       515       517       515  
61510 Contracts - Floor Maint
    598       413       149       561       475       318       192  
61515 Contracts - Alarm/Fire
    —       —       —       —       —       —       —  
61520 Contracts - HVAC
    —       —       —       —       —       —       —  
61525 Contracts - Pest Control
    120       160       120       160       200       160       580  
61535 Contracts - Other
    189       50       —       —       216       —       —  
     
     
     
     
     
     
     
 
Total Service Contracts
     1,422       1,138       784       1,236       1,406       995       1,287  
     
     
     
     
     
     
     
 
62005 Land Maintenance
    3,960       4,012       4,324       2,812       4,716       3,745       4,329  
     
     
     
     
     
     
     
 
Total Land Maintenance
     3,960       4,012       4,324       2,812       4,716       3,745       4,329  
     
     
     
     
     
     
     
 
62505 Rental/Lease - Cable
    3,509       3,508       3,506       3,506       3,508       3,506       3,506  
62510 Rental/Lease - Security
    44       44       87       44       44       44       44  
62535 Rental/Lease - Equipment
    344       226       285       285       649       465       466  
62540 Rental/Lease - Auto
    632       632       1,997       632       632       1,997       3,331  
62555 Rental/Lease - Other
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Rental and Leases
     4,528       4,409       5,874       4,466       4,832       6,011       7,346  
     
     
     
     
     
     
     
 
63010 Utilities - Electricity
    9,715       7,940       9,496       8,744       5,131       18,455       17,408  
63015 Utilities - Water
    1,830       4,014       4,553       963       2,653       4,579       4,195  
63020 Utilities - Gas
    571       575       119       934       781       380       311  
63025 Utilities - Telephone
    1,059       1,109       1,202       1,079       1,022       2,154       1,530  
63030 Utilities - Trash
    955       955       955       955       520       520       533  
     
     
     
     
     
     
     
 
Total Utilities
     14,132       14,594       16,426       12,675       10,107       26,087       23,977  
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
    291       598       1,132       353       368       304       318  
63510 Printed Materials
    154       —       1,824       —       18       70       1  
83515 Special Events
    786       200       (4 )     699       —       2,212       23  
63520 Yellow Pages
    1,240       1,240       1,240       (2,315 )     703       703       1,007  
63525 Newspaper and Magazine
    —       31       550       9       1,483       999       10  
63530 Advertising
    —       100       —       180       —       —       31  
64005 Referral Fees - Residents
    —       —       400       200       —       —       —  
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     2,471       2,170       5,142       (874 )     2,571       4,288       1,390  
     
     
     
     
     
     
     
 
64505 Computers/Peripherals/Software
    —       —       —       —       —       —       —  
65005 Gas
    258       122       233       75       137       317       886  
65010 Auto Service And Repair
    38       —       —       141       47       54       70  
65015 Other Automobile
    29       —       77       (115 )     —       533       —  
65505 Travel & Lodging
    374       254       86       12       300       263       172  
66005 Mileage
    —       —       42       —       —       —       —  
66505 Meals & Entertainment
    154       40       134       202       100       66       —  
67005 License and Fingerprints
    49       142       566       658       317       1,133       426  
68005 Dues and Subscriptions
    —       —       525       —       —       140       (92 )
68505 Seminars and Training
    —       421       433       1,025       154       75       607  
69005 Employee Recruiting
    1,178       1,168       240       2,388       526       286       —  
69505 Other
    312       200       57       50       —       413       302  
69605 Discounts Lost
    41       —       31       27       17       51       39  
69610 Discounts Taken
    (79 )     (71 )     (171 )     (145 )     (39 )     (51 )     (39 )
69525 Sales & Use Tax Due
    3,063       3,210       3,112       3,139       3,268       3,236       3,272  
     
     
     
     
     
     
     
 
Total Misc. Expenses
     5,416       5,485       5,365       7,458       4,827       6,515       5,644  
     
     
     
     
     
     
     
 
Total Operating Expense
     143,818       143,918       160,455       145,404       137,471       159,695       167,431  
     
     
     
     
     
     
     
 

 

                                                 
AUG SEP OCT NOV DEC DEC YTD
4005 Revenue - Rental
    217,428       222,017       220,939       224,413       209,186       2,584,764  
40010 Revenue - Rent Refunds/ Proration
    (192 )     500       —       (500 )     —       (3,840 )
     
     
     
     
     
     
 
Total Rental Revenue
     217,237       222,517       220,939       223,913       209,186       2,580,923  
     
     
     
     
     
     
 
40110 Revenue - AL Level 1
    6,990       4,995       5,675       4,117       3,975       76,958  
40115 Revenue - AL Level 2
    2,800       4,400       4,750       6,370       4,507       52,294  
40120 Revenue - AL Level 3
    5,900       4,000       5,600       3,200       1,200       60,382  
40125 Revenue - AL Level 4
    3,600       1,000       1,000       1,000       1,000       27,007  
40130 Revenue - AL Level 5
    —       3,600       3,600       3,600       2,400       19,725  
40135 Revenue - AL Level 6
    —       —       —       —       —       —  
40140 Revenue - AL Level 7
    —       —       —       —       —       —  
     
     
     
     
     
     
 
Total AL Services Revenue
     19,290       17,995       20,625       18,287       13,082       236,367  
     
     
     
     
     
     
 
40515 Revenue - Other
    443       932       792       432       2,899       13,328  
40525 Revenue - Processing/ App Fees
    8,198       3,000       7,970       5,450       10,767       81,010  
     
     
     
     
     
     
 
Total Other Revenue
     8,641       3,932       8,864       5,780       13,666       94,339  
     
     
     
     
     
     
 
40575 Rev - Process Fee Concessions
    —       —       —       —       —       —  
40015 Rev - Rent Concessions
    —       —       —       —       —       —  
     
     
     
     
     
     
 
Total Concessions
     —       —       —       —       —       —  
     
     
     
     
     
     
 
Total Revenue
     245,168       244,444       250,428       247,980       235,934       2,911,629  
     
     
     
     
     
     
 
50005 Payroll Expense - Regular
    66,146       65,389       69,954       68,766       68,842       773,190  
50405 Payroll Expense - Overtime
    2,019       2,976       1,669       1,686       2,731       26,010  
50705 Payroll Expense - Doubletime
    —       —       —       —       —       —  
51005 Bonuses
    16,330       16,595       14,505       (16,862 )     (8,958 )     53,360  
51505 Vacation, Sick, Holiday
    7,181       5,072       4,962       (4,906 )     (5,890 )     60,518  
51805 Employee Recognition
    50       —       25       —       —       601  
52005 Payroll Taxes
    6,042       5,549       5,771       5,922       6,048       70,671  
52505 401K/ 401A
    256       247       196       336       222       2,960  
52805 Group Insurance
    5,589       7,486       5,246       3,949       3,768       45,899  
53005 Worker’s Comp Insurance
    5,386       4,036       4,064       4,064       4,223       44,467  
     
     
     
     
     
     
 
Total Payroll Expenses
     108,999       107,349       106,392       72,767       82,767       1,077,676  
     
     
     
     
     
     
 
53305 Outside Service - Medical
    —       —       —       —       —       2,575  
53505 Temporary Services
    —       —       —       —       2       9,450  
53510 Temporary Services - AL
    —       —       —       —       —       —  
54005 Payroll Service
    149       149       235       217       258       2,064  
55005 Outside Service Other
    —       —       27       —       —       270  
     
     
     
     
     
     
 
Total Purchase Services
     149       149       262       217       260       14,359  
     
     
     
     
     
     
 
Total Payroll Related
     109,148       107,499       106,655       72,985       83,027       1,092,035  
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     45 %     44 %     43 %     29 %     35 %     38 %
56505 Food
    17,740       17,679       18,667       21,606       17,521       218,667  
57005 Housekeeping
    967       805       533       753       1,437       8,708  
57505 Kitchen Supplies
    1,024       1,116       1,723       2,270       2,517       22,204  
58005 Assisted Living Supplies
    36       280       15       (27 )     (677 )     1,749  
59005 Laundry & Linen/ Uniforms
    802       641       753       346       976       8,363  
59010 Laun/ Lin/ Unif Kitchen
    —       —       —       —       —       —  
59015 Laund/ Lin/ Unif Housekeeping
    —       —       —       —       —       —  
59505 Activities - Asst Living
    1,375       1,013       1,531       943       3,829       15,581  
59510 Banquet Expense
    500       500       500       536       (99 )     5,437  
     
     
     
     
     
     
 
Total Variable Expense
     22,444       22,035       23,721       26,427       25,505       280,706  
     
     
     
     
     
     
 
60005 Office Supplies
     877       887       1,848       791       717       12,358  
     
     
     
     
     
     
 
61015 Repairs - Electrical
    440       —       —       723       240       3,916  
61020 Repairs - Plumbing
    369       1,091       1,255       90       494       5,880  
61025 Repairs - Fire Systems
    —       —       155       —       898       1,261  
61030 Repairs - HVAC
    60       928       (355 )     453       —       2,433  
61035 Repairs - Gen. Supplies
    650       1,578       595       255       2,506       14,156  
61040 Repairs - Equipment
    —       434       270       816       (149 )     4,450  
61045 Repairs - Other Interior
    379       (173 )     86       88       1,430       8,048  
61055 Repairs - Other Exterior
    —       —       —       —       80       3,702  
61100 Loss on Early Retirement Asset
    —       —       —       —       —       —  
     
     
     
     
     
     
 
Total Repair & Maintenance
     1,899       3,857       2,006       2,423       5,497       43,844  
     
     
     
     
     
     
 
61505 Contracts - Elevator
    537       537       537       537       537       6,292  
61510 Contracts - Floor Maint
    475       457       256       350       516       4,760  
61515 Contracts - Alarm/Fire
    —       —       525       —       —       525  
61520 Contracts - HVAC
    —       —       —       —       —       —  
61525 Contracts - Pest Control
    170       200       360       200       360       2,790  
61535 Contracts - Other
    —       —       422       174       —       1,502  
     
     
     
     
     
     
 
Total Service Contracts
     1,182       1,194       2,100       1,261       1,413       15,419  
     
     
     
     
     
     
 
62005 Land Maintenance
    3,575       4,256       3,575       5,674       5,221       50,198  
     
     
     
     
     
     
 
Total Land Maintenance
     3,575       4,256       3,575       5,674       5,221       50,198  
     
     
     
     
     
     
 
62505 Rental/Lease - Cable
    3,508       3,508       3,506       3,936       3,721       42,725  
62510 Rental/Lease - Security
    44       44       46       46       —       528  
62535 Rental/Lease - Equipment
    586       564       452       627       290       5,237  
62540 Rental/Lease - Auto
    2,004       2,004       2,004       2,004       2,034       19,901  
62555 Rental/Lease - Other
    —       —       247       22       45       314  
     
     
     
     
     
     
 
Total Rental and Leases
     6,142       6,118       6,255       6,636       6,090       68,706  
     
     
     
     
     
     
 
63010 Utilities - Electricity
    15,484       11,986       11,955       11,878       3,154       131,346  
63015 Utilities - Water
    4,957       3,508       4,498       4,308       3,064       43,223  
63020 Utilities - Gas
    356       453       691       1,104       1,592       7,867  
63025 Utilities - Telephone
    2,011       1,379       2,135       2,563       2,311       19,555  
63030 Utilities - Trash
    533       1,300       (99 )     533       558       8,220  
     
     
     
     
     
     
 
Total Utilities
     23,341       18,627       19,179       20,387       10,679       210,210  
     
     
     
     
     
     
 
63505 Marketing and Advertising
    233       275       1,405       314       208       5,798  
63510 Printed Materials
    993       189       760       204       456       4,670  
83515 Special Events
    238       110       867       —       56       5,188  
63520 Yellow Pages
    703       703       703       708       703       7,336  
63525 Newspaper and Magazine
    359       (5 )     —       —       1,295       4,731  
63530 Advertising
    600       —       63       31       27       1,032  
64005 Referral Fees - Residents
    200       —       (200 )     —       1,000       1,600  
     
     
     
     
     
     
 
Total Marketing and Advertising
     3,326       1,271       3,597       1,257       3,745       30,354  
     
     
     
     
     
     
 
64505 Computers/Peripherals/Software
    —       —       —       —       —       —  
65005 Gas
    298       —       —       193       275       2,794  
65010 Auto Service And Repair
    4,524       1,021       89       —       576       6,559  
65015 Other Automobile
    933       1,276       345       296       319       3,693  
65505 Travel & Lodging
    147       198       293       113       167       2,379  
66005 Mileage
    —       —       —       84       (42 )     84  
66505 Meals & Entertainment
    186       24       74       161       139       1,280  
67005 License and Fingerprints
    744       1,195       1,054       228       647       7,158  
68005 Dues and Subscriptions
    —       —       12       (12 )     —       573  
68505 Seminars and Training
    (24 )     417       387       —       —       3,495  
69005 Employee Recruiting
    708       590       55       18       946       8,104  
69505 Other
    58       20       88       —       25       1,526  
69605 Discounts Lost
    —       —       —       —       —       205  
69610 Discounts Taken
    —       —       —       —       —       (596 )
69525 Sales & Use Tax Due
    3,171       3,261       3,339       3,316       3,360       38,745  
     
     
     
     
     
     
 
Total Misc. Expenses
     10,744       8,002       5,737       4,396       6,412       76,000  
     
     
     
     
     
     
 
Total Operating Expense
     182,678       173,745       174,673       142,236       148,305       1,879,830  
     
     
     
     
     
     
 

 

         
Database:
Cube:
Page:		   POLAPSVR
Financial Data
Year
Version
Community
Department
Month
GLAccount 		  2001
AA
Chandler Villas
Total Department
Along Columns
Along Rows
                                                                                                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN   JUL   AUG   SEP   OCT   NOV   DEC   DEC YTD
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Margin
     91,141       85,932       80,119       97,523       102,955       89,881       81,831       62,490       70,699       75,755       105,744       87,629       1,031,799  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Gross Margin Percent
     39 %     37 %     33 %     40 %     43 %     36 %     33 %     25 %     29 %     30 %     43 %     37 %     35 %
69705 Casualty Loss
     —       —       —       —       —       —       —       —       —       —       —       —       —  
69805 Bad Debt Expense
     19,501       (21,268 )     1,105       25       (25 )     1,105       15       (1,862 )     11       110       (1,202 )     3,609       1,124  
70005 Corporate Allocation
     —       —       —       —       —       —       —       —       —       —       —       —       —  
72305 Property Taxes
     5,613       5,613       5,613       5,613       5,613       5,613       5,613       5,613       5,613       5,613       5,613       5,613       67,351  
72405 Insurance-Liability & Hazard
     2,011       2,011       2,010       4,342       4,342       4,342       4,105       4,579       4,342       4,477       4,342       4,342       45,245  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Other Fees
     27,125       (13,644 )     8,727       9,980     9,930       11,060       9,732       8,330       9,966       10,200       8,753       13,563       113,720  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
72505 Accounting
     1,151       4,201       1,023       1,750       2,309       2,310       2,585       2,668       2,626       3,126       4,926       6,526       35,200  
73005 Legal
     5,728       4,892       1,535       426       559       355       451       548       4,789       723       155,378       341       165,941  
73510 Donations & Contributions
     —       —       —       —       —       —       —       —       —       —       —       —       —  
74005 Consulting Fees
     —       —       157       —       —       —       —       —       —       —       140       —       297  
74015 Professional Fees – Other
     —       —       —       —       —       —       28       —       —       —       —       —       28  
75005 Property Management Fees
     11,748       11,493       12,029       12,146       12,071       12,429       13,665       11,062       12,172       12,571       12,404       11,789       145,579  
75105 Partnership Admin Fees
     654       6,041       6,211       5,838       7,518       (15,547 )     584       (1,012 )     (628 )     (164 )     (9,494 )     —       (0 )
75510 Other Penalties Fin. Fee
     —       —       —       —       —       —       —       —       —       68       34       12       114  
75515 Licenses & Fees Legal
     —       —       —       —       —       —       —       —       —       —       —       —       —  
75505 Bank Charges
     —       —       —       —       —       —       —       20       3       8       —       —       31  
75520 Franchise Tax Filing Fee
     —       —       —       —       —       —       —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Professional Fees
     19,281       16,842       20,954       20,160       22,457       (454 )     17,313       13,285       18,962       16,332       163,388       18,668       347,189  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR
     44,736       82,734       50,437       67,383       70,569       79,275       54,886       40,875       41,771       49,223       (66,397 )     55,398       570,890  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     19 %     36 %     21 %     28 %     29 %     32 %     22 %     17 %     17 %     20 %     -27 %     23 %     20 %
80005 Interest Income
     —       (837 )     (392 )     (2,509 )     (1,263 )     1,297       (1,237 )     (1,218 )     (1,346 )     (1,145 )     (1,376 )     (1,329 )     (11,355 )
80505 Other Non-Operating, Income
     —       —       —       —       —       —       —       —       —       —       —       —       —  
87010 Extraordinary Items - Net Tax
     —       —       66,421       —       —       —       —       —       —       —       —       —       66,421  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     —       (837 )     66,030       (2,509 )     (1,263 )     1,297       (1,237 )     (1,218 )     (1,346 )     (1,145 )     (1,376 )     (1,329 )     55,067  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
83005 Interest Expense
     38,857       37,100       38,842       38,825       38,808       38,791       38,774       38,757       38,740       38,723       38,705       38,688       463,611  
83025 Int Exp MIP
     —       2,410       2,410       2,410       2,410       2,410       2,410       2,410       2,410       2,410       2,410       2,410       26,505  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Interest Expense
     38,857       39,510       41,251       41,235       41,218       41,201       41,184       41,167       41,150       41,132       41,115       41,097       490,116  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA
     5,879       44,061       (56,844 )     28,658       30,614       36,777       14,939       926       1,967       9,236       (106,136 )     15,630       25,707  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA Percent
     3 %     19 %     -24 %     12 %     13 %     15 %     6 %     0 %     1 %     4 %     -43 %     7 %     1 %
77505 Depreciation
     13,302       13,324       13,710       13,713       13,650       15,616       15,610       15,835       15,852       15,856       15,865       15,793       178,126  
78005 Amortization
     325       639       709       688       688       688       688       550       673       670       670       670       7,658  
78015 Amortization - Start Up
     —       —       —       —       —       —       —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     13,628       13,963       14,419       14,400       14,337       16,304       16,298       16,385       16,525       16,526       16,536       16,464       185,784  
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 
Net Income (Loss)
     (7,749 )     30,098       (71,263 )     14,257       16,276       20,473       (1,358 )     (15,459 )     (14,557 )     (7,290 )     (122,671 )     (834 )     (160,077 )
 
    
     
     
     
     
     
     
     
     
     
     
     
     
 

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2000
    Version   AA
    Community   CHANDLER VILLAS
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
OLAPTable    
                                                                                 
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT
40005 Revenue-Rental
    216,660       201,009       204,752       199,644       197,727       191,199       208,532       206,817       206,737       198,948  
40010 Revenue-Rent Refunds/Proration
    (2,110 )     (683 )     —       (835 )     2,110       (1,000 )     (500 )     —       1,000       (135 )
     
     
     
     
     
     
     
     
     
     
 
Total Rental Revenue
     214,550       200,326       204,752       198,809       199,837       190,199       208,032       206,817       207,737       198,813  
     
     
     
     
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
     5,325       5,100       6,501       5,805       6,095       6,453       3,950       5,102       7,720       6,500  
40115 Revenue-AL Level 2
     4,025       4,504       1,821       3,450       2,875       1,790       3,423       2,070       2,300       2,300  
40120 Revenue-AL Level 3
     5,129       3,371       1,550       1,725       2,325       3,875       4,649       3,475       3,500       4,075  
40125 Revenue-AL Level 4
     1,950       3,335       3,700       3,250       2,150       975       975       1,375       1,950       1,950  
40130 Revenue-AL Level 5
     1,175       —       2,350       1,175       1,175       (1,175 )     (400 )     —       —       —  
40135 Revenue-AL Level 6
     —       —       —       —       —       —       —       —       —       —  
40140 Revenue-AL Level 7
     —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total AL Services Revenue
     17,604       16,310       15,922       15,405       14,620       11,918       12,597       12,022       15,470       14,825  
     
     
     
     
     
     
     
     
     
     
 
40515 Revenue-Other
     1,638       1,732       1,139       853       1,388       2,254       383       1,215       4,702       —  
40525 Revenue- Processing/App Fees
     20,500       3,000       7,000       5,000       2,500       —       —       2,400       500       —  
     
     
     
     
     
     
     
     
     
     
 
Total Other Revenue
     22,138       4,732       8,139       5,853       3,888       2,254       383       3,615       5,202       —  
     
     
     
     
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —       —       —       —       —       —  
40015 Rev-Rent Concessions
     (100 )     (100 )     —       —       —       —       (368 )     —       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total Concessions
     (100)        (100)        —       —       —       —       (368)        —       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total Revenue
     254,192       221,268       228,812       220,067       218,345       204,370       220,643       222,454       228,409       213,638  
     
     
     
     
     
     
     
     
     
     
 
50005 Payroll Expense- Regular
     54,637       52,087       59,926       52,353       50,596       49,899       53,318       59,359       53,951       58,259  
50405 Payroll Expense- Overtime
     2,763       1,956       1,791       2,171       727       1,878       2,749       2,573       3,771       2,972  
50705 Payroll Expense- Doubletime
     —       —       —       —       —       —       —       —       —       —  
51005 Bonuses
     1,400       500       1,700       1,400       3,000       1,200       1,550       1,550       1,750       500  
51505 Vacation, Sick, Holiday
     5,023       5,151       1,978       3,841       1,465       3,904       1,383       5,296       4,272       4,802  
51805 Employee Recognition
     —       —       —       —       —       —       —       —       —       —  
52005 Payroll Taxes
     5,757       5,149       5,612       4,958       4,531       3,421       4,678       5,360       4,823       5,047  
52505 401K/401A
     290       253       237       252       299       280       275       326       300       267  
52805 Group Insurance
     1,227       2,017       3,554       2,357       3,102       2,576       3,313       759       3,801       2,205  
53005 Worker’s Comp Insurance
     625       625       948       911       812       877       859       998       967       917  
     
     
     
     
     
     
     
     
     
     
 
Total Payroll Expenses
     71,724       67,739       75,745       68,244       64,532       64,036       68,125       76,220       73,635       74,968  
     
     
     
     
     
     
     
     
     
     
 
53305 Outside Service- Medical
     190       —       400       —       —       70       285       215       80       355  
53505 Temporary Services
     1,596       4,195       4,238       949       5,115       6,195       5,347       958       150       —  
53510 Temporary Services - AL
     210       —       3,322       1,842       8,097       729       4,968       3,109       3,684       1,777  
54005 Payroll Service
     —       366       187       136       133       147       143       151       154       150  
55005 Outside Service Other
     —       14       3       —       —       —       —       122       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total Purchase Services
     1,996       4,575       8,149       2,927       13,345       7,140       10,743       4,555       4,068       2,282  
     
     
     
     
     
     
     
     
     
     
 
Total Payroll Related
     73,720       72,314       83,894       71,171       77,877       71,176       78,868       80,775       77,702       77,250  
     
     
     
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     29 %     33 %     37 %     32 %     36 %     35 %     36 %     36 %     34 %     36 %
56505 Food
     20,080       9,084       16,726       17,166       10,473       13,349       11,139       13,637       12,623       11,806  
57005 Housekeeping
     183       417       532       529       396       571       466       328       638       473  
57505 Kitchen Supplies
     993       589       1,226       1,035       1,157       1,908       1,977       1,705       1,416       708  
58005 Assisted Living Supplies
     (51 )     538       159       242       81       343       (119 )     581       155       34  
59005 Laundry & Linen/Uniforms
     145       1,526       1,431       319       1,054       466       1,124       623       571       1,339  
59010 Laun/Lin/Unif Kitchen
     —       —       —       —       —       —       —       —       —       —  
59015 Laund/Lin/Unif Housekeeping
     —       —       —       —       —       —       —       —       —       —  
59505 Activities-Asst Lving
     1,373       1,112       1,629       1,308       1,828       983       1,178       1,056       1,466       1,362  
59510 Banquet Expense
     221       500       500       500       500       500       500       500       911       1,014  
     
     
     
     
     
     
     
     
     
     
 
Total Variable Expense
     22,943       13,766       22,203       21,099       15,488       18,121       16,266       18,430       17,780       16,735  
     
     
     
     
     
     
     
     
     
     
 
60005 Office Supplies
     450       1,107       720       1,475       1,639       241       2,509       (297)        663       1,588  
     
     
     
     
     
     
     
     
     
     
 
61015 Repairs - Electrical
     1,374       —       844       (1,320 )     150       —       210       547       —       274  
61020 Repairs - Plumbing
     —       1,103       305       202       849       796       155       —       —       500  
61025 Repairs - Fire Systems
     —       —       —       —       —       —       —       —       —       664  
61030 Repairs - HVAC
     76       —       469       (15 )     466       821       1,340       311       45       327  
61035 Repairs - Gen. Supplies
     271       696       910       649       1,150       760       734       616       733       1,073  
61040 Repairs - Equipment
     —       230       —       1,509       189       892       316       —       —       221  
61045 Repairs - Other Interior
     (851 )     311       2,294       434       1,374       4,239       1,749       77       395       1,894  
61055 Repairs - Other Exterior
     —       —       —       343       —       —       —       —       —       76  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     870       2,340       4,822       1,801       4,179       7,508       4,504       1,551       1,173       5,029  
     
     
     
     
     
     
     
     
     
     
 
61505 Contracts - Elevator
     454       454       986       474       496       474       496       515       515       515  
61510 Contracts - Floor Maint
     135       804       170       565       244       338       569       86       505       252  

[Additional columns below]

[Continued from above table, first column(s) repeated]
                         
NOV DEC DEC YTD
40005 Revenue-Rental
    226,661       204,446       2,463,130  
40010 Revenue-Rent Refunds/Proration
    —       (500 )     (2,653 )
     
     
     
 
Total Rental Revenue
     226,661       203,946       2,460,477  
     
     
     
 
40110 Revenue-AL Level 1
    5,462       5,825       69,837  
40115 Revenue-AL Level 2
    1,975       2,875       33,407  
40120 Revenue-AL Level 3
    6,142       3,975       43,791  
40125 Revenue-AL Level 4
    1,882       2,725       26,217  
40130 Revenue-AL Level 5
    —       —       4,300  
40135 Revenue-AL Level 6
    —       —       —  
40140 Revenue-AL Level 7
    —       —       —  
     
     
     
 
Total AL Services Revenue
     15,461       15,400       177,552  
     
     
     
 
40515 Revenue-Other
    2,215       802       18,320  
40525 Revenue- Processing/App Fees
    6,000       —       46,900  
     
     
     
 
Total Other Revenue
     8,215       802       65,220  
     
     
     
 
40575 Rev-Process Fee Concessions
    —       —       —  
40015 Rev-Rent Concessions
    —       —       (568 )
     
     
     
 
Total Concessions
     —       —       (568)   
     
     
     
 
Total Revenue
     250,336       220,148       2,702,681  
     
     
     
 
50005 Payroll Expense- Regular
    58,551       57,176       660,112  
50405 Payroll Expense- Overtime
    1,941       2,154       27,446  
50705 Payroll Expense- Doubletime
    —       —       —  
51005 Bonuses
    3,050       2,000       19,600  
51505 Vacation, Sick, Holiday
    4,033       3,712       44,859  
51805 Employee Recognition
    —       —       —  
52005 Payroll Taxes
    5,026       5,052       59,414  
52505 401K/401A
    314       506       3,600  
52805 Group Insurance
    2,656       2,606       30,174  
53005 Worker’s Comp Insurance
    992       933       10,465  
     
     
     
 
Total Payroll Expenses
     76,563       74,139       855,670  
     
     
     
 
53305 Outside Service  - Medical
    —       —       1,595  
53505 Temporary Services
    —       1,360       30,102  
53510 Temporary Services - AL
    468       —       28,204  
54005 Payroll Service
    154       149       1,871  
55005 Outside Service Other
    —       501       640  
     
     
     
 
Total Purchase Services
     622       2,010       62,412  
     
     
     
 
Total Payroll Related
     77,185       76,149       918,082  
     
     
     
 
Total Payroll Related % Total Revenue
     31 %     35 %     34 %
56505 Food
    16,363       12,407       164,852  
57005 Housekeeping
    594       741       5,869  
57505 Kitchen Supplies
    1,827       1,133       15,673  
58005 Assisted Living Supplies
    143       87       2,192  
59005 Laundry & Linen/Uniforms
    847       385       9,831  
59010 Laun/Lin/Unif Kitchen
    —       —       —  
59015 Laund/Lin/Unif Housekeeping
    —       —       —  
59505 Activities-Asst Lving
    2,480       1,422       17,197  
59510 Banquet Expense
    500       (1,528 )     4,619  
     
     
     
 
Total Variable Expense
     22,755       14,646       220,232  
     
     
     
 
60005 Office Supplies
     2,075       1,041       13,211  
     
     
     
 
61015 Repairs - Electrical
    325       276       2,679  
61020 Repairs - Plumbing
    321       —       4,231  
61025 Repairs - Fire Systems
    —       —       664  
61030 Repairs - HVAC
    817       (160 )     4,497  
61035 Repairs - Gen. Supplies
    798       906       9,298  
61040 Repairs - Equipment
    246       205       3,808  
61045 Repairs - Other Interior
    —       1,256       13,172  
61055 Repairs - Other Exterior
    —       —       419  
61100 Loss on Early Retirement Asset
    —       —       —  
     
     
     
 
Total Repair & Maintenance
     2,508       2,483       38,767  
     
     
     
 
61505 Contracts - Elevator
    515       515       6,410  
61510 Contracts - Floor Maint
    526       434       4,627  

 

[Table continues on next page]

 

[Table continues from previous page]

                                                                                 
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT
61515 Contracts - Alarm/Fire
    —       —       —       —       —       —       —       —       —       —  
61520 Contracts - HVAC
    —       —       —       —       —       45       —       —       (45 )     —  
61525 Contracts - Pest Control
    285       120       420       90       120       125       1,600       361       (156 )     160  
61535 Contracts - Other
    804       (651 )     49       118       (140 )     —       (337 )     25       —       356  
     
     
     
     
     
     
     
     
     
     
 
Total Service Contracts
     1,678       728       1,625       1,247       720       982       2,328       987       819       1,284  
     
     
     
     
     
     
     
     
     
     
 
62005 Land Maintenance
     2,700       4,580       3,025       4,325       2,709       3,470       3,146       6,131       5,028       4,099  
     
     
     
     
     
     
     
     
     
     
 
Total Land Maintenance
     2,700       4,580       3,025       4,325       2,709       3,470       3,146       6,131       5,028       4,099  
     
     
     
     
     
     
     
     
     
     
 
62505 Rental/Lease - Cable
     3,547       3,547       3,547       3,553       3,547       3,549       3,547       3,549       3,547       3,511  
62510 Rental/Lease - Security
     515       41       41       41       41       83       41       41       41       44  
62535 Rental/Lease - Equipment
     325       474       385       333       313       717       353       76       298       367  
62540 Rental/Lease - Auto
     1,363       1,365       1,365       1,362       1,365       1,365       1,365       1,365       2,644       1,997  
62555 Rental/Lease - Other
     22       44       22       22       20       22       65       —       —       —  
     
     
     
     
     
     
     
     
     
     
 
Total Rental and Leases
     5,772       5,471       5,360       5,311       5,286       5,735       5,371       5,031       6,530       5,919  
     
     
     
     
     
     
     
     
     
     
 
63010 Utilities - Electricity
     12,388       7,338       7,831       10,535       6,823       10,563       17,024       15,003       16,018       12,518  
63015 Utilities - Water
     3,257       3,815       3,895       2,251       3,147       6,691       4,751       5,618       4,964       3,720  
63020 Utilities - Gas
     543       601       228       818       739       352       524       269       147       769  
63025 Utilities - Telephone
     1,300       1,478       1,680       1,058       1,138       1,149       2,119       1,150       941       1,407  
63030 Utilities - Trash
     804       1,608       —       873       873       873       873       873       873       873  
     
     
     
     
     
     
     
     
     
     
 
Total Utilities
     18,293       14,841       13,635       15,535       12,720       19,627       25,290       22,913       22,942       19,286  
     
     
     
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
     206       826       8,675       344       279       893       438       337       236       492  
63510 Printed Materials
     83       62       —       163       123       —       —       —       —       —  
63515 Special Events
     528       738       158       193       334       2,471       225       2,766       25       59  
63520 Yellow Pages
     —       —       —       —       —       —       —       —       4,521       —  
63525 Newspaper and Magazine
     —       —       —       —       —       —       —       31       181       31  
63530 Advertising
     —       —       —       —       —       —       —       —       —       —  
64005 Referral Fees - Residents
     200       —       —       400       —       —       200       600       500       —  
     
     
     
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     1,016       1,626       8,833       1,101       736       3,364       863       3,734       5,464       582  
     
     
     
     
     
     
     
     
     
     
 
64505 Computers/Peripherals/ Software
     —       —       —       —       —       —       —       —       —       —  
65005 Gas
     70       68       134       186       276       285       128       352       216       234  
65010 Auto Service And Repair
     474       —       28       138       —       29       —       1,455       —       69  
65015 Other Automobile
     49       10       —       —       —       159       —       —       282       447  
65505 Travel & Lodging
     252       643       956       (56 )     621       1,570       606       336       374       294  
66005 Mileage
     —       —       —       —       —       —       —       —       —       —  
66505 Meals & Entertainment
     23       14       118       197       62       196       24       113       97       80  
67005 License and Fingerprints
     656       163       221       798       1,239       368       173       168       178       332  
68005 Dues and Subscriptions
     415       240       403       —       —       476       70       —       —       —  
68505 Seminars and Training
     35       126       73       —       456       49       1,225       106       137       163  
69005 Employee Recruiting
     —       4,809       3,001       2,650       4,590       1,673       1,799       3,304       4,210       1,695  
69505 Other
     —       102       261       59       123       21       10       44       155       183  
69605 Discounts Lost
     —       —       —       —       —       —       —       —       —       —  
69610 Discounts Taken
     —       —       —       —       —       —       —       —       —       —  
69525 Sales & Use Tax Due
     2,928       3,070       3,007       3,484       3,452       3,005       2,859       3,122       3,228       3,126  
     
     
     
     
     
     
     
     
     
     
 
Total Misc. Expenses
     4,901       9,246       8,202       7,456       10,819       7,831       6,896       9,000       8,876       6,623  
     
     
     
     
     
     
     
     
     
     
 
Total Operating Expense
     132,344       126,019       152,319       130,519       132,172       138,055       146,040       148,255       146,976       138,394  
     
     
     
     
     
     
     
     
     
     
 

[Additional columns below]

[Continued from above table, first column(s) repeated]
                         
NOV DEC DEC YTD
61515 Contracts - Alarm/Fire
     —       —       —  
61520 Contracts - HVAC
     —       —       —  
61525 Contracts - Pest Control
     810       160       4,095  
61535 Contracts - Other
     0       (0 )     225  
     
     
     
 
Total Service Contracts
     1,851       1,109       15,357  
     
     
     
 
62005 Land Maintenance
    3,960       5,568       48,740  
     
     
     
 
Total Land Maintenance
     3,960       5,568       48,740  
     
     
     
 
62505 Rental/Lease - Cable
    3,509       3,509       42,459  
62510 Rental/Lease - Security
    —       44       975  
62535 Rental/Lease - Equipment
    344       487       4,471  
62540 Rental/Lease - Auto
    2,628       1,997       20,181  
62555 Rental/Lease - Other
    —       —       216  
     
     
     
 
Total Rental and Leases
     6,481       6,037       68,302  
     
     
     
 
63010 Utilities - Electricity
    7,864       8,433       132,337  
63015 Utilities - Water
    3,874       4,122       50,106  
63020 Utilities - Gas
    946       660       6,597  
63025 Utilities - Telephone
    946       1,036       15,402  
63030 Utilities - Trash
    873       955       10,348  
     
     
     
 
Total Utilities
     14,503       15,206       214,790  
     
     
     
 
63505 Marketing and Advertising
    661       954       14,341  
63510 Printed Materials
    17       57       505  
63515 Special Events
    935       (77 )     8,354  
63520 Yellow Pages
    —       —       4,521  
63525 Newspaper and Magazine
    —       —       244  
63530 Advertising
    —       —       —  
64005 Referral Fees - Residents
    600       100       2,600  
     
     
     
 
Total Marketing and Advertising
     2,212       1,034       30,565  
     
     
     
 
64505 Computers/Peripherals/ Software
    —       —       —  
65005 Gas
    134       198       2,280  
65010 Auto Service And Repair
    —       —       2,193  
65015 Other Automobile
    87       40       1,074  
65505 Travel & Lodging
    99       619       6,314  
66005 Mileage
    —       —       —  
66505 Meals & Entertainment
    70       727       1,722  
67005 License and Fingerprints
    358       631       5,284  
68005 Dues and Subscriptions
    —       —       1,604  
68505 Seminars and Training
    251       50       2,671  
69005 Employee Recruiting
    3,969       4,591       36,291  
69505 Other
    —       140       1,099  
69605 Discounts Lost
    —       —       —  
69610 Discounts Taken
    —       (14 )     (14 )
69525 Sales & Use Tax Due
    2,988       6,716       40,985  
     
     
     
 
Total Misc. Expenses
     7,954       13,699       101,503  
     
     
     
 
Total Operating Expense
     141,484       136,972       1,669,549  
     
     
     
 

 

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2000
    Version   AA
    Community   CHANDLER VILLAS
    Department   Total Departments
    Month   Along Columns
    GLAccount   Along Rows

                                                                                                         
OLAPTable
  JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC DEC YTD
Gross Margin
     121,848       95,249       76,494       89,547       86,172       66,315       74,604       74,199       81,433       75,244       108,853       83,176       1,033,133  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Gross Margin Percent
     48%       43%       33%       41%       39%       32%       34%       33%       36%       35%       43%       38%       38%  
69705 Casualty Loss
    —       —       —       —       —       —       —       —       —       —       —       —       —  
69805 Bad Debt Expense
    (1,340 )     3,809       3,422       90       1,235       (1,790 )     (200 )     1,475       5       134       (87 )     73       6,826  
70005 Corporate Allocation
    —       —       —       —       —       —       —       —       —       —       —       —       —  
72305 Property Taxes
    5,525       5,262       5,262       5,262       5,262       5,262       5,262       5,262       5,262       5,262       5,262       5,262       63,402  
72405 Insurance- Liability & Hazard
    1,013       1,013       1,013       1,727       1,727       1,732       1,732       1,732       1,732       1,732       1,732       1,732       18,617  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Other Fees
     5,198       10,084       9,697       7,079       8,224       5,203       6,793       8,468       6,998       7,127       6,906       7,067       88,845  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
72505 Accounting
    1,226       1,226       1,226       1,226       1,226       417       417       1,519       968       968       968       6,241       17,632  
73005 Legal
    702       568       164       1,775       584       784       1,590       1,377       4,006       737       348       1,041       13,674  
73510 Donations & Contributions
    —       —       —       —       —       —       —       —       —       —       —       —       —  
74005 Consulting Fees
    —       —       —       —       —       —       —       —       —       —       —       116       116  
74015 Professional Fees - Other
    —       —       —       —       —       —       —       —       —       —       —       —       —  
75005 Property Management Fees
    11,360       11,167       12,687       11,003       10,917       10,218       11,032       11,123       11,420       10,682       12,517       11,007       135,134  
75105 Partnership Admin Fees
    4,522       9,227       (2,646 )     2,861       2,875       906       5,277       1,447       1,829       1,255       5,432       1,930       34,915  
75510 Other Penalties/Fin. Fee
    —       —       —       —       —       —       —       —       —       —       —       —       —  
75515 Licenses & Fees Legal
    —       —       —       —       —       —       —       —       —       —       —       —       —  
75505 Bank Charges
    138       138       138       144       138       388       138       (138 )     —       —       —       —       1,083  
75520 Franchise Tax Filing Fee
    —       —       —       —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Professional Fees
     17,948       22,327       11,569       17,009       15,740       12,714       18,454       15,328       18,224       13,642       19,266       20,335       202,554  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR
     98,702       62,838       55,228       65,460       62,209       48,397       49,356       50,403       56,211       54,474       82,681       55,774       741,734  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     39%       28%       24%       30%       28%       24%       22%       23%       25%       25%       33%       25%       27%  
80005 Interest Income
    (282 )     (283 )     (284 )     (379 )     (316 )     (375 )     (716 )     (391 )     (455 )     (433 )     (432 )     (451 )     (4,798 )
80505 Other Non-Operating Income
    —       —       —       —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (282)     (283)     (284)          (379)     (316)     (375)              (716)     (391)              (455)          (433)          (432)     (451)          (4,798)
     
     
     
     
     
     
     
     
     
     
     
     
     
 
83005 Interest Expense
    39,265       39,229       39,193       39,157       39,120       39,084       2,580       39,009       38,972       38,934       38,896       38,857       432,295  
83025 Int Exp MIP
    —       —       —       —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Interest Expense
     39,265       39,229       39,193       39,157       39,120       39,084       2,580       39,009       38,972       38,934       38,896       38,857       432,295  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA
     59,719       23,892       16,319       26,682       23,405       9,689       47,493       11,785       17,694       15,973       44,217       17,368       314,237  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
EBTDA Percent
     23%       11%       7%       12%       11%       5%       22%       5%       8%       7%       18%       8%       12%  
77505 Depreciation
    13,133       13,126       13,142       13,150       13,150       12,936       13,300       13,113       13,110       13,136       13,156       14,452       158,901  
78005 Amortization
    9,392       9,392       8,001       9,216       9,392       9,392       9,392       15,403       11,395       11,395       11,395       11,395       125,161  
78015 Amortization - Start Up
    —       —       —       —       —       —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     22,525       22,518       21,143       22,366       22,542       22,328       22,692       28,515       24,505       24,531       24,552       25,848       284,063  
     
     
     
     
     
     
     
     
     
     
     
     
     
 
Net Income (Loss)
     37,195       1,374       (4,824)          4,316       863       (12,639)              24,801       (16,730)              (6,812)          (8,558)          19,666       (8,479)          30,174  
     
     
     
     
     
     
     
     
     
     
     
     
     
 

 

PIII - ITEM A-6

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2003
    Version   AA
    Community   Chandler Villas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                                         
OLAPTable
JAN FEB MAR APR MAY JUN JUL AUG Aug YTD
40005 Revenue-Rental
    249,499       250,063       244,887       187,556       319,963       258,258       248,636       250,619       2,009,480  
40010 Revenue-Rent Refunds/Proration
    —       —       (907 )     —       —       (3,497 )     (1,286 )     —       (5,690 )
     
     
     
     
     
     
     
     
     
 
Total Rental Revenue
     249,499       250,063       243,980       187,556       319,963       254,760       247,350       250,619       2,003,790  
     
     
     
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
    4,100       4,325       4,875       3,325       5,376       5,024       4,470       6,000       37,495  
40115 Revenue-AL Level 2
    3,700       3,207       3,700       3,795       3,655       1,875       1,875       1,875       23,682  
40120 Revenue-AL Level 3
    —       —       —       —       825       2,475       2,475       1,650       7,425  
     
     
     
     
     
     
     
     
     
 
Total AL Services Revenue
     7,800       7,532       8,575       7,120       9,856       9,374       8,820       9,525       68,602  
     
     
     
     
     
     
     
     
     
 
40515 Revenue-Other
    1,957       2,250       1,988       2,054       2,424       744       1,348       1,502       14,266  
40525 Revenue-Processing/App Fees
    4,000       6,500       9,000       —       —       —       1,000       3,500       24,000  
     
     
     
     
     
     
     
     
     
 
Total Other Revenue
     5,957       8,750       10,988       2,054       2,424       744       2,348       5,002       38,266  
     
     
     
     
     
     
     
     
     
 
40015 Rev-Rent Concessions
    —       —       —       (153 )     (1,497 )     (11,885 )     (4,155 )     (50 )     (17,740 )
     
     
     
     
     
     
     
     
     
 
Total Concessions
     —       —       —       (153 )     (1,497 )     (11,885 )     (4,155 )     (50 )     (17,740 )
     
     
     
     
     
     
     
     
     
 
Total Revenue
     263,256       266,345       263,543       196,577       330,745       252,993       254,363       265,096       2,092,918  
     
     
     
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
    59,427       56,653       63,468       51,637       80,216       61,067       62,882       66,320       501,669  
50405 Payroll Expense-Overtime
    2,186       3,467       2,009       2,886       2,960       2,939       2,314       2,269       21,029  
51005 Bonuses
    (8,574 )     15,333       4,907       4,771       5,855       3,307       3,357       4,948       33,904  
51505 Vacation, Sick, Holiday
    3,401       3,750       5,110       4,903       6,753       5,125       4,615       5,013       38,671  
51805 Employee Recognition
    —       —       —       —       50       25       —       175       250  
52005 Payroll Taxes
    6,461       6,044       5,924       5,043       6,992       5,695       5,652       5,530       47,341  
52505 401K/401A
    254       615       205       255       303       243       235       317       2,429  
52805 Group Insurance
    3,332       2,930       3,296       3,192       2,691       2,956       510       3,635       22,542  
53005 Worker’s Comp Insurance
    1,867       1,867       1,902       11,879       1,939       5,075       1,806       3,527       29,861  
     
     
     
     
     
     
     
     
     
 
Total Payroll Expenses
     68,354       90,660       86,821       84,565       107,759       86,432       81,373       91,734       697,697  
     
     
     
     
     
     
     
     
     
 
54005 Payroll Service
    276       656       278       (8 )     391       362       237       305       2,497  
     
     
     
     
     
     
     
     
     
 
Total Purchase Services
     276       656       278       (8 )     391       362       237       305       2,497  
     
     
     
     
     
     
     
     
     
 
Total Payroll Related
     68,631       91,316       87,099       84,558       108,150       86,793       81,609       92,039       700,194  
     
     
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     26 %     34 %     33 %     43 %     33 %     34 %     32 %     35 %     33 %
56505 Food
    24,270       26,747       23,606       16,348       23,535       18,464       20,234       23,296       176,499  
57005 Housekeeping
    721       496       1,125       949       567       1,030       30       651       5,569  
57505 Kitchen Supplies
    1,790       1,471       1,163       1,359       1,392       1,122       1,085       1,581       10,962  
58005 Assisted Living Supplies
    42       26       20       —       10       27       5       20       151  
59005 Laundry & Linen/Uniforms
    —       —       53       (393 )     (508 )     883       467       (9 )     493  
59010 Laun/Lin/Unif Kitchen
    630       322       149       180       316       451       153       479       2,680  
59015 Laund/Lin/Unif Housekeeping
    468       297       602       545       501       306       297       414       3,430  
59505 Activities-Asst Lving
    1,244       1,215       1,537       673       819       2,098       772       1,478       9,836  
59510 Banquet Expense
    500       500       500       383       617       500       500       500       4,000  
     
     
     
     
     
     
     
     
     
 
Total Variable Expense
     29,664       31,074       28,755       20,044       27,249       24,881       23,543       28,410       213,620  
     
     
     
     
     
     
     
     
     
 
60005 Office Supplies
     809       1,197       1,239       575       652       908       612       1,036       7,029  
     
     
     
     
     
     
     
     
     
 
61015 Repairs - Electrical
    —       541       222       1,058       1,586       2,831       1,112       130       7,479  
61020 Repairs - Plumbing
    359       551       309       2,813       677       634       1,022       1,252       7,615  
61030 Repairs - HVAC
    751       —       60       1,404       148       786       1,833       2,042       7,025  
61035 Repairs - Gen. Supplies
    841       567       2,618       1,413       740       922       587       1,148       8,836  
61040 Repairs - Equipment
    313       574       119       951       433       288       982       584       4,245  
61045 Repairs - Other Interior
    1       3,639       (3,264 )     1,702       155       300       —       136       2,670  
61055 Repairs - Other Exterior
    —       —       —       38       —       —       —       —       38  
61100 Loss on Early Retirement Asset
    —       238       —       1,247       —       —       168       399       2,053  
     
     
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     2,266       6,110       64       10,626       3,738       5,760       5,704       5,691       39,959  
     
     
     
     
     
     
     
     
     
 
61505 Contracts - Elevator
    557       582       582       446       718       582       582       582       4,633  
61510 Contracts - Floor Maint
    220       100       135       210       150       590       164       306       1,875  
61515 Contracts - Alarm/Fire
    —       103       —       —       —       —       —       —       103  
61525 Contracts - Pest Control
    240       240       240       153       197       160       540       315       2,085  
61535 Contracts - Other
    440       348       44       36       42       134       46       296       1,386  
     
     
     
     
     
     
     
     
     
 
Total Service Contracts
     1,457       1,373       1,001       845       1,107       1,466       1,333       1,500       10,082  
     
     
     
     
     
     
     
     
     
 
62005 Land Maintenance
    3,966       3,670       3,734       2,845       4,007       3,976       4,101       4,490       30,789  
Total Land Maintenance
    3,966       3,670       3,734       2,845       4,007       3,976       4,101       4,490       30,789  
62505 Rental/Lease - Cable
    3,758       3,669       3,669       2,813       4,525       3,669       3,669       3,669       29,441  
62510 Rental/Lease - Security
    57       57       57       44       71       57       57       57       459  
62525 Rental/Lease - Furniture
    —       —       —       —       —       —       147       —       147  
62535 Rental/Lease - Equipment
    263       339       381       411       639       489       572       537       3,631  
62540 Rental/Lease - Auto
    1,958       1,958       632       484       779       632       632       632       7,704  
62555 Rental/Lease - Other
    —       147       294       113       34       —       —       147       736  
     
     
     
     
     
     
     
     
     
 
Total Rental and Leases
     6,035       6,170       5,033       3,865       6,048       4,847       5,077       5,042       42,118  
     
     
     
     
     
     
     
     
     
 
63010 Utilities - Electricity
    9,888       6,433       8,624       4,373       13,634       7,042       22,782       21,176       93,952  
63015 Utilities - Water
    3,098       3,171       3,372       2,712       5,311       4,306       5,386       5,089       32,446  
63020 Utilities - Gas
    1,144       1,099       1,473       705       1,017       341       259       388       6,424  
63025 Utilities - Telephone
    1,747       1,637       1,696       1,091       1,270       1,418       1,107       1,246       11,210  
63030 Utilities - Trash
    22       634       596       324       521       422       411       426       3,357  
     
     
     
     
     
     
     
     
     
 
Total Utilities
     15,898       12,974       15,759       9,204       21,753       13,530       29,945       28,325       147,388  
     
     
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
    291       1,310       2,036       395       319       288       237       91       4,967  
63510 Printed Materials
    59       61       16       66       3       51       —       65       320  
63515 Special Events
    21       1,343       25       150       25       62       —       —       1,626  
63520 Yellow Pages
    134       134       673       (311 )     39       134       134       134       1,070  
63525 Newspaper and Magazine
    1,521       —       —       —       —       —       —       600       2,121  
63530 Advertising
    3,609       27       —       —       204       —       —       —       3,839  
64005 Referral Fees - Residents
    1,000       500       500       500       3,500       1,400       —       500       7,900  
     
     
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     6,635       3,374       3,249       801       4,089       1,934       371       1,390       21,843  
     
     
     
     
     
     
     
     
     
 
64505 Computers/ Peripherals/ Software
    —       —       —       —       —       85       —       —       85  
65005 Gas
    326       289       297       428       389       762       537       409       3,437  
65010 Auto Service And Repair
    497       123       52       409       135       1,323       —       638       3,177  
65015 Other Automobile
    —       264       245       —       396       220       179       333       1,638  
65505 Travel & Lodging
    564       642       113       —       —       —       16       500       1,835  
66505 Meals & Entertainment
    120       118       71       18       87       —       26       42       482  
67005 License and Fingerprints
    590       1,064       949       957       1,550       833       693       530       7,164  
68005 Dues and Subscriptions
    93       93       93       33       53       108       43       43       560  

2

 

PIII - ITEM A-6

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2003
    Version   AA
    Community   Chandler Villas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
OLAPTable
                                                                         
  JAN FEB MAR APR MAY JUN JUL AUG Aug YTD
 
68505 Seminars and Training
    —       —       —       —       45       —       —       —       45  
69005 Employee Recruiting
    —       —       931       —       478       —       443       412       2,264  
69505 Other
    607       696       124       28       252       124       56       114       1,999  
69525 Sales & Use Tax Due
    3,719       3,772       3,766       3,678       2,824       3,935       3,655       3,650       28,998  
     
     
     
     
     
     
     
     
     
 
Total Misc. Expenses
     6,517       7,060       6,641       5,550       6,208       7,389       5,648       6,672       51,685  
     
     
     
     
     
     
     
     
     
 
Total Operating Expense
     141,878       164,319       152,574       138,913       183,002       151,485       157,942       174,595       1,264,707  
     
     
     
     
     
     
     
     
     
 
Gross Margin
     121,377       102,026       110,969       57,664       147,743       101,509       96,421       90,501       828,211  
Gross Margin Percent
     46 %     38 %     42 %     29 %     45 %     40 %     38 %     34 %     40 %
69805 Bad Debt Expense
    (500 )     —       —       (1,107 )     —       446       —       —       (1,162 )
72305 Property Taxes
    5,932       5,884       7,884       6,406       10,305       6,355       6,120       6,120       55,005  
72405 Insurance - Liability & Hazard
    8,997       8,885       7,885       6,243       7,973       (1,741 )     7,245       7,105       52,590  
     
     
     
     
     
     
     
     
     
 
Total Other Fees
     14,429       14,769       15,769       11,542       18,277       5,059       13,365       13,224       106,434  
     
     
     
     
     
     
     
     
     
 
72505 Accounting
    2,438       2,438       2,438       3,606       1,676       6,618       3,749       3,997       26,959  
73005 Legal
    511       380       459       343       1,133       1,907       664       403       5,799  
73510 Donations & Contributions
    —       —       —       —       857       —       —       —       857  
74005 Consulting Fees
    —       —       —       1,000       251       130       —       —       1,381  
74015 Professional Fees - Other
    —       —       —       —       —       —       128       151       278  
75005 Property Management Fees
    13,163       13,317       13,177       9,829       16,537       12,650       12,718       13,255       104,646  
75105 Partnership Admin Fees
    3,704       1,701       2,677       (1,414 )     4,583       1,738       1,471       658       15,119  
75510 Other Penalties/Fin. Fee
    —       2       5       25       5       3       9       —       48  
75515 Licenses & Fees Legal
    —       —       —       —       45       —       —       —       45  
75520 Franchise Tax Filing Fee
    —       —       —       800       —       —       —       —       800  
75525 Collection Fees
    —       —       —       221       —       89       —       —       310  
     
     
     
     
     
     
     
     
     
 
Total Professional Fees
     19,815       17,838       18,755       14,410       25,087       23,136       18,739       18,463       156,243  
     
     
     
     
     
     
     
     
     
 
EBITDAR
     87,133       69,419       76,445       31,712       104,379       73,314       64,317       58,814       565,534  
     
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     33 %     26 %     29 %     16 %     32 %     29 %     25 %     22 %     27 %
80005 Interest Income
    (84 )     (43 )     (40 )     (45 )     (64 )     —       (116 )     (33 )     (425 )
80505 Other Non-Operating Income
    (17 )     —       —       (0 )     —       —       —       —       (17 )
     
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (101)       (43)       (40)       (45)       (64)       —       (116)       (33)       (442)  
     
     
     
     
     
     
     
     
     
 
83005 Interest Expense
    38,542       37,370       38,542       30,226       47,363       40,427       38,310       38,289       309,070  
83025 Int Exp MIP
    2,752       2,752       2,375       1,821       2,929       2,375       2,375       2,375       19,751  
     
     
     
     
     
     
     
     
     
 
Total Interest Expense
     41,294       40,122       40,917       32,046       50,291       42,802       40,684       40,664       328,821  
     
     
     
     
     
     
     
     
     
 
EBTDA
     45,940       29,341       35,567       (289)        54,152       30,512       23,749       18,183       237,155  
     
     
     
     
     
     
     
     
     
 
EBTDA Percent
     17 %     11 %     13 %     0 %     16 %     12 %     9 %     7 %     11 %
77505 Depreciation
    18,794       18,850       19,118       17,025       27,421       22,239       22,374       23,126       168,947  
78005 Amortization
    677       677       677       519       835       677       677       677       5,418  
     
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     19,471       19,527       19,795       17,544       28,256       22,916       23,051       23,804       174,365  
     
     
     
     
     
     
     
     
     
 
Net Income (Loss)
     26,469       9,814       15,772       (17,833)        25,896       7,596       698       (5,621)        62,790  
     
     
     
     
     
     
     
     
     
 

 

Ventura CA     , 2003-2004 - 164-0-111-065, Sheet 1 of 1

(CAMARILLO VENTURA COUNTY MAP)

 

 

(VILLALAS POSAS MAP)

 

 

(VILLALAS POSAS MAP)

 

 

(VILLALAS POSAS MAP)

 

 

ADDENDUM E: Comparable Land Sale Data Sheets

 

 

Land Sale 1

     
Property Identification    
Location   SWC Knox Rd. & McQueen Rd.
     
Address   Chandler, AZ 85225
Parcel No or Legal Description   302-38-005A
Document Number   453645
     
Sale Data    
Buyer   Venture Resources Consulting
    LLC
Seller   Century Life Church
Sale Date   4/11/03
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $1,094,445
Zoning   PAD
     
Physical Data    
Land Size    
    Square Feet   379,408
    Acre(s)   8.71
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $2.88
Sale Price/Acre   $125,654
     
Intended Use:   To hold for development of a clusterhome community.

 

 

Land Sale 2

     
Property Identification    
Location   SE of Ocotillo & Dobson Rd.
Address   Chandler, AZ 85248
Parcel No or Legal Description   303-90-
    25,037,038,040,421,44,46,049
Document Number   841637
     
Sale Data    
Buyer   T.W. Lewis Company
Seller   Taro Properties I LLC
Sate Date   6/27/03
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $1,040,000
Zoning   PAD
     
Physical Data    
Land Size    
    Square Feet   147,668
    Acre(s)   3.39
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $7.04
Sale Price/Acre   $306,765
     
Intended Use:   Intended use to construct 8 single family homes.

 

 

Land Sale 3

     
Property Identification    
Location   SW Germann Rd. & Comanche
     
Address   Chandler, AZ 85248
Parcel No or Legal Description   303-35-006C
Document Number   755327
     
Sale Data    
Buyer   Magnum Chandler LLC
Seller   Charles Keith
Sale Date   1/1/03
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $364,800
Zoning   PAD
     
Physical Data    
Land Size    
  Square Feet   167,445
  Acre(s)   3.84
Shape   Regular
Topography   Level
     
Indicators    
Sale Price/SF   $2.18
Sale Price/Acre   $94,901
     
Intended Use:   Hold for development.

 

 

Land Sale 4

     
Property Identification    
Location   NE Germann Rd. & Alma School
     
Address   Chandler, AZ 85248
Parcel No or Legal Description   303-27-031F
Document Number   847302
     
Sale Data    
Buyer   Mr. Tanner Development and
    Construction
Seller   James W. Hill
Sale Date   8/20/02
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $290,000
Zoning   AG-1
     
Physical Data    
Land Size    
  Square Feet   218,889
  Acre(s)   5.03
Shape   Regular
Topography   Level
     
Indicators    
Sale Price/SF   $1.32
Sale Price/Acre   $57,711
     
Intended Use:   Intended use unknown. Zoning
    permits 1 acre minimum lot size.

 

 

ADDENDUM F: Comparable Improved Sale Data Sheets

 

 

Improved Comparable 1

         
(PHOTO OF CARMEL VILLAGE)   Property Name: Carmel Village

Property Type: Senior Housing

Property Subtype: Assisted Living

   17077 San Mateo Street

Fountain Valley, CA 92708
County: Orange

IMPROVEMENTS

         
Class:
       B
Est. Gross Building Area:
       117,666
Est. Net Building Area:
       117,666
Year Built:
       1986
Quality:
   Good
Condition:
   Average
Buildings:
       3
Stories:
       3
Fire Sprinklers:
   Yes

TRANSACTION INFO

     
Sale Status:
Interest:

   Recorded Sale
Fee Simple
Sale Date:   01/15/2003

Sale Price

           
Reported Price:
   $ 23,125,000  
Cash Equivalent:
   $ 23,125,000  
Adj. Sale Price:
   $ 23,125,000  
 
$ Per SqFt:
   $ 196.53  
 
$ Per Unit:
   $ 122,354  
 
Cap Rate:
     11.14 %
 
EGIM:
     4.24  

OCCUPANCY

     
Occupancy at Sale:
Seniors		   97.00 %

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 5,450,000          
Effective Gross
   $ 5,450,000          
Operating Expenses:
   $ 2,875,000       0.53 %
Net Operating Income:
   $ 2,575,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     139,828       3.21  
Net Usable Area:
     139,828       3.21  
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO

         
Number of AL Units:
     94  
Number of IL Units:
     95  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     189  
Average Unit Size:
     623  
No. of Licensed Beds:
     200  
Subsidized:
   No

VERIFICATION

Grantor: Carmel Village Retirement Residence, Inc.
Grantee: 625 Management Company LLC
Verification Contact:
  Michelle Butts, 714.962.6667

REMARKS

This facility is licensed for 200 beds, but is operated at 189 units. Approximately one-half of the units are for independent living with the other half for assisted living. Assisted living residents pay from $350 to $1,400 per month in additional care fees. It was reported that over 70 percent of the residents are paying first level charges ($350 per month). It was reported that several of the buyer’s parties were stockholders of the selling entity, however, this was reported to be an arm’s length sale.

 

 

Improved Comparable 2

         
(PHOTO OF EMERALD HILLS)   Property Name: Emerald Hills

Property Type: Senior Housing

Property Subtype: Assisted Living

   11550 Education Street

Auburn, CA

County: Placer

IMPROVEMENTS

         
Class:
       B
Est. Gross Building Area:
       61,677
Est. Net Building Area:
       61,677
Exterior Walls:
   Wood siding
Year Built:
       1999
Quality:
   Average
Condition:
   Average
Buildings:
       1
Stories:
       3

TRANSACTION INFO

     
Sale Status:
Interest:
Financing:
Sale Date:		   Recorded Sale
Fee Simple
Cash To Seller
09/06/2002

Sale Price

           
Reported Price:
   $ 8,800,000  
Cash Equivalent:
   $ 8,800,000  
Adj. Sale Price:
   $ 8,800,000  
 
$ Per SqFt:
   $ 142.68  
 
$ Per Unit:
   $ 98,876  
 
$ Per Eff Bed:
   $ 94,624  
 
Cap Rate:
     11.00 %
 
EGIM:
     4.00  

OCCUPANCY

     
Occupancy at Sale:

Seniors		   100.00 %

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 2,475,000          
Effective Gross
   $ 2,475,000          
Operating Expenses:
   $ 1,490,000       0.60 %
Net Operating Income:
   $ 985,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     108,900       2.50  
Net Usable Area:
     108,900       2.50  
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO

           
Number of AL Units:
     53  
Number of IL Units:
     20  
Number of Cottage Units:
     0  
Number of ALZ Units:
     16  
Total Number of Units:
     89  
Average Unit Size:
     693  
No. of Licensed Beds:
     97  
No. of Effective Beds:
     93  
Subsidized:
   No
Amenities:
        
 
Common areas, dining room
        

VERIFICATION

Grantor: ALCO IV, LLC
Grantee: Healthcare Property Investors, Inc.
Verification Contact:
  Seller

REMARKS

This property is located 60 miles east of Sacramento in Auburn. Facility offers studio alcove units (346 – 568 SF), one-bedroom units (483 SF) and two-bedroom units (728 SF). This was a sale lease-back transaction where the buyer will lease the facility to Emeritus for 15 years with a 10-year option. Emeritus has managed the facility since it was completed. The lease rate is based on 11.50 percent of the purchase price with 3.0 percent annual escalations. Expense amount shown includes a 5.0 percent management fee and reserves allowance.

 

 

Improved Comparable 3

         
(PHOTO OF WOODMARK AT SUMMIT)   Property Name: Woodmark at Summit

Property Type: Senior Housing

Property Subtype: Assisted Living

   5165 Summit Ridge Court

Reno, NV 89523

County: Washoe

Parcels and/or Legal:

66563

IMPROVEMENTS

         
Class:
       B
Est. Gross Building Area:
       77,445
Est. Net Building Area:
       77,445
Exterior Walls:
   Stucco
Year Built:
       1998
Quality:
   Good
Condition:
   Good
Buildings:
       1
Stories:
       3
Fire Sprinklers:
   Yes

TRANSACTION INFO

     
Sale Status:
Interest:
Financing:
Sale Date:		   Recorded Sale
Fee Simple
Cash To Seller
02/21/2002

Sale Price

           
Reported Price:
   $ 9,500,000  
Cash Equivalent:
   $ 8,500,000  
Capital Costs:
   $ 1,000,000  
Adj. Sale Price:
   $ 9,500,000  
 
$ Per SqFt:
   $ 122.67  
 
$ Per Unit:
   $ 103,261  
 
Cap Rate:
     12.63 %
 
EGIM:
     3.00  

OCCUPANCY

     
Occupancy at Sale:

Seniors		   60.00 %

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 3,300,000          
Effective Gross
   $ 3,300,000          
Operating Expenses:
   $ 2,100,000       0.64 %
Net Operating Income:
   $ 1,200,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     182,299       4.19  
Net Usable Area:
     182,299       4.19  
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO

         
Number of AL Units:
     92  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     92  
Average Unit Size:
     842  
Subsidized:
   No

VERIFICATION

Recording Reference: 11662-0240
Grantor: Woodmark At Summit Ridge LLC
Grantee: Emeritus
Verification Contact:
  Buyer

REMARKS

Sale is an assisted living facility located in the northwest part of Reno, Nevada. The improvements are of good quality construction. Original developer was unable to attain stablized operation. Buyer is an experienced operator.

 

 

Improved Comparable 4

         
(PHOTO OF MAPLERIDGE OF LAGUNA)   Property Name: Mapleridge of Laguna

Property Type: Senior Housing

Property Subtype: Assisted Living

   6727 Laguna Park Drive

Elk Grove, CA

County: Sacramento

IMPROVEMENTS

         
Class:
       B
Est. Gross Building Area:
       50,476
Est. Net Building Area:
       50,476
Exterior Walls:
   Wood siding
Year Built:
       1999
Quality:
   Good
Condition:
   Good
Buildings:
       1
Stories:
       2
Fire Sprinklers:
   Yes

TRANSACTION INFO

     
Sale Status:
Interest:
Financing:
Sale Date:		   Recorded Sale
Fee Simple
Cash To Seller
01/24/2002

Sale Price

           
Reported Price:
   $ 8,055,600  
Cash Equivalent:
   $ 8,055,600  
Adj. Sale Price:
   $ 8,055,600  
 
$ Per SqFt:
   $ 159.59  
 
$ Per Unit:
   $ 95,900  
 
Cap Rate:
     10.55 %
 
EGIM:
     3.16  

OCCUPANCY

     
Occupancy at Sale:

Seniors		   76.00 %

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 2,550,000          
Effective Gross
   $ 2,550,000          
Operating Expenses:
   $ 1,700,000       0.67 %
Net Operating Income:
   $ 850,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     186,437       4.28  
Net Usable Area:
     186,437       4.28  
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO

         
Number of AL Units:
     84  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     84  
Average Unit Size:
     601  
Subsidized:
   No

VERIFICATION

Grantor: Marriott Senior Living Services
Grantee: CNL Retirement Properties
Verification Contact:
  Buyer, CNL

REMARKS

This is a newer assisted living facility located in the south part of the Sacramento MSA in Elk Grove. Property was part of a five-facility joint venture transaction between CNL and Marriott. Marriott was to continue operating the property. Facility was in lease-up at time of sale. Income and expense data based on stabilized operating conditions.

 

 

Improved Comparable 5

         
(PHOTO OF ATRIA REDDING)   Property Name: Atria Redding

Property Type: Senior Housing

Property Subtype: Assisted Living

   101 Quartz Hill Road

Redding, CA 96003
County: Shasta

Parcels and/or Legal:
112-090-18-00

IMPROVEMENTS

         
Est. Gross Building Area:
       44,328
Est. Net Building Area:
       44,328
Year Built:
       1997
Quality:
   Poor
Condition:
   Good
Stories:
       2

TRANSACTION INFO

     
Sale Status:
Interest:
Financing:
Sale Date:		   Recorded Sale
Fee Simple
Cash To Seller
07/01/2001

Sale Price

           
Reported Price:
   $ 5,000,000  
Cash Equivalent:
   $ 5,000,000  
Adj. Sale Price:
   $ 5,000,000  
 
$ Per SqFt:
   $ 112.80  
 
$ Per Unit:
   $ 83,333  
 
Cap Rate:
     12.50 %
 
EGIM:
     3.00  

OCCUPANCY

     
Occupancy at Sale:   95.00 %

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 1,950,000          
Effective Gross
   $ 1,950,000          
Operating Expenses:
   $ 1,325,000       0.68 %
Net Operating Income:
   $ 625,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     133,294       3.06  
Net Usable Area:
     133,294       3.06  
Percent Usable:
     100 %        

SENIOR HOUSING INFO

         
Number of AL Units:
     60  
Total Number of Units:
     60  
Average Unit Size:
     739  

VERIFICATION

Recording Reference: N/A
Grantor: Atria Communities
Grantee: AMI Senior Living

REMARKS

This is the sale of a smaller assisted living facility located in northern California in Redding. The improvements are of above average quality construction. There are a total of 60 living units, consisting of 36 studio units, 20 one-bedroom units and four two-bedroom units. The property was not actively marketed and was purchased by a local senior housing provider. The income and expense data based on actuals at time of sale. The seller was motivated to sell and the price paid is considered below actual market value.

 

 

Improved Comparable 6

         
(PHOTO OF AEGIS OF NAPA)   Property Name: Aegis of Napa

Property Type: Senior Housing

Property Subtype: Assisted Living

   2100 Redwood Road

Napa, CA 94558
County: Napa

Parcels and/or Legal:
007-321-009

IMPROVEMENTS

         
Class:
       A
Est. Gross Building Area:
       34,030
Est. Net Building Area:
       34,030
Exterior Walls:
   Composite siding
Year Built:
       1999
Quality:
   Good
Condition:
   Good
Parking Spaces:
       15
Fire Sprinklers:
   Yes

TRANSACTION INFO

     
Sale Status:
Interest:

Sale Date:		   Recorded Sale
Fee Simple

06/01/2001

Sale Price

           
Reported Price:
   $ 7,200,000  
Cash Equivalent:
   $ 7,200,000  
Adj. Sale Price:
   $ 7,200,000  
 
$ Per SqFt:
   $ 211.58  
 
$ Per Unit:
   $ 167,442  
 
$ Per Eff Bed:
   $ 150,000  
 
Cap Rate:
     10.76 %
 
EGIM:
     3.43  

OCCUPANCY

Seniors

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 2,100,000          
Effective Gross
   $ 2,100,000          
Operating Expenses:
   $ 1,325,000       63.10 %
Net Operating Income:
   $ 775,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     48,590       1.12  
Net Usable Area:
     48,590       1.12  
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO

         
Number of AL Units:
     34  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     9  
Total Number of Units:
     43  
Average Unit Size:
     791  
No. of Licensed Beds:
     48  
No. of Effective Beds:
     48  
Subsidized:
   No

VERIFICATION

Grantor: Aegis Assisted Living Properties LLC
Grantee: Francis & Shannon Connelly
Verification Contact:
  Jeff Owen, Aegis Assisted Living

REMARKS

This is a smaller assisted living facility located in Napa. Contains 34 assisted living units and nine dementia units. Unit mix includes 20 studio units with 386 SF, 5 companion suites with 640 SF and 18 one-bedroom units with 640 SF. Facility opened in 9/1999 and achieved stabilized occupancy in 13 months. Aegis will continue to manage the property. Income and expense data based on actuals at time of sale.

 

 

ADDENDUM G: Qualifications of the Appraiser

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

EMPLOYMENT
Cushman & Wakefield – 2002 To Present
Los Angeles, California (Healthcare Valuation Advisory Services – Senior Housing/Healthcare
Industry Group)
Director

PricewaterhouseCoopers LLP – 1999 to 2002
Los Angeles, California (Healthcare & Retirement Valuation, Market Studies, and Feasibility
Reports)
Senior Valuation Consultant

Valuation Counselors – 1991 To 1999
Century City, California (National multi-disciplined appraisal company specializing in the
valuation of health care facilities)
Vice President and Manager of the Real Estate Appraisal Department

First Nationwide Bank – 1987 To 1991
Los Angeles, California (National lending institution)
District Appraisal Manager of the Major Commercial Loan Division

Marshall & Stevens, Inc. – 1981 to 1986
Los Angeles, California (National multi-disciplined appraisal company)
Income Property Staff Appraiser

EDUCATION
McMaster University, Ontario, Canada, Bachelor of Social Work/Sociology
Appraisal courses:

    Standards of Professional Practice
Ad Valorem Tax Assessment Appeal
Appraising Single Family Residences
Applied Residential Property Valuation
Income Property Appraisals
Appraising Income Property Valuations
Techniques in Capitalization
Market Extractions
Developments in Income Property Valuation
Analyzing Cash Flows
Report Writing

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

SPECIAL QUALIFICATIONS & AFFILIATIONS
Member Appraisal Institute: MAI Certificate #10267

Certified General Real Estate Appraiser, License 30995 (AZ)
Certified General Real Estate Appraiser, License AG003509 (CA)
Certified General Real Estate Appraiser, License CG01327505 (CO)
Certified General Real Estate Appraiser, License 03532 (NV)
Certified General Real Estate Appraiser, License 523 (WY)

SPECIALIZED EXPERTISE & EXPERIENCE

Ms. Haft is a real estate valuation appraiser with 18 years of experience, specializing in the appraisal of health care facilities for the last ten years. A diversified background has enabled Ms. Haft to serve both public and private sector clients. She has appraised most property interests and property types and has performed appraisal assignments in over 30 states. Ms. Haft’s appraisals have been performed for audit, development, financing, insurance, liquidation, sale/purchase, ad valorem tax, and leasing purposes. Complex property types she has valued include numerous assisted living and congregate care facilities, acute-care and psychiatric hospitals, hotels/motels, medical and commercial office buildings, retail centers, industrial development and unique properties such as the Great Western Forum sports complex and the Santa Anita Race Track.

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

SENIOR HOUSING/HEALTHCARE VALUATION ASSIGNMENTS

     Senior Housing/Assisted Living Facilities/Alzheimer Facilities

The Regency on Morganton, Southern Pines, NC
Port City Plantation, Wilmington, NC
Sunrise of La Jolla, La Jolla, CA
Alterra Wynwood of Pueblo, Pueblo, CO
Clare Bridge of Oro Valley, AZ
Sunrise of Hermosa Beach, Hermosa Beach, CA
Sunrise of Pacific Palisades, Pacific Palisades, CA
Sunrise of La Palma, La Palma, CA
Sunrise of Huntington Beach, Huntington Beach, CA
Sunrise of Seal Beach, Seal Beach, CA
Sunrise of Studio City, Studio City, CA
Sunrise of Newtown Square, Newtown, PA
Sunrise of Wilmington, Wilmington, DE
Sunrise of Dix Hills, Huntington, NY
Sterling House & Clare Bridge Cottage, Bakersfield, CA
Brighton Gardens of Carlsbad, Carlsbad, CA
Brighton Gardens, San Juan Capistrano, CA
Brighton Gardens of San Dimas, San Dimas, CA
Brighton Gardens of Carmel Valley, Carmel Valley, CA
Orchard Park ALF, Clovis, CA
Alterra Wynwood and Clare Bridge Cottage, Fresno, CA
Plaza at Mill Pond, Park Ridge, NJ
Plaza at the Windrows, Princeton, NJ
The Heritage, Las Cruces, NM
Alterra Clare Bridge at Lake Park, Oceanside, CA
11 Alterra facilities in Michigan/1 Alterra facility in Ohio
Silverado Senior Living, Costa Mesa, CA
Alterra Wynwood and Clare Bridge, Greensboro, NC
Alterra Wynwood and Clare Bridge, Charlotte, NC
Clare Bridge, Mt. Pleasant, SC
Golden Creek Inn, Irvine, CA
Hillcrest Inn, Thousand Oaks, CA
Pomona Vista ALZ, Pomona, CA
Redwood Town Court, Escondido, CA
Windsor Assisted Living, Santa Rosa, CA
Sherwood Place, Odessa, TX
Alhambra Lodge, El Paso, TX
Sheltering Pines, Millbrae, CA
Rosewood Retirement, Bakersfield, CA
Margaret Rose Residential Care, Las Vegas, NV
La Casa Grande, New Porte Richey, FL
River Oaks, Englewood, FL
Golden Creek Inn, Irvine, CA
West Hills Retirement Center, West Hills, CA
Hoyt House, Sweetwater, TX
Potter House, Amarillo, TX
The Hearthstone, Moses Lake, WA
Mathis Ferry Plantation, Mt. Pleasant, SC
Cypress Pointe, Virginia Beach, VA
Alterra Wynwood of Colorado Springs, CO
Clare Bridge of Tempe, Tempe, AZ
Sunrise of Claremont, Claremont, CA
Sterling House & Clare Bridge Cottage, Bakersfield, CA
Alterra Wynwood and Clare Bridge Cottage, Fresno, CA
Chatfield Place, Denver, CO
Sunrise of Sunnyvale, Sunnyvale, CA
Atria San Marcos, San Marcos, CA
Sunrise of Boulder, Boulder, CO
Grandview Terrace, Sun City West, AZ
Brighton Gardens, Colorado Springs, CO
Sunrise of Bonita, San Diego, CA
Garden Villas of Escondido, Escondido, CA
Sabine House, Orange, TX
Lucas House, Beaumont, TX
Wheeler House, Gainesville, TX
Hickory House, Levelland, TX
Conner House, Canyon, TX
Millican House, Bryan, TX
Austin House, Nacogdoches, TX
Country Villa, Los Angeles, CA
Atria San Marcos, San Marcos, CA
Grandview Terrace, Sun City West, AZ
Aegis of Fremont, Fremont, CA
Aegis of Napa, Napa Valley, CA
Evergreen Valley Retirement Center, Spokane, CA
Seashell Communities, Morro Bay, CA
Huntington Terrace, Huntington Beach, CA
Montego Heights Lodge, Walnut Creek, CA
Retirement Inn of Fullerton, Fullerton, CA
Valley View Lodge, Walnut Creek, Ca
Retirement Inn of Daly City, Daly City, CA
Rosewood Court, Fullerton, CA
North Bay Retirement, Fairfield, CA
Oak Knoll, Paradise, CA
Country Villa, Los Angeles, CA
San Joaquin Gardens, Fresno, CA
Country Villa West, Culver City, CA
Stanford Center, Altamonte Springs, Fl
Juniper Meadows, Lewiston, ID
Woodbridge Health Care, Evansville, IN
Mesa Senior Village, Mesa, AZ
Sunrise of Alta Loma, Alta Loma, CA
Brighton Gardens of Lakewood, Lakewood, CO
Polo Ridge, Winston-Salem, NC

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

Gardens of Kentlands, Kentlands, MD

Skilled Nursing Facilities

Plaza Regency at Mill Pond, Park Ridge, NJ
Plaza Regency at the Windrows, Princeton, NJ
Mercy Retirement & Care Center, Oakland, CA
Our Lady of Fatima Villa, Saratoga, CA
Siena Care Center, Auburn, CA
Westlake Village Healthcare Center, Thousand Oaks, CA
Canoga Care Center, Canoga Park, CA
Harbor Care Center, Torrance, CA
Mountain Shadows, Las Cruces, NM
Rose Convalescent Hospital, Baldwin Park, CA
Glendale Care Center, Glendale, AZ
Grancare, 28 SNF’s, USA
Mission de la Casa, Santa Cruz, CA
Coast Care Convalescent Center, Baldwin Park, CA
7 SNF’s, MA & FL
South Coast Senior Villa, Houston, TX
Port Bay Convalescent. Hospital, Costa Mesa, CA
Country Villa Wilshire, Los Angeles, CA
HCPI - 8 SNF’s, MO
Highland HCC, Highland, IL
Pine Lane HCC, Mountain Home, AK
Huntington Beach Convalescent., Huntington Beach, CA
Paramount Chateau, Paramount, CA
Emmanuel Convalescent Hospital, Bakersfield, CA
Riverside Nursing Home, Oconto, WI
Chilton Health & Rehab, Chilton, WI
Arbor East, Columbus, OH
West Valley Convalescent Hospital, West Hills, CA
Oceanview Convalescent Center, Santa Monica, CA
Lakewood Manor, Hendersonville, NC
Willowbrook Manor, Flint, MI
Frontier Extended Healthcare, Longview, WA
American Health & Rehab. Longview, WA
Silverbrook Manor, Niles, MI
Life Care Center of San Gabriel, San Gabriel, CA
Willow Wood, Salt Lake City, UT
Glenwood Care Center, Oxnard, CA
Citrus Nursing & Rehab. Ctr., Fontana, CA
Nationwide Properties - 23 SNF’s, USA
Franklin Care Center, Detroit, MI
Lincoln Care Center, Detroit, MI
Life Care Center, San Gabriel, CA
Rio Rancho Nursing Ctr., Rio Rancho, NM
Las Palomas Healthcare Center, Albuquerque, NM
Ladera Nursing & Rehab, Albuquerque, NM
Omega HC -32 Nursing Homes, USA
Ogden Care Center, Ogden, UT
Rosewood Terrace, Salt Lake City, UT
Foothill HCC & Rehab., Sylmar, CA
Westlake Convalescent Center., Los Angeles, CA
Glenoaks Convalescent Center., Glendale, CA
San Joaquin CC, Bakersfield, CA
Crestwood Manor, Stockton, CA
Crestwood Manor, Sacramento, CA
Crestwood Rehab Center, Sacramento, CA
West Mesa HCC, Albuquerque, NM
Belen Healthcare Ctr., Belen, NM
Community Care of America, Saratoga, WY
Western Village, Green Bay, WI
Highland Health Care, Green Bay, WI
Glendale Health & Rehab., Sheboygan, WI
Auburn Manor, Washington Ct., OH
Driftwood Healthcare, Hayward, CA
Almaden Health & Rehab, San Jose, CA
Driftwood Healthcare, Santa Cruz, CA
Centralia Convalescent Center, Centralia, WA
Evergreen Manor, Longview, WA
Fay Case, Salt Lake City, UT

Hospitals

Parkview Community Hospital, Riverside, CA
Queen Of Angels Hospital, Los Angeles, CA
Long Beach Doctors Hospital, Long Beach, CA
Malvern Institute, Malvern, PA
NW Institute Psychiatric Hospital, Ft. Washington, PA
Community Psychiatric Hospitals, 24 facilities
Washington Medical Center, Culver City, CA
Good Samaritan Medical Center, Phoenix, AZ
Warrack Medical Center, Santa Rosa, CA
Davis Hospital & MC, Layton, UT
Pioneer Valley Hosp., West Valley, UT
Pacifica Hospital, Huntington Beach, CA
Woodland Memorial Hospital, Woodland, CA
Parkview Regional Hospital, Mexia, TX
North Star Hospital, Anchorage, AK
Fountain Valley Hospital, Fountain Valley, CA
Central Calif. Rehab. Hosp., Modesto, Ca
Oak Crest Hospital, Shawnee, OK

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

General Hospital, Eureka, CA
St. Luke’s Medical Center, Phoenix, AZ
Temple Hospital, Los Angeles, CA
Central Valley Gen. Hospital, Hanford, CA
Tenet Healthcare - 37 Hospitals, USA
Straub Hospital, Honolulu, HI
Sunrise Hospital & Medical Center, Bullhead City, AZ
Covina Valley Hospital, West Covina, CA
Newhall Community Hospital, Newhall, CA
French Hospital, San Luis Obispo, CA
Bay View Medical Center, San Diego, CA
Queen of Angeles, Los Angles, CA
Pacifica Hospital of Valley, Sun Valley, CA
Willow Crest Hospital, Miami, OK
Southwind Hospital, Oklahoma City, OK
Charter Hospital, Mission Viejo, CA
Lakeside Hospital, Perris, CA
Jo Ellen Smith Medical Center, New Orleans, LA
Hawthorne Hospital, Hawthorne, CA
Halstead Hospital, Halstead, KS
Baldwin Park Hospital, Baldwin Park, CA
Washington Medical Center, Culver City, CA
Pacifica Hospital of Long Beach, Long Beach, CA

Medical Office Buildings

Vista Community Clinic, Vista, CA
Mesquite Medical Office Building, Lake Havasu, AZ
Friendly Hills Medical Building, Los Angeles, CA
Westchester Medical Plaza, Los Angeles, CA

Sharp Mission Park, Vista, CA
St. John’s Medical Plaza, Santa Monica, CA
Wilshire Metro Medical Building, Los Angeles, CA

  EX-99.(C)(2) 11 a95684exv99wxcyx2y.htm EXHIBIT (C)(2) exv99wxcyx2y

 

EXHIBIT (c)(2)      

COMPLETE APPRAISAL OF
REAL PROPERTY

Villa Las Posas
24 Las Posas Road
Camarillo, Ventura County, California

IN A SELF-CONTAINED
APPRAISAL REPORT

As of 10/21/03

Prepared For:
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

Prepared By:

Cushman & Wakefield of California, Inc.
Senior Housing/Healthcare Industry Group
Valuation Services, Advisory Group
601 S. Figueroa Street, 47th Floor
Los Angeles, CA 90017
C&W File ID: 03-41002-9342

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

     
    (CUSHMAN WAKEFIELD LOGO)
    Cushman & Wakefield of California, Inc.
    601 S. Figueroa Street, 47th Floor
    Los Angeles, CA 90017
    213-955-5130 Tel
    213-627-4044 Fax
    WWW.CWVAS.COM

October 23, 2003

Mr. Douglas Armstrong
Senior Vice President and General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626

     
Re:   Complete Appraisal of Real Property
    In a Self-Contained Report
    Villa Las Posas
    24 Las Posas Road
    Camarillo, Ventura County, California
     
    C&W File ID: 03-41002-9342

Dear Mr. Armstrong:

In fulfillment of our agreement as outlined in the Letter of Engagement, we are pleased to transmit our complete appraisal report (the “Appraisal”) on the property referenced above.

The value opinion reported below is qualified by certain assumptions, limiting conditions, certifications, and definitions, which are set forth in the Appraisal. We particularly call your attention to the following extraordinary assumptions and hypothetical conditions:

     
Extraordinary Assumptions:   This Appraisal assumes that the property continues to meet the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.
     
    This Appraisal employs no other Extraordinary Assumptions.
     
Hypothetical Conditions:   This Appraisal employs no Hypothetical Conditions.

This Appraisal was prepared for ARV Assisted Living, Inc. and is intended for use in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties III, L.P. (the “Partnership”). Unless we otherwise consent in writing, the Appraisal cannot be used other than in the material related to proxy solicitation/tender offer referred to above for any purpose. If the Appraisal is submitted to a lender or investor with the prior approval of C&W, Inc., such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in the Appraisal.

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
October 23, 2003
Page 2

This Appraisal has been prepared in accordance with our interpretation of FIRREA, the regulations of OCC, and the Uniform Standards of Professional Appraisal Practice (USPAP) including the competency provision, as promulgated by the Appraisal Institute.

The property consists of an existing 123-unit assisted living facility known as Villa Las Posas. The facility is licensed for 140 beds. The facility contains 88,368± square feet of gross floor area and is situated on a 3.04 acres site. The facility was 97 percent occupied at the time of inspection.

The property has been appraised as a going concern which assumes a fair sale, which includes the transfer of a valid operating license, adequate working capital, an assembled workforce, and the transfer of all business assets necessary for the operation of a licensed assisted living facility.

The property was inspected by and the Appraisal was prepared by Sally U. Haft, MAI. This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the going concern market value of the fee simple estate of the referenced property, subject to the assumptions and limiting conditions, certifications, Extraordinary Assumptions and Hypothetical Conditions, if any, and definitions, “as-is” on October 21, 2003 was:

FOURTEEN MILLION TWO HUNDRED THOUSAND DOLLARS

$14,200,000

The above value estimate is inclusive of $540,000 in personal property and $4,900,000 in business value as an integral part of the going concern.

Based on recent market transactions, as well as discussions with market participants, a sale of the subject property at the above-stated opinion of market value would have required an exposure time of approximately twelve (12) months. Furthermore, a marketing period of approximately twelve (12) months is currently warranted for the subject property.

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

Mr. Douglas Armstrong
ARV Assisted Living, Inc.
October 23, 2003
Page 3

This letter is invalid as an opinion of value if detached from the Appraisal, which contains the text, exhibits, and Addenda.

Respectfully submitted,

CUSHMAN & WAKEFIELD OF CALIFORNIA, INC.

-s- Sally U. Haft

Sally U. Haft, MAI
Director
Senior Housing/Healthcare Industry Group
California Certified General Appraiser
License No. AG003905
sally_haft@cushwake.com
213-955-5130 Office Direct
213-477-2046 Fax
             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

     
Common Property Name:   Villa Las Posas
     
Location:   24 Las Posas Road
    Camarillo, Ventura County, California
     
    The subject site is located at the southeast corner of Las Posas Road and Crestview Avenue.
     
Property Description:   The property consists of a one-building, three-story assisted living facility containing 123 units on a 3.04-acre parcel of land.
     
Assessor’s Parcel Number:   164-0-111-065
     
Interest Appraised:   Fee Simple Estate
     
Date of Value:   October 21, 2003
     
Date of Inspection:   October 21, 2003
     
Ownership:   ARV Las Posas, L.P.
     
Occupancy:   Current physical occupancy is 97 percent
     
Current Property Taxes    
     
      Total Assessment:   $2,292,275
     
      2003 Property Taxes:   $29,574
     
Highest and Best Use    
     
      If Vacant:   Multi-family residential property developed to the highest density possible
     
      As Improved:   As it is currently utilized as an assisted living facility.
     
Site & Improvements    
     
Zoning:   RPD-20
     
Land Area:   3.04 acres or 132,478± square feet
     
Number of Units:   123
     
Number of Licensed Beds:   140
     
Number of Stories:   Three
     
Number of Buildings:   One
     
Year Built:   1997
     
Type of Construction:   Wood Frame
     
Gross Building Area:   88,368 square feet
     
Parking:   86 spaces (0.70 per unit)
             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

     
VALUE INDICATORS    
     
Cost Approach:    
     
      Indicated Value:   $11,900,000
     
Sales Comparison Approach:    
     
      Indicated Value:   $14,100,000
     
Income Capitalization Approach    
     
Direct Capitalization    
     
      Net Operating Income:   $1,566,881
     
      Capitalization Rate:   11.00%
     
      Indicated Value:   $14,200,000
     
FINAL VALUE CONCLUSION    
     
   Going Concern Market Value As-Is   $14,200,000
   Fee Simple:    
     
      Exposure Time:   Under 12 months
     
      Marketing Time:   Under 12 months
             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SUMMARY OF SALIENT FACTS

Extraordinary Assumptions and Hypothetical Conditions

Extraordinary Assumptions

An extraordinary assumption is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 2) as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This appraisal assumes that the property continues to meet the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined by the Uniform Standards of Professional Appraisal Practice (2001 Edition, The Appraisal Foundation, page 3) as “that which is contrary to what exists but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis.”

This Appraisal employs no Hypothetical Conditions.

             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(FRONT VIEW OF SUBJECT PROPERTY PICTURE)

Front View of Subject Property

(REAR VIEW OF BUILDING PICTURE)

Rear View of Building

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(LIVING ROOM PICTURE)

Living Room

(DINING ROOM PICTURE)

Dining Room

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(INTERIOR HALLWAY PICTURE)

Interior Hallway

(INTERIOR COURTYARD PICTURE)

Interior Courtyard

 

 

PHOTOGRAPHS OF SUBJECT PROPERTY

(TYPICAL UNIT AND KITCHENETTE PICTURE)

Typical Unit and Kitchenette

(EAST VIEW ALONG LAS POSAS PICTURE)

East View Along Las Posas

 

 

TABLE OF CONTENTS

         
INTRODUCTION
     1  
LOS ANGELES REGIONAL ANALYSIS
     6  
LOCAL AREA ANALYSIS
     23  
SENIOR LIVING INDUSTRY OVERVIEW
     25  
MANAGEMENT AND OPERATIONS OVERVIEW
     33  
COMPETITIVE MARKET ANALYSIS
     35  
SITE DESCRIPTION
     52  
IMPROVEMENTS DESCRIPTION
     54  
REAL PROPERTY TAXES AND ASSESSMENTS
     58  
ZONING
     59  
HIGHEST AND BEST USE
     60  
VALUATION PROCESS
     62  
LAND VALUATION
     64  
COST APPROACH
     69  
SALES COMPARISON APPROACH
     73  
INCOME CAPITALIZATION APPROACH
     81  
RECONCILIATION AND FINAL VALUE OPINION
     101  
ASSUMPTIONS AND LIMITING CONDITIONS
     103  
CERTIFICATION OF APPRAISAL
     106  
ADDENDA
     107  
             
VALUATION SERVICES           ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

     
Identification of Property    
     
Common Property Name:   Villa Las Posas
     
Location:   24 Las Posas Road
    Camarillo, Ventura County, California
     
    The subject site is located at the southeast corner of Las Posas Road and Crestview Avenue in the city of Camarillo.
     
Property Description:   The property consists of a one-building, three-story assisted living facility containing 123 units and licensed for 140 beds situated on a 3.04-acre site.
     
Assessor’s Parcel Number:   164-0-111-065
     
Property Ownership and Recent History
     
Current Ownership:   ARV Las Posas, L.P., a wholly owned subsidiary of American Retirement Villas Properties III, L.P.
     
Sale History:   The property has not transferred within the past three years to the best of our knowledge.
     
Current Disposition:   American Retirement Villas Properties III, L.P. is involved in a proxy/solicitation offer filed with the SEC that involves this property.

Intended Use and Users of the Appraisal

This Appraisal is intended to provide an opinion of the going concern market value of the fee simple interest in the property for the use of ARV Assisted Living, Inc. in connection with the proxy solicitation/tender offer filed with the SEC and distributed to the holders of the limited partnership interests in the Partnership. All other uses and users are unintended.

Dates of Inspection and Valuation

The value conclusion reported herein is as of October 21, 2003. The property was inspected on October 21, 2003 by Sally U. Haft, MAI.

Property Rights Appraised

Fee simple interest

Scope of the Appraisal

This is a Complete Appraisal presented in a self-contained report, intended to comply with the reporting requirements set forth under the Uniform Standards of Professional Appraisal Practice (USPAP) for a Self-Contained Appraisal Report. In addition, the report was also prepared to conform to the requirements of the Code of Professional Ethics of the Appraisal Institute and the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA), Title XI Regulations.

             
VALUATION SERVICES     1     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

In preparation of this Appraisal, we investigated a wide array of vacant land sales in the subject’s submarket, improved sales from a local, regional or national basis, analyzed rental data, and considered the input of buyers, sellers, brokers, property developers and public officials. Additionally, we investigated the general regional economy as well as the specifics of the local area of the subject.

The scope of this Appraisal required collecting primary and secondary data relative to the subject property. The depth of the analysis is intended to be appropriate in relation to the significance of the appraisal issues as presented herein. The data has been analyzed and confirmed with sources believed to be reliable, whenever possible, leading to the value conclusions set forth in this report. In the context of completing this report, we have made a physical inspection of the subject property and the comparables. The valuation process involved utilizing market-derived and supported techniques and procedures considered appropriate to the assignment.

The scope of this analysis, and the analysis contained herein, is reflective of “the amount and type of information researched and the analysis applied in an assignment” (2001 USPAP, page 4). This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

Definitions of Value, Interest Appraised and Other Terms

The following definitions of pertinent terms are taken from the Dictionary of Real Estate Appraisal, Third Edition (1993), published by the Appraisal Institute, as well as other sources.

Market Value

    Market value is one of the central concepts of the appraisal practice. Market value is differentiated from other types of value in that it is created by the collective patterns of the market. A current economic definition agreed upon by agencies that regulate federal financial institutions in the United States of America follows, taken from the glossary of the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation:
 
    The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:

  1.   Buyer and seller are typically motivated;
 
  2.   Both parties are well informed or well advised, and acting in what they consider their own best interests;
 
  3.   A reasonable time is allowed for exposure in the open market;
 
  4.   Payment is made in terms of cash in US dollars or in terms of financial arrangements comparable thereto; and
 
  5.   The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

             
VALUATION SERVICES     2     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

Fee Simple Estate

    Absolute ownership unencumbered by any other interest or estate, subject to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.

Going Concern Value

    The value created by a proven property operation; considered as a separate entity to be valued with a specific business establishment. Common going-concern appraisals are conducted for assisted living facilities, nursing homes, hotels and motels, restaurants, bowling alleys, industrial enterprises, retail stores, and similar property uses. For these property types, the physical real estate assets are integral parts of an ongoing business such that the market values from the land and building are difficult, if not impossible, to segregate from the total value of the ongoing business.

Market Rent

    The rental income that a property would most probably command on the open market, indicated by the current rents paid and asked for comparable space as of the date of appraisal.

Cash Equivalent

    A price expressed in terms of cash, as distinguished from a price expressed totally or partly in terms of the face amounts of notes or other securities that cannot be sold at their face amounts.

Market Value As Is on Appraisal Date

    The value of specific ownership rights to an identified parcel of real estate as of the effective date of the appraisal; related to what physically exists and is legally permissible and excludes all assumptions concerning hypothetical market conditions or possible rezoning.

Exposure Time and Marketing Time

Exposure Time

Under Paragraph 3 of the Definition of Market Value, the value opinion presumes that “A reasonable time is allowed for exposure in the open market”. Exposure time is defined as the length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at the market value on the effective date of the appraisal. Exposure time is presumed to precede the effective date of the appraisal.

The reasonable exposure period is a function of price, time and use. It is not an isolated opinion of time alone. Exposure time is different for various types of real estate and under various market conditions. As noted above, exposure time is always presumed to precede the effective date of appraisal. It is the length of time the property would have been offered prior to a hypothetical market value sale on the effective date of appraisal. It is a retrospective opinion based on an analysis of recent past events, assuming a competitive and open market. It assumes not only adequate, sufficient and reasonable time but adequate, sufficient and a reasonable marketing effort. Exposure time and conclusion of value are therefore interrelated.

             
VALUATION SERVICES     3     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INTRODUCTION

Based on discussions with market participants and information gathered during the sales verification process, a reasonable exposure time for the subject property at the value concluded within this report would have been approximately twelve (12) months. This assumes an active and professional marketing plan would have been employed by the current owner.

Marketing Time

Marketing time is an opinion of the time that might be required to sell a real property interest at the appraised value. Marketing time is presumed to start on the effective date of the appraisal. (Marketing time is subsequent to the effective date of the appraisal and exposure time is presumed to precede the effective date of the appraisal). The opinion of marketing time uses some of the same data analyzed in the process of estimating reasonable exposure time and it is not intended to be a prediction of a date of sale.

We believe, based on the assumptions employed in our analysis, as well as our selection of investment parameters for the subject, that our value conclusion represents a price achievable within twelve (12) months.

Legal Description

The subject site is identified by the Ventura County assessor as Assessor’s Parcel Number 164-0-111-065. A complete legal description is located in the Addenda to this report.

             
VALUATION SERVICES     4     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

REGIONAL MAP

REGIONAL MAP

(REGIONAL MAP)

             
VALUATION SERVICES     5     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

Introduction

The short- and long-term value of real estate is influenced by a variety of factors and forces that interact within a given region. Regional analysis serves to identify those forces that affect property value, and the role they play within the region. The four primary forces that influence real property value include environmental characteristics, governmental forces, social factors, and economic trends. These forces determine the supply and demand for real property, which, in turn, affect market value.

The subject property is located in Camarillo, California within Ventura County, which is part of the greater Los Angeles Consolidated Metropolitan Statistical Area (CMSA).

Regional Economic and Demographic Analysis

Regional Area Overview

The Los Angeles-Long Beach Primary Metropolitan Statistical Area (PMSA) in Southern California is the largest of the four PMSAs within the Los Angeles Consolidated Metropolitan Statistical Area (CMSA), which is also comprised of the PMSAs of Ventura, Orange County and Riverside-San Bernardino. Los Angeles County is the Los Angeles PMSA (Los Angeles) and encompasses 4,060 square miles and 88 independent cities, towns, and municipalities. Within the Los Angeles PMSA, the City of Los Angeles is the largest incorporated area. The Los Angeles PMSA’s central Southern California location provides an extensive transportation network that includes major north-south and east-west interstate highways, four major airports, including Los Angeles International (LAX), and the Port of Los Angeles-Long Beach the third busiest airport and the third busiest port in the world, respectively.

LOS ANGELES CMSA AND COMPONENT PMSAS

(LOS ANGELES CMSA AND COMPONENT PMSAS MAP)

Source: Cushman & Wakefield Analytics

While the four economies of the PMSAs that comprise the regional CMSA are intertwined with each other, each PMSA is also distinguished by its demographic and economic characteristics. Among the region’s four PMSAs, Los Angeles is by far the largest in terms of gross metro product (GMP), total employment and population.

             
VALUATION SERVICES     6     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

LOS ANGELES REGIONAL ANALYSIS

In fact, Los Angeles is the largest metropolitan economy in California and the third largest metropolitan economy in the nation – trailing only New York and Chicago in terms of GMP. In terms of total employment, Los Angeles ranks third, again trailing New York and Chicago. Los Angeles accounts for 3.6 percent of the U.S. Gross Domestic Product (GDP), 3.4 percent of its population and 3.1 percent of its total employment.

Orange County is the CMSA’s second largest economy in terms of GMP and employment. It is also the region’s most diverse economy in terms of industry sectors, with a growing high-tech sector that includes well-positioned aerospace and satellite telecommunications industries. Trade is also a key component of its economy, as many foreign producers have marketing and distribution centers in Orange County.

Riverside-San Bernardino is the second most populous PMSA within the CMSA, but ranks a distant third in employment, indicating that many of its residents commute outside of the metro area to their places of employment. Wage earners living in the Riverside-San Bernardino PMSA are likely to work in the Los Angeles or Orange County PMSAs. While services, construction and retail trade are major economic drivers, the government sector is a major component of the PMSA’s employment composition, as public school teachers, who are classified as local government employees, are a large share of the PMSA’s employment base.

Ventura County is a significantly smaller economy in terms of its GMP, total employment and population, and serves primarily as a bedroom community to Los Angeles. Ventura’s key economic drivers are the military and an expanding biotech industry.

Given its sheer size, the Los Angeles PMSA, which is the focus of the following demographic and economic overview, has a number of distinct regions within the county.

  •   Downtown includes the revitalized Central Business District (CBD), which is increasingly regaining favor among traditional businesses such as banks, insurance companies and law firms seeking large blocks of high-quality space at a lower cost, and a central location with good access to public transportation.
 
  •   Los Angeles West/Century City is situated among the executive residential neighborhoods of Brentwood, Bel Air and Beverly Hills, and also benefits from its proximity to Los Angeles International Airport (LAX). The tenant base is predominantly entertainment companies, law firms and their supporting services. Further west is Santa Monica, favored by high-technology/internet firms
 
  •   The diversity of the Los Angeles South region enabled it to weather this recession better than the last one. The area still has a significant concentration of aerospace businesses and is expected to benefit from increased defense spending and more government contracts.
 
  •   The Tri-Cities region includes the cities of Burbank, Pasadena, and Glendale. This area is home to auxiliary entertainment companies that favor locations near the major studios. Also, biotechnology is establishing a presence in the Pasadena Corridor.
 
  •   The Los Angeles North region is dominated by the San Fernando Valley, and is characterized by back office operations of insurance and title companies.

Demographic Profile

The Los Angeles metro area’s median age is a young 32.2 years – significantly below both the median age of the nation’s top 100 largest metropolitan areas (Top 100) and the U.S. of 35.1 and 35.6 years, respectively. While the share of the population in Los Angeles with bachelor and advanced degrees at 22.1 percent is greater than the U.S. share of 20.8 percent, it is less

             
VALUATION SERVICES     7     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

than the Top 100 share of 23.9 percent. In addition, a significantly larger share of the population within Los Angeles has less than a high school education – particularly in comparison to the Top 100 metro areas. Los Angeles’s average household income is 98 percent that of the Top 100 metro areas, but its median household income only 92 percent of the Top 100’s median. In comparison to the U.S. overall averages, the average income is 10.9 percent higher and its median income is 5.9 percent higher – not surprising given Southern California’s relatively high cost of living.

DEMOGRAPHIC CHARACTERISTICS
Los Angeles PMSA vs. Top 100 MSAs and U.S.
2002 Estimates

                           
      Los Angeles   Top 100        
Characteristic   PMSA   Metro Areas*   U.S.
 
 
 
Median Age (years)
     32.2       35.1       35.6  
Average Annual Household Income
   $ 71,300     $ 72,700     $ 64,300  
Median Annual Household Income
   $ 50,300     $ 54,700     $ 47,500  
Households by Annual Income Level:
                        
 
<$25,000
     23.2 %     21.0 %     25.3 %
 
$25,000 to $49,999
     26.7 %     25.1 %     27.3 %
 
$50,000 to $74,999
     19.7 %     20.8 %     20.2 %
 
$75,000 to $99,999
     12.1 %     13.4 %     11.8 %
 
$100,000 plus
     18.5 %     19.7 %     15.5 %
Education Breakdown:
                        
 
< High School
     30.0 %     21.8 %     24.1 %
 
High School Graduate
     20.8 %     27.8 %     29.8 %
 
College < Bachelor Degree
     27.1 %     26.5 %     25.4 %
 
Bachelor Degree
     14.4 %     15.5 %     13.5 %
 
Advanced Degree
     7.7 %     8.4 %     7.3 %

Source: Claritas, Inc., Cushman & Wakefield Analytics

  *   The Top 100 Metro Areas are comprised of the 100 largest metropolitan statistical areas within the U.S. in terms of total employment as of 2002.

Population

The Los Angeles PMSA, with a current population of over 9.8 million, has consistently lagged the Top 100 metro areas in terms of the rate of population growth during the past 10 years. The metro area actually lost population in 1994 and 1995. Population growth did rebound, however, in the late 1990s to a level on par with the Top 100 metro areas. But overall, between 1992 and 2002, the PMSA’s erratic annual population growth averaged a meager 0.8 percent – well below the 1.3 percent rate of growth within the Top 100. Through 2007, the Los Angeles PMSA population is expected to grow on average at 1.0 percent annually, on par with the projected growth rate of the Top 100 of 1.1 percent per year.

             
VALUATION SERVICES     8     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

POPULATION GROWTH BY YEAR
Los Angeles PMSA vs. Top 100 Metros
1990 – 2007

(POPULATION GROWTH BY YEAR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

      NOTE: In this Exhibit and all subsequent time-series graphs, the shaded bars indicate the periods of a U.S. economic recession.

Demographics are a positive force for the Los Angeles economy, with net migration increasing consistently for five consecutive years. A reduction in the out-migration of domestic residents and strong in-migration from abroad have driven the accelerating net population growth rate. Persistent international migration for more than 10 years means there is now a large pool of migrant households with sufficient assets ready to enter the housing market, driving demand for housing throughout Los Angeles County.

Of the four PMSAs comprising the CMSA, Los Angeles has experienced the slowest rate of growth during the 10 years ending 2002. Riverside-San Bernardino has been and is expected to remain the fastest growing PMSA among these four in terms of population. Although population growth in Los Angeles is projected to increase steadily through the next four years, the PMSA’s growth rate is expected to continue to lag that of the other PMSAs in the region, with Riverside/San Bernardino in particular expected to grow at a 3.7 percent average annual rate between year-end 2002 and 2007. Overall, however, the Los Angeles PMSA still accounts for roughly 38 percent of the CMSA’s absolute increase in population.

             
VALUATION SERVICES     9     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

ANNUALIZED POPULATION GROWTH BY PMSA
Los Angeles CMSA
1992 – 2007

                                               
                                  Annual   Annual
                          2007   Growth   Growth
Population (000s)   1992   2002   Forecast   92-02   02-07
 
 
 
 
 
United States
     256,514.0       287,363.0       297,458.0       1.1 %     0.9 %
 
Top 100 MSAs
     159,733.7       180,969.0       188,730.5       1.3 %     1.1 %
   
Los Angeles CMSA
     15,057.9       16,977.1       18,181.4       1.2 %     1.7 %
     
Los Angeles PMSA
     8,948.1       9,730.0       10,156.1       0.7 %     1.1 %
     
Orange County PMSA
     2,452.7       2,923.1       3,088.9       1.8 %     1.4 %
     
Riverside-San Bernardino PMSA
     2,739.1       3,540.3       4,097.8       2.6 %     3.7 %
     
Ventura PMSA
     675.7       783.7       838.7       1.5 %     1.7 %

Source: Economy.com, Cushman & Wakefield Analytics

Los Angeles’s population is clustered in the southern half of the PMSA south of the San Gabriel Mountains. The most densely populated regions are located in close proximity to the major freeways such as the I-10 (Culver City, Hollywood, Los Angeles), between the I-110 and I-710 north of I-105, and between I-710 and I-605 south of I-105. The most sparsely populated zip codes are located in the undeveloped San Gabriel Mountains and along the highly desirable, affluent beach regions around Malibu north of Santa Monica as well as in the southern coastal area of Rancho Palos Verdes. In addition, the Santa Monica Mountains between the ocean and the San Fernando Valley is an area where development is highly restricted and is sparsely populated. The direction of development is generally north and east.

             
VALUATION SERVICES     10     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

POPULATION DENSITY BY ZIP CODE
Los Angeles PMSA
2002

(POPULATION DENSITY MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

Households

Like its population growth, the rate of household formations in the Los Angeles PMSA lagged that of the Top 100 between 1992 and 2002. During the last 10 years, Los Angeles’s average annual growth in its number of households of merely 0.6 percent per year significantly trailed the Top 100’s pace of 1.3 percent due in part to a net decrease in the number of households from 1993 through 1995.

Since 2001, the Los Angeles PMSA household formation rate has actually exceeded the Top 100 rate, and this is expected to continue through 2004. Looking forward to 2007, however, Los Angeles is expected to match the average annual growth rate of the Top 100 at 1.3 percent per year.

             
VALUATION SERVICES     11     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

HOUSEHOLD GROWTH BY YEAR
Los Angeles PMSA vs. Top 100 Metros
1990 – 2007

(HOUSEHOLD GROWTH BY YEAR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

Income

In 2002, Los Angeles’s median household income was $50,300, 5.9 percent higher than the national average of $47,500. Over the past 10 years, Los Angeles’s 2.0 percent average annual growth in median household income significantly lagged the nation’s average annual growth of 3.7 percent.

Through 2007, Los Angeles’s median household income growth is expected to grow at an annual average rate of 2.6 percent, just under the Top 100 average of 2.7 percent.

Among the four regional PMSAs, Los Angeles ranks last in median household income. Household incomes in Ventura and Orange County are expected to widen their lead over Los Angeles between year-end 2002 and 2007, with a projected average annual increase of 3.1 percent, while Riverside-San Bernardino is forecast to grow at an average of only 2.5 percent per year.

Within Los Angeles County, the highest median incomes are concentrated in five areas: 1) the sparsely-populated beach and mountain communities around Malibu and the hills to the south of San Fernando Valley, 2) the communities of Brentwood, Bel-Air and Beverly Hills to the east of Interstate 405, 3) Palos Verdes to the south, at the west of the southern terminus of Interstate 110, 4) the area around Pasadena above Interstate 210, and 5) the more sparsely developed northern region around Interstate 5. The lowest median household incomes are in Central and East Los Angeles. In general, median household incomes are inversely proportional to population density.

             
VALUATION SERVICES     12     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

MEDIAN HOUSEHOLD INCOME DISTRIBUTION BY ZIP CODE
Los Angeles PMSA
2002

(MEDIAN HOUSEHOLD INCOME DISTRIBUTION BY ZIP CODE MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

Regional Economic Overview

The Los Angeles economy continues its moderate downturn as the business services and manufacturing industries cut payrolls further and retail trade has leveled off. Employment losses have slowed, but not ended. The unemployment rate has fallen from the high reached in mid-2002, yet remained stubbornly unchanged during fourth quarter 2002 and first quarter 2003. The moderate nature of Los Angeles’s downturn is reflected in the number of personal bankruptcy filings, which has fallen over the past year following a mild rise in 2001. Housing markets remain robust and even commercial real estate markets illustrate some improvement.

Cutbacks still hamper manufacturing payrolls, but the pace of decline has slowed due to some stability in aircraft and apparel manufacturing. The local aerospace industry got a boost in June with AirTran contracting to buy 10 Boeing 717s. Boeing had been seeking further sales to keep its Long Beach commercial jetliner assembly line open for the long term, and with this recent contract, it expects to keep the line rolling for the next several years. The 717 could gain more

             
VALUATION SERVICES     13     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

orders if it proves effective for AirTran to run as a low-cost aircraft for long-distance routes such as Atlanta to Los Angeles.

Net aerospace employment has yet to rise due to cutbacks by Boeing’s commercial assembly in Long Beach. Yet, all major defense aerospace firms are hiring. At least 2,000 workers will be added to payrolls this year at firms such as Northrop Grumman, Raytheon, Lockheed Martin and Boeing, causing aerospace employment in Los Angeles to increase for the first time in five years. While the local industry remains just one-third its size in 1990, its addition of well-paid jobs will generate growth for the economy through much of this decade. Los Angeles’s high-end apparel industry is stable as global security concerns force this industry, which requires fast turnaround and close quality control, to be kept close to local demand.

Payrolls in the leisure and hospitality industry barely faltered over the past two years. The regional drive-in market is large enough to offset some of the falloff in national and international travel. The hotel industry remains at risk, however, as occupancy remains well below pre-September 11th rates. The short duration of the war in Iraq minimized its risk, but now the expansion of SARS poses further risk to international travel. With its high exposure to pan-Pacific travel, Los Angeles hotels may not rebound by the end of 2003 as expected elsewhere, creating continued financial pressure.

The film and entertainment industry has come off a stellar year, providing an important pillar of support for the local economy. Domestic box office receipts rose by more than 10 percent last year and production activity in Los Angeles is rising. Theater improvements are bringing fans back to the movies. Global security concerns have bolstered the local industry, resulting in more than half of current major studio productions being shot at least partially in Los Angeles, well above average. Longer term, however, there is some risk of consolidation in the filmmaking industry.

Despite continued demand for housing since the mid-1990s, supply has been slow to respond. New construction has been constrained by a lack of developable land, strict building regulations, and a reticence among lenders to fuel construction too strongly. Thus, house price appreciation has been consistently strong, remaining in double digits, which is contributing to deteriorating affordability. With pressure from household formation rates easing, the market is closer to balance, although the continued excess demand will keep prices from correcting sharply once interest rates begin to rise.

Strong house price appreciation continues to support household balance sheets in Los Angeles, as there is plenty of home equity for homeowners to tap to support income streams. Thus, while personal bankruptcy filings rose moderately during the 2001 recession, they are now falling and remain well below their record level of the 1990s. This bodes well for continued stable consumer spending and provides some prospect of greater income elasticity for spending when the economy accelerates. Housing, retail sales and consumer services should thus perform well.

The Los Angeles economy is expected to improve in the second half of 2003. The primary factor is defense spending, which will be felt widely for the next several years. Entertainment will also contribute to the near-term turnaround. International trade and travel generates some downside risk depending on the pace of the global rebound and the impact of the SARS on the Asian economy. The Los Angeles economy will be one of the first to turn around nationwide, although high costs and increasing congestion will keep it from outpacing the U.S. average over the long term.

             
VALUATION SERVICES     14     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

Gross Product

During the economic recession that began in 1991, Los Angeles’s economic growth, in terms of gross product was negative for four consecutive years, and since that time consistently lagged the Top 100 gross product growth. As in many U.S. markets, gross product slowed during the recent U.S. economic recession and was on par with the Top 100 during 2002.

REAL GROSS PRODUCT GROWTH BY YEAR
Los Angeles PMSA vs. Top 100 Metros
1990 – 2007

(REAL GROSS PRODUCT GROWTH BY YEAR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

The entertainment and defense industries will help support Los Angeles’s gross product growth through 2007, but at an expected annual average growth of only 2.7 percent, compared to 3.0 percent for the Top 100. In addition, Los Angeles County is forecast to lag Riverside-San Bernardino, Orange County and Ventura over the next five years, where gross product is expected to exceed the Top 100 with growth rates of 4.2 percent, 3.5 percent and 3.4 percent, respectively.

Employment Trends

In terms of its industry sector composition, the economic diversity of Los Angeles is highly comparable to the average among the Top 100 metro areas. Only the Trade, Transportation and Utilities sector accounts for more than 15 percent of the metro area’s total employment. While more heavily weighted in the Manufacturing and Information sectors than the Top 100 as a whole, the metro area’s employment base is relatively under-weighted in the Construction sector and to a lesser degree in the Financial Activities sector.

             
VALUATION SERVICES     15     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

EMPLOYMENT BY SECTOR
Los Angeles PMSA vs. Top 100 Metros
2002

(EMPLOYMENT BY SECTOR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

One indicator of the good health of the Los Angeles economy is a rising amount of industrial construction. While industrial vacancy rates have risen, they remain well below the national average. A stable economy, increasing trade volumes through the ports of Los Angeles and Long Beach, and expanding production among defense aerospace contractors are among the factors that are driving new construction activity. This is further evidence of a near-term rise in production activity in manufacturing that will help accelerate the economy.

While the national recession of 1991 resulted in negative employment growth for the U.S. overall during that year, employment within the Los Angeles PMSA’s continued to contract through 1994. And while the Los Angeles PMSA was among the last metro areas to emerge from the 1991 recession, it has weathered the nation’s 2001 economic downturn on par with the Top 100 metro areas as a whole. The PMSA, along with the U.S., is expected to continue to emerge from the recession, albeit slowly, during 2003. Looking forward through 2007, Los Angeles’s average annual employment growth of 1.1 percent is expected to significantly lag that of the Top 100 1.6 percent growth.

TOTAL EMPLOYMENT GROWTH AND UNEMPLOYMENT RATE BY YEAR
Los Angeles PMSA vs. Top 100 Metros
1990 – 2007

(TOTAL EMPLOYMENT GROWTH AND UNEMPLOYMENT RATE BY YEAR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

             
VALUATION SERVICES     16     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

Following its severe and lengthy economic downturn during the first half of the decade, Los Angeles posted significantly higher unemployment rates than the Top 100 through the 1990s. The unemployment rate for the Los Angeles PMSA as of year-end 2002 was 6.8 percent, compared to the Top 100 unemployment rate of 5.6 percent. Los Angeles’s unemployment rate is expected to remain at 6.8 percent in 2003, and is forecast to trend slightly downward, in sync, but 70 to 80 basis points above that of the Top 100 metro areas overall through 2007.

Despite the size of its economy, Los Angeles is home to a relatively small share of the nation’s Fortune 500 corporations, which number 16 within the PMSA. The once-huge defense-related industry is poised for growth, but is no longer the dominant engine driving the local economy that it once was, having been supplanted somewhat by software and information technology industries. The growth sectors within the Los Angeles economy are now characterized by smaller, entrepreneurial businesses — many of those being technology companies related to the entertainment industry.

TOP NON-GOVERNMENT EMPLOYERS
Los Angeles PMSA
2002

         
Employer   Number of PMSA Employees
 
University of California, Los Angeles
     36,300  
Kaiser Permanente
     27,600  
The Boeing Company
     23,500  
Ralph’s Grocery
     17,200  
Bank of America Corporation
     11,900  
Walt Disney Company
     11,200  
Target
     11,000  
SBC Pacific Bell
     10,700  
CPE
     10,200  
Northrop Grumman Corporation
     10,000  
University of Southern California
     9,300  
ABM Industries, Inc.
     9,300  
Cedars-Sinai Medical Center
     8,600  
Federated Department Stores
     7,300  
Kelly Services
     7,300  
Medical Management Consultants, Inc.
     6,400  
Washington Mutual, Inc.
     6,200  
Edison International
     5,600  
Sempra Energy
     5,100  
Provident Health System
     5,000  
Countrywide Credit Industries, Inc.
     3,900  
Lockheed Martin Corporation
     3,800  

Source: LosAngelesAlmanac.com, Economy.com, Cushman & Wakefield Analytics

             
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LOS ANGELES REGIONAL ANALYSIS

FORTUNE 500 COMPANIES
Los Angeles PMSA
2002

                         
Rank   Company Name   Rank   Company Name
 
 
 
  61    
The Walt Disney Company
     305     Amgen, Inc.
  99    
Northrop Grumman Corporation
     316     Unocal Corporation
  103    
Wellpoint Health Networks Inc.
     332     KB Home
  163    
Edison International
     337     Mattel, Inc.
  167    
Computer Sciences Corporation
     359     Jacobs Engineering Group Inc.
  185    
Health Net Inc.
     371     Dole Food Company, Inc.
  209    
Countrywide Credit Industries, Inc.
     384     Avery Dennison Corporation
  252    
Occidental Petroleum Corporation
     416     Hilton Hotels

Source: Fortune, Cushman & Wakefield Analytics

Like its total employment trends, Los Angeles’s office-using employment growth consistently lagged the Top 100’s average growth rate during the 1990s by significant margins. Los Angeles experienced negative office-using employment growth for three consecutive years from 1991 to 1993. The 2001 national recession, however, had a somewhat less adverse effect on Los Angeles’s office-using employment, but growth is expected to remain negative through 2003.

Between 1992 and 2002, office-using employment growth in Los Angeles averaged just 0.9 percent per year – roughly one-third the pace of the Top 100. Looking forward through 2007, office using employment is expected to continue to significantly lag the Top 100 at 1.4 percent average annual growth, compared to 2.1 percent for the Top 100.

TOTAL OFFICE-USING EMPLOYMENT GROWTH BY YEAR
Los Angeles PMSA vs. Top 100 Metros
1990 – 2007

(TOTAL OFFICE-USING EMPLOYMENT GROWTH BY YEAR BAR CHART)

Source: Economy.com, Cushman & Wakefield Analytics

The office-using employment is concentrated in numerous clusters within the county, generally along the major freeways. Significant concentrations are located in: the Los Angeles CBD/Financial District, Downtown Non-CBD along the I-10 and I-5; Mid-Wilshire and Miracle Mile in the Los Angeles Central market north of the I-10; Warner Center, Encino and Westlake Village in the Los Angeles North market; Glendale and Pasadena in the Tri-Cities market; El Segundo/Manhattan Beach, Los Angeles Airport in the Los Angeles South market along the

             
VALUATION SERVICES     18     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

405; and Century City, Santa Monica and Beverly Hills in the Los Angeles West market at the intersection of I-10 and I-405.

OFFICE-USING EMPLOYMENT CONCENTRATION BY ZIP CODE
Los Angeles PMSA
2002

(OFFICE-USING EMPLOYMENT CONCENTRATION BY ZIP CODE MAP)

Source: Claritas, Inc., Cushman & Wakefield Analytics

Transportation Network

Without a doubt, the automobile has been key in the evolution of Los Angeles’s transportation infrastructure. The local communities are connected through a complex system of freeways. This has led to a congested, car-oriented culture in Los Angeles, where people schedule their days around the three-hour morning and evening rush hours. While the Metropolitan Transportation Authority operates the 59.4-mile Metro Rail service and a fleet of over 2,300 busses serving over 1.1 million passengers per day, the car remains the mode of choice.

Three major airports serve the Los Angeles PMSA: Los Angeles International (LAX), Burbank/Glendale/Pasadena and Long Beach. Other major airports in the region, but outside

             
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LOS ANGELES REGIONAL ANALYSIS

the PMSA itself are John Wayne Airport in Orange County and Ontario International Airport in Riverside County. LAX is among the world’s busiest airports, having served 56.2 million passengers and processed 1.9 million tons of air cargo for 2002. These figures represent 91 percent of passenger volume and 100 percent of air cargo processed by LAX through the same period in 2001. The decline in passenger volume is largely due to the economic downturn, which has affected tourism and business travel through LAX.

The combined Port of Los Angeles-Long Beach is the third largest port complex in the world in terms of tonnage, behind only Hong Kong and Singapore. Individually, the Port of Los Angeles and the Port of Long Beach rank first and second in the U.S., respectively. Combined, these terminals annually handle more than 185 million metric revenue tons of cargo, representing some $190 billion in 2002.

With cargo volume forecast to dramatically increase through the early 21st century, the Port has embarked on extensive modernization of existing facilities and development of new terminals.

Quality of Life/Amenities

Major Attractions and Amenities

Los Angeles’s quality of life has historically been one of its selling points, offering its residents a variety of outdoor recreational and cultural amenities. Both the San Gabriel Mountains and miles of ocean beaches are close by. The climate is mild, generally dry and warm year round.

As Southern California’s cultural center, not to mention the entertainment capital of the world, Los Angeles has a tradition rich in the arts. Its menu of attractions and cultural amenities, which has grown and diversified with its population over the past decade, includes the Getty Center, Huntington Botanical Gardens, Hollywood, Universal Studios, Beverly Hills, Rodeo Drive, Farmers Market, Olvera Street, Santa Monica, and Venice Boardwalk to name but a fraction.

Los Angeles’s major professional sports franchises include the Los Angeles Dodgers and the Anaheim Angels (just south in Orange County) baseball teams, the Los Angeles Lakers and Clippers (NBA) and the Los Angeles Kings (NHL). Ironically, in one of the largest media markets in the country, there is no professional football team. Its collegiate sports offerings include the nationally ranked USC Trojans and UCLA Bruins. Its world-class sports facilities include Dodger Stadium, Staples Center and the Rose Bowl in Pasadena.

Additional recreational facilities in the Los Angeles PMSA include the nationally recognized Six Flags Magic Mountain amusement park. Also nearby, the world-famous Disneyland is located in Orange County, roughly an hour to the south.

Education

Educational opportunities abound within the metro area. With 27 major institutions of higher learning educating nearly a quarter-million students, the metropolitan area has one of the largest student populations in the nation. Nationally recognized programs in engineering, business, and medicine are found throughout Los Angeles’s educational system at universities such as the University of California, Los Angeles (UCLA), University of Southern California (USC) and California Institute of Technology.

Medical Facilities

Anchored by the world famous Cedars-Sinai Health System, the Los Angeles metro area has a comprehensive healthcare network, including 41 general medical/surgical facilities, five psychiatric hospitals, and hospitals specializing in tuberculosis/respiratory disease, obstetrics/ gynecology, orthopedics, children’s general and children’s orthopedic.

             
VALUATION SERVICES     20     ADVISORY GROUP
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LOS ANGELES REGIONAL ANALYSIS

Regional Summary

Los Angeles is a mature economy that has been undergoing structural changes since its downturn in the mid-1990s. It has transitioned from the 1980s economy that was highly dependent on the massive defense outlays to a few large defense contractors, and a more balanced economy increasingly comprised of diverse, smaller and more entrepreneurial firms, especially within in the technology and services sectors.

The Los Angeles economy faces some downside risks in the near term. California’s current budget shortfall will cause a reduction in state-funded infrastructure projects, affecting employment in the near term and economic growth over the long term. If the global economic rebound is delayed or is lethargic, international business and travel to and from Los Angeles could be limited. Finally, Los Angeles’s large share of consumer-oriented industries could falter should the U.S. economy dip back into recession.

The Los Angeles economy also has a number of strengths. As the global entertainment capital, Los Angeles is expected to maintain its primacy in the entertainment industry that supports high-paying, high-technology jobs. In addition, the improved outlook for defense aerospace is also expected to support both high-tech and manufacturing employment levels through 2007 and beyond.

Los Angeles’s long term growth is tied to its two major shipping ports. Increased activity at the Ports of Los Angeles and Long Beach will have a multiplier effect on the local economy. That, along with ongoing infrastructure improvements to the ports, is expected to result in Los Angeles capturing an increasing share of west coast shipping traffic. Projected concurrent economic recoveries in both Asia and the U.S. are expected to have positive effects on travel and tourism in Los Angeles.

As the California and Los Angeles economies rebound, Los Angeles is expected to experience strong growth trends in population, employment and gross product as companies are attracted by the county’s high quality of life and relatively low (for California) business costs.

             
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LOCAL AREA MAP

LOCAL AREA MAP

(LOCAL AREA MAP)

             
VALUATION SERVICES     22     ADVISORY GROUP
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LOCAL AREA ANALYSIS

Location

The property is located in Ventura County, within the city of Camarillo. The neighborhood boundaries are the Ventura Freeway (I-101) to the south, Camarillo city limits to the north, Carmen Drive to the west and Central Boulevard to the east.

Access

Local area accessibility is generally good, relying on the following arteries:

     
Local:   Las Posas Road is a major arterial thoroughfare running north/south off of I-101 then traveling east/west in the subject area. Ponderosa Street also travels east/west. Carmen Drive and Los Rosas Boulevard are north/south arterial streets.
     
Regional:   Interstate I-101 provide primary east and west access through the metropolitan Los Angeles Area.

Camarillo has bus, rail and air transportation. All forms of ground and air shipping are available. Las Posas Road is a major thoroughfare through Camarillo. No know changes in the planning or construction of local arterials or nearby highway is known or reported.

Nearby and Adjacent Uses

The subject’s local area is composed of residential and supportive uses. Development west and east of the subject is primarily residential. This consists primarily of large well-kept single-family homes with some scattered apartment complexes.

Adjacent south of the subject is the Las Posas Elementary School and playground. Across Las Posas Road, is Crestview Park and St. Mary’s Catholic Church. Retail and commercial development is located approximately one-half mile south near the Las Posas Road and I-101 interchange. Pleasant Valley Hospital is located approximately two miles northeast of the subject. Surrounding secondary connector streets are generally improved with residential development.

Special Hazards or Adverse Influences

There are no detrimental uses in the local area that would impact the subject’s use. The general area is outside of the 100 and 500-year flood plains as identified on the FEMA maps. No unusual noise pollution was noted. No noxious odors were noted at or near the subject and none were reported.

Land Use Changes

No known land use changes were reported or observed. No demolition or closing of senior housing was known.

             
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LOCAL AREA ANALYSIS

Demographics

Population

The area’s demographic characteristics within the Camarillo region were reviewed. Claritas, Inc. provides historical, current and forecasted population estimates for the area.

The population of the City of Camarillo was 57,901 in 2002. Between 2000 and 2002, the population within Camarillo increased by an annual rate of 0.72 percent. The rate of growth is projected to remain essentially stable during the next five years. By the year 2007, the population of Camarillo is expected to increase to 59,979 persons, representing annual average growth of 0.71 percent between 2002 and 2007.

The 2002 population within a 5-mile radius surrounding the subject site is 68,781. Between 2000 and 2002, the population within this radius increased by an annual rate of 0.95 percent. The rate of growth is projected to increase slightly during the next five years. By the year 2007, the population within this radius will have increased to 71,957 persons, representing annual average growth of 0.91 percent between 2002 and 2007.

Households

A household consists of all the people occupying a single housing unit. According to Claritas, Inc., the persons per household in Camarillo averaged 2.62 people and averaged 2.79 people within a 5-mile radius in 2002. The areas average household size is less than the county and state as a whole at 3.04 and 2.87 persons per household, respectively.

Income

Income levels, either on a per capita, per family or household basis, of the residents of the market area form an important component of this total analysis. According to Claritas, Inc., the average household within Camarillo has an average income of $89,132 per capita and $90,169 per household within a 5-mile radius. The average household income for the county and state was $84,232 and $75,364, respectively for 2002.

Conclusions

In summary, the subject site is located in an established residential and commercial area. The trends for the local area appear stable but healthy. Very little vacant land is available for development. No known land use changes were reported or observed. No demolition or closing of senior housing facilities was identified. We anticipate the neighborhood will achieve moderate growth in property values into the foreseeable future.

             
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SENIOR LIVING INDUSTRY OVERVIEW

Independent Living

Congregate care or independent living units are designed for seniors who pay for some congregate services (i.e. housekeeping, transportation, meals, etc.) as part of the monthly fee or rental rate, and who require little, if any, assistance with activities of daily living. Residents of congregate/independent living units may have some health care-type services provided to them by in-house staff or an outside agency. Congregate units may be part of a congregate residence, a property that provides congregate and assisted living services, or a continuing care retirement community.

The retirement housing industry overall has matured considerably over the past two decades as the elderly population has increased and seniors have come to accept and seek alternatives to remaining in their homes. Retirement housing has expanded beyond the early dominance of life care and continuing care retirement communities (CCRCs). These communities, which typically included independent living and nursing care on a single campus, typically charged residents an entrance fee and a monthly fee. Rental retirement communities represented a major area of growth in the 1980s, fueled in part by the Department of Housing and Urban Development’s 221(d)(4) Retirement Service Center mortgage insurance program. Although the program no longer exists, the rental model is still a popular option for newly developed retirement communities. In addition, a small but definite increase in the number of cooperatives and condominiums has taken place, particularly among communities targeting a more affluent segment of the elderly population.

The retirement community of today is a smaller complex consisting of 100 to 200 independent living units versus the 200 to 300 independent living units that characterized the early CCRCs. In some cases, the communities are being developed in stages to avoid some of the up front risk associated with initial lease-up and to allow the facility to be more responsive to the market needs and preferences.

The rental retirement communities of the early 1980s typically offered no nursing care or assistance with daily living. These facilities were designed to provide hospitality services such as meals, housekeeping, transportation, and activities. These facilities met with slow lease-up rates and exceedingly high turnover due to their inability to meet changing resident needs.

Independent living communities, particularly rental communities, are least heavily monitored and governed by state regulations. In some states, this has resulted in a fair degree of flexibility in providing additional services.

It has become quite clear over the past ten years that the retirement communities are attracting an older and somewhat frailer population than originally anticipated. The average age of entrance into independent living units is between the late 70’s and early 80’s, rather than the late 60’s and early 70’s originally anticipated. As a result of the change in resident profile as well as the experience gained in the 1980s, it is clear that some form of health care or supportive services for the frail elderly is a necessary component of a retirement community.

Assisted Living

The emergence of assisted living as an option in the long-term care continuum for elders in the 1990’s represented the convergence of social, political, economic and treatment trends. Prior to this, most dependent seniors had only two long-term care options: be cared for by a family member or enter a nursing home. Today, as the number of elders and their frailty increases, these options have proven inadequate for seniors, their families and society. For many elderly, nursing homes are overly intensive and expensive. Therefore, for the segment of seniors with

             
VALUATION SERVICES     25     ADVISORY GROUP
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SENIOR LIVING INDUSTRY OVERVIEW

moderate to intermediate care needs, assisted living has become a favored form of long-term care.

The Assisted Living Facilities Association of America (ALFAA) defines assisted living as a special combination of housing, personalized supportive services and health care designed to respond to the individual needs of those who require help in activities of daily living, but do not need the skilled medical care provided in a nursing home. Assisted living care promotes the maximum independence of dignity for each resident and encourages the involvement of a resident’s family, neighbors and friends.

Although industry proponents are clear as to the general characteristics and philosophy of an assisted living community, there is no national agreement on the details and legal definition of assisted living. As the assisted living industry becomes increasingly standardized, and as the industry expands, it can expect to acquire a defined legal status with respect to licensure, reimbursement and financing.

Some states have enacted laws using the term assisted living, however, in most jurisdictions licensure statutes combine a variety of terms and programs. In referring to residential housing and services, most state licensing laws use terms such as: rest homes, homes for the aged, supportive living facilities, residential care facilities, board and care homes, elderly group homes, congregate care housing and senior housing.

Assisted living programs are located in a variety of environments. They may be housed in newly constructed freestanding facilities, retrofitted buildings such as former hotels, units attached to nursing homes, senior apartments with services, units within CCRC developments and congregate care units. Whatever the environment, there must be private, or at a minimum companion suite residential living space.

Typically, a resident will have a compact studio or efficiency apartment. Living space will almost always include a private bathroom. The living space may or may not include a kitchen or kitchenette, washer and dryer, a living room or storage space. Economics generally dictate the size of the private living space, which can range from a small one-room efficiency of less than 300 square feet to a large one-bedroom apartment of 750 square feet.

Assisted living residences also provide for a considerable amount of common space for the residents to share. Newer assisted living facilities generally allocate from 30 percent to 40 percent of all gross square footage of the building to common area. Such space includes dining rooms, libraries, lounges, activity centers, kitchens and laundry rooms. The size of an assisted living facility depends on many variables including market forces and site constraints. Most newer freestanding facilities typically fall into the range of 40 to 80 units.

The level of service in assisted living facilities varies. However, within a broad range, there are certain basic services offered:

•   24-hour a day on-site supervision or access to an emergency call system;
 
•   Two or three meals and regular snacks are available;
 
•   Light housekeeping and laundry services are available;
 
•   Residents are entitled to some level of personal care each day from the facility staff;
 
•   A personalized health care plan delineates how health care needs may be addressed; and;
 
•   Activity, social service and transportation resources are made available.

Because it is a goal of assisted living to enable residents to age- in- place, the level of personal care, food services or health care may be adjusted upwards as needed. However, arranging

             
VALUATION SERVICES     26     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

services to allow aging- in- place can be difficult if residents need increasing amounts of nursing care and the states limit or prohibit skilled nursing care in assisted living facilities. With this in mind, it should be noted that there is a growing trend by states to extend the scope of assisted living services far into the long-term care continuum.

The typical resident of assisted living is 83 years old, is a woman and is single or widowed. Today’s assisted living residents have care needs and characteristics that were associated with patients in intermediate care facility nursing homes in the 1970’s and 1980’s. Senior care needs are gauged by the extent to which an individual requires regular assistance with ongoing activities of daily living (ADLs) such as bathing, eating, walking, toileting and dressing. In order to determine that there is an ADL dependency, a clinician must determine that an individual cannot safely or routinely perform a specific activity unless he or she has help. Unless such help is provided, the individual is at risk of not meeting an essential daily need.

While the number of ADLs with which a person needs help is used clinically as a measure of dependency, having such dependency does not mean that medical care is required. In assisted living facilities, residents generally have at least one ADL dependency, and it is not uncommon that they have as many as three or four.

Assisted living fees are typically structured around a fixed monthly amount that covers both housing and services. The monthly amount generally includes a base level of personal care with additional personal care charged separately. There also may be entrance fees, typically equivalent to the first and last month’s rent. Assisted living facilities do not require the large endowment type entrance fees required in some CCRCs.

Occupancy Patterns

Occupancy data compiled by the American Seniors Housing Association for the various senior housing community types (congregate, assisted and CCRCs) has been summarized in the following table.

Median Occupancy Rates
For Profit Senior Housing Facilities

                                                                 
Property Type   1995   1996   1997   1998   1999   2000   2001   2002
 
 
 
 
 
 
 
 
Independent
     95.0 %     98.0 %     96.0 %     98.0 %     95.0 %     95.0 %     94.5 %     93.1 %
Assisted Living
     97.0 %     95.0 %     95.0 %     92.0 %     94.0 %     90.0 %     93.8 %     94.2 %
CCRCs
     95.0 %     95.0 %     94.0 %     95.0 %     93.2 %     93.2 %     93.1 %     92.4 %
All Communities
     95.0 %     96.0 %     95.0 %     95.0 %     93.7 %     93.7 %     94.0 %     93.5 %

Source: American Seniors Housing Association

As seen, assisted living facilities in 2002 exhibited the highest occupancy rate of any of the property types. This was in contrast to the other property types that saw median occupancy rates decline slightly over 2001.

             
VALUATION SERVICES     27     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

The average length of stay in a senior facility also varies as to the property type. In the following table is average length of stay data compiled by the American Seniors Housing Association.

Average Resident Length of Stay
(Stated In Months)

                                           
Property Type   1998   1999   2000   2001   2002
 
 
 
 
 
Independent
     45.5       43.4       38.1       43.1       33.4  
Assisted Living
     24.8       18.5       20.5       28.0       17.7  
All CCRCs
 
Independent
   61.0       45.4       59.8       37.3       37.0  
 
Assisted Living
     16.0       18.2       16.8       12.8       12.0  
 
Nursing
     20.0       23.2       18.6       9.0       9.0  

Source: American Seniors Housing Association

As shown, the average length of stay in an assisted living facility in 2002 was 17.7 months and which reflected a notable decline over the length of stay average for 2001. Both assisted and independent living facilities showed declines, while CCRCs maintained generally similar occupancies over 2001. Much of the reasoning for the decline is from increased lateral movement of residents between existing facilities caused by such factors as facility operations (management, staffing, etc.), as well as foreclosures and closings of poorly operated facilities.

Absorption Trends

Net absorption data compiled by the American Seniors Housing Association (ASHA) for senior housing facilities is summarized in the following table.

2001 National Average Net Absorption Rates
Senior Housing Facilities

                                         
    1st   Months   Months   2nd   3rd
Property Type   Month   2 - 6   7 - 12   Year   Year
 
 
 
 
 
Independent
     25.5       6.7       3.7       2.8       2.9  
Assisted Living
     11.7       5.2       2.9       2.2       5.3  
CCRCs
     37.4       18.9       9.0       5.5       4.1  
All Communities
     28.4       10.3       5.2       3.5       4.1  

Figures based on number of residents

Source: American Seniors Housing Association

As seen, initial absorption of new residents for all facility types is strong in the first month, then it tapers off during the following months.

             
VALUATION SERVICES     28     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

California Assisted Living Environment

The California Department of Social Services, Community Care Licensing Division, is the state agency responsible for approving, monitoring and regulating residential care facilities for the elderly, which provide temporary or long-term, 24-hour non-medical residential care services to the elderly, who are substantially unable to live independently. Resident dependence may be the result of physical or other limitations associated with age, physical or mental disabilities or other factors.

Residential facilities are group living facilities with shared bedrooms for the residents. Services provided typically include three meals daily, recreation, housekeeping, security and personal services. Personal services in general include assistance with bathing and dressing and dispensing of medications.

Regulation of residential care facilities in California is documented by the State Department of Social Services (“Department”), contained in Residential Care Facilities for the Elderly, Title 22, Division 6, Chapter 8. Included in these regulations are application procedures, license requirements, enforcement provisions, continuing requirements, physical environment and health related services. Unless a facility is exempt from licensure as specified in regulatory Section 80007, no adult, firm, partnership, association, corporation, county, city, public agency or other government entity shall operate, establish, manage, conduct or maintain a community care facility without first obtaining a valid license.

General Requirements

The following is an outline of the basic requirements for residential care facilities in the State of California:

Admission

Prior to accepting a resident for care, the facility shall conduct an interview with the applicant and responsible person, perform a pre-admission appraisal, and evaluate a recent medical assessment. The licensee is to complete and maintain individual written admission agreements with all persons admitted to the facility or their designated representatives. The agreement shall specify basic services to be made available, payment provisions, modification conditions, refund conditions, general facility policies, and that the Department or licensing agency has the authority to examine residents’ records. The agreement must also specify conditions under which the agreement may be terminated.

Medical Assessment

Prior to a person’s acceptance as a resident, the licensee shall obtain and keep on file, documentation of a medical assessment, signed by a physician, made within the last year. The medical assessment shall include a physical examination of the resident, documentation of prior medical services and history, and a current medical status. There should be a record of current prescribed medications, identification of physical limitations of the person, and a determination of the person’s ambulatory status. The licensee shall obtain an updated medical assessment when required by the Department.

             
VALUATION SERVICES     29     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

Resident Records

A separate record shall be maintained for each resident. The record shall be current and complete and be generally accessible. A current register of all residents in the facility shall be maintained and kept in a central location.

Personal Rights

Each person shall have personal rights, which include but are not limited to:

1.   To be accorded dignity in his/her personal relationships with staff, residents, and other persons.
 
2.   To be accorded safe, healthful and comfortable accommodations, furnishings and equipment.
 
3.   To be free from corporal or unusual punishment, humiliation, intimidation, mental abuse or other actions of a punitive nature, which interfere with daily living and functions.
 
4.   To leave or depart the facility at any time and to not be locked in any room, building, or on the premises by day or night.

All persons accepted to facilities or their responsible persons, shall be personally advised and given a copy of these rights at admissions.

Incidental Medical and Dental Care

Each facility shall have a plan for incidental medical and dental care. The plan shall encourage routine medical and dental care and provide for assistance in obtaining such care by compliance with the following:

The licensee shall arrange, or assist in arranging, for medical and dental care appropriate to the condition and needs of the residents.

The licensee shall provide assistance in meeting necessary medical and dental needs. This includes transportation to the nearest available medical or dental facility.

There shall be arrangements for separation and care of residents, whose illness requires separation from others.

When residents require prosthetic devices, vision and hearing aids, the staff shall be familiar with the use of these devices, and shall assist the resident with the utilization of them.

The licensee shall provide for assisting residents with self-administered medications as needed.

There shall be adequate privacy for first aid treatment of minor injuries and for examination by a physician if necessary.

If the facility has no medical unit, a complete first aid kit shall be maintained and readily available.

Food Service

Meals on the premises shall be served in one or more dining rooms or similar areas in which the furniture, fixtures and equipment necessary for meal service are provided. Such dining areas shall be located near the kitchen so that food may be served quickly and easily. The dining rooms are to be attractive to promote socialization among the diners. Tray service shall be provided in case of temporary need.

             
VALUATION SERVICES     30     ADVISORY GROUP
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SENIOR LIVING INDUSTRY OVERVIEW

In facilities with 50 or more residents and providing three meals a day to these residents, a full-time employee qualified by formal training or experience shall be responsible for the operation of the food service. If this person is not a dietician, then a provision should be made for regular consultation. The food should be of a good quality.

Personal Accommodations and Services

The facility shall be safe, clean, sanitary and in good repair at all times for the safety and wellbeing of residents, employees and guests. The facility should be large enough to provide comfortable living accommodations and privacy for the residents, staff and others. There should be common rooms such as living rooms, dining rooms, dens or other activity rooms. Bedrooms shall sleep no more than two residents and be large enough to allow for easy passage and comfortable use of any required resident assistance devices. Bedrooms are not to be used as passageways and no room for any other use can double as a bedroom.

Equipment and supplies necessary for personal care and maintenance of adequate hygiene practice shall be readily available to each resident.

Each resident is to be provided with a bed in good repair, a chair, a nightstand, a lamp for reading, and adequate closets and drawer space. Clean linen and towels in good repair are to be provided weekly at a minimum, and more often if necessary. Toilets and bathrooms are to be located near the resident’s bedrooms. There is to be at least one toilet and sink for each six persons, and at least one tub or shower for each ten persons, with adequate privacy.

A comfortable temperature must be maintained at all times. All windows are to be in good repair and free of insects, dirt and other debris. There should be adequate lighting throughout the facility for the safety and comfort of all persons in the facility.

Personal Services

Licensees shall provide necessary personal assistance and care with activities of daily living including, but not limited to dressing, eating, and bathing.

Activities

The licensee shall ensure that planned recreational activities are provided for the resident. These activities include physical activities such as games, sports and exercise, as well as group interaction.

Evaluation Visits

Every licensed community care facility is periodically inspected and evaluated for quality of care. Evaluations are to be conducted at least once a year to ensure the quality of care. The Department shall notify the facility in writing of all deficiencies and shall set a reasonable timeframe for compliance by the facility. Upon a finding of noncompliance, the Department may levy a civil penalty not to exceed $50 per day for each day until the Department finds the facility in compliance. If the facility fails to comply in the allotted time, then the amount collected shall be forfeited to the Department. Reports shall be kept on file in the Department and open to public inspection. A follow up visit is required to determine if the deficiency has been corrected.

Corrective action is taken by the Department when a licensee fails to protect the health, safety and personal rights of individuals in its care, or is unwilling or unable to maintain substantial compliance with licensing regulations.

             
VALUATION SERVICES     31     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

SENIOR LIVING INDUSTRY OVERVIEW

Enforcement is maintained through:

1.   Fines and civil penalties (vary according to the violation)
 
2.   Non-compliance office conferences

Administrative legal actions as follows:

•   Denial of applications
 
•   Compliance plans
 
•   Probationary license
 
•   Temporary suspension of license
 
•   Revocation of license
 
•   License and employee exclusions

The Department may suspend or revoke any license on any of the following grounds stipulated in Health and Safety Code Sections 1569.1515(c) and 1569.50:

  •   The Department may revoke the license of any corporate licensee that has a member of the board of directors, the executive director or an officer who is not eligible for licensure pursuant to regulations.
 
  •   Violations of the specifics rules and regulations.
 
  •   Aiding, abetting or permitting the violation of the rules and regulations.
 
  •   Conduct which is inimical to the health, morals or safety of either an individual in or receiving services from the facility or the people of the State of California.
 
  •   The conviction of a licensee, or individuals in contact with residents at any time before or during licensure, of a crime as defined in the regulations.
 
  •   Engaging in acts of financial malfeasance concerning the operation of a facility, including, but not limited to, improper use or embezzlement of resident monies and property or fraudulent appropriation for personal gain of facility moneys and property, or willful or negligent failure to provide services for the care of the residents.

When the Department intends to seek revocation of a license, the Department shall notify the licensee of the proposed action and at the same time shall serve such licensee with an accusation. The licensee has a right to a hearing prior to the revocation or suspension of a license, except when an “Immediate Temporary Suspension Order” is written.

The Immediate Temporary Suspension Order temporarily suspends any license prior to any hearing when in the Department’s opinion such action is necessary to protect the residents in the facility from any physical or mental abuse or any other substantial threat to health and safety. When the Department intends to temporarily suspend a license prior to a hearing, the Department shall notify the licensee of the temporary suspension and the effective date thereof and at the same time serve the licensee with an accusation.

For either a revocation or a revocation and temporary suspension action, the Department shall within 15 days of receipt of notice of defense ask the Office of Administrative Hearings to set the matter for hearing.

For a revocation and temporary suspension action, the Department shall ask the Office of Administrative Hearings to hold the hearings as soon as possible but not later than 30 days after receipt of the Notice of Defense.

             
VALUATION SERVICES     32     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

MANAGEMENT AND OPERATIONS OVERVIEW

Management Overview

The subject is managed by ARV Assisted Living, Inc. (ARV). Villa Las Posas was constructed in 1997. The facility was upgraded in 2000. Revenues have essentially been increasing over the last three years, while expenses have been stable. Revenues have increased in annualized year-to-date 2003 figures. The facility’s occupancy has been in the 90 percent range since 2000 exclusive of 2002 when occupancy declined to an average of 83 percent. The facility was 97 percent occupied at the time of our inspection. We believe that ARV has competently managed the facility.

Operations Overview

Services

Villa Las Posas is designed for assisted living and offers all the services typical of these types of facilities. This facility has been designed as a rental community and provides most services under a fixed monthly rate. All resident contracts are for the term of stay. According to the terms of the agreement, a thirty (30) day written notice is required prior to any increase in fees for additional charges or for increases due to increased cost of operations. Included in the monthly rates are:

•   Three meals daily and snacks;
 
•   Base level of personal care for assisted living
 
•   All utilities except for personal telephone
 
•   Scheduled Transportation;
 
•   Twenty-four (24) hour security and numerous safety features throughout the apartments;
 
•   Weekly housekeeping services;
 
•   Linen services;
 
•   Organized individual and group activities

In addition to the monthly fee there are optional services available at an additional charge. These services include additional personal care, guest meals, beauty shop fees and additional transportation fees. There are regularly scheduled health assessments that help determine which level of services each individual resident receives.

Regulations and Health Matters

The facility has a license for a capacity of 140 residential care/assisted living beds and is regulated by the State of California Department of Social Services. A copy of the Regulations is posted in a conspicuous place in the facility and the residents acknowledge at the time of entry that the operation of this facility is governed by these regulations. Furthermore, if the licensing entity amends these regulations, the resident and the provider must obey by the amended regulations.

State Monitoring

The State of California conducts annual surveys of licensed assisted living facilities. The most recent survey for the subject was conducted on September 23, 2002. The survey reported that the facility met all requirements with no deficiencies. A new license, dated November 2002 was issued for the facility.

Admission Policies

Villa Las Posas requires all potential assisted living residents to undergo a health evaluation by a physician before entrance into the facility. The operator has the right to terminate the

             
VALUATION SERVICES     33     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

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MANAGEMENT AND OPERATIONS OVERVIEW

agreement at any time when they feel that the resident’s personal care needs cannot be adequately served by the facility.

There is to be a chart for each resident in assisted living. At the time of admission, a dated and signed medical evaluation, which conforms to the licensing regulations, must be on file. Thereafter, a medical evaluation, which also conforms to licensing regulations, must be made at least every twelve (12) months.

The operator may seek appropriate evaluation and assistance and may arrange for the transfer of a resident to an appropriate and safe location, prior to termination of an admission agreement and without ninety (90) days notice or court review for the following reasons:

•   When a resident fails to pay the monthly rent 30 days prior to written notice of such absence;
 
•   When the operator feel that the residents mental or physical needs cannot be adequately met by the facility;
 
•   In the event a resident’s behavior poses an imminent risk of death or serious physical injury to himself/herself or to others;
 
•   Breach of contract for any reason by the resident or operator;
 
•   Any prolonged health-related or other absence.

Villa Las Posas caters to the full range of needs of seniors requiring assisted living services. The administrator develops and maintains a personalized service plan, which is amended if necessary. Furthermore, the aging-in-place and out-placement policies appear to be reasonable and well implemented. Services at the facility are standard for this type of complex and are in keeping with the residential make-up at the subject.

Marketing

Villa Las Posas has a full time marketing director. Marketing personnel are actively involved in the community, as well as with discharge planners for area hospitals. They do not do any telemarketing. Direct mailings, scheduled community events, and networking, on the other hand are a routine part of marketing efforts.

Overall, given the history of the subject, it appears that the marketing efforts are adequate. The subject’s reputation and marketing campaign are considered to be part of the reason behind the current performance at the subject facility.

Conclusion

Overall, based on our inspection of the facility, discussions with some of the personnel and our review of the Policies and Procedures, it is our opinion that the facility is being operated in a competent manner. The facility has been adequately maintained and the residents appear to be content.

             
VALUATION SERVICES     34     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Primary Market Area

The first step in analyzing the competitive market for the subject is delineating its primary market area (PMA). The primary market area is typically described as either a defined radius around the subject, zip codes, or the subject’s county. In order to delineate the subject’s primary market area, we have interviewed the subject’s Executive Director as well as the competitive properties we have used in our analysis.

Our discussions indicated that approximately 70 percent of the subject’s residents come from the primary market area. This encompasses an area of approximately five miles. The remaining 30 percent emanate from the surrounding area. Residents relocate to Camarillo to either retire or be near their adult children that work in the area. The following chart details the competitors primary market areas (PMA), as well as the estimated percentage that comes from their PMA.

                 
            % of Residents
Name   PMA   from PMA
 
 
AlamaVia of Camarillo
   5.0 Miles     70 %
Wilshire/Heritage House
   7.0 Miles     75 %
Brighton Gardens Assisted Living
   10.0 Miles     85 %
Hillcrest Inn
   5.0 Miles     70 %
SUBJECT
   5.0 Miles     70 %

In the case of the subject, we have determined the primary market area to encompass an area of approximately five miles with 70 percent of the residents emanating from this PMA. Although a project like the subject may also attract residents from outside of the area, the geographic market area within a radius of five miles of the subject is considered to represent the primary draw for the subject. As indicated on the chart, the subject’s primary market area of seven miles is similar to the comparables.

Most of the marketing directors we interviewed also indicated that adult children in this market are the driving forces in the decision making process for their parents.

             
VALUATION SERVICES     35     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Supply/New Construction

Existing Facilities

Because of the subject’s levels of personal care services, and type of amenities, the personal care homes in the market with less than 25 units do not generally compete directly with the subject. However, the following charts detail the number of assisted living units in the subject’s market area that pose direct and indirect competition to the subject. We note that the table includes facilities located in both the subject’s primary and secondary market area in Camarillo.

MARKET AREA SUPPLY

                 
    Total AL        
Name   Units   PMA/SMA*
 
 
AlamaVia of Camarillo
     78     PMA
Wilshire/Heritage House
     123     PMA
Brighton Gardens Assisted Living
     120     PMA
Hillcrest Inn
     138     SMA
SUBJECT
     123          
 
    
         
Totals
     582          

* PMA - Primary Market Area; SMA - Secondary Market Area

Hillcrest Inn is a sister facility to the subject as it is also owned and operated by ARV. AlamaVia of Camarillo and Wilshire/Heritage House are located in Camarillo. AlamaVia is similar to the subject. Wilshire/Heritage House is considered inferior in terms of conditions and amenities offered. Brighton Gardens Assisted Living was a Marriott property that was acquired by Sunrise Assisted Living in March 2003. Brighton Gardens Assisted Living is superior in terms of age, condition, appeal and amenities offered.

Proposed Units

Regarding planned or pending projects in the subject’s primary market area, discussions with local providers and planning departments indicated that there are no facilities planned at this time. However, because of the large retirement draw of the market area, it would be reasonable to assume that the primary market area could possibly see some new development through the mid-term.

Occupancy Patterns

Industry Statistics

Assisted living facilities generally exhibit the lowest overall occupancy patterns of any of the senior housing community types (congregate, assisted and CCRCs). As was noted in the Senior Housing Industry Overview presented earlier, assisted living facilities indicated an average occupancy rate of 94.2 percent in 2002, which represented an increase from 93.8 percent in 2001. Assisted living facilities in 2002, according to the survey, indicated the highest occupancies of the senior housing property types (independent, assisted and CCRCs).

Competitive Market Area

The senior living facilities we surveyed for our analysis totaled approximately 459 units and the current available occupancy of those properties, which were not in lease-up was from 91 to 95 percent. Villa Las Posas is noted as having been at 97 percent occupancy at the time of

             
VALUATION SERVICES     36     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

COMPETITIVE MARKET ANALYSIS

inspection. The subject appears to have a good reputation in the market and should continue based on its living options. A summary showing the competitive properties and their overall average occupancy levels is shown below. Please note that not all of these properties may fall within the defined market area of the subject, however, in the Elderly Demographics section we have defined the total supply in the competitive market area.

                         
            Total AL        
Name           Units   Occupancy Level
         
 
AlamaVia of Camarillo
           * 78       95 %
Wilshire/Heritage House
           * 123       93 %
Brighton Gardens Assisted Living
           * 120       91 %
Hillcrest Inn
             138       100 %
SUBJECT
             123       97 %

*     Denotes facilities located in subject’s primary market area.

AlamaVia of Camarillo, Wilshire/Heritage House and Brighton Gardens Assisted Living are located within the subject’s PMA. Hillcrest Inn is located within the secondary market area (SMA).

Rental Rates

Current rental rates for assisted living units in the Camarillo area begin at around $2,750 per month for a one-bedroom unit and go up to around $3,800 per month for a one-bedroom unit. For the most part, assisted living facilities provide three meals per day, weekly to bi-weekly housekeeping, weekly laundry, all utilities including cable TV except telephone, activities, transportation, as well as a base level of assisted living or personal care services.

Rent Increases

Most assisted living facilities in the Camarillo market area have been instigating annual rent increases over the last several years. Although no specific data was available, discussions with several providers indicated that they have been routinely increasing rents between three and five percent per year. Discussions with the subject’s Executive Director indicated that the facility has also been increasing rents annually over the last several years.

Concessions

Rent concessions, or incentives, provide a good indication of the condition, or strength of current market conditions. Rent concessions are generally found in markets exhibiting high vacancy and diminished absorption levels, as well as being used by new projects as a part of their overall marketing programs. At the time of our investigation of the Camarillo market area, no specific concessions were noted. Similar to the market, Villa Las Posas reported that they are not offering concessions for leasing vacant units. Concession will not likely be part of the market and used only to stimulate any unforeseen vacancies. They should, however, not be of any major significance to a property like the subject.

Absorption Trends

An assisted living facility generally exhibits lower initial absorption patterns during the first year of any of the senior housing community types (independent, assisted and CCRCs). Occupancy

             
VALUATION SERVICES     37     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

data compiled by the American Seniors Housing Association (ASHA) was previously summarized in the Assisted Living Industry Overview. The industry data indicated that initial absorption of new residents for all facility types is strong in the first month, then it tapers off dramatically during the following months. Specifically, net absorption averaged 11.7 residents for the Month 1, 5.2 residents for Months 2 – 6, 2.9 residents for Months 7 – 12, and 2.2 residents during Year 2.

Villa Las Posas opened in 1997. Its occupancy levels have been inconsistent over the last few years. Occupancy was 98 percent in 2000, 95 percent in 2001, 84 percent in 2002 and equated to 90 percent annualized for 2003. At the time of our inspection, the subject was 97 percent occupied.

Senior Demographics

We have evaluated the current and future market potential by analyzing demographic trends and the supply of elderly housing in the facility’s market area. Most market areas for assisted living are considered to comprise up to five miles for the primary area and up to 10 to 20 miles for the secondary area. As was discussed earlier, the primary market area for the subject is considered to effectively encompass an area of approximately five miles and a secondary area of approximately seven miles. This assumption was based on our review of the demographics of the area, trends on where most of the competition is being constructed, as well as from discussions with facility’s Executive Director regarding its primary market area.

The demographic data used in our analysis was compiled by Claritas, Inc. The data includes figures for the most recent census year in 2002 estimates and projections for the year 2007. For purposes of this analysis, we have relied upon the 2002 estimates for current demographic information. Additional state and national information has also been obtained from A Profile of Older Americans: 2001, prepared by the American Association of Retired Persons and the Administration on Aging and based on data from the U.S. Bureau of the Census.

             
VALUATION SERVICES     38     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS
Senior Population/Growth Rates

Population and growth statistics for the subject’s primary and secondary market area is shown in the following chart.

Population Statistics

                                                 
    PMA   SMA
    5 Miles   7 Miles
   
 
    Population           %   Population           %
   
         
 
         
2000
                                                
Total *
     67,498                       185,873                  
65+
     10,176               15.1 %     21,211               11.4 %
75+
     5,552               8.2 %     10,674               5.7 %
85+
     1,429               2.1 %     2,597               1.4 %
2002
   Estimate                                        
Total *
     68,780                       191,108                  
65+
     10,310               15.0 %     21,666               11.3 %
75+
     5,745               8.4 %     11,110               5.8 %
85+
     1,530               2.2 %     2,807               1.5 %
2007
   Projection                                        
Total *
     71,955                       203,885                  
65+
     10,775               15.0 %     23,026               11.3 %
75+
     5,942               8.3 %     11,675               5.7 %
85+
     1,710               2.4 %     3,195               1.6 %

* Total population unadjusted for age
Source: Claritas, Inc.

Growth Rates

                                 
    PMA   SMA
    5 Miles   7 Miles
   
 
    Total   Annual   Total   Annual
   
 
 
 
2000-2007
                                
Total *
     6.6 %     0.9 %     9.7 %     1.3 %
65+
     5.9 %     0.8 %     8.6 %     1.2 %
75+
     7.0 %     1.0 %     9.4 %     1.3 %
85+
     19.7 %     2.6 %     23.0 %     3.0 %
2000-2002
                                
Total *
     1.9 %     0.9 %     2.8 %     1.4 %
65+
     1.3 %     0.7 %     2.1 %     1.1 %
75+
     3.5 %     1.7 %     4.1 %     2.0 %
85+
     7.1 %     3.5 %     8.1 %     4.0 %
2002-2007
                                
Total *
     4.6 %     0.9 %     6.7 %     1.3 %
65+
     4.5 %     0.9 %     6.3 %     1.2 %
75+
     3.4 %     0.7 %     5.1 %     1.0 %
85+
     11.8 %     2.2 %     13.8 %     2.6 %

* Total population unadjusted for age
Source: Claritas, Inc.

The population in the subject’s market area indicates a moderate level of demand for senior housing. As seen from the data, the elderly population is growing in terms of absolute numbers and as a percentage of total population. Comparatively, the national average of residents age 65+ constituted 13.0 percent of the total population in 2000 according to Claritas, Inc. The subject’s primary market area indicates a slightly higher ratio of similar aged older population to the national average.

Adult Children Population/Growth Rates

We have also analyzed population trends for what the industry refers to as “adult children”. This segment of the population generally plays a significant role in the placement of a senior in a senior housing facility. This is especially true as many seniors or elderly will relocate to be near their adult children or relatives. This fact is widely recognized by senior housing operators who indicate that market areas exhibiting a higher concentration of adults between the age of 45 and 65 can generally support a much larger supply of senior housing than would be shown through analyzing only the percentage of seniors currently residing in the market area. This situation is more prevalent with regard to higher levels of care such as assisted living and nursing. Population and growth statistics for the subject’s primary market (PMA), as well as the secondary market (SMA) areas for these age groups are shown below

     
VALUATION SERVICES 39 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Population Statistics - Adult Children

                                 
    PMA   SMA
   
 
    Population   %   Population   %
       
 
 
2000
                                
Total *
     67,498               185,873          
45 - 54
     9,039       13.4 %     22,222       12.0 %
55 - 59
     3,403       5.0 %     7,753       4.2 %
60 - 64
     2,649       3.9 %     6,191       3.3 %
2002
     2002                          
Total *
     68,780               191,108          
45 - 54
     9,515       13.8 %     23,652       12.4 %
55 - 59
     3,777       5.5 %     8,701       4.6 %
60 - 64
     2,795       4.1 %     6,621       3.5 %
2007
     2007                          
Total *
     71,955               203,885          
45 - 54
     10,443       14.5 %     26,573       13.0 %
55 - 59
     4,499       6.3 %     10,607       5.2 %
60 - 64
     3,502       4.9 %     8,458       4.1 %

* Total population unadjusted for age
Source: Claritas, Inc.

Growth Rates - Adult Children

                                 
    PMA   SMA
   
 
    Total   Annual   Total   Annual
   
 
 
 
2000-2007
                                
Total *
     6.6 %     0.9 %     9.7 %     1.3 %
45 - 54
     15.5 %     2.1 %     19.6 %     2.6 %
55 - 59
     32.2 %     4.1 %     36.8 %     4.6 %
60 - 64
     32.2 %     4.1 %     36.6 %     4.6 %
2000-2002
                                
Total *
     1.9 %     0.9 %     2.8 %     1.4 %
45 - 54
     5.3 %     2.6 %     6.4 %     3.2 %
55 - 59
     11.0 %     5.4 %     12.2 %     5.9 %
60 - 64
     5.5 %     2.7 %     6.9 %     3.4 %
2002-2007
                                
Total *
     4.6 %     0.9 %     6.7 %     1.3 %
45 - 54
     9.8 %     1.9 %     12.3 %     2.4 %
55 - 59
     19.1 %     3.6 %     21.9 %     4.0 %
60 - 64
     25.3 %     4.6 %     27.7 %     5.0 %

* Total population unadjusted for age
Source: Claritas, Inc.

As shown, the 45 to 64 age group showed strong growth between 2000 and 2002 in both the primary and secondary market area. Going forward, this age group is forecast to grow at higher rates. Overall, adult children are expected to contribute positively towards living options for the subject and its market area.

Income and Households

In addition to the absolute number and growth of the elderly population, the number of households with appropriate income levels will dictate the actual population available to support the subject. Statistics on income levels are typically presented by the household. We note that in the case of the elderly, most households include a single adult. For comparison purposes it is therefore reasonable to utilize the household statistics. Furthermore, the housing cost and income requirements for a second person are significantly less than the primary occupant.

Compared with the local competition, the subject has monthly rates in the lower end of the range. To afford the various accommodations at the subject, it is estimated that an average annual income of $38,800 would be necessary. We have utilized the average projected revenue per resident of approximately $33,000 as calculated in the Income Capitalization Approach to value. We have assumed that a resident would spend approximately 85 percent of their income on housing, meals and utilities. The balance of the income is required for taxes, insurance, and personal needs. By dividing the $33,000 by 85 percent we arrive at an average income of $38,800, rounded.

Assuming no child subsidy, it is estimated that most residents would require an annual income of $38,800 or more to afford the majority of the accommodations at the subject. We note that this is a conservative assumption given that there are a significant number of elderly who are receiving some form of child subsidy. Furthermore, these indicators are somewhat skewed given that there are recent findings suggesting that the elderly are indeed spending down their assets other than income from their house while residing in senior living facilities. Given the relatively short term of stay anticipated in these facilities, it is reasonable to assume that there would be a greater spend-down of assets. Reference is made to the findings in the State of

     
VALUATION SERVICES 40 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Seniors Housing Report, 2002 published by the Americans Senior Housing Association, which cites the average length of stay in an assisted living facility to be 18 months.

We also note that the indicated income level does not account for child subsidies or a sale of a home. According to the Claritas report, 66.3 percent of the 65+-householder population owns their own residences in the primary market area and the median housing value was reported to be $358,523 in 2002 . Given that the elderly population typically own their residence free and clear, it is reasonable to assume that there would be additional income available from the sale of a residence which could be amortized over the length of stay. Given the average price of a house and that the majority of the elderly own their houses free and clear, we have assumed that this cash would provide for additional income of say $21,511 annually or a safe rate of return of 6.0 percent of the investment (6.0 percent x $358,523).

After accounting for this ($38,800 - $21,511 = $17,300), we have considered still considered an income qualifier of $25,000 to be a reasonable threshold for entrance to the subject facility due to the rent structure at the property. Reference is made to the table below for a summary of household income for the income qualifiers in the $25,000+ range.

Income Statistics

Households With Incomes Greater Than            $25,000

                                 
    PMA   SMA
    5 Miles   7 Miles
   
 
    Total   %   Total   %
   
 
 
 
2002
                                
* Total 65+
     6,514       —       13,035       —  
65+
     5,857       89.9 %     11,317       86.8 %
75+
     3,394       52.1 %     5,979       45.9 %
85+
     868       13.3 %     1,453       11.1 %
2007
                                
* Total 65+
     6,894       —       13,768       —  
65+
     6,358       92.2 %     12,407       90.1 %
75+
     3,660       53.1 %     6,546       47.5 %
85+
     1,036       15.0 %     1,744       12.7 %

* Unadjusted for Income
Source: Claritas, Inc.

Income Statistics - Growth Rates

Households With Incomes Greater Than            $25,000

                                 
    PMA   SMA
    5 Miles   7 Miles
   
 
2002-2007   Total   Annual   Total   Annual
 
 
 
 
* Total 65+
     5.8 %     1.1 %     5.6 %     1.1 %
65+
     8.6 %     1.7 %     9.6 %     1.9 %
75+
     7.8 %     1.5 %     9.5 %     1.8 %
85+
     19.4 %     3.6 %     20.0 %     3.7 %

* Unadjusted for Income
Source: Claritas, Inc.

We have found that for households over $25,000 within our primary market area in 2002 (5-mile radius), there were 5,857 for the 65+ age group, 3,394 for the 75+ age group and 868 for the 85+ age group. The number of households earning $25,000 or more in the primary market area is anticipated to increase over the next five years at an annual average rate of 1.66 percent for age 65+ households, 1.52 percent per year for age 75+ and 3.60 percent for the age 85+ households. Overall, these figures appear to be consistent with the population trends.

Penetration Rates

A market penetration analysis provides insight into project feasibility. It indicates the ability of a project to lease-up or maintain stabilized operation based on a ratio analysis of other geographic areas (units to population) applied to the subject’s market area. The applicability of the penetration analysis is dependent on the similarities of the area analysis to the subject area. Other factors may cause variations in the penetration rates in an individual market such as competition from similar property types (assisted versus independent living) and unique market demand characteristics (urban versus rural). Given the relatively small number of units and population in an individual area, some divergence from the macro ratio is not unlikely.

     
VALUATION SERVICES 41 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

COMPETITIVE MARKET ANALYSIS

In this analysis we have defined the penetration rate to be the percentage of primary market assisted living units to age and income-qualified residents. The 2002 penetration rate is compared to that projected for 2007 based on a supply increase of 25 percent. While there are no firm industry standards for penetration rates, studies across the country suggest that assisted living penetration rates up to 7.0 percent reflect good markets or markets in equilibrium. These percentages have been provided by the MDS Research Company, Inc., who specializes in the market and feasibility analysis of senior housing facilities. Furthermore, a Cushman & Wakefield survey of over 120 senior housing markets across the nation supports acceptable penetration rates of 7.0 percent or below.

Through a review of senior demographics, industry surveys noted above and local market characteristics; we have utilized the following criteria to determine the subject’s market area characteristics.

MARKET CLASSIFICATIONS

             
    Market Wide   Market Penetration   Rent
Type of Market   Occupancy   Rate   Concessions
 
 
 
Good   90%+   Up to 3.9%   None
Equilibrium   80 – 89%   4.0% – 6.9%   Nominal
Saturation   70 – 79%   7.0% – 9.9%   Moderate
Saturated (Over Built)   69% and Below   10% and Above   Substantial

Nationally, it is generally anticipated that 60 to 70 percent of residents will come from the primary market area and an additional 15 to 20 percent will be from the secondary market area. The remainder of the residents will generally be from other areas and have relocated to be closer to family members. Primary market residents lost to other market areas generally offset residents coming from the secondary market.

The demand for elderly housing is determined by analyzing the relationship between the supply of senior housing units and the number of qualified residents with adequate income to afford the units. In general, a higher ratio of qualified residents, coupled with a high overall occupancy in the area indicates a strong demand for senior housing. At the same time, a low ratio of units to available households coupled with a high occupancy also indicates a high demand. A low occupancy for the area always indicates a low demand. In other words, the ratio of qualified residents is only one component.

We have calculated the market wide occupancy as of the date of inspection for the subject’s primary market area. The primary competing facilities in the PMA, including the subject, are shown in the following table. We acknowledge that the following summary of properties may not represent all of the facilities in the market area, but are what we believe to be the most competitive to the subject.

     
VALUATION SERVICES 42 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

MARKET OCCUPANCY CHARACTERISTICS
Primary Market Area

                         
Name   No. Units   Occupancy   Occupied Units
 
 
 
AlamaVia of Camarillo
     78       95 %     74  
Wilshire/Heritage House
     123       93 %     114  
Brighton Gardens Assisted Living
     120       91 %     109  
SUBJECT
     123       97 %     119  
 
    
     
     
 
Totals
     444       94 %     417  

These, along with the previous factors shown will be used in our age and income qualified penetration analysis that follows.

Age and Income Qualified Penetration Analysis

In our analysis we have assumed that 70 percent of the residents will come from the primary market area. We note that the population in the area is moderate and that the general population is increasing and the elderly population is on the rise. This suggests that the subject facility will have to place greater weight on attracting residents to move to be close to family members. We note that areas where the younger population is expanding would be more apt to attract residents from outside the community to move to be closer to their children.

Based on the population and income data presented earlier, the following chart shows our market penetration analysis for the subject.

Market Penetration Analysis
Primary Market Area
5 Miles

                 
    2002   2007
65+ Income Qualified Households
     5,857       6,358  
Average Household Size*
     1.58       1.56  
 
    
     
 
Available Persons
     9,270       9,937  
Total Supply**
     444       555  
Required Resident % From PMA
     70 %     70 %
 
    
     
 
Required Residents
     311       389  
Available Persons
     9,270       9,937  
Indicated Penetration Rate***
     3.35 %     3.91 %

*     Total 65+ Population Divided by Total 65+ Households

**     No. of assisted living units (includes dementia) in primary market area. 2007 figure accounts for 25 percent new or forecast competition

***     Required Residents divided by Available Persons

Source: Claritas, Inc.

Based on the data, the indicated penetration rate for the subject in 2002 is 3.35 percent. The projected growth of 25 percent in the unit supply in the next five years indicates a penetration rate of 3.91 percent in 2007.

     
VALUATION SERVICES 43 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Based on the market classification chart presented earlier, penetration rates of up to 3.9 percent were classified for good markets, 4.0 to 6.9 percent signifies the market is at equilibrium, 7.0 to 9.9 percent indicates a market is nearing saturation and rates above 10 percent signify the market is saturated.

The subject’s indicated penetration rate for 2002 signifies that there is good demand in the primary market area. Even assuming a 25 percent increase in supply over the next five years indicates good demand in the primary market area.

Conclusion

Overall, these findings suggest that there appears to be good demand for the subject facility in the primary market area from both the general population base and the project specific targeting. Based on the current inventory, the subject’s primary market area is not close to reaching a saturation point. Also, the lack of rent concessions is positive. Further, current statistics appear to be leaning towards a greater spend down of assets by the elderly and that traditional income levels may be conservative. With this in mind, and based on the indicated penetration rate of 3.35 percent for the general population, there appears to be an adequate marketplace for the subject facility.

Market Rate Comparisons

On the following pages are data sheets of the facilities we have compared with the subject. A map showing their location follows these pages. Exclusive of Hillcrest Inn, all of the facilities are noted as being located in the subject’s primary market area (PMA). Hillcrest Inn is located within the secondary market area (SMA).

     
VALUATION SERVICES 44 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE)

     
Senior Housing Rent No.   1
     
AlamaVia of Camarillo    
2500 Ponderosa Drive, North    
Camarillo, CA    
     
Property Type:   ALF
     
Verification:   Pat Muntz
    Community Relations Director
805-388-5277
10/27/03
                 
No. Units   Unit Types   Occupancy
 
 
  60    
Assisted Living Units
     95 %
  18    
Alzheimer Units/Beds
     95 %
 
         
 
  78    
Total Units/Beds
     95 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 2,770     to   $ 2,950       424     to     424       —     to     —       —     to     —  
Studio Alcove
     —     to     —-       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 3,080     to   $ 3,315       537     to     537       —     to     —       —     to     —  
Two-Bedroom
     —     to     —       —     to     —       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
   $ 700     to   $ 700                               —     to     —                          
Additional Personal Care
     —     to     —                               —     to     —                          
Community Fee
   $ 1,500     to   $ 1,500                                                                          
                 
Basic Service Care Package:           Additional Care:    
Meals:   3       Care Hours Included in Base Rate:    
Utilities:   Water/Sewer   X   Additional Personal Care Charges   Points Ala Carte Levels
    Electricity   X        
    Cable TV   X        
    Telephone       Incontinence Care:   Yes
Housekeeping:   Weekly   X   Dressing Assistance:   Yes
Activities:   Daily   X   Bathing Assistance:   Yes
Transportation:   Bus Van Limo   X   Medication Assistance:   Yes
Security (Hrs):   24   X   Alzheimer Dementia Area:   Secured
Nursing Staff:   CNA RN LPN   X        

Improvement Description

                         
Year Opened   2001   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   2       Library   X   Laundry   X
Site Suitability   Good                    
Construction Quality   Good   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco       Pvt Bath   X   Shared Bath   No
Roofing   Shingles       Kitchenettes   Yes        
Building Area (Sq. Ft.)   N/A                    
Condition   Good   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki   No            
     
Remarks:   Almavia of Carmarillo is located approximate four miles east of the subject. Facility is owned by Elder Care Alliance. The site is suitable for senior housing development. Visibility is and access is good. This facility offers assisted living and Alzheimer care.
             
VALUATION SERVICES     45     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

COMPETITIVE MARKET ANALYSIS

(PICTURE)

Senior Housing Rent No. 2

Wilshire/Heritage House
903 Carmen Drive
Camarillo, CA

     
Property Type:   ALF
     
Verification:   Marketing Director
    805-484-2777
    10/27/03
                     
No. Units   Unit Types   Occupancy
 
 
 
123
     Assisted Living Units     93 %
  0     Alzheimer Units/Beds     0 %
 
         
 
 
123
     Total Units/Beds     93 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 1,950     to   $ 1,950       235     to     300       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 2,750     to   $ 2,750       450     to     450       —     to     —       —     to     —  
Two-Bedroom
     —     to     —       —     to     —       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
     —     to     —                               —     to     —                          
Additional Personal Care
     —     to     —                               —     to     —                          
Community Fee
     —     to     —                                                                          
                 
Basic Service Care Package:           Additional Care:    
Meals:   3       Care Hours Included in Base Rate:    
Utilities:   Water/Sewer   X   Additional Personal Care Charges    
    Electricity   X        
    Cable TV   X        
    Telephone       Incontinence Care:   Yes
Housekeeping:   Weekly Bi-Weekly   X   Dressing Assistance:   Yes
Activities:   Daily   X   Bathing Assistance:   Yes
Transportation:   Bus Van Limo   X   Medication Assistance:   Yes
Security (Hrs):   24   X   Alzheimer Dementia Area:   No
Nursing Staff:   CNA RN LPN   X        

Improvement Description

                             
Year Opened     1974     Common Area   Lobby   X   Dining Room   X
Construction Type     Wood Frame         Activity   X   Salon   X
Floors     2         Library   X   Laundry   X
Site Suitability     Average                      
Construction Quality     Average     Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding     Stucco         Pvt Bath   X   Shared Bath   No
Roofing     Shingles         Kitchenettes   Yes        
Building Area (Sq. Ft.)     N/A                      
Condition     Average     HVAC System   Central/Wall Units            
Effective Age (Yrs):     N/A     Covered Parki   No            
     
Remarks:   This is a large assisted living facility located in Carmarillo. The facility offers only assisted living. The site is suitable for senior housing development. Visibility is and access is good. This facility offers only assisted living care.
     
VALUATION SERVICES 46 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE)

Senior Housing Rent No. 3

Brighton Gardens Assisted Living
6000 Santa Rosa Road
Camarillo, CA

     
Property Type:   ALF/ALZ
     
Verification:   Sales Manager
    805-388-8086
    10/27/03
                     
No. Units   Unit Types   Occupancy
 
 
 
90
     Assisted Living Units     88 %
 
30
     Alzheimer Units/Beds     100 %
 
         
 
 
120
     Total Units/Beds     91 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
   $ 2,000     to   $ 2,740       400     to     400       —     to     —       —     to     —  
Studio
   $ 2,830     to   $ 3,470       400     to     400       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 3,590     to   $ 3,800       510     to     510       —     to     —       —     to     —  
Two-Bedroom
     —     to     —       —     to     —       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
   $ 800     to   $ 800                               —     to     —                          
Additional Personal Care
   $ 243     to   $ 1,460                               —     to     —                          
Community Fee
   1 Mo. Rent   to   1 Mo. Rent                                                                        
                 
Basic Service Care Package:           Additional Care:    
Meals:   3       Care Hours Included in Base Rate:   0.5
Utilities:   Water/Sewer   X   Additional Personal Care Charges   Levels
    Electricity   X        
    Cable TV   X        
    Telephone       Incontinence Care:   Yes
Housekeeping:   Weekly   X   Dressing Assistance:   Yes
Activities:   Daily   X   Bathing Assistance:   Yes
Transportation:   Bus Van Limo   X   Medication Assistance:   Yes
Security (Hrs):   24   X   Alzheimer Dementia Area:   Secured
Nursing Staff:   CNA RN LPN   X        

Improvement Description

                             
Year Opened     2000     Common Area   Lobby   X   Dining Room   X
Construction Type     Wood Frame         Activity   X   Salon   X
Floors     2         Library   X   Laundry   X
Site Suitability     Good                      
Construction Quality     Good     Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding     Stucco         PvtBath   X   Shared Bath   No
Roofing     Shingles         Kitchenettes   Yes        
Building Area (Sq. Ft.)     N/A                      
Condition     Good     HVAC System   Central/Wall Units            
Effective Age (Yrs):     N/A     Covered Parki   No            
     
Remarks:   Brighton Gardens is located approximately 6 miles east of the subject. This facility was owned and operated by Marriott until March 2003 when it was acquired by Sunrise Assisted Living. This property offers three levels of care, assisted living, Alzheimer’s and skilled nursing. The site is suitable for senior housing development. Visibility and access is good. Adjacent development is complimentary.
     
VALUATION SERVICES 47 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

(PICTURE)

Senior Housing Rent No. 4

Hillcrest Inn
405 Hodencamp Road
Thousand Oaks, CA

     
Property Type:   ALF
     
Verification:   Marianne Knight
    Sales and Marketing Director
    805-373-0606
    10/27/03
                     
No. Units   Unit Types   Occupancy
 
 
 
138
     Assisted Living Units         100 %
  0     Alzheimer Units/Beds         0 %
 
         
 
 
138
     Total Units/Beds         100 %

Rent Schedule

                                                                                                 
    Assisted Living   Unit Size   Dementia   Unit Size
Unit Description   Monthly Rent Range   Range   Monthly Rent Range   Range
Semi-Private
     —     to     —       —     to     —       —     to     —       —     to     —  
Studio
   $ 2,600     to   $ 2,600       340     to     340       —     to     —       —     to     —  
Studio Alcove
     —     to     —       —     to     —       —     to     —       —     to     —  
One-Bedroom
   $ 3,000     to   $ 3,300       409     to     483       —     to     —       —     to     —  
Two-Bedroom
   $ 3,650     to   $ 3,650       612     to     612       —     to     —       —     to     —  
Cottage/Villa
     —     to     —       —     to     —       —     to     —       —     to     —  
2nd Occupant Rent
     —     to     —                               —     to     —                          
Additional Personal Care
     —     to     —                               —     to     —                          
Community Fee
     —     to     —                                                                          
                 
Basic Service Care Package:           Additional Care:    
Meals:   3       Care Hours Included in Base Rate:   0.5
Utilities:   Water/Sewer   X   Additional Personal Care Charges   Points and Levels
    Electricity   X        
    Cable TV   X        
    Telephone       Incontinence Care:   Yes
Housekeeping:   Weekly Bi-Weekly   X   Dressing Assistance:   Yes
Activities:   Daily   X   Bathing Assistance:   Yes
Transportation:   Bus Van Limo   X   Medication Assistance:   Yes
Security (Hrs):   24   X   Alzheimer Dementia Area:   No
Nursing Staff:   CNA RN LPN   X        

Improvement Description

                         
Year Opened   1988   Common Area   Lobby   X   Dining Room   X
Construction Type   Wood Frame       Activity   X   Salon   X
Floors   2       Library   X   Laundry   X
Site Suitability   Good                    
Construction Quality   Average   Unit Amenities   Call System   X   Fire Detectors   X
Exterior Siding   Stucco       Pvt Bath   X   Shared Bath   X
Roofing   Shingles       Kitchenettes   Yes        
Building Area (Sq. Ft.)   N/A                    
Condition   Average   HVAC System   Central/Wall Units            
Effective Age (Yrs):   N/A   Covered Parki   No            
     
Remarks:   Hillcrest Inn is a sister facility of the subject and is located approximately 13 miles east of the subject. This property is owned and operated by ARV Assisted Living. The site is suitable for senior housing development. Visibility and acces is good. Adjacent development is complimentary.
     
VALUATION SERVICES 48 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

RENT COMPARABLE MAP

(RENT COMPARABLE MAP)

     
VALUATION SERVICES 49 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

Direct Comparisons

As a basis for comparing the subject’s asking rental rates to the comparables shown in the previous summary, we have classified each comparable in relation to the subject as either similar, inferior, or superior. The overall classification was based on the five primary factors (aside from pricing) used by potential residents in choosing an assisted living facility. These factors are based on our discussions with hundreds of marketing directors and administrators across the nation. The five main factors in order of importance are as follows: reputation for quality care or social status of the facility; age and condition of the building; unit sizes; amenities and planned activities; and location.

Based on our physical inspection of the comparables and the subject, discussion with local market participants, and interviews with marketing directors, we have classified the comparables as follows:

     
Rental No.   Comparison To Subject
 
1   Similar
2   Inferior
3   Superior
4   Similar

Rental Rate Analysis

The assisted living rates at Villa Las Posas include three meals per day, weekly housekeeping/laundry, utilities (except for telephone), activities and scheduled transportation.

A summary of the asking or street rents for the subject, as well as the rates for the competitive properties are shown below.

Studio Units – Assisted Living

The following chart indicates the asking rates for assisted living studio units at the subject, as well as the comparables:

Studio Units - AL

                                                 
                                                 
Facility Name   Unit Size (SF)   Rental Range
 
 
AlamaVia of Camarillo
     424       -       424     $ 2,770       -     $ 2,950  
Wilshire/Heritage House
     235       -       300     $ 1,950       -     $ 1,950  
Brighton Gardens Assisted Living
     400       -       400     $ 2,830       -     $ 3,470  
Hillcrest Inn
     340       -       340     $ 2,600       -     $ 2,600  
SUBJECT
     380       -       402     $ 2,200       -     $ 2,850  
Range (Excluding Subject)
     235       -       424     $ 1,950       -     $ 3,470  

The comparables indicate a range of asking rents from $1,950 to $3,470 per month, with the subject’s asking rent of $2,200 to $2,850 per month falling within the indicated range. According

     
VALUATION SERVICES 50 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COMPETITIVE MARKET ANALYSIS

to the rent roll, actual rents being paid for a studio apartment at the subject range from $1,600 to $2,850 with an average rate of $2,456 per month. The current average asking rent at the subject is $2,525 per month for a studio unit. Based on the subject’s historical performance as well local market conditions, a monthly rent of $2,500 per month has been used in our analysis for studio units.

One-Bedroom Units – Assisted Living

The following chart indicates the asking rates for assisted living one-bedroom units at the subject, as well as the comparables:

One-Bedroom Units - AL

                                                 
                                                 
Facility Name   Unit Size (SF)   Rental Range
 
 
AlamaVia of Camarillo
     537       -       537     $ 3,080       -     $ 3,315  
Wilshire/Heritage House
     450       -       450     $ 2,750       -     $ 2,750  
Brighton Gardens Assisted Living
     510       -       510     $ 3,590       -     $ 3,800  
Hillcrest Inn
     409       -       483     $ 3,000       -     $ 3,300  
SUBJECT
     504       -       507     $ 2,850       -     $ 3,650  
Range (Excluding Subject)
     409       -       537     $ 2,750       -     $ 3,800  

The comparables indicate a range of asking rents from $2,750 to $3,800 per month, with the subject’s asking rent of $2,850 to $3,650 per month falling within the indicated range. According to the rent roll, actual rents being paid for a one-bedroom apartment at the subject range from $2,400 to $3,650 with an average rate of $3,201 per month. The current average asking rent at the subject is $3,250 per month. Based on the subject’s historical performance as well local market conditions, a monthly rent of $3,200 per month has been used in our analysis for one-bedroom units.

Summary/Conclusion

The subject is one of several competing facilities in the marketplace and offers assisted living units. The subject’s occupancy level over the last several years has been consistently high with the exception of 2002. The subject rates are generally at the lower end of the range indicated by the competition along with its sister facility although it appears to be reflective of market rates. Concessions are not prevalent in the marketplace. The subject’s current occupancy of 97 percent reflects its ability to continue to attract, as well as retain residents and suggests that there is a good marketplace for this type of facility and which should continue into the foreseeable future.

     
VALUATION SERVICES 51 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SITE DESCRIPTION

         
Location:   24 Las Posas Road
Camarillo, Ventura County, California

The site is located at the southeast corner of the Las Posas Road and Crestview Avenue in the city of Camarillo.		    
         
Shape:   Irregular    
         
Topography:   Below street grade and sloping to the south.    
         
Land Area:   3.0400 gross acres (3.0413 net acres)
132,47837 gross square feet (132,478 net square feet)		    
         
Frontage, Access, Visibility:   The subject site has 833 feet of frontage along Las Posas Road (approximately 333 feet to the west; 500 fee to the north) with irregular depth. The site is a corner parcel and access is provided via curb cuts on the south side of Las Posas Road. Visibility and access is considered good.    
         
Soil Conditions:   We did not receive nor review a soil report. However, we assume that the soil’s load-bearing capacity is sufficient to support existing and/or proposed structure(s). We did not observe any evidence to the contrary during our physical inspection of the property. Drainage appears to be adequate.    
         
Utilities        
         
    Water:   City of Camarillo    
         
    Sewer:   Camarillo Sanitary District    
         
    Electricity:   Southern California Edison Company    
         
    Gas:   Southern California Gas Company    
         
    Telephone:   Pacific Bell    
         
Site Improvements:   The site improvements include asphalt paved parking areas, concrete walkways, landscaping, yard lighting and drainage.    
         
Land Use Restrictions:   We were not given a title report to review. We do not know of any easements, encroachments, or restrictions that would adversely affect the site’s use. However, we recommend a title search to determine whether any adverse conditions exist.    
         
Flood Map:   National Flood Insurance Rate Map Community Map 065020 0001B, effective date September 29, 1986.    
         
Flood Zone:   Flood Zone B-Areas outside of the 100-and 500-year floodplains. An underground flood control easement crosses the southeastern portions of the site and this easement is located in Flood Zone B. Flood insurance is not required.    
         
Wetlands:   We were not given a Wetlands survey. If subsequent engineering data reveal the presence of regulated wetlands, it could materially affect property value. We did not note any presence of wetlands during our inspection We recommend a wetlands survey by a competent engineering firm.    
     
VALUATION SERVICES 52 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SITE DESCRIPTION

     
Seismic Hazard:   The site is located in a Special Study Zone as established by California’s Alquist-Priolo Geological Hazards Act. Several earthquake faults crisscross Camarillo and could impact the subject; the subject has been built to comply with all local seismic code requirements.
     
Hazardous Substances:   We observed no evidence of toxic or hazardous substances during our inspection of the site. However, we are not trained to perform technical environmental inspections and recommend the services of a professional engineer for this purpose.
     
Overall Functionality:   The subject site is functional for the current use.
     
VALUATION SERVICES 53 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

The following description of improvements is based upon our physical inspection of the improvements along with our discussions with the Executive Director. Please refer to the floor plans in the Addenda.

The facility was constructed in 1997 and contains 88,368 square feet of gross building area within one, three-story building. The facility contains 123 units and is licensed for 140 beds. The unit mix for the development is as follows.

Villa Las Posas

                                 
            Unit   Ave.        
    No.   Size   Unit   Total
Description   Units   Sq.Ft.   Sq.Ft.   Sq.Ft.
 
 
 
 
Assisted Living
                                
Studio
     79       380-402       400       31,600  
One-Bedroom
     44       504-507       505       22,220  
 
    
     
     
     
 
Totals
     123               438       53,820  
 
    
     
     
     
 

The subject’s main entrance is located on the second level of the facility due to the slope of the site. This main level contains the main entrance and lobby, administrative offices, wellness center, living room, private dining room, employee lounge, beauty salon, recreation room, activity room, two public restrooms and resident units. The second or top floor contains the main dining room, a private dining room, commercial kitchen, activity room, and resident units. The “lower level” includes resident units as well as mechanical and storage rooms. Access to all of the floors is provided by two elevators and three stairwells.

General Description

         
Year Built:     1997  
         
Number of Buildings:     One  
         
Number of Stories:     Three  
         
Gross Building Area:     88,368 square feet  
         
Number of Units:     123  
         
Number of Licensed Beds:     140  
         
Design and Functionality:     The building is an assisted living property of good quality construction. The improvements have good appeal to prospective assisted living residents.  
         
Amenities:     Dining Room, Private Dining Room, Living Room, Wellness Center, Sitting Areas, Administrative Offices, Activity Rooms, Resident Laundry, Commercial Laundry, Kitchen, Beauty Salon, Library, Enclosed Courtyard.  
     
VALUATION SERVICES 54 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

Construction Detail

     
Basic Construction:   Wood frame
     
Foundation:   Poured concrete slab
     
Framing:   Wood wall construction.
     
Floors:   Reinforced concrete poured over gravel. The upper floor is bridged by wood stud floor beams.
     
Exterior Walls:   The exterior facade of the building consists of stucco.
     
Roof Cover:   Wood truss roofing system covered clay tile.
     
Windows:   Units have thermal windows in aluminum vinyl frames. The windows are single pane with sliders.

Mechanical Detail

     
Heating:   The common areas of the building is heated and cooled by common gas fired HVAC systems. All of the units have “through wall” HVAC units
     
Plumbing:   The plumbing system is assumed to be adequate for existing use and in compliance with local law and building codes. The plumbing system is typical of other assisted living properties in the area with a combination of copper supply lines and plastic or cast iron waste and vent lines throughout the improvements.
     
Electrical Service:   Electricity for the building is obtained through low voltage underground power lines. Electrical service appears adequate.
     
Emergency Power:   The building’s electrical system is backed by one emergency natural gas generator serving all building safety and support systems.
     
Elevator Service:   The building contains two elevators.
     
Fire Protection:   The building is fire sprinklered. Each apartment has electric smoke detectors in compliance with local code.
     
Security:   Resident call systems in all of the resident living areas and bathrooms, as well as emergency battery back-up lighting system and corridor handrails on both sides.

Interior Detail

     
Layout:   The building is designed in an irregular shape. The resident living units include all studios and one-bedroom, all of which have kitchenettes. The kitchenette consists of a sink, microwave, small refrigerator, countertop and cabinets. All units have baths with a sink, toilet and prefabricated shower stalls.

Overall, the unit sizes and layouts are typical for assisted living. Reference is made to the unit and floor plans in the Addenda.
     
Floor Covering:   Carpet in the unit with sheet vinyl tile in the bathroom.
     
VALUATION SERVICES 55 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

     
Walls:   Painted and textured gypsum board.
     
Ceilings:   Acoustical tile.
     
Bathrooms:   Each resident unit is equipped with a full bathroom. All bathrooms consist of a walk-in shower with wall-mounted showerhead, toilet and sink and sheet vinyl floor covering, and a combination wall papered gypsum board walls.
     
Kitchen Facilities:   All meals for the residents are prepared in a central kitchen. Equipment includes a gas range, steel hood with fire suppression system, dishwashers, stainless steel preparation tables, walk-in coolers and walk-in freezers.

Site Improvements

     
Parking:   86 spaces (0.70: Unit).
     
Onsite Landscaping:   A variety of trees, shrubbery and grass.
     
Other:   Other site improvements include paved asphalt parking areas, concrete walkways, landscaping, yard lighting and drainage as well as fencing.

Summary

     
Condition:   The subject improvements are in good condition. The improvements have been well maintained and provide a good appearance relative to competing buildings within its market. The improvements were upgraded in 2000.

We did not inspect the roof of the building or make a detailed inspection of the mechanical systems. The appraisers, however, are not qualified to render an opinion as to the adequacy or condition of these components. The client is urged to retain an expert in this field if detailed information is needed about the adequacy and condition of mechanical systems.
     
Quality:   The overall quality of the improvements is rated as good and is consistent with the competition in the market area.
     
Layout & Functional Plan:   Good. The facility is considered to be functional for its current use. There are adequate common areas and units are considered to be comparable too most competing projects within the area. The furnishings and fixtures appear to be of good quality. The living area of the facility equates to around 60 percent of the total area. This equates to around 40 percent of the facility being designated common area, somewhat similar to today’s design of around 40 percent to 60 percent common area.
     
Year Built:   1997
     
Effective Age:   5 years
     
Expected Economic Life:   50 years
     
Remaining Economic Life:   45 years
     
VALUATION SERVICES 56 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

IMPROVEMENTS DESCRIPTION

Americans With Disabilities Act

The Americans With Disabilities Act (ADA) became effective January 26, 1992. We have not made, nor are we qualified by training to make, a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey and a detailed analysis of the requirements of the ADA could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since we have not been provided with the results of a survey, we did not analyze the results of possible non-compliance.

Hazardous Substances

We are not aware of any potentially hazardous materials (such as formaldehyde foam insulation, asbestos insulation, radon gas emitting materials, or other potentially hazardous materials), which may have been used in the construction of the improvements. However, we are not qualified to detect such materials and urge the client to employ an expert in the field to determine if such hazardous materials are thought to exist.

     
VALUATION SERVICES 57 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

REAL PROPERTY TAXES AND ASSESSMENTS

Taxes are levied against all real property in this locale for the purpose of providing funding for the various municipalities. The amount of ad valorem taxes is determined by the current assessed value for the property in conjunction with the total combined tax rate for the municipalities. The property is subject to the taxing jurisdiction of Ventura County. The assessors’ parcel identification number is 164-0-111-065.

Under the provisions of Article XIIIA of the California Tax and Revenue Code, properties are assessed their market value as of March 1, 1975, the base year lien date. This value may be increased only 2.0 percent per year, with few exceptions. Events such as a transfer of ownership, or significant new construction will trigger a reassessment of the property. The county assessor usually accepts the sale price, or the cost of improvements, in calculating assessed value. Assessed values are usually poor indicators of actual market value and are useful only to estimate effective tax rates.

The 2003 calendar fiscal tax year is the most recent year for both assessed value and tax information for the subject. This data is shown below.

Current Tax Calculation

         
 
Tax Year   2002 -2003
 
Improvement Assessed Value
   $ 8,444,852  
Plus Land
   $ 2,477,440  
Plus Personal Property
   $ 551,600  
 
    
 
R. P. Assessed Value
   $ 11,473,892  
Assessment Ratio
     100 %
Tax Rate
     1.0864756  
Per
   $ 100  
Real & P. P. Taxes
   $ 124,661  
Total Assessed Value P S F
   $ 1.41  
Estimated Taxes Per Bed
   $ 1,014  

The definition of market value used in this report assumes a sale of the property. If the property were sold, it would be reassessed according to the county assessor’s opinion of its market value, which is typically the sale price. The current assessment of the property of $11,473,892 is considered reasonable based on our market value estimates (after accounting for any business value, if any). For our Year 1 proforma, we have increased the current taxes. Property taxes of $130,000 rounded will be utilized reflected in our proforma model in the Income Capitalization Approach.

     
VALUATION SERVICES 58 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

ZONING

The property is zoned RPD-20 by the City of Camarillo. This is a residential planned district allowing 20 units per acres. This zoning district allows construction of senior housing with a conditional use permit, which was approved for the subject site in 1989 (CUP 103). The subject improvements are a legal nonconforming land use.

We are not experts in the interpretation of complex zoning ordinances but the property appears to be a conforming use based on our review of public information. The determination of compliance is beyond the scope of a real estate appraisal.

We know of no deed restrictions, private or public, that further limit the subject property’s use. The research required to determine whether or not such restrictions exist, however, is beyond the scope of this appraisal assignment. Deed restrictions are a legal matter and only a title examination by an attorney or title company can usually uncover such restrictive covenants. Thus, we recommend a title search to determine if any such restrictions do exist.

     
VALUATION SERVICES 59 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

HIGHEST AND BEST USE

Definition Of Highest And Best Use

According to The Dictionary of Real Estate Appraisal, Third Edition (1993), a publication of the Appraisal Institute, the highest and best use is defined as:

    The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum profitability.

Highest And Best Use Criteria

We evaluated the site’s highest and best use both as currently improved and as if vacant. In both cases, the property’s highest and best use must meet four criteria described above.

Legally Permissible

The first test concerns permitted uses. According to our understanding of the zoning ordinance, noted earlier in this report, the site may legally be improved with structures that accommodate residential uses. Aside from the site’s zoning and regulations, we are not aware of any legal restrictions that limit the potential uses of the subject.

Physically Possible

The second test is what is physically possible. As discussed in the “Property Description,” the site’s size, soil, topography, etc. do not physically limit its use. The subject site is of adequate shape and size to accommodate almost all urban land uses.

Financial Feasibility and Maximal Productivity

The third and fourth tests are, respectively, what is feasible and what will produce the highest net return. After analyzing the physically possible and legally permissible uses of the property, the highest and best use must be considered in light of financial feasibility and maximum productivity. For a potential use to be seriously considered, it must have the potential to provide a sufficient return to attract investment capital over alternative forms of investment. A positive net income or acceptable rate of return would indicate that a use is financially feasible.

As stated in the Competitive Market Analysis section, population, income and age statistics would indicate that demand for senior living options in the subject area is considered good. This relates to the economic feasibility of developing a property similar to the subject. The stabilized facilities in the subject’s market area are exhibiting occupancies above 90 percent. As such, market conditions for senior living in the subject’s primary market area is considered adequate .

Highest and Best Use of Site As Though Vacant

Considering the subject site’s size, configuration and topography, location among other assisted living properties and state of the local assisted living market, it is our opinion that the Highest and Best Use of the subject site as though vacant is multi-family residential property developed to the highest density possible.

     
VALUATION SERVICES 60 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

HIGHEST AND BEST USE

Highest and Best Use of Property As Improved

According to the Dictionary of Real Estate Appraisal, highest and best use of the property as improved is defined as:

    The use that should be made of a property as it exists. An existing property should be renovated or retained as is so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one.

As discussed, an assisted living facility exists on the site. The design, layout, as well as average unit size of the facility is good and there is no functional obsolescence in the improvements. As will be demonstrated in the Sales Comparison Approach and the Income Capitalization Approach, the operating characteristics of an assisted living facility represents a viable facility from a revenue-producing standpoint.

Alternative uses for the existing improvements, however, would be limited due to the overall design (smaller rooms and limited cooking facilities). As a result, any conversion to an alternative use would be costly.

It is our opinion that the existing complex adds value to the site as if vacant, and rent levels of existing leases encumbering the subject property would dictate a continuation of the current use. Therefore, it is our opinion that the Highest and Best Use of the subject property as improved is as it is currently utilized as an assisted living facility.

     
VALUATION SERVICES 61 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

VALUATION PROCESS

Methodology

There are three generally accepted approaches available in developing an opinion of value: the Cost, Sales Comparison and Income Capitalization approaches. We have considered and analyzed each in this appraisal to develop an opinion of the market value of the subject property, because this is a complete appraisal. In appraisal practice, an approach to value is included or eliminated based on its applicability to the property type being valued and the quality of information available. Each approach is discussed below, and applicability to the subject property is briefly addressed in the following summary.

Land Value

Developing an opinion of land value is typically accomplished via the Sales Comparison Approach by analyzing sites of comparable utility adjusted for differences, to indicate a value for the subject parcel. Valuation is typically accomplished using a unit of comparison such as price per square foot or acre. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of nontypical conditions affecting the sales price.

Cost Approach

The Cost Approach is based upon the proposition that an informed purchaser would pay no more for the subject than the cost to produce a substitute property with equivalent utility. This approach is particularly applicable when the property being appraised involves relatively new improvements, which represent the highest and best use of the land; or when relatively unique or specialized improvements are located on the site, for which there exist few sales or leases of comparable properties.

In the Cost Approach, the appraiser forms an opinion of the cost of all improvements, depreciating them to reflect value loss from physical, functional and external causes. Land value, entrepreneurial profit and depreciated improvement costs are then added for a total value.

Sales Comparison Approach

The Sales Comparison Approach utilizes sales of comparable properties, adjusted for differences, to indicate a value for the subject property. Valuation is typically accomplished using a unit of comparison such as price per square foot, effective gross income multiplier or net income multiplier. Adjustments are applied to the units of comparison from an analysis of comparable sales, and the adjusted unit of comparison is then used to derive a total value.

The reliability of this approach is dependent upon (a) the availability of comparable sales data; (b) the verification of the sales data; (c) the degree of comparability; (d) the absence of nontypical conditions affecting the sales price.

Income Capitalization Approach

This approach first determines the income-producing capacity of a property by utilizing contract rents on leases in place and by estimating market rent from rental activity at competing properties. Deductions then are made for vacancy and collection loss and operating expenses. The resulting net operating income is capitalized at an overall capitalization rate to derive an

     
VALUATION SERVICES 62 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

VALUATION PROCESS

opinion of value. The capitalization rate represents the relationship between net operating income and value.

Related to the Direct Capitalization Method is the Discounted Cash Flow Method. In this method, periodic cash flows (which consist of net operating income less capital costs) and a reversionary value are developed and discounted to a present value using an internal rate of return that is determined by analyzing current investor yield requirements for similar investments.

The reliability of the Income Capitalization Approach depends upon whether investors actively purchase the subject property type for income potential, as well as the quality and quantity of available income and expense data from comparable investments.

Summary

This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The valuation process is concluded by analyzing each approach to value used in the appraisal. When more than one approach is used, each approach is judged based on its applicability, reliability, and the quantity and quality of its data. A final value opinion is chosen that either corresponds to one of the approaches to value, or is a correlation of all the approaches used in the appraisal.

     
VALUATION SERVICES 63 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

We used the Sales Comparison Approach to develop an opinion of land value. In this method, we analyzed prices buyers have recently paid for similar sites in this area, as well as examined current offerings. In making comparisons, we adjusted the sale prices for differences between this site and the comparable sites. We present on the following pages a summary of pertinent details of sites recently sold that we compared to the site appraised.

In the valuation of the subject’s fee simple interest, the Sales Comparison Approach has been used to establish prices being paid for comparably zoned land. The most widely used and market oriented unit of comparison for properties with characteristics similar to those of the subject is the sale price per square foot of land area. All transactions utilized in this analysis are computed on this basis.

Real estate developers make qualitative and quantitative judgments in the acquisition of a site with development potential such as the subject property. Subjectively, a developer considers the nature of surrounding land uses and proximity to complimentary services to a potential project. Objectively, the physical and functional attributes of the site, and the cost of preparing it for construction must be calculated. Lying between these two considerations are the many aesthetic and economic factors, which come to influence the final product.

The major elements of comparison for analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its utility and the physical characteristics of the property.

     
VALUATION SERVICES 64 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

LAND SALES MAP

(LAND SALES MAP)

     
VALUATION SERVICES 65 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

SUMMARY OF LAND SALES

                                                         
            Price   Site SqFt   Zoning       $/SqFt        
           
 
 
  Public Utilities  
       
No.   Location   Date   Site Acres   Utility*   Units   $/Unit   COMMENTS
 
 
 
 
 
 
 
1
   Reino Road/ south of Kimber Dr.   $ 3,049,500     466,528 SF   RPD   Yes   $ 6.54     Intended use to construct
 
   Newbury Park, CA     1/03     10.7100 Ac   Average     N/A       N/A     single family residences
2
   195 Park Lane   $ 3,200,000     412,949 SF   CPD   Yes   $ 7.75     Intended use to construct
 
   Moorpark, CA     9/02     9.4800 Ac   Average     190     $ 16,842     190-unit senior apartment complex.
3
   367 E Thousand Oaks Blvd.   $ 1,200,000     79,889 SF   PL   Yes   $ 15.02     Intended use to construct
 
   Thousand Oaks, CA     12/02     1.8340 Ac   Average     57     $ 21,053     57-unit senior apartment complex.
4
   2851 N. Vineyard Ave.   $ 750,000     67,945 SF   C2PD   Yes   $ 11.04     Intended use to construct
 
   Oxnard     6/02     1.5598 Ac   Good     N/A       N/A     multi-familyu housing.
                                         
    Price   Site SqFt   Zoning       $/SqFt
   
 
 
  Utilities  
    Date   Site Acres   Utility*   Units   $/Unit
   
 
 
 
 
Survey Low
   $ 750,000     67,945 SF     N/A       N/A     $ 6.54  
Survey High
   $ 3,200,000     466,528 SF     N/A       N/A     $ 15.02  
Average
   $ 2,049,875     256,828 SF     N/A       N/A     $ 10.09  
 
    
   
     
     
     
 
Survey Low
     6/02     1.5598 Ac     N/A       57     $ 16,842  
Survey High
     1/03     10.7100 Ac     N/A       190     $ 21,053  
Average
     10/02     5.8960 Ac     N/A       124     $ 18,947  
 
    
   
     
     
     
 
Subject Property
             132,478     RPD 20   Yes     N/A  
 
             3.0413     Good     123       N/A  

*Utility includes shape, access, frontage and visibility.

     
VALUATION SERVICES 66 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

Adjustment Process

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. No adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between June 1, 2002 and January 1, 2003. The market has changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. A senior housing location is dependent on its visibility and access, as well as proximity to transportation and support services. The subject property is considered to exhibit a good location and visibility and it has good access. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Size

The size adjustment generally reflects the inverse relationship expressed between unit price and lot size. Smaller lots tend to sell for higher unit prices than larger lots, and vice versa. Hence, positive adjustments were made to larger land parcels, and negative adjustments were made to smaller land parcels. Each comparable was adjusted accordingly.

Public Utilities

All of the sales, like the subject, had full access to public utilities at the time of sale; therefore, no adjustments for this characteristic were required.

Utility

The subject property has good utility. The parcel is adequately shaped to accommodate a typical building, and it has good access, frontage and visibility. When a comparable is considered to have superior or inferior utility, an adjustment was made.

     
VALUATION SERVICES 67 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

LAND VALUATION

Other

In some cases, other variables will impact the price of a transaction. Some examples would include soil or slope conditions, restrictive zoning, easements, wetlands or external influences. In our analysis of the comparables we found that no unusual conditions existed at the time of sale. As a result, no adjustments were required.

A summary of our land sale adjustments is presented below.

LAND SALE ADJUSTMENT GRID

                                                 
            Economic Adjustments (Cumulative)        
            Property   Financing &                        
    $/SqFt   Rights   Conditions   Exp. After   Market*        
No.   Date   Conveyed   of Sale   Purchase   Conditions   Subtotal
 
 
 
 
 
 
1
   $ 6.54     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 6.54  
 
     1/03       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
2
   $ 7.75     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 7.75  
 
     9/02       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
3
   $ 15.02     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 15.02  
 
     12/02       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %
4
   $ 11.04     Fee Simple/Mkt.   Arms-Length   None   Similar   $ 11.04  
 
     6/02       0.0 %     0.0 %     0.0 %     0.0 %     0.0 %

[Additional columns below]

[Continued from above table, first column(s) repeated]

                                                                 
            Property Characteristic Adjustments (Additive)                
    $/SqFt                   Public                   Adj.        
No.   Date   Location   Size   Utilities   Utility**   Other   $/SqFt   Overall
 
 
 
 
 
 
 
 
1
   $ 6.54     Inferior   Similar   Similar   Inferior   Similar   $ 10.46     Inferior
 
     1/03       50.0 %     0.0 %     0.0 %     10.0 %     0.0 %     60.0 %        
2
   $ 7.75     Inferior   Similar   Similar   Inferior   Similar   $ 12.40     Inferior
 
     9/02       50.0 %     0.0 %     0.0 %     10.0 %     0.0 %     60.0 %        
3
   $ 15.02     Inferior   Smaller   Similar   Inferior   Similar   $ 19.53     Inferior
 
     12/02       25.0 %     -5.0 %     0.0 %     10.0 %     0.0 %     30.0 %        
4
   $ 11.04     Inferior   Smaller   Similar   Inferior   Similar   $ 14.35     Inferior
 
     6/02       25.0 %     -5.0 %     0.0 %     10.0 %     0.0 %     30.0 %        

**Utility includes shape, access, frontage and visibility.

                                   
SUMMARY   Unadjusted   Adjusted
 
 
Price Range   $/SF Land           $/SF Land          
 
 
 
 
 
Low
   $ 6.54             $ 10.46          
 
High
   $ 15.02             $ 19.53          
 
Average
   $ 10.09             $ 14.18          
Net Adjustment Range (Additive Property Characteristics)
 
Low
     30.0 %                        
 
High
     60.0 %                        
 
Average
     45.0 %                        

Summary of Sales and Opinion of Site Value

After considering the differences between each comparable and the subject, the adjusted sales price range is $10.46 to $19.53 per square foot of site area. We have elected to conclude within this range and our opinion of land value indicated by the Sales Comparison Approach is:

         
    Sq.Ft.
   
Sq.Ft.:
     132,478  
Opinion of Value:
     X $17.00  
 
    
 
Indicated Land Value:
   $ 2,252,126  
Rounded Land Value:
   $ 2,300,000  
     
VALUATION SERVICES 68 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

COST APPROACH

Methodology

The Cost Approach is based on the principle of substitution, which states that no prudent person will pay more for a property than the cost of acquiring a site and constructing, without undue delay, an equally desirable and useful property. The steps have been outlined under the Valuation Process section of this report. We have previously developed an opinion of land value at $2,300,000.

Replacement Cost New (RCN)

In this section, we will estimate the replacement cost of the existing improvements. Generally, there are three methods of estimating replacement cost; 1) review of the actual/proposed costs of the subject, 2) review of construction costs of other similar type properties, and 3) estimating costs from published cost data sources. In the case of the subject, we were not not provided with actual construction costs for the improvements.

Marshall Valuation Service

As a check towards the above comparisons, we have estimated the replacement cost for the improvements from the Calculator Section in the Marshall Valuation Service, a nationally recognized publication containing construction costs for all types of improvements. Base costs in the Marshall Valuation Service are revised monthly and adjustment factors are provided to reflect regional and local cost variations.

Base Building Costs

The published costs include all direct costs for the base structure and tenant improvements, and the following indirect costs:

1.   Plans, specifications, and building permits, including engineer’s and architect’s fees;
 
2.   Interest on construction funds during the construction period;
 
3.   Sales taxes on materials; and
 
4.   Contractor’s overhead and profit, including worker’s compensation, fire and liability insurance, unemployment insurance, etc.

These base building costs, adjusted for any unique building characteristics and cost multipliers, are presented in the cost summary chart following this section.

Base Construction Costs

In referencing the Marshall Valuation Service cost manual, we have used base costs for a good quality Class D Multiple Residence – Elderly Assisted Living in Section 12/Page 16. The indicated base cost for the improvements is $69.09 per square. Based on the construction quality of the subject, we have concluded to a cost of $69.09 per square foot. Adjustments include $2.00 per square foot for sprinklers. Multiplier adjustments include 1.03 for current conditions, 1.15 for location, 1.00 for story height and .94 for perimeter.

Personal Property (Furniture, Fixtures and Equipment)

Based on the Marshall Valuation Service cost manual, the cost of furnishings, fixtures and equipment is estimated to be $5,500 per unit/bed or $676,500 for the 123 units.

     
VALUATION SERVICES 69 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

Site Improvement Costs

Site improvement costs are not included in our Base Building Cost opinion. These include landscaping, asphalt paving, walkways, etc. Site improvement costs are estimated to be $264,956.

Other Indirect Costs

Other indirect costs not included in the RCN of building and site improvements are developer overhead, property taxes, permanent loan fees, legal costs, developer fees, contingencies, and lease-up and marketing costs.

Research into these costs leads to the conclusion that an average property requires an allowance for other indirect costs of between 8.00 percent and 12.00 percent of RCN of building improvements plus site improvements. We have chosen to use 10 percent in our analysis.

Pre-Marketing/Stabilization Costs

Total costs to bring the property into production to a stabilized occupancy level include marketing and pre-marketing expenses, operating losses incurred during fill-up, promotional and public relations expenses, marketing consultants, and professional advertising through the various media. Based upon our knowledge of these expenses for similar facilities, and discussions with marketing specialists and consultants, we estimated the total costs to bring the property into production at stabilized occupancy to be approximately $676,500 or $$5,500 per unit. We note that this estimate presumes a healthy market and a competent marketing/management team.

Entrepreneurial Profit

Entrepreneurial profit represents the return to the developer for taking the construction and lease-up risk. Market conditions can influence entrepreneurial profit. Based upon our discussions with developers in the local market, this figure tends to range between 10.00 percent to 20.00 percent of total direct and indirect costs. We chose to use 15.00 percent.

     
VALUATION SERVICES 70 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

Accrued Depreciation

There are three sources of accrued depreciation:

     
Physical Deterioration:   The subject improvements were built in 1997. We have used the economic age-life method to develop an opinion of physical deterioration. In the Improvements Description section of this report, we developed an opinion that the effective age of the subject to be 5 years and the economic life to be 50 years. This results in a physical deterioration of 10.00 percent (effective age divided by economic life).
 
    The furniture, fixtures and equipment (FF&E). We have concluded that the effective age of the FF&E to be 5 years and the economic life to be 10 years. This results in a physical deterioration of 30.00 percent (effective age divided by economic life).
     
Functional Obsolescence:   Due to the fact that our RCN opinion considers the construction of the subject improvements utilizing modern materials and current standards, design and layout, functional obsolescence is not applicable. Therefore, functional obsolescence is zero percent.
     
External Obsolescence:   Based upon a review of the specific location of the subject as well as the local assisted living market, external obsolescence is zero percent.
     
Total Depreciation:   The sum of these elements of accrued depreciation is 10.00 percent for the improvements and 30.00 percent for the FF&E.

Conclusion

Please refer to the following page for our Cost Approach summary that concludes to a market value opinion as follows:

           
      Value
     
Cost Approach Conclusion
   $ 11,854,433  
Rounded
   $ 11,900,000  
 
Per Unit
   $ 96,748  
     
VALUATION SERVICES 71 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

COST APPROACH

COST APPROACH SUMMARY

                                             
                                        Total
        SqFt           $/SqFt   Total   Cost
       
         
 
 
REPLACEMENT COST NEW (RCN)
                                        
 
Building Base Cost
     88,368             $ 69.09     $ 6,105,345          
   
Sprinklers
     88,368             $ 2.00       176,736          
 
                    
     
         
   
Subtotal (GBA)
     88,368             $ 71.09     $ 6,282,081          
 
                            
         
 
Subtotal of Building Costs
                           $ 6,282,081          
 
Multipliers
                                        
   
Current Cost
                     1.030                  
   
Local Area
                     1.150                  
   
Perimeter (approximate; blended)
                     0.937                  
   
Building Height
                     1.000                  
   
Product of Multipliers
                             x 1.110          
 
                            
         
 
Adjusted Base Cost
                           $ 6,972,334          
 
Furnishings, Fixtures & Equipment
                                        
   
FF&E
   $ 5,500             $/Unit   $ 676,500          
 
                            
         
 
Total Furnishings, Fixtures & Equipment
                           $ 676,500          
 
Site Improvements
   $ 2.00             $/SqFt   $ 264,956          
 
                            
         
 
Total Direct Costs
                           $ 7,913,790          
   
Plus: Indirect Costs (% of Direct Costs)
     10.0 %                   $ 791,379          
 
                            
         
 
Subtotal Replacement Cost New ( RCN )
                                   $ 8,705,169  
 
Pre-Marketing/Stabilization Costs
   $ 5,500             $/Unit   $ 676,500          
 
                            
         
 
Subtotal
                                   $ 9,381,669  
   
Plus: Entrepreneurial Profit (% of RCN)
     15.0 %                             1,407,250  
 
                                    
 
 
Total Replacement Cost New ( RCN )
                                   $ 10,788,920  
   
Per Square Foot
                                   $ 88,368.00  
   
Per Unit
                                   $ 87,715  
                                             
 
 
   Improvements           FF&E                
 
  
         
               
 
ACCRUED DEPRECIATION
                                
 
Physical Deterioration
                                
   
Effective Age (Years):
   5 Years           3 Years                
   
Total Expected Economic Life
   50 Years           10 Years                
 
    
             
                 
   
Total Physical Depreciation:
     10.0 %   $ 1,001,094       30.0 %   $ 233,393          
 
Functional Obsolescence
     0.0 %     0                          
 
External Obsolescence
     0.0 %     0                          
     
     
     
     
         
Total
     10.0 %   $ 1,001,094       30.0 %   $ 233,393     $ 1,234,487  
 
                                    
 
Depreciated Value of the Improvements
                                   $ 9,554,433  
 
Per Square Foot GBA
                                   $ 108.12  
 
Per Unit
                                   $ 77,678  
Plus Land Value
                                   $ 2,300,000  
 
                                    
 
Indicated Value
                                   $ 11,854,433  
 
Rounded to nearest $100,000
                                   $ 11,900,000  
 
Per Unit
                                   $ 96,748  
 
Per Square Foot
                                   $ 134.66  
         
Source: Marshall Valuation Service   Section: 12 Quality:   Good
    Section: 16 Class:   D
    Date: 8/02 Type:   Multiple Residences - Elderly Assisted Living
     
VALUATION SERVICES 72 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Methodology

In the Sales Comparison Approach, we developed an opinion of value by comparing this property with similar, recently sold properties in the surrounding or competing area. Inherent in this approach is the principle of substitution, which states that when a property is replaceable in the market, its value tends to be set at the cost of acquiring an equally desirable substitute property, assuming that no costly delay is encountered in making the substitution.

By analyzing sales that qualify as arm’s-length transactions between willing and knowledgeable buyers and sellers, we can identify value and price trends. The basic steps of this approach are:

1.   Research recent, relevant property sales and current offerings throughout the competitive area;
 
2.   Select and analyze properties that are similar to the property appraised, analyzing changes in economic conditions that may have occurred between the sale date and the date of value, and other physical, functional, or locational factors;
 
3.   Identify sales that include favorable financing and calculate the cash equivalent price;
 
4.   Reduce the sale prices to a common unit of comparison such as price per square foot, price per unit or effective gross income multiplier ;
 
5.   Make appropriate comparative adjustments to the prices of the comparable properties to relate them to the property being appraised; and
 
6.   Interpret the adjusted sales data and draw a logical value conclusion.

The most widely used and market-oriented unit of comparison for properties such as the subject is the sales price per unit basis. All comparable sales were analyzed on this basis.

On the following pages we present a summary of the improved properties that we compared to the subject property, a map showing their locations, and an adjustment grid. Detail sheets describing these sales can be found in the Addenda.

Due to the nature of the subject property and the level of detail available for the comparable data, we have elected to analyze the comparables through application of:

•   A cash flow multiplier (CFM) analysis
 
•   An effective gross income multiplier (EGIM) analysis
 
•   A traditional adjustment grid utilizing percentage adjustments

     
VALUATION SERVICES 73 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

SENIOR HOUSING SALES

                                                                                                                 
                                                                                            Units of Comparison
                            No. of                                                          
            Sale   Year   Units           Size   Sale           Net   Expense   Price   Price                
No.   Facility Name/Location   Date   Built   (SF/Unit)   Occ.   (SF)   Price   Revenues   Income   Ratio   Per Unit   Per SF   EGIM   CFM
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  1     Carmel Village     01/03       1986       189       97 %     117,666     $ 23,125,000     $ 5,450,000     $ 2,575,000       52.8 %   $ 122,354     $ 196.53       4.24       8.98  
        17077 San Mateo Street                     623                             $ 28,836     $ 13,624                                          
        Fountain Valley, CA                                                                                                        
  2     Emerald Hills     09/02       1999       89       100 %     61,677     $ 8,800,000     $ 2,475,000     $ 985,000       60.2 %   $ 98,876     $ 142.68       3.56       8.93  
        11550 Education Street                     693                             $ 27,809     $ 11,067                                          
        Auburn, CA                                                                                                        
  3     Woodmark at Summit     02/02       1998       92       60 %     77,445     $ 9,500,000     $ 3,300,000     $ 1,200,000       63.6 %   $ 103,261     $ 122.67       2.88       7.92  
        5165 Summit Ridge Court                     842                             $ 35,870     $ 13,043                                          
        Reno, NV                                                                                                        
  4     Mapleridge of Laguna Creek     01/02       1999       84       76 %     50,476     $ 8,055,600     $ 2,550,000     $ 850,000       66.7 %   $ 95,900     $ 159.59       3.16       9.48  
        6727 Laguna Park Drive                     601                             $ 30,357     $ 10,119                                          
        Elk Grove, CA                                                                                                        
  5     Atria Redding     07/01       1997       60       95 %     44,328     $ 5,000,000     $ 1,950,000     $ 625,000       67.9 %   $ 83,333     $ 112.80       2.56       8.00  
        101 Quartz Hill Road                     739                             $ 32,500     $ 10,417                                          
        Redding, CA                                                                                                        
  6     Aegis of Napa     06/01       1999       43       N/A       34,030     $ 7,200,000     $ 2,100,000     $ 775,000       63.1 %   $ 167,442     $ 211.58       3.43       9.29  
        2100 Redwood Road                     791                             $ 48,837     $ 18,023                                          
        Napa, CA                                                                                                        
Subj   Villa Las Posas             1997       123       95 %     88,368             $ 4,317,665     $ 1,566,881       63.7 %                                
        24 Las Posas Road                     718                             $ 36,950     $ 13,409                                          
        Camarillo                                                                                                        
Data Range   Low             1997       43       60 %     44,328     $ 5,000,000     $ 14,789     $ 10,417       63.6 %   $ 83,333     $ 112.80       2.56       7.92  
  High             1999       96       100 %     77,445     $ 9,500,000     $ 48,547     $ 20,390       67.9 %   $ 103,261     $ 159.59       3.56       9.48  
        Mean             1998       82       83 %     58,482     $ 7,838,900     $ 503,420     $ 162,278       62.8 %   $ 95,343     $ 134.43       3.04       8.58  
             
VALUATION SERVICES     74     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

SALES COMPARISON APPROACH

IMPROVED SALES COMPARABLE MAP

(IMPROVED SALES COMPARABLE MAP)

     
VALUATION SERVICES 75 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Cash Flow Multiplier

The cash flow multiple (CFM) is considered a reliable indicator of value. This is because the CFM considers both the income and the expenses of a facility, whereas the EGIM and the price per unit do not. The CFMs of the comparables range from 7.92x to 9.48x cash flow, with an average of 8.66x. The properties are newer facilities in good condition. The financial indicators are all based on stabilized operating levels.

The subject is an assisted living facility of good quality that is located in a good senior demographic market area in California. We note that the forecast subject expense ratio, inclusive of management fees and replacement reserves, is 63.71 percent, which falls at the lower portion of the range of the comparables. In addition, the subject’s cash flow is high relative to the comparables. We have utilized a cash flow multiplier in the upper portion of the range of 9.00x, which when applied to the subject’s projected stabilized cash flow (net operating income) arrives at a market value for the subject as follows:

                                         
            Subject   Indicated                
Range   CFM   NOI   Value           $/Unit
 
 
 
         
Low
     7.92     $ 1,566,881     $ 12,404,477       =     $ 100,849  
High
     9.48     $ 1,566,881     $ 14,849,610       =     $ 120,729  
Median
     8.93     $ 1,566,881     $ 13,998,533       =     $ 113,809  
Average
     8.66     $ 1,566,881     $ 13,571,835       =     $ 110,340  

CONCLUSIONS

           
Indicated CFM
     9.00  
Net Operating Income
   x $ 1,566,881  
 
    
 
Indicated Stabilized Value
   $ 14,101,931  
Rounded to nearest $100,000
   $ 14,100,000  
 
Per Unit
   $ 114,634  
 
Per Square Foot
   $ 159.56  

Therefore, the indicated value for the subject the CFM analysis is $14,100,000.

Effective Gross Income Multiplier

The effective gross income multiplier serves as an indicator of market value as expressed by the relationship between the sales price of a property and its effective gross income. This unit of comparison is commonly utilized by participants active in the real estate market. A significant strength of this analytical technique is that it represents a direct factor of income as reflected by the market and, therefore, requires no adjustment. Furthermore, the effective gross income is more easily verified and more reliable than net operating income since the figure is not distorted by management fees, capital costs or accounting conventions.

The effective gross income multipliers for the comparable sales indicate a range of 2.56x to 4.24x effective gross income with an average of 3.28x. In The Senior Care Acquisition Report, 2003, published by Irving Levin Associates, EGIMs for 2002 were analyzed. In general, the average EGIM for assisted living facilities in 2002 was 2.4x. This represented a strong decline over the EGIM of 3.2x reported in 2001. The decline was reported as being reflective of the excessive development in the 1990s, as well as several corporate bankruptcies during 2001.

     
VALUATION SERVICES 76 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Furthermore, our findings are that multipliers decline as the age of the facility increases. We have utilized an EGIM of 3.25x for the subject, which falls at the upper portion of the range for the comparables. This rate is considered reasonable for the subject given the subject’s projected expense ratio. This is applied to the subject’s projected effective gross income as follows:

                                 
            Subject   Indicated        
Range   EGIM   EGI   Value   $/Unit
 
 
 
 
Low
     2.56     $ 4,317,665     $ 11,070,935     $ 90,008  
High
     4.24     $ 4,317,665     $ 18,320,365     $ 148,946  
Median
     3.16     $ 4,317,665     $ 13,639,756     $ 110,892  
Average
     3.28     $ 4,317,665     $ 14,162,478     $ 115,142  

CONCLUSIONS

           
Indicated EGIM
     3.25  
Effective Gross Income
   x $ 4,317,665  
 
    
 
Indicated Stabilized Value
   $ 14,032,410  
Rounded to nearest $100,000
   $ 14,000,000  
 
Per Unit
   $ 113,821  
 
Per Square Foot
   $ 158.43  

Therefore, the indicated value for the subject by the EGIM analysis is $14,000,000.

Price Per Unit

The price per unit is the most frequently quoted unit of comparison. This is despite the fact he fact that the calculation ignores variations in rates or operating margins and, therefore, is indifferent to the income generating potential of an investment property. Nonetheless, the price per unit provides some indication of prices. Although our income estimates maybe based on a per resident basis due to the possible inclusion of shared units, the basis of the comparables has been analyzed on a per unit situation. We believe that comparing the subject on a per unit basis is the most reasonable method and would not provide a misleading value estimate for the property.

The following is a discussion of the sales that have been compared with the subject. Again, the sales have been analyzed on a price per unit basis with all necessary adjustments. Reference is made to sales summary shown previously.

Percentage Adjustment Method

Adjustment Process

The sales that we have utilized represent the best available information that could be compared to the subject property. The major elements of comparison for an analysis of this type include the property rights conveyed, the financial terms incorporated into a particular transaction, the conditions or motivations surrounding the sale, changes in market conditions since the sale, the location of the real estate, its physical traits and the economic characteristics of the property.

The first adjustment made to the market data takes into account differences between the subject property and the comparable property sales with regard to the legal interest transferred.

     
VALUATION SERVICES 77 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Advantageous financing terms or peculiar conditions of sale are then adjusted to reflect a normal market transaction. Next, changes in market condition must be accounted for, thereby creating a time adjusted normal unit of comparison. Lastly, adjustments for location, the physical traits and the economic characteristics of the market data are made in order to generate the final adjusted unit rate, which is appropriate for the subject property.

Property Rights Conveyed

All of the sales utilized in this analysis involved the transfer of the fee simple interest. Since we are appraising the fee simple interest of the subject property, no adjustments were required.

Financial Terms

To the best of our knowledge, all of the sales utilized in this analysis were accomplished with cash and/or cash and market-oriented financing. Therefore, no adjustment for financial terms is required for the comparables.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. In many situations the conditions of sale may significantly affect transaction prices. However, all sales used in this analysis are considered to be “arms-length” market transactions between both knowledgeable buyers and sellers on the open market. Therefore, no adjustments for conditions of sale are required for the comparables.

Market Conditions

The sales included in this analysis date between January 1, 2002 and January 1, 2003. The market has not changed over this time period. The appropriate adjustment was made to each comparable.

Location

An adjustment for location is required when the locational characteristics of a comparable property are different from those of the subject property. The subject property is considered to exhibit good location and has good access and visibility. We have made a negative adjustment to those comparables considered superior in location versus the subject. Conversely, a positive adjustment was made to those comparables considered inferior. Each comparable was adjusted accordingly.

Physical Traits

Various physical factors were analyzed including size, age, condition, quality, amenities, unit mix, utility, etc. When an item was determined to be inferior to the subject, a positive adjustment was applied. When an item was determined to be superior to the subject, a negative adjustment was applied.

Economic Characteristics

This adjustment is used to reflect differences in rent levels, operating expense ratios, occupancy levels, and other items that would have an economic impact on the transaction. Each comparable was adjusted accordingly.

     
VALUATION SERVICES 78 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

Discussion of Comparable Sales

In our analysis of the market for comparable assisted living properties, we have compared the subject to assisted living properties from throughout the regional area. These are discussed below.

Comparable Sale No. 1

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is inferior in age and condition to the subject. Revenue characteristics were superior to the subject. Negative adjustments were made to revenue characteristics.

Comparable Sale No. 2

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of similar age and condition to the subject. Revenue characteristics were inferior to the subject. Positive adjustments were made to revenue characteristics.

Comparable Sale No. 3

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of similar age and condition to the subject. Revenue characteristics were inferior to the subject. Positive adjustments were made to revenue characteristics.

Comparable Sale No. 4

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of similar age and condition to the subject. Revenue characteristics were inferior to the subject. Positive adjustments were made to revenue characteristics.

Comparable Sale No. 5

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of similar age and condition to the subject. Revenue characteristics were inferior. Positive adjustments were made to revenue characteristics.

Comparable Sale No. 6

At the time of sale, this comparable was considered superior to the subject. No adjustments for property rights conveyed, financing or conditions of sale were necessary. Market conditions have not changed in the period since the sale. The comparable is of a similar age and condition to the subject. Revenue characteristics were superior. Negative adjustments were made to revenue characteristics.

     
VALUATION SERVICES 79 ADVISORY GROUP
    (CUSHMAN & WAKEFIELD LOGO)

 

 

SALES COMPARISON APPROACH

A summary of our adjustments is shown in the following table.

IMPROVED COMPARABLE SALE ADJUSTMENT GRID

                                                                                                                         
                                                                            Building                                        
Comp.       Sale   Year   No. of                   Price/           Time   Unit Size/   Income                   Total   Adjusted
No.   Facility/Location   Date   Built   Units   Occup.   SF/Unit   Unit   Time   Adjusted   Age/Design   Character   Occ.   Loc.   Adjust.   Price / Unit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  1    
Carmel Village
     01/03       1986       189       97 %     623     $ 122,354       1.00     $ 122,354       0 %     -2 %     0 %     0 %     -2 %   $ 120,424  
       
Fountain Valley, CA
                                                                                                                
  2    
Emerald Hills
     09/02       1999       89       0.6       693     $ 98,876       1.00     $ 98,876       0 %     21 %     0 %     0 %     21 %   $ 119,799  
       
Auburn, CA
                                                                                                                
  3    
Woodmark at Summit
     02/02       1998       92       0.76       842     $ 103,261       1.00     $ 103,261       0 %     3 %     0 %     0 %     3 %   $ 106,157  
       
Reno, NV
                                                                                                                
  4    
Mapleridge of Laguna Creek
     01/02       1999       84       76 %     601     $ 95,900       1.00     $ 95,900       0 %     33 %     0 %     0 %     33 %   $ 127,083  
       
Elk Grove, CA
                                                                                                                
  5    
Atria Redding
     07/01       1997       60       95 %     739     $ 83,333       1.00     $ 83,333       0 %     29 %     0 %     0 %     29 %   $ 107,275  
       
Redding, CA
                                                                                                                
  6    
Aegis of Napa
     06/01       1999       43       N/A       791     $ 167,442       1.00     $ 167,442       0 %     -26 %     0 %     0 %     -26 %   $ 124,577  
       
Napa, CA
                                                                                                                
Subj.  
Villa Las Posas
             1997       123       95 %     718                                                                          
       
Camarillo
                                                                                                                
       
Averages
             1996       93       81 %     715     $ 111,861                                                             $ 117,552  
     

Summary of Price Per Unit Analysis

After adjusting each comparable sale for differences with the subject property, the adjusted sale price range is $106,157 to $127,083 per unit. Based on the data, we believe that due to the subject’s level of construction quality, resident targeting and location, a price per unit towards the middle portion of the adjusted range is warranted. From this, we have correlated to a price of $115,000 per unit.

                         
Price Per Unit Conclusion
Number of Units     Price Per Unit       Indicated Value
   
     
123     X   $115,000     =   $ 14,145,000  
          Rounded To:         $ 14,100,000  

The Sales Comparison Approach results in a range of values for the subject property of to $14,000,000 to $14,100,000. This value range equates to a price per square foot of building area of $158.43 to $159.56, which is at the middle portion of the range of the unadjusted comparables, yet is considered reasonable based on the economic and physical characteristics of the subject.

Based on our analysis of competitive transactions, we conclude that the indicated value by the Sales Comparison Approach on October 21, 2003 was:

         
Units   Indicated Value
 
123     $14,100,000  
             
VALUATION SERVICES     80     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Methodology

The Income Capitalization Approach is a method of converting the anticipated economic benefits of owning property into a value through the capitalization process. The principle of “anticipation” underlies this approach in that investors recognize the relationship between an asset’s income and its value. In order to value the anticipated economic benefits of a particular property, potential income and expenses must be projected, and the most appropriate capitalization method must be selected.

The two most common methods of converting net income into value are Direct Capitalization and Discounted Cash Flow. In direct capitalization, net operating income is divided by an overall capitalization rate to indicate an opinion of market value. In the discounted cash flow method, anticipated future cash flows and a reversionary value are discounted to an opinion of net present value at a chosen yield rate (internal rate of return).

In our opinion, the discounted cash flow analysis method is most the direct capitalization analysis method is most both the discounted cash flow and direct cap methods are appropriate to value the subject property.

Historical Financial Performance of the Subject Property

The subject is an existing assisted living facility. We were provided with financial statements for 2000, 2001, 2002, and year-to-date 2003. The financial statements have been summarized on a following chart.

Potential Gross Income

There is only one type of payment source at the subject for assisted living services; private pay residents. This type of payor is generally considered the most desirable since private pay rates allow for greater profitability than any fixed government rate plans. Therefore, revenue for the subject is received from the monthly rentals of the living units, as well as from other sources such as second person (double occupancy) fees, move-in or processing fees, as well as other miscellaneous revenue.

             
VALUATION SERVICES     81     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Villa Las Posas
INCOME AND OPERATING EXPENSE SUMMARY

                                                                   
      2000   2001
      (January - December)   (January - December)
      Amount   $/Resident   PRD   % of EGI   Amount   $/Resident   PRD   % of EGI
REVENUES
                                                                
Rental Income
   $ 3,276,358     $ 27,161     $ 74.41       86.45 %   $ 3,458,322     $ 29,721     $ 81.43       86.91 %
Additional Personal Care
   $ 468,809     $ 3,886     $ 10.65       12.37 %   $ 478,106     $ 4,109     $ 11.26       12.01 %
New Resident Fees
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
Other Income
   $ 44,875     $ 372     $ 1.02       1.18 %   $ 42,846     $ 368     $ 1.01       1.08 %
 
    
     
     
     
     
     
     
     
 
GROSS POTENTIAL REV.
   $ 3,790,042     $ 31,420     $ 86.08       100.00 %   $ 3,979,274     $ 34,199     $ 93.69       100.00 %
Vacancy/Collection Loss
   Inc. Above                             Inc. Above                          
TOTAL NET REVENUE
   $ 3,790,042     $ 31,420     $ 86.08       100.00 %   $ 3,979,274     $ 34,199     $ 93.69       100.00 %
OPERATING EXPENSES
                                                                
Departmental
                                                                
 
General/Administrative
   $ 84,488     $ 700     $ 1.92       2.23 %   $ 95,636     $ 822     $ 2.25       2.40 %
 
Payroll (Wages)
   $ 944,680     $ 7,831     $ 21.46       24.93 %   $ 913,211     $ 7,848     $ 21.50       22.95 %
 
Payroll Taxes & Benefits
   $ 197,095     $ 1,634     $ 4.48       5.20 %   $ 281,556     $ 2,420     $ 6.63       7.08 %
 
Resident Care
   $ 3,296     $ 27     $ 0.07       0.09 %   $ 5,010     $ 43     $ 0.12       0.13 %
 
Food Services
   $ 297,915     $ 2,470     $ 6.77       7.86 %   $ 256,542     $ 2,205     $ 6.04       6.45 %
 
Activities
   $ 17,420     $ 144     $ 0.40       0.46 %   $ 14,563     $ 125     $ 0.34       0.37 %
 
Housekeeping/Laundry
   $ 35,008     $ 290     $ 0.80       0.92 %   $ 22,573     $ 194     $ 0.53       0.57 %
 
Plant Operations
   $ 113,542     $ 941     $ 2.58       3.00 %   $ 112,103     $ 963     $ 2.64       2.82 %
 
Utilities
   $ 127,932     $ 1,061     $ 2.91       3.38 %   $ 142,843     $ 1,228     $ 3.36       3.59 %
 
Marketing/Promotions
   $ 44,373     $ 368     $ 1.01       1.17 %   $ 45,779     $ 393     $ 1.08       1.15 %
Non-Departmental
                                                                
 
Real Estate Taxes
   $ 109,062     $ 904     $ 2.48       2.88 %   $ 118,103     $ 1,015     $ 2.78       2.97 %
 
Insurance
   $ 23,570     $ 195     $ 0.54       0.62 %   $ 42,965     $ 369     $ 1.01       1.08 %
 
Management Fees (5% of EGI)
   $ 189,502     $ 1,571     $ 4.30       5.00 %   $ 198,964     $ 1,710     $ 4.68       5.00 %
 
Replacement Reserves ($/Unit)
   $ 36,900     $ 306     $ 0.84       0.97 %   $ 36,900     $ 317     $ 0.87       0.93 %
 
    
     
     
     
     
     
     
     
 
TOTAL ALL EXPENSES
   $ 2,224,783     $ 18,444     $ 50.53       58.70 %   $ 2,286,748     $ 19,653     $ 53.84       57.47 %
EXPENSE RATIO
     58.7 %                             57.5 %                        
NET OPERATING INCOME
   $ 1,565,259     $ 12,976     $ 35.55       41.30 %   $ 1,692,526     $ 14,546     $ 39.85       42.53 %
OCCUPANCY
     98.1 %                             94.6 %                        

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                                                   
      2002   Annualized 2003
      (January - December)   (January - August)
      Amount   $/Resident   PRD   % of EGI   Amount   $/Resident   PRD   % of EGI
     
 
 
 
 
 
 
 
REVENUES
                                                                
Rental Income
   $ 3,312,875     $ 32,102     $ 87.95       86.30 %   $ 3,510,986     $ 31,646     $ 86.70       85.77 %
Additional Personal Care
   $ 450,789     $ 4,368     $ 11.97       11.74 %   $ 433,040     $ 3,903     $ 10.69       10.58 %
New Resident Fees
   $ —     $ —     $ —       0.00 %   $ —     $ —     $ —       0.00 %
Other Income
   $ 75,172     $ 728     $ 2.00       1.96 %   $ 149,549     $ 1,348     $ 3.69       3.65 %
 
    
     
     
     
     
     
     
     
 
GROSS POTENTIAL REV.
   $ 3,838,836     $ 37,199     $ 101.92       100.00 %   $ 4,093,574     $ 36,897     $ 101.09       100.00 %
Vacancy/Collection Loss
   Inc. Above                             Inc. Above                          
TOTAL NET REVENUE
   $ 3,838,836     $ 37,199     $ 101.92       100.00 %   $ 4,093,574     $ 36,897     $ 101.09       100.00 %
OPERATING EXPENSES
                                                                
Departmental
                                                                
 
General/Administrative
   $ 91,103     $ 883     $ 2.42       2.37 %   $ 88,005     $ 793     $ 2.17       2.15 %
 
Payroll (Wages)
   $ 873,071     $ 8,460     $ 23.18       22.74 %   $ 923,682     $ 8,326     $ 22.81       22.56 %
 
Payroll Taxes & Benefits
   $ 292,155     $ 2,831     $ 7.76       7.61 %   $ 332,759     $ 2,999     $ 8.22       8.13 %
 
Resident Care
   $ 3,735     $ 36     $ 0.10       0.10 %   $ 3,911     $ 35     $ 0.10       0.10 %
 
Food Services
   $ 229,215     $ 2,221     $ 6.09       5.97 %   $ 229,311     $ 2,067     $ 5.66       5.60 %
 
Activities
   $ 12,146     $ 118     $ 0.32       0.32 %   $ 10,424     $ 94     $ 0.26       0.25 %
 
Housekeeping/Laundry
   $ 20,950     $ 203     $ 0.56       0.55 %   $ 25,139     $ 227     $ 0.62       0.61 %
 
Plant Operations
   $ 111,733     $ 1,083     $ 2.97       2.91 %   $ 122,072     $ 1,100     $ 3.01       2.98 %
 
Utilities
   $ 149,773     $ 1,451     $ 3.98       3.90 %   $ 157,188     $ 1,417     $ 3.88       3.84 %
 
Marketing/Promotions
   $ 46,640     $ 452     $ 1.24       1.21 %   $ 54,207     $ 489     $ 1.34       1.32 %
Non-Departmental
                                                                
 
Real Estate Taxes
   $ 117,902     $ 1,142     $ 3.13       3.07 %   $ 120,683     $ 1,088     $ 2.98       2.95 %
 
Insurance
   $ 78,627     $ 762     $ 2.09       2.05 %   $ 77,682     $ 700     $ 1.92       1.90 %
 
Management Fees (5% of EGI)
   $ 191,942     $ 1,860     $ 5.10       5.00 %   $ 204,679     $ 1,845     $ 5.05       5.00 %
 
Replacement Reserves ($/Unit)
   $ 36,900     $ 358     $ 0.98       0.96 %   $ 36,900     $ 333     $ 0.91       0.90 %
 
    
     
     
     
     
     
     
     
 
TOTAL ALL EXPENSES
   $ 2,255,892     $ 21,860     $ 59.89       58.76 %   $ 2,386,639     $ 21,512     $ 58.94       58.30 %
EXPENSE RATIO
     58.8 %                             58.3 %                        
NET OPERATING INCOME
   $ 1,582,944     $ 15,339     $ 42.02       41.24 %   $ 1,706,934     $ 15,385     $ 42.15       41.70 %
OCCUPANCY
     83.9 %                             90.2 %                        

[Additional columns below]

[Continued from above table, first column(s) repeated]
                           
      C&W Forecast
      Stabilized Year
      Amount   $/Resident   PRD
     
 
 
REVENUES
                        
Rental Income
   $ 4,059,600     $ 33,005     $ 93.43  
Additional Personal Care
   $ 479,700     $ 3,900     $ 11.04  
New Resident Fees
   $ 55,350     $ 450     $ 1.27  
Other Income
   $ —     $ —     $ —  
 
    
     
     
 
GROSS POTENTIAL REV.
   $ 4,642,650     $ 37,745     $ 114.65  
Vacancy/Collection Loss
   $ (324,986 )                
 
    
     
     
 
TOTAL NET REVENUE
   $ 4,317,665     $ 36,271     $ 99.37  
OPERATING EXPENSES
                        
Departmental
                        
 
General/Administrative
   $ 110,000     $ 924     $ 2.53  
 
Payroll (Wages)
   $ 1,100,000     $ 9,241     $ 25.32  
 
Payroll Taxes & Benefits
   $ 360,000     $ 3,024     $ 8.29  
 
Resident Care
   $ 15,000     $ 126     $ 0.35  
 
Food Services
   $ 260,000     $ 2,184     $ 5.98  
 
Activities
   $ 20,000     $ 168     $ 0.46  
 
Housekeeping/Laundry
   $ 25,000     $ 210     $ 0.58  
 
Plant Operations
   $ 125,000     $ 1,050     $ 2.88  
 
Utilities
   $ 170,000     $ 1,428     $ 3.91  
 
Marketing/Promotions
   $ 60,000     $ 504     $ 1.38  
Non-Departmental
                        
 
Real Estate Taxes
   $ 130,000     $ 1,092     $ 2.99  
 
Insurance
   $ 123,000     $ 1,033     $ 2.83  
 
Management Fees (5% of EGI)
   $ 215,883     $ 1,814     $ 4.97  
 
Replacement Reserves ($/Unit)
   $ 36,900     $ 310     $ 0.85  
 
    
     
     
 
TOTAL ALL EXPENSES
   $ 2,750,783     $ 23,108     $ 63.31  
EXPENSE RATIO
     63.7 %                
NET OPERATING INCOME
   $ 1,566,881     $ 13,163     $ 36.06  
OCCUPANCY
     93.0 %                

             
VALUATION SERVICES     82     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Assisted Living Rate Analysis

The subject contains 79 studio and 44 one-bedroom units for a total of 123 apartments. The facility is of good quality construction with a modern layout and design. The following is a description of the types of accommodations that are available at the subject.

All of the units reflect good design/layout and feature private bathrooms, kitchenettes and adequate closet areas. All of the residents are provided with three daily meals, weekly housekeeping, utilities (except telephone), activities, and scheduled transportation included in their monthly rent.

The subject’s actual rental rates (rent roll) were tested for reasonableness against similar facilities in the subject’s market area. In the Competitive Market Analysis section, we identified several existing facilities considered to provide competition for the subject. Data sheets were provided in the Competitive Market Analysis section presented previously. The complexes we surveyed are all considered comparable given that they all provide assisted living units. We note that the facilities are all adequately maintained and they all have a similar amenity package. All of the competing facilities have been discussed in detail in the Competitive Market Analysis section of the report.

The table below summarizes the subject’s unit types and the actual and asking monthly rents.

Villa Las Posas

                                                   
                      In House Rents   Asking Rents
                     
 
      No.   Occ.   Monthly   $/Unit   Monthly   $/Unit
Unit   Units   Units   Revenue   Per Mo.   Revenue   Per Mo.
 
 
 
 
 
 
Assisted Living
                                                
Studio
     79       76.002     $ 186,668     $ 2,456     $ 199,475     $ 2,525  
One-Bedroom
     44       43     $ 138,085     $ 3,201     $ 143,000     $ 3,250  
 
    
     
     
     
     
     
 
 
Total - Studio
     123       119     $ 324,753     $ 2,726     $ 342,475     $ 2,784  

The current in-house average rates falls slightly below the asking rates at the subject. This is because the rents of the existing tenants have not increased as rapidly as the asking rates. Overall, the average actual rate is $2,726 per month, which is approximately two percent below the average asking rate of $2,784. In the Market Analysis section of this report, we concluded on a market rate of $2,500 per month for the subject studio units and $3,200 per month for one-bedroom units. This is in line with both actual and asking rental rates.

             
VALUATION SERVICES     83     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Base Rental Rates

The following chart details our reconciled base rental rates for all unit types at the subject. These rates were concluded to in the Competitive Market Analysis section of the report.

Villa Las Posas
Reconciled Market Rental Rates

                                 
    Resident   No.   No.   Market
Unit Type   Type   Units   Beds   Rent
 
 
 
 
Studio
   AL     79       79     $ 2,500  
One-Bedroom
   AL     44       44     $ 3,200  
 
            
     
         
Totals
             123       123          

Other Revenues

In addition to room revenues, the subject receives additional income from additional personal care, new resident fees (entrance fees), second person fees, as well as miscellaneous revenue from such items as barber/beauty income, laundry services, cable TV revenue, meal and guest fees, food catering, health supplies, parking, etc.

Additional Personal Care

This relates to the additional costs for personal care to those residents who require additional care. The historical, current and forecast revenue from this source is shown below.

                         
Year   Total   $/Resident   PRD
 
 
 
2000
   $ 468,809     $ 3,886     $ 10.65  
2001
   $ 478,106     $ 4,109     $ 11.26  
2002
   $ 450,789     $ 4,368     $ 11.97  
Annualized 2003
   $ 433,040     $ 3,903     $ 10.69  
C&W Forecast
   $ 479,700     $ 3,900     $ 11.04  

The base monthly rates at the subject do not include any personal care. All personal care at the subject is charged in addition to the base monthly rental rate. Specifically, there are eight base levels or tiers of care services available (based on a point system) that are determined from a monthly need assessment basis. The levels of personal care range from $225 per month (Level A) up to an additional $1,425 per month for Level 7 services. If a resident requires services above Level 7, there is an additional charge of $5.00 per point.

Review of the rent roll showed that of the existing residents, 74 residents (62 percent of existing total) were paying for personal care services. The average charge equated to $656 per month, which would indicate an average Level 3 care level. Based on the current and historical revenue, we have forecast that 50 percent of the resident mix will pay an average of $650 per month for personal care. While the percentage falls below the current average, we believe this

             
VALUATION SERVICES     84     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

is reasonable as acuity levels can vary year-to-year. This equates to Year 1 revenue at $479,700.

New Resident Fees

The historical revenue data for the subject did not include any line item breakdown for this category. New resident fees at the subject are $1,800 per resident, which is at the upper end of the range indicated by the comparables ($1,000 to $1,800). The current new resident fees at the subject are considered high in relationship to market rates.

The typical turnover in an assisted living facility is between 20 and 28 months with a midrange of two years. This is equivalent to 35 to 50 percent of the census turning over each year. For the subject, we are estimating that 30 percent of the residents will pay entry or new resident fees of $1,500. Based on the data, we have forecast Year 1 new resident fees at $55,350.

Second Person Fees

The subject charges a fee of $800 per month for a double occupant in the same unit. This would be applicable to a spouse or sibling. The historical revenue data for the subject did not include any line item breakdown for this category. At the time of inspection, there were six double occupancies at the subject. We have forecast Year 1 second person occupancy of five (5) residents at $800 per month. This equates to $48,000 on an annual basis.

Other Income

The historical revenue for Other Income includes Second Person Fees and New Resident Fees as well as revenue received from the subject’s barber/beauty income, cable TV revenue, meal and guest fees. No revenue has been attributed to this category as the revenue was considered in the categories above.

Concessions/Rental Allowances

At the time of inspection, the subject was not offering any rent concessions other than a reduction in the new resident fee if necessary. Concessions are believed to be a negligible part of the market used only to stimulate lease-up of any unforeseen vacancies and should not have be of any major significance to a property like the subject. Therefore, no allowance for rent concessions will be applied to the subject.

Vacancy and Collection Loss

Both the investor and the appraiser are primarily interested in the annual revenue an income property is likely to produce over a specified period of time, rather than the income it could produce if it were always 100 percent occupied and all tenants were paying their rent in full and on time. A normally prudent practice is to expect some income loss as tenants vacate, fail to pay rent, or pay their rent late. Model units or other rent loss, if necessary, is addressed separately.

The subject, as of the most current rent roll provided, was 97 percent occupied. This is slightly higher than than current average occupancy levels for the market area overall. Rent comparable occupancies range from 91 to 95 percent with an average of 94 percent. Historical occupancy at the subject is presented below:

             
VALUATION SERVICES     85     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Historical Occupancy

                                         
                                    Current
                            Annualized   Rent Roll
Year   2000   2001   2002   2003   Annualized
 
 
 
 
 
Occupancy
     98.1 %     94.6 %     83.9 %     90.2 %     97.0 %

Historical occupancy at the subject was 98 percent in 2000, 95 percent in 2001, 84 percent in 2002, while YTD 2003 equated to 90 percent. The lower occupancy in 2002 and into 2003 was due to additional competition. The subject has been successful in increasing occupancy as of recent through aggressive marketing. Based on the subject’s occupancy pattern, we have forecasted a stabilized vacancy and collection loss of 7.0 percent for the subject.

Effective Gross Income

The following table summarizes the projected estimate of stabilized income based on the above findings. The stabilized revenues reflect what we believe would be anticipated by a purchaser of the subject and are based on current market rents and trends.

Villa Las Posas
STABILIZED OPERATING INCOME

                                                 
                                            PER
    RESIDENT   NO.   NO.   MONTHLY           ACTUAL
UNIT TYPE   TYPE   UNITS   BEDS   RATE   INCOME   RESIDENT
 
 
 
 
 
 
Studio
   AL     79       79     $ 2,500     $ 2,370,000          
One-Bedroom
   AL     44       44     $ 3,200     $ 1,689,600          
 
            
     
             
         
Total
             123       123             $ 4,059,600     $ 33,005  
Additional Personal Care
                     50 %   $ 650     $ 479,700     $ 3,900  
Second Person
                     5.0     $ 800     $ 48,000     $ 390  
New Resident Fees
                     30 %   $ 1,500     $ 55,350     $ 450  
Other
                                   $ —     $ —  
 
                                    
     
 
TOTAL POTENTIAL GROSS INCOME
                                   $ 4,642,650     $ 37,745  
LESS: VACANCY @
                     7.0 %           $ (324,986 )        
 
                                    
         
EFFECTIVE GROSS INCOME
                                   $ 4,317,665     $ 37,745  

Opinion of Expenses

We have developed an opinion of the property’s annual operating expenses after reviewing its historical performance and reviewing the operating statements of similar senior living properties. We were provided with operating statements for 2000, 2001, 2002, and the year-to-date 2003. This information was previously summarized.

             
VALUATION SERVICES     86     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

We were not also provided with the staffing requirements for the facility and we were not able to analyze the expenses on this basis. Furthermore, we have supported our estimate of projected expenses with other senior living facilities in the region, as well as from overall industry statistics. We also note that the reader is cautioned when reviewing the comparable expenses for individual facilities, in that the reporting of expenses varies by property and that different congregate living facilities offer different services. All comparisons will be made on an actual resident basis.

Expense Comparables

The expense comparables have been summarized on the following page.

             
VALUATION SERVICES     87     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

SUMMARY OF COMPARABLE OPERATING EXPENSES
ASSISTED LIVING FACILITIES

                                                                                                   
                                                                              ASHA           ASHA
                                                                              Lower   ASHA   Upper
Facility           Confidential                   Confidential                   Confidential           Quartile   Median   Quartile
                                                       
 
 
Reporting Period
             2002                       2002                       2002               2002       2002       2002  
Year Built
             1999                       2001                       1990               N/A       N/A       N/A  
No. of IL Units
             0                       42                       176               N/A       N/A       N/A  
No. of AL Units
             89                       72                       11               N/A       N/A       N/A  
No. of ALZ Units
             13                       0                       0               N/A       N/A       N/A  
               
                     
                     
                                 
Total Units
             102                       114                       187               N/A       N/A       N/A  
Occupancy
             83 %                     85 %                     98 %             N/A       N/A       N/A  
Resident Days
             30,901                       35,493                       66,890                                  
 
   Per           % of   Per           % of   Per           % of                        
 
   Resident   $/RD   EGI   Resident   $/RD   EGI   Resident   $/RD   EGI                        
 
  
 
 
 
 
 
 
 
 
 
TOTAL NET REVENUES
   $ 37,505     $ 102.75             $ 25,443     $ 69.71             $ 34,768     $ 95.26             $ 29,046     $ 34,264     $ 38,878  
EXPENSES
                                                                                                
 
General & Administrative
   $ 756     $ 2.07       2.02 %   $ 1,110     $ 3.04       3.25 %   $ 1,129     $ 3.09       3.25 %   $ 1,115     $ 1,433     $ 1,889  
 
Payroll (Wages/Salaries)
   $ 11,593     $ 31.76       30.91 %   $ 8,553     $ 23.43       23.52 %   $ 8,179     $ 22.41       23.52 %     N/A       N/A       N/A  
 
Payroll Taxes & Benefits
   $ 3,815     $ 10.45       10.17 %   $ 2,144     $ 5.88       8.62 %   $ 2,996     $ 8.21       8.62 %   $ 1,575     $ 2,068     $ 3,003  
 
Resident Care
   $ 219     $ 0.60       0.59 %   $ 609     $ 1.67       0.82 %   $ 286     $ 0.78       0.82 %   $ 4,253     $ 6,123     $ 7,259  
 
Food Services
   $ 1,786     $ 4.89       4.76 %   $ 1,207     $ 3.31       6.32 %   $ 2,196     $ 6.02       6.32 %   $ 2,704     $ 3,529     $ 4,892  
 
Activities
   $ 58     $ 0.16       0.16 %   $ 58     $ 0.16       0.53 %   $ 184     $ 0.50       0.53 %     N/A       N/A       N/A  
 
Housekeeping
   $ 119     $ 0.32       0.32 %   $ 101     $ 0.28       0.86 %   $ 299     $ 0.82       0.86 %   $ 532     $ 815     $ 1,130  
 
Plant Operations
   $ 644     $ 1.77       1.72 %   $ 510     $ 1.40       4.05 %   $ 1,409     $ 3.86       4.05 %   $ 580     $ 916     $ 1,356  
 
Utilities
   $ 1,536     $ 4.21       4.09 %   $ 1,180     $ 3.23       5.19 %   $ 1,805     $ 4.94       5.19 %   $ 1,086     $ 1,306     $ 1,526  
 
Marketing/Promotions
   $ 527     $ 1.44       1.41 %   $ 439     $ 1.20       1.57 %   $ 546     $ 1.49       1.57 %   $ 858     $ 1,349     $ 2,008  
 
Real Estate Taxes
   $ 705     $ 1.93       1.88 %   $ 520     $ 1.43       3.62 %   $ 1,257     $ 3.45       3.62 %   $ 648     $ 1,011     $ 1,597  
 
Insurance
   $ 611     $ 1.67       1.63 %   $ 400     $ 1.10       3.32 %   $ 1,154     $ 3.16       3.32 %   $ 278     $ 463     $ 726  
ADJUSTED OPERATING EXPENSES
   $ 22,369     $ 73.84       59.64 %   $ 16,832     $ 55.56       61.66 %   $ 21,439     $ 70.77       61.66 %   $ 20,959     $ 24,058     $ 29,438  
Management Fee
   $ 1,875     $ 5.14       5.00 %   $ 1,272     $ 3.49       5.00 %   $ 1,738     $ 0.00       5.00 %   $ 1,249     $ 1,713     $ 2,082  
Expense Ratio Before
                                                                         76 %     75 %     81 %
 
Reserves
     65 %                     71 %                     67 %                                        
Reserves
     —       —       —       —       —       —       —       —       —     $ 181     $ 326     $ 525  

Source: The State of Seniors Housing, 2002, ASHA. (Data is for Assisted Living Facilities)

Note: Each line expense for ASHA derived from seperately sorted data columns and may not add up under totals.

*     All comparable categories based on Actual Unit (Per Resident)

             
VALUATION SERVICES     88     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

General & Administrative

These costs, for the basis of the subject analysis, include office supplies, licenses/permits, dues/subscriptions, travel/meals, communications/telephone, resident activities, transportation, as well as the payroll costs for the administrative staff. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 84,488     $ 700     $ 1.92       2.23 %
2001
   $ 95,636     $ 822     $ 2.25       2.40 %
2002
   $ 91,103     $ 883     $ 2.42       2.37 %
Annualized 2003
   $ 88,005     $ 793     $ 2.17       2.15 %
C&W Forecast
   $ 110,000     $ 924     $ 2.53       2.55 %

The expense comparables showed expenses for this category from $ 756 to $1,129 per resident (average of $ 999 per resident), while the industry data showed a range from $1,115 to $1,889 per resident (median of $1,433 per resident). The subject’s actual expenses are less than that of the comparable properties. This is because the subject’s accounting format posts payroll and benefits in a separate expense category. Our projection is consistent with historical trends. We have forecast Year 1 general and administrative costs at $110,000 or $ 924 per resident.

Payroll (Wages and Salaries)

These costs, for the basis of the subject analysis, include all wage and salary costs for the employees. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 944,680     $ 7,831     $ 21.46       24.93 %
2001
   $ 913,211     $ 7,848     $ 21.50       22.95 %
2002
   $ 873,071     $ 8,460     $ 23.18       22.74 %
Annualized 2003
   $ 923,682     $ 8,326     $ 22.81       22.56 %
C&W Forecast
   $ 1,100,000     $ 9,241     $ 25.32       25.48 %

The expense comparables showed expenses for this category from $8,179 to $11,593 per resident (average of $9,442 per resident), while the industry data showed a range from $1,575 to $3,003 per resident (median of $2,289 per resident). The subject’s actual expenses are greater than that of the comparable properties. This is because the subject’s accounting format posts payroll and benefits in a separate expense category. Our projection is consistent with historical trends. We have forecast Year 1 wages and salary costs at $1,100,000 or $9,241 per resident.

             
VALUATION SERVICES     89     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Payroll Taxes and Benefits

These costs, for the basis of the subject analysis, include cost for the employee pension plan, employee incentives, vacation pay, employee benefits and payroll taxes. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 197,095     $ 1,634     $ 4.48       5.20 %
2001
   $ 281,556     $ 2,420     $ 6.63       7.08 %
2002
   $ 292,155     $ 2,831     $ 7.76       7.61 %
Annualized 2003
   $ 332,759     $ 2,999     $ 8.22       8.13 %
C&W Forecast
   $ 360,000     $ 3,024     $ 8.29       8.34 %

The expense comparables showed expenses for this category from $2,144 to $3,815 per resident (average of $2,985 per resident), while the industry data showed a range from N/A to N/A per resident (median of N/A per resident). The subject’s actual expenses fall slightly above the range by the comparable properties, but are considered reasonable. We have forecast Year 1 payroll taxes and benefits costs at $360,000 or $3,024 per resident.

Resident Care

This expense is for the costs associated with the personal or assisted living services for the assisted living residents. These include all health care and special needs supplies and related activities, as well as payroll. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 3,296     $ 27     $ 0.07       0.09 %
2001
   $ 5,010     $ 43     $ 0.12       0.13 %
2002
   $ 3,735     $ 36     $ 0.10       0.10 %
Annualized 2003
   $ 3,911     $ 35     $ 0.10       0.10 %
C&W Forecast
   $ 15,000     $ 126     $ 0.35       0.35 %

The expense comparables showed expenses for this category from $ 219 to $ 609 per resident (average of $ 371 per resident), while the industry data showed a range from $1,575 to $3,003 per resident (median of $2,068 per resident). The subject’s actual expenses are seen as falling well below the average costs by the comparable properties. As such, we believe a prudent operator would allocate a higher allowance, especially as over 50 percent of the subject’s

             
VALUATION SERVICES     90     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

residents are paying for additional resident or personal care. We have forecast Year 1 resident care costs at $15,000 or $ 126 per resident.

Food Services

These costs include raw food costs, as well as kitchen supplies and all payroll costs for the food service staff. The residents at the subject are provided with three complete meals per day. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 297,915     $ 2,470     $ 6.77       7.86 %
2001
   $ 256,542     $ 2,205     $ 6.04       6.45 %
2002
   $ 229,215     $ 2,221     $ 6.09       5.97 %
Annualized 2003
   $ 229,311     $ 2,067     $ 5.66       5.60 %
C&W Forecast
   $ 260,000     $ 2,184     $ 5.98       6.02 %

The expense comparables showed expenses for this category from $1,207 to $2,196 per resident (average of $1,729 per resident), while the industry data showed a range from $4,253 to $7,259 per resident (median of $6,123 per resident). Our projection is consistent with historical trends. We have forecast Year 1 food services costs at $260,000 or $2,184 per resident.

Activities

This category is for the activities and recreation costs, as well as transportation costs and the payroll costs for the activities staff. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 17,420     $ 144     $ 0.40       0.46 %
2001
   $ 14,563     $ 125     $ 0.34       0.37 %
2002
   $ 12,146     $ 203     $ 0.56       0.55 %
Annualized 2003
   $ 10,424     $ 94     $ 0.26       0.25 %
C&W Forecast
   $ 20,000     $ 168     $ 0.46       0.46 %

The expense comparables showed expenses for this category from $ 58 to $ 184 per resident (average of $ 100 per resident), while no data was provided by the ASHA industry data. Our projection is consistent with historical trends. We have forecast Year 1 activities costs at $20,000 or $ 168 per resident.

             
VALUATION SERVICES     91     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

\

INCOME CAPITALIZATION APPROACH

Housekeeping/Laundry

This category is for all housekeeping costs, including all supplies requisite to housekeeping and laundry services, as well as the payroll costs for the housekeeping/laundry staff. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 35,008     $ 290     $ 0.80       0.92 %
2001
   $ 22,573     $ 194     $ 0.53       0.57 %
2002
   $ 20,950     $ 203     $ 0.56       0.55 %
Annualized 2003
   $ 25,139     $ 227     $ 0.62       0.61 %
C&W Forecast
   $ 25,000     $ 210     $ 0.58       0.58 %

The expense comparables showed expenses for this category from $ 101 to $ 299 per resident (average of $ 173 per resident), while the industry data showed a range from N/A to N/A per resident (median of N/A per resident). Our projection is consistent with historical trends. We have forecast Year 1 housekeeping costs at $25,000 or $ 210 per resident.

Plant Operations

These costs include general repairs and maintenance, elevator contracts, supplies and equipment purchases for the facility, as well as the payroll costs for the maintenance staff. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 113,542     $ 941     $ 2.58       3.00 %
2001
   $ 112,103     $ 963     $ 2.64       2.82 %
2002
   $ 111,733     $ 1,083     $ 2.97       2.91 %
Annualized 2003
   $ 122,072     $ 1,100     $ 3.01       2.98 %
C&W Forecast
   $ 125,000     $ 1,050     $ 2.88       2.90 %

The expense comparables showed expenses for this category from $ 510 to $1,409 per resident (average of $ 854 per resident), while the industry data showed a range from $ 532 to $1,130 per resident (median of $ 815 per resident). The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 plant operations costs at $125,000 or $1,050 per resident.

             
VALUATION SERVICES     92     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Utilities

This expense is for the annual cost for natural gas, electricity, water/sewer, cable TV and trash removal. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 127,932     $ 1,061     $ 2.91       3.38 %
2001
   $ 142,843     $ 1,228     $ 3.36       3.59 %
2002
   $ 149,773     $ 1,451     $ 3.98       3.90 %
Annualized 2003
   $ 157,188     $ 1,417     $ 3.88       3.84 %
C&W Forecast
   $ 170,000     $ 1,428     $ 3.91       3.94 %

The expense comparables showed expenses for this category from $1,180 to $1,805 per resident (average of $1,507 per resident), while the industry data showed a range from $ 580 to $1,356 per resident (median of $ 916 per resident). Our projection is consistent with historical trends. We have forecast Year 1 utility costs at $170,000 or $1,428 per resident.

Marketing/Promotions

This expense is directly connected to the advertising and marketing of the complex for such things as newspapers and brochures, resident retention, etc. These costs also include the payroll costs of the marketing staff. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 44,373     $ 368     $ 1.01       1.17 %
2001
   $ 45,779     $ 393     $ 1.08       1.15 %
2002
   $ 46,640     $ 452     $ 1.24       1.21 %
Annualized 2003
   $ 54,207     $ 489     $ 1.34       1.32 %
C&W Forecast
   $ 60,000     $ 504     $ 1.38       1.39 %

The expense comparables showed expenses for this category from $ 101 to $ 546 per resident (average of $ 504 per resident), while the industry data showed a range from $1,086 to $1,526 per resident (median of $1,306 per resident). Our projection is consistent with historical trends. We have forecast Year 1 marketing costs at $60,000 or $ 504 per resident.

             
VALUATION SERVICES     93     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Real Estate Taxes

This cost is for the annual real and personal property tax liability for the subject. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 109,062     $ 904     $ 2.48       2.88 %
2001
   $ 118,103     $ 1,015     $ 2.78       2.97 %
2002
   $ 117,902     $ 1,142     $ 3.13       3.07 %
Annualized 2003
   $ 120,683     $ 1,088     $ 2.98       2.95 %
C&W Forecast
   $ 130,000     $ 1,092     $ 2.99       3.01 %

The expense comparables showed expenses for this category from $ 520 to $1,257 per resident (average of $ 828 per resident), while the industry data showed a range from $ 858 to $2,008 per resident (median of $1,349 per resident). Please refer to the Real Estate Taxes and Assessments section of the report for a discussion on how the Year 1 taxes were estimated. We have forecast the Year 1 real estate tax expense at $130,000 or $1,092 per resident.

Insurance

This cost is for the annual liability insurance for the property. The historical costs, as well as our forecast for this category are shown below.

                                 
Year   Total   $/Resident   PRD   % of EGI
 
 
 
 
2000
   $ 23,570     $ 195     $ 0.54       0.62 %
2001
   $ 42,965     $ 369     $ 1.01       1.08 %
2002
   $ 78,627     $ 762     $ 2.09       2.05 %
Annualized 2003
   $ 77,682     $ 700     $ 1.92       1.90 %
C&W Forecast
   $ 123,000     $ 1,033     $ 2.83       2.85 %

The expense comparables showed expenses for this category from $ 400 to $1,154 per resident (average of $ 722 per resident), while the industry data showed a range from $ 648 to $1,597 per resident (median of $1,011 per resident). Insurance costs for senior living properties have increased significantly over the last one to two years. The subject’s actual expenses are supported by the comparable properties. We have forecast Year 1 insurance costs at $123,000 or $1,033 per resident.

Management Fee

The subject is managed by ARV at a rate equal to 5.0 percent of effective gross income. According to data by The 2002 State of Senior Housing Report, the median management fee for

             
VALUATION SERVICES     94     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

congregate living facilities is 5.0 percent, with a general range from 5.0 to 7.0 percent. We have concluded to a 5.0 percent management fee.

Replacement Reserves

Replacement reserves are necessary for replacement of roof covering, mechanical systems, furnishings, appliances, etc. For a facility such as the subject, it is reasonable to deduct one to two percent of net resident revenues for replacement reserves. The ASHA industry data shows a range of reserve unit allowances from $ 181 to $ 525 per unit with a median of EMPTY per unit. In the case of the subject and its date of construction, we have deducted an amount equal to $300 per unit and which equates to a total cost of $36,900 or $ 310 per resident, which is well supported by the industry data.

Expense Summary

Overall, the first year expenses for the subject (including management fees and reserves) are projected at $2,750,783 ($23,108 per resident) and 63.71 percent of effective gross income. The sale comparables indicated expense ratios from 67.00 to 77.00 percent (average of 70.00 percent), while the industry data showed a range from 76 to 81 percent (median of 75 percent).

We note that, according to The Senior Care Acquisition Report 2003, that the average expense ratio for assisted living facilities was 75.8 percent in 2002 and which represented an approximately eight percent increase from 70.4 percent in 2001. The survey noted, however, that many of the properties used in the sampling were troubled which resulted in a higher reported operating expense basis.

Furthermore, operating margins for assisted living facilities were reported at 30.8 percent for the median, 18.4 percent for the lower quartile and 34.7 percent for the upper quartile according to the State of Senior Housing Report 2002.

             
VALUATION SERVICES     95     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

Although our net operating income estimate is lower than the historical amounts, our estimate equates to a net operating income per resident of $13,163 which is above the most recent operating year of $15,339 per resident. The difference, however, is directly related to our stabilized market occupancy that is lower than that recently witnessed, as well as having increased some expense levels to market levels. As such, our expense and resultant net operating income estimate is considered reasonable in light of the historical data. A summary of our Year 1 proforma is presented below.

Villa Las Posas
STABILIZED OPERATING STATEMENT

                                                   
                      Total   PR   PRD   % of EGI
                     
 
 
 
EFFECTIVE GROSS INCOME
                   $ 4,317,665     $ 37,745     $ 99.37          
EXPENSES
                                                
 
General/Administrative
                   $ 110,000     $ 924     $ 2.53       2.55 %
 
Payroll (Wages)
                   $ 1,100,000     $ 9,241     $ 25.32       25.48 %
 
Payroll Taxes & Benefits
                   $ 360,000     $ 3,024     $ 8.29       8.34 %
 
Resident Care
                   $ 15,000     $ 126     $ 0.35       0.35 %
 
Food Services
                   $ 260,000     $ 2,184     $ 5.98       6.02 %
 
Activities
                   $ 20,000     $ 168     $ 0.46       0.46 %
 
Housekeeping/Laundry
                   $ 25,000     $ 210     $ 0.58       0.58 %
 
Plant Operations
                   $ 125,000     $ 1,050     $ 2.88       2.90 %
 
Utilities
                   $ 170,000     $ 1,428     $ 3.91       3.94 %
 
Marketing/Promotions
                   $ 60,000     $ 504     $ 1.38       1.39 %
 
Real Estate Taxes
                   $ 130,000     $ 1,092     $ 2.99       3.01 %
 
Insurance
                   $ 123,000     $ 1,033     $ 2.83       2.85 %
 
                    
     
     
     
 
TOTAL OPERATING EXPENSES
             57.9 %   $ 2,498,000     $ 20,985     $ 57.49       57.86 %
Management Fees
     5.0 %           $ 215,883     $ 1,814     $ 4.97       5.00 %
Replacement Reserves
   $ 300             $ 36,900     $ 310     $ 0.85       0.85 %
 
                    
     
     
     
 
TOTAL EXPENSES
                   $ 2,750,783     $ 23,108     $ 63.31       63.71 %
NET OPERATING INCOME
                   $ 1,566,881     $ 13,163     $ 36.06       36.29 %

(*) Per Actual Resident

Direct Capitalization Rate Analysis

In determining an appropriate capitalization rate, the rates of return have been derived by applying three different methods: market extraction from the sales comparables, our findings reported in The Senior Care Acquisition Report, 2003, published by Irving Levin Associates, Inc., findings from the Senior Care Participants Survey completed by Cushman & Wakefield, Inc., and from Band-of-Investment.

The capitalization rate was determined by analyzing investment rates of return acceptable to buyers. The rate of return on an investment is determined by analyzing several aspects of that investment and then assigning a risk associated with those aspects. Elements usually considered are:

•   Reliability of the gross income prediction. How certain is it that the income will be forthcoming? Income is more dependable when the property is leased on a long-term basis

             
VALUATION SERVICES     96     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

    to financially responsible tenants than when rented on a month-to-month basis to less reliable tenants.
 
•   Reliability of the expense prediction. Is there great danger of having expenses increase materially, or is there a fair chance that they will remain about the same or even decrease?
 
•   Expense ratio. If the expenses are low in relation to gross income, the quality of the net income may be better, because a moderate reduction in gross income or a moderate increase in expenses does not affect the net income substantially.
 
•   Burden of management. Even when real estate management is employed, a property that requires constant attention, because of either maintenance or rent collection problems, is less desirable than one that needs minimal management. A long-term lease that requires a tenant to take care of all repairs and to pay taxes and insurance presents a situation that is relatively free from this burden of management.
 
•   Marketability of the property. An investment that has marketability and liquidity appeals to a wider group of investors than one lacking those attributes.
 
•   Stability of value. The value or market price of a piece of real property tends to remain within a narrower range for longer periods of time than do most other commodities.

As described previously, the gross income projected for the property is subject to such uncertainties as competition from other facilities and fluctuations in demand for the subject’s services. Moreover, the subject property has limited marketability and liquidity because a purchaser must have the appropriate operating license from the applicable state regulatory agencies, which limit the number of potential investors and would, in any potential sale of the property, create impediments and delays.

Going-In Capitalization Rate

The first method used to derive the capitalization rate was a review of comparable sales that have occurred in the subject’s regional area. The overall capitalization rates derived from the assisted living facility sales used in the Sales Comparison Approach are summarized below:

CAPITALIZATION RATE SUMMARY

                                         
            Date   Year           Capitalization
No.   Property Name   of Sale   Built   Occupancy   Rate
 
 
 
 
 
  1    
Carmel Village
     01/03       1986       97 %     11.14 %
  2    
Emerald Hills
     09/02       1999       100 %     11.19 %
  3    
Woodmark at Summit
     02/02       1998       60 %     12.63 %
  4    
Mapleridge of Laguna Creek
     01/02       1999       76 %     10.55 %
  5    
Atria Redding
     07/01       1997       95 %     12.50 %
  6    
Aegis of Napa
     06/01       1999       N/A       10.76 %
Low  
 
             1986       60 %     10.55 %
High  
 
             1999       100 %     12.63 %
Median  
 
             1999       95 %     11.16 %
Average  
 
             1996       86 %     11.46 %
             
VALUATION SERVICES     97     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

The overall capitalization rates of the comparable sales range from 10.55 to 12.63 percent, with an average indicated of 11.46 percent. These rates are reported to be after management fee and reserves. The capitalization rates reflect actual buyer expectations of existing facilities and are directly applicable to the subject and the spread in the capitalization rates is 208 basis points. As such, the sales are felt to provide a good comparison of estimating a market capitalization rate.

Industry Findings

To further test the capitalization rates, data on assisted living acquisition trends in The Senior Care Acquisition Report, Eighth Edition, 2003, was consulted. The report indicated that after two years of declining capitalization rates for assisted living properties, 2002 saw an increase in rates to a reported average of 12.20 percent. This information is summarized in the graph below.

(ASSISTED LIVING FACILITY CAPITALIZATION RATES BAR CHART)

             
VALUATION SERVICES     98     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

In addition, Cushman & Wakefield, Inc. has surveyed senior care participants regarding their investment parameters for senior housing properties. This recent information has been summarized in the following table.

2003 Participants Survey

                                                 
                    Change From 2002   Change From 2001
            Survey  
 
Property Type   Survey Range   Average   Basis Point   %   Basis Point   %
 
 
 
 
 
 
Capitalization Rates
                                                
55+ Senior Apartments
     7.00% - 10.25 %     8.15 %     -7       0.9 %     -68       -7.6 %
Independent Living
     9.00% - 10.50 %     9.55 %     -5       0.5 %     -30       -3.0 %
Assisted Living
     10.00% - 12.25 %     10.85 %     -17       1.6 %     -8       -7.2 %
Skilled Nursing
     11.50% - 18.00 %     14.15 %     16       -1.1 %     -61       -4.2 %
Continuing Care Retirement Community
     9.00% - 11.50 %     10.40 %     -35       3.4 %     -15       -1.4 %
Internal Rates of Return
                                                
55+ Senior Apartments
     9.50% - 15.00 %     10.60 %     -15       1.4 %     -20       -1.8 %
Independent Living
     10.00% - 15.00 %     11.90 %     -25       2.1 %     -65       -5.7 %
Assisted Living
     12.00% - 17.00 %     15.30 %     42       -2.7 %     -22       -1.5 %
Skilled Nursing
     13.00% - 20.00 %     16.30 %     -25       1.5 %     -165       -9.1 %
Continuing Care Retirement Community
     9.00% - 17.00 %     13.00 %     -25       1.9 %     -135       -9.2 %

Source: Senior Care Participants Survey, 2003 by Cushman & Wakefield, Inc.

In reviewing the 2003 survey, capitalization rates for assisted living facilities ranged from 10.00 to 12.25 percent with an average indication of 10.85 percent. This data is seen as being nearly 135 basis points below that reported previously in The Senior Care Acquisition Report, Eighth Edition, 2003. The 2003 C&W survey also shows that capitalization rates have declined slightly over those reported in 2002 and 2001.

In choosing the appropriate capitalization rate for the subject, we have considered its location, occupancy, as well as the overall condition and utility of the property. The subject is a mid-sized assisted living facility located in a favorable demographic area in California. The market area is considered to be at an equilibrium basis at this time. Based on the data and characteristics of the subject and marketplace, we believe a capitalization rate of between 11.0 to 12.0 percent to be appropriate for the property.

Band of Investment

The Band of Investment technique accounts for the combination of equity and prevailing financing which are banded together to finance this type of real estate. The rate developed is a weighted average, the weights being percentages of the total value, which are occupied by the mortgage and equity positions.

After surveying several commercial mortgage lenders and consulting the most recent Senior Care Participants Survey, published by Cushman & Wakefield, Inc. and the Senior Care Acquisition Report, published by Irving Levin Associates, it is our opinion that a typical creditworthy owner could obtain financing from a lending source in an amount equal to 75 percent of value at an annual interest rate of 8.50 percent. A typical loan period for this type of real estate ranges from 20 to 30 years. Utilizing a 25-year amortization period at an 8.50 percent interest rate (payable monthly) yields a mortgage constant of 0.0966273.

For a review of investor rates of return, reference is made to the previous table, which showed investment parameters for assisted living properties.

             
VALUATION SERVICES     99     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

INCOME CAPITALIZATION APPROACH

As shown in the table, internal rates of return or equity dividend rates for senior housing properties ranged from 9.50 to 20.00 percent. Independent living facilities fall within the lower to middle portion of the range from 10.00 to 15.0 percent with an average indicated rate of 11.90 percent. Assisted living facilities fall within the middle portion at 12.00 to 17.0 percent with an average indicated rate of 15.30 percent.

Based on the data, we believe a prudent investor in a senior housing property like the subject would accept an initial annual return of between 10 percent and 15 percent of an equity investment in anticipation of a stable income flow and property appreciation over time. From this, and based on the subject’s physical, locational and competitive structure, a rate from within the middle portion of the latter range, or 14.0 percent would be reasonable.

It should be emphasized that the equity dividend rate is not necessarily the same as an equity yield rate or true rate of return on equity capital. The equity dividend rate is an equity capitalization that reflects all benefits that can be recognized by the equity investor as of the date of purchase. The overall capitalization rate is developed as follows:

Band of Investment Technique

                         
75.0%   MORTGAGE   X   0.0966273 Mortgage Constant   =     0.0724  
25.0%   Equity   X   0.1400 Equity Dividend   =     0.0350  
 
               
 
100.0%   Total                 0.1074  
            OAR = 10.74%            

Direct Capitalization Method Conclusion

We estimated a capitalization rate of 10.55 to 12.63 percent through our direct comparison analysis, while the band-of-investment technique correlated to 10.74 percent. Utilizing both methods to develop a capitalization rate, tempered with investor criteria and the specific attributes of the subject, we feel a rate of 11.00 percent is warranted for the property based on the subject age and condition. We note that this rate is applied after reserves. Our conclusion via the Direct Capitalization Method is as follows:

DIRECT CAPITALIZATION METHOD

                 
Net Operating Income
   $ 1,566,881          
Sensitivity Analysis (0.25% OAR Spread)
   Value   $/Unit
Based on Low-Range of 10.75%
   $ 14,575,640     $ 118,501  
Based on Most Probable Range of 11.00%
   $ 14,244,375     $ 115,808  
Based on High-Range of 11.25%
   $ 13,927,834     $ 113,234  
Reconciled Value
   $ 14,244,375     $ 115,808  
Rounded to nearest $100,000
   $ 14,200,000     $ 115,447  
             
VALUATION SERVICES     100     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

RECONCILIATION AND FINAL VALUE OPINION

Valuation Methodology Review and Reconciliation

This appraisal employs all three typical approaches to value: the Cost Approach, the Sales Comparison Approach and the Income Capitalization Approach. Based on our analysis and knowledge of the subject property type and relevant investor profiles, it is our opinion that all approaches would be considered meaningful and applicable in developing a credible value conclusion.

The approaches indicated the following values:

         
Cost Approach:
   $ 11,900,000  
Sales Comparison Approach:
   $ 14,100,000  
Income Capitalization Approach:
   $ 14,200,000  

Due to the fact that the subject is an income producing property, investors are primarily concerned with their return on equity. Therefore, the Income Capitalization Approach was given most weight in our final value conclusion. The Sales Comparison and Cost Approaches provide a reasonable check on the value derived via the Income Capitalization Approach.

The Cost Approach provides a reliable estimate of value for proposed or newly constructed improvements. However, as the property ages and obsolescence occurs, it is increasingly difficult to quantify the resultant depreciation. Nonetheless, as the subject represents newer construction, the degree of depreciation was minimal and is considered reasonable based on the market data. This approach, however, falls above the indications provided by the Sales Comparison and Income Capitalization Approaches which indicates that the subject is not currently an economically feasible operation. As such, this approach has been given only limited support for our findings via the other two approaches to value.

The Sales Comparison Approach reflects an estimate of value as indicated by the actual sales of assisted living facilities. In this approach, we searched the state for transactions of similar property types. Given that these types of properties are typically purchased based on their income producing capabilities, this approach was useful in providing support for our findings in the Income Capitalization Approach.

The Income Capitalization Approach is typically considered the most appropriate approach to utilize when valuing going concerns such as nursing homes and assisted living facilities. This approach considers the income potential of the property. In our Income Capitalization Approach to value, the anticipated monetary benefits of ownership were converted into a value estimate. Within the Income Capitalization Approach, direct capitalization was used as it is the most common method used by investors and purchasers in acquiring existing and stabilized properties of this nature.

Based on our Complete Appraisal as defined by the Uniform Standards of Professional Appraisal Practice, we have developed an opinion that the “as-is” going concern market value of the fee simple estate of the referenced property, subject to the assumptions, limiting conditions, certifications, and definitions, on October 21, 2003 was:

FOURTEEN MILLION TWO HUNDRED THOUSAND DOLLARS

$14,200,000

             
VALUATION SERVICES     101     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

\

RECONCILIATION AND FINAL VALUE OPINION

Personal Property Allocation

Included in the above estimate of market value is the contributing value of the personal property at the subject property, or the furnishings, fixtures and equipment (FF&E). FF&E is generally considered to be part of the assisted living facility and is typically sold with the building. It is therefore considered to be a part of the property’s total value. FF&E includes the unit and public area furnishings, kitchen equipment, service/maintenance equipment and other machinery. Based on previous analysis of the subject, we estimated the value of the FF&E as new to be $777,975, including a 15 percent factor for entrepreneurial profit.

Physical deterioration (depreciation) must be deducted for the FF&E. The subject opened in 1997. Based on our physical inspection of the property, we are of the opinion that the property is currently in good physical condition. We have estimated that the subject’s FF&E has a useful life of 10 years and we have estimated the current effective age at 3 years. This equates to a 30 percent depreciation factor, as summarized in the following table.

Furniture, Fixtures and Equipment

         
Total Value of FF&E As New
   $ 777,975  
Physical Life (Yrs)
     10  
Effective Age (Yrs)
     3  
Percent Depreciated (%)
     30  
Percent Value Remaining (%)
     70  
Depreciated Value
   $ 544,583  
Rounded
   $ 540,000  

The contributing value of the FF&E is believed to be the cost of the FF&E less its accrued depreciation. This equates to $540,000 rounded.

Business Value (Going Concern)

Assisted living facilities are undisputedly a combination of business and real estate; the day-to-date operation of an assisted living facility represents a business over and above the real estate value. Numerous theories have been developed over time in an attempt to isolate the business component of a senior housing facility.

In our analysis, we have determined the value of the real estate in the Cost Approach to be $11,900,000. As the value of the going concern (Income Capitalization and Sales Comparison Approaches) was determined to be $14,200,000 (which includes the $540,000 in FF&E), this indicates that there is $1,780,000 in business value.

             
VALUATION SERVICES     102     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

“Report” means the appraisal or consulting report and conclusions stated therein, or a letter opinion, to which these Assumptions and Limiting Conditions are annexed.

“Property” means the subject of the Report

“C&W” means Cushman & Wakefield, Inc. or its subsidiary that issued the Report.

“Appraiser(s)” means the employee(s) of C&W who prepared and signed the Report.

The Report has been made subject to the following assumptions and limiting conditions:

1.   No opinion is intended to be expressed and no responsibility is assumed for the legal description or for any matters that are legal in nature or require legal expertise or specialized knowledge beyond that of a real estate appraiser. Title to the Property is assumed to be good and marketable and the Property is assumed to be free and clear of all liens unless otherwise stated. No survey of the Property was undertaken.
 
2.   The information contained in the Report or upon which the Report is based has been gathered from sources the Appraiser assumes to be reliable and accurate. The owner of the Property may have provided some of such information. Neither the Appraiser nor C&W shall be responsible for the accuracy or completeness of such information, including the correctness of estimates, opinions, dimensions, sketches, exhibits and factual matters. Any authorized user of the Report is obligated to bring to the attention of C&W any inaccuracies or errors that it believes are contained in the Report.
 
3.   The opinions are only as of the date stated in the Report. Changes since that date in external and market factors or in the Property itself can significantly affect the conclusions.
 
4.   The Report is to be used in whole and not in part. No part of the Report shall be used in conjunction with any other analyses. Publication of the Report or any portion thereof without the prior written consent of C&W is prohibited. Reference to the Appraisal Institute or to the MAI designation is prohibited. Except as may be otherwise stated in the letter of engagement, the Report may not be used by any person other than the party to whom it is addressed or for purposes other than that for which it was prepared. No part of the Report shall be conveyed to the public through advertising, or used in any sales or promotional or offering or SEC material without C&W’s prior written consent.
 
    Any authorized user of this Report who provides a copy to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including attorneys’ fees, incurred in investigating and defending any claim arising from or in any way connected to the use of, or reliance upon, the Report by any such unauthorized person or entity.
 
5.   Except as may be otherwise stated in the letter of engagement, the Appraiser shall not be required to give testimony in any court or administrative proceeding relating to the Property or the Appraisal.
 
6.   The Report assumes (a) responsible ownership and competent management of the Property; (b) there are no hidden or unapparent conditions of the Property, subsoil or structures that render the Property more or less valuable (no responsibility is assumed for such conditions or for arranging for engineering studies that may be required to

             
VALUATION SERVICES     103     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    discover them); (c) full compliance with all applicable federal, state and local zoning and environmental regulations and laws, unless noncompliance is stated, defined and considered in the Report; and (d) all required licenses, certificates of occupancy and other governmental consents have been or can be obtained and renewed for any use on which the value estimate contained in the Report is based.
 
7.   The physical condition of the improvements considered by the Report is based on visual inspection by the Appraiser or other person identified in the Report. C&W assumes no responsibility for the soundness of structural members nor for the condition of mechanical equipment, plumbing or electrical components.
 
8.   The forecasted potential gross income referred to in the Report may be based on lease summaries provided by the owner or third parties. The Report assumes no responsibility for the authenticity or completeness of lease information provided by others. C&W recommends that legal advice be obtained regarding the interpretation of lease provisions and the contractual rights of parties.
 
9.   The forecasts of income and expenses are not predictions of the future. Rather, they are the Appraiser’s best estimates of current market thinking on future income and expenses. The Appraiser and C&W make no warranty or representation that these forecasts will materialize. The real estate market is constantly fluctuating and changing. It is not the Appraiser’s task to predict or in any way warrant the conditions of a future real estate market; the Appraiser can only reflect what the investment community, as of the date of the Report, envisages for the future in terms of rental rates, expenses, and supply and demand.
 
10.   Unless otherwise stated in the Report, the existence of potentially hazardous or toxic materials that may have been used in the construction or maintenance of the improvements or may be located at or about the Property was not considered in arriving at the opinion of value. These materials (such as formaldehyde foam insulation, asbestos insulation and other potentially hazardous materials) may adversely affect the value of the Property. The Appraisers are not qualified to detect such substances. C&W recommends that an environmental expert be employed to determine the impact of these matters on the opinion of value.
 
11.   Unless otherwise stated in the Report, compliance with the requirements of the Americans with Disabilities Act of 1990 (ADA) has not been considered in arriving at the opinion of value. Failure to comply with the requirements of the ADA may adversely affect the value of the Property. C&W recommends that an expert in this field be employed.
 
12.   If the Report is submitted to a lender or investor with the prior approval of C&W, such party should consider this Report as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in this Report.
 
13.   In the event of a claim against C&W or its affiliates or their respective officers or employees or the Appraisers in connection with or in any way relating to this Report or this engagement, the maximum damages recoverable shall be the amount of the monies

             
VALUATION SERVICES     104     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    actually collected by C&W or its affiliates for this Report and under no circumstances shall any claim for consequential damages be made.
 
14.   If the Report is referred to or included in any offering material or prospectus, the Report shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any and all liability to any party other than the party which retained C&W to prepare the Report. 15. By use of this Report each party that uses this Report agrees to be bound by all of the Assumptions and Limiting Conditions stated herein.
 
15.   By use of this Report each party that uses this Report agrees to be bound by all of the Assumptions and Limiting Conditions stated herein.

Extraordinary Assumptions

An extraordinary assumption is defined as “an assumption, directly related to a specific assignment, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 2).

This appraisal assumes that the property meets the licensing requirements of the State of California as a residential care facility for the elderly and continues to remain in compliance with applicable life safety codes.

This Appraisal employs no other Extraordinary Assumptions.

Hypothetical Conditions

A hypothetical condition is defined as “that which is contrary to what exists, but is supposed for the purpose of analysis. Hypothetical conditions assume conditions contrary to known facts about physical, legal, or economic characteristics of the subject property or about conditions external to the property, such as market conditions or trends, or the integrity of data used in an analysis.” (USPAP 2001 Edition, ASB of The Appraisal Foundation, 1/1/2001, page 3).

This Appraisal employs no Hypothetical Conditions.

             
VALUATION SERVICES     105     ADVISORY GROUP
            (CUSHMAN & WAKEFIELD LOGO)

 

 

CERTIFICATION OF APPRAISAL

We certify that, to the best of our knowledge and belief:

1.   The statements of fact contained in this report are true and correct.
 
2.   The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and is our personal, impartial, and unbiased professional analyses, opinions, and conclusions.
 
3.   We have no present or prospective interest in the property that is the subject of this report, and no personal interest with respect to the parties involved.
 
4.   We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.
 
5.   Our engagement in this assignment was not contingent upon developing or reporting predetermined results.
 
6.   Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal.
 
7.   Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice of the Appraisal Foundation and the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute.
 
8.   Sally U. Haft, MAI made a personal inspection of the property that is the subject of this report.
 
9.   No one provided significant real property appraisal assistance to the persons signing this report.
 
10.   The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.
 
11.   As of the date of this report, Appraisal Institute continuing education for Sally U. Haft, MAI is current.

-s- Sally U. Haft

Sally U. Haft, MAI
Director
Senior Housing/Healthcare Industry Group
California Certified General Appraiser
License No. AG003905
         
VALUATION SERVICES   106   ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

ADDENDA

         
Addenda Contents
ADDENDUM A:
   Letter of Engagement/Legal Description
ADDENDUM B:
   Demographics
ADDENDUM C:
   Property Exhibits
ADDENDUM D:
   Financial Data
ADDENDUM E:
   Comparable Land Sale Data Sheets
ADDENDUM F:
   Comparable Improved Sale Data Sheets
ADDENDUM G:
   Qualifications of the Appraiser
         
VALUATION SERVICES   103   ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

ADDENDUM A: Letter of Engagement/Legal Description

 

   
  (CUSHMAN & WAKEFIELD LOGO)
   
  Cushman & Wakefield of Georgia, Inc.
3300 One Atlantic Center
1201 West Peachtree Street
Atlanta. GA 30309
404-853-5351 Tel
404-874-8046 Fax
Norman_LeZotte@Cushwake.com

September 30, 2003

 
Mr. Douglas Armstrong
General Counsel
ARV Assisted Living, Inc.
245 Fischer Avenue, D-1
Costa Mesa, CA 92626
 
Re: 12 Assisted Living Facilities
       In California and Arizona

Dear Mr. Armstrong:

Thank you for requesting our proposal for appraisal services, This proposal letter, with its attachments, will become, upon your acceptance, our letter of engagement to provide the services outlined herein.

THE PARTIES TO THIS AGREEMENT: Cushman &. Wakefield of Georgia, Inc. Cushman & Wakefield of California, Inc. and Cushman & Wakefield of Arizona, Inc. will prepare the appraisals. We understand that ARV Assisted Living, Inc. (“ARV”) and its affiliates are the clients in this assignment and will be referred to herein, collectively, at times as the “Client” and the report will be addressed to ARV and/or one or more of its affiliates as requested by ARV.

The appraisal will be prepared and submitted to the Client for use only in connection with the proxy solicitation/tender offers filed with the SEC and distributed to the holders of limited partnership interests in American Retirement Villas Properties II and American Retirement Villas Properties III, L.P. (the “Partnerships”). Unless we otherwise consent in writing, the appraisal cannot be used (other than in the material related to the proxy solicitation/tender offer referred to above) for any purpose. If the Appraisal is submitted to a lender or Investor with the prior approval of C&W, such party should consider this Appraisal as only one factor together with its independent investment considerations and underwriting criteria, in its overall investment decision. Such lender or investor is specifically cautioned to understand all Extraordinary Assumptions and Hypothetical Conditions and the Assumptions and Limiting Conditions incorporated in the Appraisal.

REPORTING REQUIREMENTS: We have agreed to prepare a Complete Appraisal In a Self-Contained format. The market value of the Fee Simple or Leasehold Interest will be presented As Is You have also requested that we include the Going Concern Value as of the specified date of value. The valuation methods utilized in these reports will include the income Approach, Sale Comparison Approach, and Cost Approach If all deemed applicable in producing a credible value estimate. The appraisal reports will be signed by an Appraisal Institute member holding the title of MAI (Member Appraisal Institute). Any appraisal report will

         
VALUATION SERVICES     ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

 
Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 2

contain reliance language to the effect that the report is for the use and benefit of ARV, any of its affiliates, agents, and advisors and that the report and references to the report may be included and quoted in any tender offer or solicitation document (whether electronic or hard copy format) in connection with the transactions involving the Partnership referred to above.

PROPERTY INFORMATION: The twelve subject properties are:

ARV PORTFOLIO

                                         
Property   Units   City   State   YR Built   Appraisal fee
 
 
 
 
 
Covina Villa
     63     Covina   CA     1977     $ 5,500  
Montego Heights Lodge
     163     Walnut Creek   CA     1978     $ 4,500  
R.I. Of Burlingame
     67     Burlingame   CA     1977     $ 4,500  
R.I. Of Campbell
     71     Campbell   CA     1977     $ 4,500  
R.I. Of Daly City
     95     Daly City   CA     1975     $ 4,500  
R.I. Of Fremont
     68     Fremont   CA     1977     $ 4,500  
R.I. Of Fullerton
     68     Fullerton   CA     1974     $ 4,500  
R.I. Of Sunnyvale
   120   Sunnyvale   CA     1977     $ 4,500  
Valley View Lodge
     125     Walnut Creek   CA     1986     $ 4,500  
Inn @ Willow Glen
     83     San Jose   CA     1977     $ 5,000  
Chandler Villas
     164     Chandler   AZ     1988     $ 5,500  
Villa Las Posas
     123     Camarillo   CA     1997     $ 5,500  
 
    
                             
 
 
     1,210                             $ 57,500  

The entire fee is inclusive of any travel expenses and is a net fee to ARV or its Designated Affiliates

REGULATIONS OF FEDERAL AGENCIES: Federal banking regulations require banks and savings and loan associations to employ appraisers where a FIRREA compliant appraisal must be used in connection with mortgage loans or other transactions involving federally regulated lending institutions, including mortgage bankers/brokers, The appraisal being prepared would comply with the requirements of FIRREA if it were being delivered for use by a federally regulated institution. This appraisal will be prepared in accordance with the Uniform Standards of Professional Appraisal Practice of The Appraisal Foundation, the Standards of Professional Practice and the Code of Ethics of the Appraisal Institute.

STANDARD ASSUMPTIONS AND LIMITING CONDITIONS: Our report will be subject to our standard Assumptions and Limiting Conditions, which will be incorporated into the appraisal. The appraisal report may also be subject to any Extraordinary Assumptions and Hypothetical Conditions.

CONSENT: We understand that you intend to include, in the tender offer/proxy solicitation materials referred to above, a copy of our appraisal report, a description of the report and a summary of the procedures we followed in preparing our report, and our basis for, and the

         
VALUATION SERVICES     ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

 
Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 3

methods we used in arriving at, the conclusions reflected in our report. We agree to assist in the preparation of such description and summary and consent to your inclusion in the tender officer/proxy solicitation material of a copy of the appraisal report and a description and summary reasonably acceptable to us. Furthermore, you agree to pay the reasonable fees of our legal counsel for the review of any such description and summary to be included in such material which is the subject of the requested consent.

In the event the Client provides a copy of this appraisal to, or permits reliance thereon by, any person or entity not authorized by C&W in writing to use or rely thereon, ARV hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers and employees, harmless from and against all damages, expenses, claims and costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the use of, or reliance upon, the appraisal by any such unauthorized person or entity. ARV also hereby agrees to indemnify and hold C&W, its affiliates and their respective shareholders, directors, officers, and employees harmless from and against all damages, expenses, claims, costs, including reasonable attorneys’ fees, incurred in investigating and defending any claim arising from the reliance upon the appraisal by any limited partner of the Partnerships or in connection with the tender offer/proxy solicitation material described herein, Notwithstanding the foregoing, neither ARV nor any of its affiliates shall be required to indemnify or hold harmless C&W, its affiliates or any of their respective shareholders, directors, officers or employees for or against any losses, damages, expenses, claims or costs resulting from the gross negligence, willful misconduct or bad faith of C&W, its affiliates or any of their respective shareholders, directors, officers, or employees. This indemnification shall be binding on ARV, its successors and assigns.

If the Appraisal is referred to or included in any offering material or prospectus, (other than the proxy solicitation/tender offer material referred to above), the Appraisal shall be deemed referred to or included for informational purposes only and C&W, its employees and the Appraiser have no liability to such recipients. C&W disclaims any and all liability to any party other than the party which retained C&W to prepare the Appraisal.

INFORMATION NEEDED TO COMPLETE THE ASSIGNMENT: We understand that you will provide the following information for our review, If available.

•   Plot Plan/Survey and Legal Description  
•   Building plans  
•   Original construction and site acquisition costs  
•   Cost of any major expansions, modifications or repairs incurred over the past three years/Capital Expense Budget  
•   Operating Statements for three previous years plus year-to-date  
•   Most recent real estate tax bill or statement  
•   Operating Budgets

         
VALUATION SERVICES     ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

 
Mr. Douglas Armstrong
ARV Assisted Living, Inc.
September 30, 2003
Page 4

•   Sales history of the subject property over the past three years at a minimum  
•   Rent roll  
•   On Site Contact Name and Phone #

When appropriate, we will include graphics such as maps, photographs and charts to assist in visualizing our findings. The final reports will be delivered electronically. We will provide hard copies upon request.

Fee and Schedule of Payment: The fee for this assignment shall be $57,500 in total (please see previous chart for individual fees), payable at the time of transmission of the report electronically or in three (3) bound copies. A retainer equal to fifty percent ($26,750) of the fee shall be paid when you return this engagement letter signed by you below authorizing the assignment to us. The balance of the fee will be due upon delivery of the report. Payment of the fee is not contingent on the appraised value, outcome of the consultation report, a loan closing, or any other prearranged condition.

Additional fees will be charged on an hourly basis for any work which exceeds the scope of this proposal, including performing additional valuation scenarios, additional research and conference calls or meetings with any party which exceed the time allotted for an assignment of this nature. If we are requested to stop working on this assignment, for any reason, prior to our completion of the appraisal, we will be entitled to bill you for the time put in to date at our hourly rates.

Response to Review: We agree to respond to your review of our report within five (5) business days of your communication to us. Correspondingly, you will have twenty-one (21) days from receipt of our report to communicate your review. We reserve the right to bill you for responding to your review beyond this time period.

Authorizing the Assignment and Report Delivery: We agree to complete the assignment within (21) days of receipt of your written authorization to proceed. You may authorize the assignment by signing this letter and returning it to us with the requested retainer.

Responding to Subpoena or Other Judicial Command to Produce Documents: If we receive a subpoena or other judicial command to produce documents or to provide testimony involving this assignment in connection with a lawsuit or proceeding, we will use reasonable efforts to notify you of our receipt of same. However, if we are not a party to these proceedings, you agree to reimburse us for the reasonable out-of-pocket expenses that we incur in responding to any subpoena or judicial command, including reasonable attorneys’ fees, if any, as they are incurred. We will be compensated at the then prevailing hourly rates of the personnel responding to the subpoena or command for testimony.

Limitation on Liability: By signing this agreement, except as may be prohibited by applicable law, Client expressly agrees that its sole and exclusive remedy for any and all losses or damages relating to this agreement shall be limited to the amount of the appraisal fee paid by the Client. In the event that the Client, or any other party entitled to do so, makes a claim against C&W or any of its affiliates or any of their respective officers or employees in connection with or in any way relating to this engagement or the appraisal, the maximum damages recoverable from C&W or any of its affiliates or their respective officers or employees shall be

         
VALUATION SERVICES     ADVISORY GROUP
        (CUSHMAN & WAKEFIELD LOGO)

 

Mr, Douglas Armstrong
ARV Assisted Living, Inc,
September 30, 2003
Page 5

the amount of the monies actually collected by us for this assignment and under no circumstances shall any claim for consequential damages be made.

You acknowledge that any opinions and conclusions expressed by the Cushman & Wakefield professionals during this assignment are representations made as employees and not as individuals. C&W’s responsibility is limited to the client.

Thank you for calling on us to render these services and we look forward to working with you.

Sincerely.

-s- Norman W. LeZotte

     
VALUATION SERVICES   ADVISORY GROUP

(CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

“Appraisal” means the appraisal report and opinion of value stated therein, to which these Assumptions and Limiting Conditions are annexed.

“Property” means the subject of the Appraisal.

“C&W” means Cushman & Wakefield, Inc. or its subsidiary which issued the Appraisal.

“Appraiser” or “Appraisers” means the employee(s) of C&W who prepared and signed the Appraisal.

General Assumptions

This appraisal is made subject to the following assumptions and limiting conditions:

1.   No opinion is intended to be expressed and no responsibility is assumed for the legal description or for any matters which are legal in nature or require legal expertise or specialized knowledge beyond that of a real estate appraiser. Title to the Property is assumed to be good and marketable and the Property is assumed to be free and clear of all liens unless otherwise stated. No survey of the Property was undertaken.
 
2.   The information contained in the Appraisal or upon which the Appraisal is based has been gathered from sources the Appraiser assumes to be reliable and accurate. Some of such information may have been provided by the owner of the Property. Neither the Appraiser nor C&W shall be responsible for the accuracy or completeness of such information, including the correctness of opinions, dimensions, sketches, exhibits and factual matters.
 
3.   The opinion of value is only as of the date stated in the Appraisal. Changes since that date in external and market factors or in the Property itself can significantly affect property value.
 
4.   The Appraisal is to be used in whole and not in part. No part of the Appraisal shall be used in conjunction with any other appraisal. Publication of the Appraisal or any portion thereof without the prior written consent of C&W is prohibited. Except as may be otherwise stated in the letter of engagement, the Appraisal may not be used by any person other than the party to whom it is addressed or for purposes other than that for which it was prepared. No part of the Appraisal shall be conveyed to the public through advertising, or used in any sales or promotional material without C&W’s prior written consent. Reference to the Appraisal Institute or to the MAI designation is prohibited, except as it relates to the collaboration between C&W and the Appraisal Institute relative to the Real Estate Outlook publication.
 
5.   Except as may be otherwise stated in the letter of engagement, the Appraiser shall not be required to give testimony in any court or administrative proceeding relating to the Property or the Appraisal.
 
6.   The Appraisal assumes (a) responsible ownership and competent management of the Property; (b) there are no hidden or unapparent conditions of the Property, subsoil or Structures that render the Property more or less valuable (no responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them); (c) full compliance with all applicable federal, state and local zoning and environmental regulations and laws, unless noncompliance is stated, defined and analyzed in the Appraisal; and (d) all required licenses, certificates of occupancy and other governmental consents have been or can be obtained and renewed for any use on which the value opinion contained in the Appraisal is based.
 
7.   The physical condition of the improvements analyzed within the Appraisal is based on visual inspection by the Appraiser or other person identified in the Appraisal. C&W assumes no

     
VALUATION ADVISORY SERVICES   (CUSHMAN & WAKEFIELD LOGO)

 

 

ASSUMPTIONS AND LIMITING CONDITIONS

    responsibility for the soundness of structural members nor for the condition of mechanical equipment, plumbing or electrical components.
 
8.   The projected potential gross income referred to in the Appraisal may be based on lease summaries provided by the owner or third parties. The Appraiser has not reviewed lease documents and assumes no responsibility for the authenticity or completeness of lease information provided by others. C&W recommends that legal advice be obtained regarding the interpretation of lease provisions and the contractual rights of parties.
 
9.   The projections of income and expenses are not predictions of the future. Rather, they are the Appraiser’s opinion of current market thinking on future Income and expenses. The Appraiser and C&W make no warranty or representation that these projections will materialize. The real estate market is constantly fluctuating and changing, It is not the Appraiser’s task to predict or in any way warrant the conditions of a future real estate market; the Appraiser can only reflect what the investment community, as of the date of the Appraisal, envisages for the future In terms of rental rates, expenses, supply and demand.
 
10.   Unless otherwise stated in the Appraisal, the existence of potentially hazardous or toxic materials which may have been used in the construction or maintenance of the improvements or may be located at or about the Property was not analyzed in arriving at the opinion of value. These materials (such as formaldehyde foam Insulation, asbestos insulation and other potentially hazardous materials) may adversely affect the value of the Property. The Appraisers are not qualified to detect such substances. C&W recommends that an environmental expert be employed to determine the impact of these matters on the opinion of value.
 
11.   Unless otherwise stated in the Appraisal, compliance with the requirements of the Americans With Disabilities Act of 1990 (ADA) has not been analyzed in arriving at the opinion of value. Failure to comply with the requirements of the ADA may adversely affect the value of the property. C&W recommends that an expert in this field be employed.
 
12.   Additional work requested by the client beyond the scope of this assignment will be billed at our prevailing hourly rate, Preparation for court testimony, update valuations, additional research, depositions, travel or other proceedings will be billed at our prevailling hourly rate, plus reimbursement of expenses.
 
13.   The reader acknowledges that Cushman & Wakefield of California, Inc, has been retained hereunder as an independent contractor to perform the services described herein and nothing in this agreement shall be deemed to create any other relationship between us. This assignment shall be deemed concluded and the services hereunder completed upon delivery to you of the appraisal report discussed herein.
 
14.   This study has not been prepared for use in connection with litigation and this document is not suitable for use in a litigation action, Accordingly, no rights to expert testimony, pretrial or other conferences, deposition, or related services are Included with this appraisal. If, as a result of this undertaking, C&W or any of its principals, its appraisers or consultants are requested or required to provide any litigation services, such shall be subject to the provisions of the C&W engagement letter or, if not specified therein, subject to the reasonable availability of C&W and/or said principals or appraisers at the time and shall further be subject to the party or parties requesting or requiring such services paying the then-applicable professional fees and expenses of C&W either in accordance with the provisions of the engagement letter or arrangements at the time, as the case may be.

     
VALUATION ADVISORY SERVICES   (CUSHMAN & WAKEFIELD LOGO)

 

 

LEGAL DESCRIPTION
EXHIBIT “A”

THAT PORTION OF LOT 2, SECTION 27, TOWNSHIP 2 NORTH, RANGE 21 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF CAMARILLO, COUNTY OF VENTURA, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED JULY 10, 1873 IN THE DISTRICT LAND OFFICE, DESCRIBED AS FOLLOWS:

BEGINNING AT A POINT IN THE EASTERLY LINE OF LAS POSAS ROAD, 60 FEET WIDE, DISTANT ALONG SAID EASTERLY LINE NORTH 0° 13’ 35” WEST 666.12 FEET FROM THE NORTHWESTERLY CORNER OF LAS POSAS PARK, ACCORDING TO THE MAP RECORDED IN BOOK 24 PAGE 10 OF MAPS, AT THE NORTHWESTERLY CORNER OF THE LAND DESCRIBED IN THE DEED TO PLEASANT VALLEY SCHOOL DISTRICT RECORDED AUGUST 29, 1958 IN BOOK 1649 PAGE 522, OFFICIAL RECORDS, THENCE, CONTINUING ALONG SAID EASTERLY LINE,

1ST: NORTH 0° 13’ 35” WEST 364.30 FEET TO THE SOUTHWESTERLY CORNER OF THE LAND DESCRIBED IN THE DEED TO VILLAGE WATER COMPANY, RECORDED DECEMBER 18, 1961 IN BOOK 2085 PAGE 172, OFFICIAL RECORDS, THENCE ALONG THE BOUNDARY OF SAID LAST MENTIONED LAND BY THE FOLLOWING TWO COURSES,

2ND: NORTH 89° 46’ 25” EAST 50 FEET TO THE SOUTHEASTERLY CORNER THEREOF THENCE,

3RD: NORTH 0° 13’ 35” WEST 64.25 FEET TO THE NORTHERLY LINE OF SAID LOT 2; THENCE, ALONG SAID NORTHERLY LINE,

4TH: NORTH 73° 52’ EAST 532.39 FEET, MORE OR LESS TO A POINT ON THE NORTH LINE OF SAID LOT 2, WHICH IS NORTH 73° 52’ EAST 584.38 FEET MEASURED ALONG SAID NORTH LINE FROM THE EAST LINE OF LAS POSAS ROAD, ALSO BEING THE NORTHWEST CORNER OF SAID LAND DESCRIBED IN DEED TO UNITED STATES OF AMERICA, RECORDED APRIL 30, 1958 IN BOOK 1612 PAGE 22 OF OFFICIAL RECORDS, THENCE, ALONG THE WESTERLY LINE OF LAND DESCRIBED IN SAID DEED,

5TH: SOUTH 0° 13’ 35” EAST 271.12 FEET, MORE OR LESS, TO THE NORTHEASTERLY CORNER OF SAID LAND OF PLEASANT VALLEY SCHOOL DISTRICT, THENCE,

6TH: SOUTH 89° 46’ 25” WEST 241.50 FEET TO AN ANGLE POINT, THENCE,

7TH: SOUTH 46° 20’ 57” WEST 441.26 FEET TO THE POINT OF BEGINNING.

EXCEPT ALL THE OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES IN, ON, OR UNDER SAID LAND BUT WITHOUT THE RIGHT, HOWEVER, OF SURFACE ENTRY AND WITHOUT THE RIGHT OF ENTRY IN AND TO THE SUBSURFACE THEREOF AT A DEPTH OF LESS THAN 500 FEET BENEATH THE SURFACE.

 

 

ADDENDUM B: Demographics

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Population
     67,498               68,780               71,955          
 
Age 45-54
     9,039       13.39 %     9,515       13.83 %     10,443       14.51 %
 
Age 55 - 59
     3,403       5.04 %     3,777       5.49 %     4,499       6.25 %
 
Age 60 - 64
     2,649       3.92 %     2,795       4.06 %     3,502       4.87 %
 
Age 65 - 69
     2,409       3.57 %     2,412       3.51 %     2,718       3.78 %
 
Age 70 - 74
     2,215       3.28 %     2,153       3.13 %     2,115       2.94 %
 
Age 75 - 79
     2,323       3.44 %     2,295       3.34 %     2,246       3.12 %
 
Age 80 - 84
     1,800       2.67 %     1,920       2.79 %     1,986       2.76 %
 
Age 85 and over
     1,429       2.12 %     1,530       2.23 %     1,710       2.38 %
Age 55 and over
     16,228       24.04 %     16,881       24.54 %     18,777       26.10 %
Age 65 and over
     10,176       15.08 %     10,309       14.99 %     10,777       14.98 %
Total Population, Male
     33,082               33,716               35,268          
 
Age 45 - 54
     4,424       13.37 %     4,645       13.78 %     5,107       14.48 %
 
Age 55 - 59
     1,672       5.05 %     1,861       5.52 %     2,203       6.25 %
 
Age 60 - 64
     1,247       3.77 %     1,319       3.91 %     1,652       4.68 %
 
Age 65 - 69
     1,136       3.43 %     1,138       3.37 %     1,282       3.63 %
 
Age 70 - 74
     953       2.88 %     930       2.76 %     921       2.61 %
 
Age 75 - 79
     937       2.83 %     927       2.75 %     913       2.59 %
 
Age 80 - 84
     721       2.18 %     764       2.27 %     794       2.25 %
 
Age 85 and over
     482       1.46 %     506       1.50 %     567       1.61 %
Age 55 and over
     7,147       21.60 %     7,444       22.08 %     8,331       23.62 %
Age 65 and over
     4,229       12.78 %     4,264       12.65 %     4,477       12.69 %
Total Population, female
     34,416               35,064               36,688          
 
Age 45 - 54
     4,615       13.41 %     4,871       13.89 %     5,337       14.55 %
 
Age 55 - 59
     1,731       5.03 %     1,916       5.46 %     2,296       6.26 %
 
Age 60 - 64
     1,402       4.07 %     1,476       4.21 %     1,850       5.04 %
 
Age 65 - 69
     1,273       3.70 %     1,274       3.63 %     1,437       3.92 %
 
Age 70 - 74
     1,262       3.67 %     1,223       3.49 %     1,194       3.26 %
 
Age 75 - 79
     1,386       4.03 %     1,368       3.90 %     1,333       3.63 %
 
Age 80 - 84
     1,079       3.13 %     1,155       3.30 %     1,193       3.25 %
 
Age 85 and over
     947       2.75 %     1,025       2.92 %     1,143       3.12 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 1 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Age 55 and Over
     9,081       26.38 %     9,437       26.91 %     10,446       28.47 %
 
Age 65 and over
     5,947       17.28 %     6,046       17.24 %     1,724       17.17 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 2 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2000           2002           2007        
Population by Single Race Classification   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
White Alone
     51,793               52,262               53,416          
 
Age 65 and over
     9,195       17.75 %     9,292       17.78 %     9,6l5       18.00 %
Black or African American Alone
     1,127               1,154               1,222          
 
Age 65 and over
     61       5.42 %     65       5.63 %     75       6.10 %
American Indian and Alaska Native Alone
     473               508               596          
 
Age 65 and over
     28       5.99 %     28       5.55 %     34       5.73 %
Asian Alone
     4,282               4,518               5,064          
 
Age 65 and over
     495       11.57 %     506       11.21 %     575       11.35 %
Native Hawaiian and Other Pacific Islander Alone
     135               140               149          
 
Age 65 and over
     9       6.99 %     9       6.77 %     10       7.04 %
Some Other Race Alone
     7,269               7,671               8,595          
 
Age 65 and over
     273       3.76 %     293       3.82 %     339       3.94 %
Two or More Races
     2,419               2,527               2,914          
 
Age 65 and over
     114       4.69 %     116       4.57 %     129       4.42 %
                                                   
      2000           2002           2007        
Population by Hispanic or Latino   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Hispanic or Latino
     15,582               16,463               18,594          
 
Age 65 and over
     776       4.98 %     803       4.88 %     887       4.77 %
Not Hispanic or Latino
     51,916               52,317               53,362          
 
Age 65 and over
     9,400       18.11 %     9,507       18.17 %     9,890       18.53 %
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 55 - 64
     2,843               3,677               4,508          
 
Income less than $15,000
     229       8.06 %     205       5.58 %     203       4.50 %
 
Income $15,000 - $24,999
     190       6.70 %     167       4.55 %     181       4.02 %
 
Income $25,000 - $34,999
     325       11.42 %     277       7.53 %     240       5.33 %
 
Income $35,000 - $49,999
     520       18.30 %     452       12.28 %     548       12.16 %
 
Income $50,000 - $74,999
     733       25.77 %     732       19.92 %     785       17.40 %
 
Income $75,000 - $99,999
     475       16.71 %     569       15.48 %     674       14.95 %
 
Income $100,000 - $149,999
     320       11.26 %     752       20.45 %     905       20.08 %
 
Income $150,000 - $249,999
     88       3.09 %     372       10.11 %     634       14.06 %
 
Income $250,000 - $499,999
     30       1.04 %     113       3.07 %     256       5.67 %
 
Income $500,000 and more
     6       0.23 %     39       1.05 %     83       1.83 %
Median Household Income
     56,583               75,241               86,035          

 

         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 3 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 4 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 65 - 69
     1,488               1,465               1,661          
 
Income less than $15,000
     251       16.88 %     168       11.50 %     154       9.29 %
 
Income $15,000 - $24,999
     246       16.51 %     139       9.49 %     135       8.11 %
 
Income $25,000 - $34,999
     278       18.70 %     164       11.21 %     155       9.31 %
 
Income $35,000 - $49,999
     291       19.57 %     273       18.66 %     280       16.84 %
 
Income $50,000 - $74,999
     238       16.01 %     313       21.38 %     335       20.19 %
 
Income $75,000 - $99,999
     110       7.36 %     158       10.80 %     224       13.51 %
 
Income $100,000 - $149,999
     86       5.77 %     145       9.91 %     195       11.73 %
 
Income $150,000 - $249,999
     31       2.05 %     70       4.81 %     119       7.14 %
 
Income $250,000 - $499,999
     8       0.54 %     22       1.49 %     48       2.89 %
 
Income $500,000 and more
     2       0.14 %     11       0.75 %     17       1.00 %
Median Household Income
     34,785               49,288               57,961          
Householder Age 70 - 74
     1,373               1,313               1,298          
 
Income less than $15,000
     247       18.02 %     144       10.97 %     107       8.26 %
 
Income $15,000 - $24,999
     279       20.31 %     122       9.30 %     103       7.94 %
 
Income $25,000 - $34,999
     288       20.97 %     137       10.47 %     116       8.94 %
 
Income $35,000 - $49,999
     279       20.32 %     243       18.50 %     212       16.37 %
 
Income $50,000 - $74,999
     235       17.09 %     279       21.24 %     266       20.50 %
 
Income $75,000 - $99,999
     108       7.89 %     146       11.12 %     180       13.86 %
 
Income $100,000 - $149,999
     69       4.99 %     138       10.52 %     159       12.22 %
 
Income $150,000 - $249,999
     24       1.73 %     74       5.65 %     99       7.64 %
 
Income $250,000 - $499,999
     8       0.59 %     20       1.52 %     41       3.20 %
 
Income $500,000 and more
     1       0.07 %     9       0.70 %     14       1.09 %
Median Household Income
     33,403               50,851               60,385          
Householder Age 75 - 79
     1,250               1,506               1,494          
 
Income less than $15,000
     341       27.26 %     154       10.26 %     108       7.26 %
 
Income $15,000 - $24,999
     226       18.09 %     249       16.54 %     197       13.17 %
 
Income $25,000 - $34,999
     207       16.54 %     210       13.96 %     200       13.37 %
 
Income $35,000 - $49,999
     215       17.19 %     243       16.16 %     244       16.30 %
 
Income $50,000 - $74,999
     156       12.51 %     296       19.65 %     269       18.03 %
 
Income $75,000 - $99,999
     52       4.16 %     151       10.02 %     185       12.40 %
 
Income $100,000 - $149,999
     42       3.33 %     104       6.90 %     145       9.69 %
 
Income $150,000 - $249,999
     8       0.67 %     82       5.47 %     100       6.66 %
 
Income $250,000 - $499,999
     1       0.08 %     10       0.69 %     37       2.47 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 5 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Income $500,000 and more
     2       0.16 %     6       0.37 %     10       0.64 %
Median Household Income
     27,754               43,514               49,846          
         
(CLARITAS LOGO) Prepared on: October 15, 2003     01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 6 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 80 - 84
     661               1,263               1,334          
 
Income less then $15,000
     195       29.54 %     132       10.48 %     98       7.34 %
 
Income $15,000 - $24,999
     124       18.69 %     216       17.14 %     184       13.79 %
 
Income $25,000 - $34,999
     115       17.39 %     167       13.21 %     161       12.06 %
 
Income $35,000 - $49,999
     106       16.02 %     206       16.27 %     215       16.09 %
 
Income $50,000 - $74,999
     86       13.06 %     247       19.56 %     249       18.69 %
 
Income $75,000 - $99,999
     30       4.50 %     126       10.01 %     167       12.48 %
 
Income $100,000 - $149,999
     22       3.28 %     96       7.60 %     140       10.51 %
 
Income $150,000 - $249,999
     4       0.67 %     50       3.99 %     79       5.89 %
 
Income $250,000 - $499,999
     0       0.00 %     17       1.35 %     33       2.46 %
 
Income $500,000 and more
     2       0.30 %     5       0.40 %     9       0.67 %
Median Household Income
     26,913               43,483             51,050          
Householder Age 85 and over
     339               967               1,107          
 
Income less than $15,000
     111       32.69 %     99       10.25 %     71       6.38 %
 
Income $15,000 - $24,999
     50       14.80 %     196       20.26 %     189       17.06 %
 
Income $25,000 - $34,999
     55       16.10 %     127       13.18 %     138       12.47 %
 
Income $35,000 - $49,999
     46       13.65 %     131       13.52 %     158       14.24 %
 
Income $50,000 - $74,999
     30       8.95 %     198       20.50 %     197       17.83 %
 
Income $75,000 - $99,999
     8       2.40 %     86       8.84 %     136       12.30 %
 
Income $100,000 - $149,999
     11       3.15 %     76       7.84 %     112       10.10 %
 
Income $150,000 - $249,999
     2       0.61 %     44       4.56 %     74       6.69 %
 
Income $250,000 - $499,999
     0       0.00 %     4       0.45 %     24       2.20 %
 
Income $500,000 and more
     1       0.30 %     6       0.62 %     8       0.72 %
Median Household Income
     24,020               41,927               49,810          
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 7 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Households by Household Income   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Households
     20,704               24,387               25,978          
 
Income less than $15,000
     2,078       10.03 %     1,396       5.73 %     1,137       4.38 %
 
Income $15,000 - $24,999
     2,349       11.35 %     1,818       7.45 %     1,618       6.23 %
 
Income $25,000 - $34,999
     2,867       13.85 %     2,285       9.37 %     1,987       7.65 %
 
Income $35,000 - $49,999
     3,955       19.10 %     3,419       14.02 %     3,531       13.59 %
 
Income $50,000 - $74,999
     5,017       24.23 %     4,865       19.95 %     4,577       17.62 %
 
Income $75,000 - $99,999
     2,569       12.41 %     3,736       15.32 %     3,890       14.97 %
 
Income $100,000 - $149,999
     1,649       7.96 %     4,135       16.96 %     4,600       17.71 %
 
Income $150,000 - $249,999
     437       2.11 %     1,988       8.15 %     3,053       11.75 %
 
Income $250,000 - $499,999
     163       0.79 %     528       2.17 %     1,185       4.56 %
 
Income $500,000 and more
     62       0.30 %     217       0.89 %     400       1.54 %
Average Household Income
   $ 58,166             $ 90,169             $ 104,581          
Median Household Income
   $ 47,431             $ 66,835             $ 75,890          
Per Capita Income
   $ 19,000             $ 33,480             $ 39,864          
                                                   
      1990*           2002           2007        
Specified Owner-Occupied Housing Unit Values   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Specified Owner-Occupied Housing Unit Values
     12,590               14,803               15,699          
 
Value less than $25,000
     14       0.11 %     10       0.07 %     10       0.06 %
 
Value $25,000 - $49,999
     33       0.26 %     28       0.19 %     25       0.16 %
 
Value $50,000 - $74,999
     41       0.33 %     28       0.19 %     29       0.19 %
 
Value $75,000 - $99,999
     74       0.59 %     41       0.28 %     36       0.23 %
 
Value $100,000- $149,999
     498       3.96 %     189       1.27 %     143       0.91 %
 
Value $150,000 - $199,999
     1,663       13.21 %     408       2.76 %     313       1.99 %
 
Value $200,000 - $299,999
     6,556       52.08 %     3,616       24.43 %     2,330       14.84 %
 
Value $300,000 - $399,999
     2,350       18.67 %     5,267       35.58 %     4,480       28.54 %
 
Value $400,000 - $499,999
     543       4.31 %     2,613       17.65 %     3,636       23.16 %
 
Value $500,000 Or More
     819       6.50 %     2,602       17.58 %     4,697       29.92 %
Median Specified Owner-Occupied Housing Unit Value
     260,607               358,523               413,311          
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 8 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
        2000           2002           2007        
Group Quarters by Population Type   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Institutionalized:
     890               891               894          
 
Correctional Institutions
     660       74.14 %     661       74.16 %     664       71.24 %
 
Nursing Homes
     230       25.84 %     230       25.82 %     230       25.74 %
 
Other Institutions
     0       0.02 %     0       0.02 %     0       0.02 %
Noninstitutionalized
     503               505               507          
                                                     
        2000           2002           2007        
Tenure of Occupied Housing Units   Census           Estimate           Projection        
 
         
         
       
Owner Occupied
     17,030               17,472               18,543          
Renter Occupied
     6,701               6,915               7,435          
                                                     
        Pop 65                                        
1990* Census Household Type and Relationship   and Over   Pct.                                
 
 
                               
Total
     9,205                                          
In Family Households
     6,987       75.90 %                                
 
Householder
     3,495       37.97 %                                
 
Spouse
     2,812       30.54 %                                
 
Other relative
     645       7.01 %                                
 
Non-Relative
     35       0.38 %                                
In Group Quarters
     328       3.56 %                                
 
Institutionalized
     324       3.52 %                                
 
Other
     3       0.03 %                                
In Non-Family Households
     1,891       20.54 %                                
 
Male Householder
     374       4.07 %                                
   
Living Alone
     366       3.98 %                                
   
Not Living Alone
     8       0.09 %                                
 
Female Householder
     1,459       15.85 %                                
   
Living Alone
     1,404       15.25 %                                
   
Not Living Alone
     55       0.60 %                                
 
Non-Relative
     58       0.62 %                                
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 9 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                   
1990* Census Household Income - Monthly Owner                   65 Yrs        
Costs is a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     12,749               3,488          
 
Less than 20%
     5,975       4.687 %     2,389       68.50 %
 
20 to 24%
     1,522       11.94 %     302       8.66 %
 
25 to 29%
     1,450       11.38 %     158       4.53 %
 
30 to 34%
     1,093       8.57 %     116       3.32 %
 
35% or more
     2,676       20.99 %     507       14.54 %
 
Not Computed
     32       0.25 %     16       0.45 %
                                   
1990* Census Household Income                   65 Yrs        
Gross Rent as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     6,096               719          
 
Less than 20%
     1,400       22.97 %     115       16.00 %
 
20 to 24%
     800       13.13 %     23       3.23 %
 
25 to 29%
     802       13.16 %     84       11.62 %
 
30 to 34%
     732       12.01 %     88       12.30 %
 
35% or more
     1,998       32.78 %     341       47.41 %
 
Not Computed
     363       5.96 %     68       9.44 %
                                   
                    65 Yrs        
1990* Census Occupied Housing Units   Total Units   Pct.   and Over   Pct.
 
 
 
 
Owner Occupied Units
     14,540       70.08 %     4,502       85.64 %
Renter Occupied Units
     6,208       29.92 %     755       14.36 %
Complete Plumbing Facilities
     20,686       99.70 %     5,255       99.96 %
Lacking Plumbing Facilities
     62       0.30 %     0       0.00 %
With Telephone
     20,519       98.89 %     5,237       99.62 %
No Telephone
     227       1.09 %     22       0.42 %
One or more Vehicles
     20,082       96.79 %     4,877       92.77 %
No Vehicles Available
     666       3.21 %     379       7.22 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 10 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
1990* Census Poverty Status                                   75 Yrs        
By Household Type By Age of Householder   Total   Pct.   Age 65 - 74   Pct.   and Over   Pct.
 
 
 
 
 
 
Total Households
     21,147               3,079               2,245          
Married Couple Family
     14,222       67.25 %     2,042       66.33 %     1,173       52.25 %
Other Family
     2,116       10.00 %     161       5.23 %     115       5.12 %
 
Male Householder
     639       3.02 %     8       0.26 %     22       0.98 %
 
Female Householder
     1,476       6.98 %     153       4.97 %     93       4.14 %
Non-Family
     4,809       22.74 %     876       28.45 %     957       42.62 %
 
Householder Living Alone
     3,720       17.59 %     851       27.63 %     921       41.02 %
 
Householder not Living Alone
     1,090       5.15 %     25       0.82 %     36       1.60 %
Above Poverty
     20,197       95.51 %     2,964       96.24 %     2,125       94.68 %
 
Married Couple Family
     13,895       65.71 %     1,994       64.74 %     1,140       50.78 %
 
Other Family
     1,868       8.83 %     161       5.23 %     107       4.77 %
   
Male Householder
     618       2.92 %     8       0.26 %     22       0.98 %
   
Female Householder
     1,250       5.91 %     153       4.97 %     85       3.79 %
 
Non-Family
     4,434       20.97 %     809       26.27 %     879       39.14 %
   
Householder Living Alone
     3,433       16.24 %     786       25.54 %     843       37.54 %
   
Householder not Living Alone
     1,000       4.73 %     23       0.73 %     36       1.60 %
Below Poverty
     950       4.49 %     116       3.76 %     119       5.32 %
 
Married Couple Family
     327       1.55 %     49       1.59 %     33       1.48 %
 
Other Family
     247       1.17 %     0       0.00 %     8       0.35 %
   
Male Householder
     21       0.10 %     0       0.00 %     0       0.00 %
   
Female Householder
     226       1.07 %     0       0.00 %     8       10.18 %
 
Non-Family
     376       1.78 %     67       2.18 %     78       3.49 %
   
Householder Living Alone
     286       1.35 %     64       2.09 %     78       3.48 %
   
Householder not Living Alone
     90       0.42 %     3       0.09 %     0       0.01 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 11 of 36    

 

 

Senior Life Report
Area(s): Radius 5.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
1990* Census Mobility and Disability                   65 Yrs           75 Yrs        
Civilian Noninstitutionalized Persons Ace 16 and Over   Total   Pct.   and Over   Pct.   and Over   Pct.
 
 
 
 
 
 
Persons
     46,439               8,543               3,395          
With Mblty or Care Lmts
     2,241       4.82 %     1,142       13.37 %     630       l8.56 %
 
Mobility Limits Only
     827       1.78 %     429       5.02 %     269       7.92 %
 
Self Care Limit: Only
     649       1.40 %     176       2.06 %     29       0.85 %
 
Both Limits
     764       1.64 %     536       6.28 %     333       9.79 %
No Mblty or Care Limits
     44,199       95.18 %     7,401       86.63 %     2,765       8l.44 %
With a Work Disability
     4,843       10.43 %     2,357       27.58 %                
 
In Labor Force
     1,394       3.00 %     172       2.01 %                
   
Employed
     1,301       2.80 %     158       1.85 %                
   
Unemployed
     93       0.20 %     14       0.16 %                
 
Not in Labor Force
     3,449       7.43 %     2,l85       25.57 %                
   
Prevented from Working
     2,786       6.00 %     1,822       21.33 %                
   
Not Prevented from Wrk
     663       1.43 %     363       4.24 %                
No Work Disability
     41,597       89.57 %     6,189       72.45 %                
 
In Labor Force
     29,907       64.40 %     1,054       12.34 %                
   
Employed
     28,626       61.64 %     1,009       11.81 %                
   
Unemployed
     1,281       2.76 %     45       0.53 %                
Not in Labor Force
     11,690       25.17 %     5,135       60.11 %                

* Census 2000 SF3 (long form) data is not yet available. Data Items resented 1990 Census figures converted to Census 2000 geographies.

         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 12 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2000           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Population
     185,873               191,108               203,885          
 
Age 45 - 54
     22,222       11.96 %     23,652       12.38 %     26,573       13.03 %
 
Age 55 -59
     7,753       4.17 %     8,701       4.55 %     10,607       5.20 %
 
Age 60 - 64
     6,191       3.33 %     6,621       3.46 %     8,458       4.15 %
 
Age 65 - 69
     5,517       2.97 %     5,600       2.93 %     6,416       3.15 %
 
Age 70 - 74
     5,020       2.70 %     4.956       2.59 %     4,935       2.42 %
 
Age 75 - 79
     4,769       2.57 %     4,751       2.49 %     4,739       2.32 %
 
Age 80 - 84
     3,308       1.78 %     3,552       1.86 %     3,741       1.84 %
 
Age 85 and over
     2,597       1.40 %     2,807       1.47 %     3,195       1.57 %
Age 55 and over
     35,155       18.91 %     36,988       19.35 %     42,092       20.64 %
Age 65 and over
     21,211       11.41 %     21,666       11.34 %     23,027       11.29 %
Total Population, Male
     93,324               95,931               102,363          
 
Age 45 - 54
     11,059       11.85 %     11,777       12,28 %     13,240       12.93 %
 
Age 55 - 59
     3,761       4.03 %     4,249       4.43 %     5,151       5.03 %
 
Age 60 - 64
     2,955       3.17 %     3,150       3.28 %     4,036       3.94 %
 
Age 65 - 69
     2,547       2.73 %     2,585       2.69 %     2,964       2.90 %
 
Age 70 - 74
     2,185       2.34 %     2,170       2.26 %     2,161       2.11 %
 
Age 75 - 79
     1,959       2.10 %     1,949       2.03 %     1,955       1.91 %
 
Age 80 - 84
     1,319       1.41 %     1,402       1.46 %     1,477       1.44 %
 
Age 85 and over
     911       0.98 %     969       1.01 %     1,096       1.07 %
Age 55 and over
     15,637       16.76 %     16,474       17.17 %     18,839       18.40 %
Age 65 and over
     8,921       9.56 %     9,074       9.46 %     9,653       9.43 %
Total Population, Female
     92,550               95,176               101,523          
 
Age 45 - 54
     11,163       12.06 %     11,875       12.46 %     13,333       13.13 %
 
Age 55 - 59
     3,992       4.31 %     4,452       4.68 %     5,456       5.37 %
 
Age 60 -64
     3,236       3.50 %     3,471       3.65 %     4,423       4.36 %
 
Age 65 - 69
     2,970       3.21 %     3,015       3.17 %     3,453       3.40 %
 
Age 70 - 74
     2,835       3.06 %     2,786       2.93 %     2,774       2.73 %
 
Age 75 -79
     2,811       3.04 %     2,802       2.94 %     2,784       2.74 %
 
Age 80 - 84
     1,989       2.15 %     2,150       2.26 %     2,265       2.23 %
 
Age 85 and over
     1,636       1.82 %     1,839       1.93 %     2,099       2.07 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 13 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2002           2002           2007        
Population by Age   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Age 55 and over
     19,518       21.09 %     20,515       21.55 %     23,252       22.90 %
Age 65 and over
     12,290       13.28 %     12,592       13.23 %     1,323       13.17 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003      01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 14 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      2000           2002           2007        
Population by Single Race Classification   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
White Alone
     108,167               108,730               110,379          
 
Age 65 and over
     17,077       15.74 %     17,315       15.92 %     17,933       16.25 %
Black or African American Alone
     4,426               4,464               4,603          
 
Aga 65 and over
     337       7.62 %     344       7.71 %     379       8.24 %
American Indian and Alaska Native Alone
     1,994               2,194               2,651          
 
Age 65 and over
     125       6.28 %     137       6.25 %     168       6.33 %
Asian Alone
     11,628               12,146               13,266          
 
Age 65 and over
     1,339       11.51 %     1,381       11.37 %     1,544       11.64 %
Native Hawaiian and Other Pacific Islander Alone
     515               524               556          
 
Age 65 and over
     29       5.61 %     29       5.52 %     32       5.69 %
Some Other Race Alone
     51,018               54,895               63,230          
 
Age 65 and over
     1,908       3.74 %     2,041       3.72 %     2,496       3.95 %
Two or More Races
     7,826               8,155               9,200          
 
Age 65 and over
     396       5.06 %     419       5.14 %     476       5.18 %
 
      2000           2002           2007        
Population by Hispanic or Latino   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Hispanic or Latino
     88,051               93,211               105,132          
 
Age 65 and over
     4,366       4.96 %     4,589       4.92 %     5,465       5.20 %
Not Hispanic or Latino
     97,822               97,897               98,754          
 
Age 65 and over
     16,845       17.22 %     17,077       17.44 %     17,562       17.78 %
 
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 55 - 64
     6,744               8,162               10,036          
 
Income less than $15,000
     732       10.86 %     477       5.85 %     455       4.53 %
 
Income $15,000 - $24,999
     688       10.20 %     545       6.67 %     591       5.88 %
 
Income $25,000 - $34,999
     945       14.01 %     640       7.84 %     726       7.24 %
 
Income $35,000 - $49,999
     1,247       18.49 %     1,101       13.49 %     1,279       12.74 %
 
Income $50,000 - $74,999
     1,762       26.13 %     1,642       20.12 %     1,839       18.32 %
 
Income $75,000 - $99,999
     820       12.15 %     1,324       16.22 %     1,508       15.03 %
 
Income $100,000 - $149,999
     481       7.13 %     1,519       18.62 %     1,935       19.28 %
 
Income $150,000 - $249,999
     135       2.01 %     673       8.25 %     1,139       11.34 %
 
Income $250,000 - $499,999
     43       0.64 %     166       2.03 %     426       4.24 %
 
Income $500,000 and more
     28       0.41 %     74       0.91 %     139       1.39 %
Median Household Income
     47,925               70,062               77,137          
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 15 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 16 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 65 - 69
     3,403               3,215               3,643          
 
Income less than $15,000
     748       21.98 %     399       12.40 %     348       9.54 %
 
Income $15,000 - $24,999
     708       20.81 %     381       11.86 %     384       10.54 %
 
Income $25,000 - $34,999
     554       16.27 %     471       14.64 %     467       12.82 %
 
Income $35,000 - $49,999
     607       17.85 %     564       17.53 %     633       17.36 %
 
Income $50,000 - $74,999
     439       12.90 %     644       20.04 %     708       19.42 %
 
Income $75,000 - $99,999
     181       5.33 %     331       10.30 %     447       12.27 %
 
Income $100,000 - $149,999
     123       3.60 %     252       7.85 %     362       9.95 %
 
Income $150,000 - $249,999
     42       1.22 %     124       3.85 %     191       5.23 %
 
Income $250,000 - $499,999
     10       0.28 %     36       1.10 %     80       2.19 %
 
Income $500,000 and more
     3       0.08 %     14       0.43 %     24       0.66 %
Median Household Income
     29,504               44,481               49,739          
Householder Age 70 - 74
     2,839               2,868               2,828          
 
Income less than $15,000
     672       23.66 %     348       12.14 %     263       9.29 %
 
Income $15,000 - $24,999
     665       23.43 %     316       11.00 %     274       9.70 %
 
Income $25,000 - $34,999
     522       18.37 %     392       13.65 %     344       12.18 %
 
Income $35,000 - $49,999
     564       19.88 %     511       17.81 %     485       17.15 %
 
Income $50,000 - $74,999
     403       14.18 %     590       20.57 %     571       20.21 %
 
Income $75,000 - $99,999
     172       6.07 %     304       10.60 %     356       12.58 %
 
Income $100,000 - $149,999
     97       3.43 %     243       8.48 %     297       10.50 %
 
Income $150,000 - $249,999
     29       1.01 %     122       4.26 %     155       5.48 %
 
Income $250,000 - $499,999
     11       0.37 %     28       0.97 %     61       2.17 %
 
Income $500,000 and more
     2       0.08 %     15       0.54 %     22       0.76 %
Median Household Income
     29,416               46,096               52,076          
Householder Age 75 - 79
     2,407               3,002               2,977          
 
Income less than $15,000
     810       33.66 %     426       14.20 %     322       10.80 %
 
Income $15,000 - $24,999
     445       18.51 %     517       17.23 %     421       14.14 %
 
Income $25,000 - $34,999
     386       16.05 %     448       14.93 %     438       14.70 %
 
Income $35,000 - $49,999
     356       14.79 %     482       16.07 %     489       16.41 %
 
Income $50,000 - $74,999
     225       9.33 %     572       19.06 %     537       18.05 %
 
Income $75,000 - $99,999
     74       3.07 %     253       8.42 %     338       11.34 %
 
Income $100,000 - $149,999
     63       2.61 %     158       5.26 %     230       7.74 %
 
Income $150,000 - $249,999
     12       0.50 %     124       4.14 %     138       4.64 %
 
Income $250,000 - $499,999
     1       0.04 %     15       0.50 %     54       1.81 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 17 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
 
Income $500,000 and more
     2       0.08 %     6       0.20 %     11       0.36 %
Median Household Income
     23,430               38,370               44,448          
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 18 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Household Income by Age of Householder   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Householder Age 80 - 84
     1,374               2,258               2,385          
 
Income less than $15,000
     510       37.10 %     307       13.60 %     240       10.06 %
 
Income $15,000 - $24,999
     266       19.37 %     388       17.19 %     338       14.16 %
 
Income $25,000 - $34,999
     228       16.59 %     321       14.20 %     325       13.61 %
 
Income $35,000 - $49,999
     195       14.21 %     377       16.68 %     396       16.61 %
 
Income $50,000 - $74,999
     124       9.04 %     436       19.31 %     445       18.66 %
 
Income $75,000 - $99,999
     42       3.08 %     200       8.85 %     280       11.74 %
 
Income $100,000 - $149,999
     33       2.41 %     136       6.04 %     207       8.68 %
 
Income $150,000 - $249,999
     5       0.36 %     71       3.15 %     105       4.39 %
 
Income $250,000 - $499,999
     0       0.00 %     17       0.75 %     41       1.72 %
 
Income $500,000 and more
     2       0.15 %     5       0.22 %     9       0.38 %
Median Household Income
     22,247               39,496               45,976          
Householder Age 85 and over
     763               1,692               1,935          
 
Income less than $15,000
     301       39.45 %     240       14.21 %     192       9.90 %
 
Income $15,000 - $24,999
     126       16.56 %     326       19.28 %     310       16.00 %
 
Income $25,000 - $34,999
     103       13.47 %     222       13.13 %     261       13.48 %
 
Income $35,000 - $49,999
     102       13.36 %     242       14.28 %     281       14.55 %
 
Income $50,000 - $74,999
     50       6.55 %     329       19.43 %     342       17.67 %
 
Income $75,000 - $99,999
     15       2.02 %     139       8.20 %     223       11.53 %
 
Income $100,000 - $149,999
     19       2.49 %     110       6.49 %     169       8.73 %
 
Income $150,000 - $249,999
     3       0.35 %     73       4.29 %     111       5.73 %
 
Income $250,000 - $499,999
     0       0.00 %     6       0.33 %     39       2.00 %
 
Income $500,000 and more
     1       0.13 %     6       0.35 %     8       0.41 %
Median Household Income
     19,567               38,471               45,904          
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 19 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                   
      1990*           2002           2007        
Households by Household Income   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Households
     49,210               57,195               60,889          
 
Income less than $15,000
     6,642       13.50 %     3,944       6.90 %     3,253       5.34 %
 
Income $15,000 - $24,999
     6,723       13.66 %     5,032       8.80 %     4,536       7.45 %
 
Income $25,000 - $34,999
     7,337       14.91 %     5,837       10.21 %     5,694       9.35 %
 
Income $35,000 - $49,999
     9,518       19.34 %     8,312       14.53 %     8,539       14.02 %
 
Income $50,000 - $74,999
     11,375       23.11 %     12,235       21.39 %     11,707       19.23 %
 
Income $75,000 - $99,999
     4,624       9.40 %     8,840       15.46 %     9,199       15.11 %
 
Income $100,000 - $149,999
     2,552       5.19 %     8,424       14.73 %     10,053       16.51 %
 
Income $150,000 - $249,999
     655       1.33 %     3,514       6.14 %     5,450       8.95 %
 
Income $250,000 - $499,999
     227       0.46 %     752       1.31 %     1,899       3.12 %
 
Income $500,000 and more
     98       0.20 %     307       0.54 %     560       0.92 %
Average Household Income
   $ 49,760             $ 77,609             $ 90,052          
Median Household Income
   $ 41,576             $ 61,181             $ 67,985          
Per Capita Income
   $ 15,094             $ 23,616             $ 27,383          
 
      1990*           2002           2007        
Specified Owner-Occupied Housing Unit Values   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Total Specified Owner-Occupied Housing Unit Values
     25,302               30,197               32,113          
 
Value less than $25,000
     76       0.30 %     120       0.40 %     118       0.37 %
 
Value $25,000 - $49,999
     82       0.33 %     115       0.38 %     107       0.33 %
 
Value $50,000 - $74,999
     170       0.67 %     69       0.23 %     78       0.24 %
 
Value $75,000 - $99,999
     348       1.37 %     207       0.69 %     162       0.51 %
 
Value $100,000- $149,999
     1,448       5.72 %     774       2.56 %     682       2.12 %
 
Value $150,000 - $199,999
     5,436       21.49 %     1,238       4.10 %     1,024       3.19 %
 
Value $200,000 - $299,999
     12,504       49.42 %     9,308       30.83 %     6,618       20.61 %
 
Value $300,000 - $399,999
     3,341       13.20 %     10,180       33.71 %     9,604       29.91 %
 
Value $400,000 - $499,999
     722       2.85 %     4,262       14.11 %     6,651       20.71 %
 
Value $500,000 Or More
     1,175       4.65 %     3,923       12.99 %     7,068       22.01 %
Median Specified Owner-Occupied Housing Unit Value
     240,719               332,112               375,669          
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 20 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
        2000           2002           2007        
Group Quarters by Population Type   Census   Pct.   Estimate   Pct.   Projection   Pct.
 
 
 
 
 
 
Institutionalized:
     1,502               1,528               1,612          
 
Correctional Institutions
     1,051       69.92 %     1,061       69.39 %     l,090       67.63 %
 
Nursing Homes
     422       28.06 %     430       28.11 %     458       28.40 %
 
Other Institutions
     30       2.02 %     38       2.51 %     64       3.96 %
Noninstitutionalized
     2,209               2,328               2,587          
                                                     
        2000           2002           2007        
Tenure of Occupied Housing Units   Census       Estimate       Projection    
 
         
         
       
Owner Occupied
     36,955               37,898               40,297          
Renter Occupied
     18,804               19,297               20,593          
                                                     
        Pop 65                                        
1990* Census Household Type and Relationship   and Over   Pct.                                
 
 
                               
Total
     18,610                                          
In Family Households
     13,759       73.93 %                                
 
Householder
     6,997       37.60 %                                
 
Spouse
     5,124       27.53 %                                
 
Other relative
     1,526       8.20 %                                
 
Non-Relative
     112       0.60 %                                
In Group Quarters
     659       3.54 %                                
 
Institutionalized
     565       3.04 %                                
 
Other
     94       0.51 %                                
In Non-Family Households
     4,192       22.53 %                                
 
Male Householder
     760       4.08 %                                
   
Living Alone
     717       3.85 %                                
   
Not Living Alone
     43       0.23 %                                
 
Female Householder
     3,293       17.70 %                                
   
Living Alone
     3,129       16.81 %                                
   
Not Living Alone
     164       0.88 %                                
 
Non-Relative
     139       0.75 %                                
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 21 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                   
1990* Census Household Income - Monthly Owner                   65 Yrs        
Costs as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     25,717               6,178          
 
Less than 20%
     11,987       46.61 %     4,356       70.51 %
 
20 to 24%
     2,864       11.14 %     490       7.92 %
 
25 to 29%
     2,889       11.23 %     274       4.43 %
 
30 to 34%
     2,189       8.51 %     199       3.21 %
 
35% or more
     5,681       22.09 %     813       13.16 %
 
Not Computed
     107       0,42 %     47       0.76 %
 
1990* Census Household Income                   65 Yrs        
Gross Rent as a Percent of 1989 Household Income   Total Units   Pct.   and Over   Pct.
 
 
 
 
Total Specified Owner-Occupied Housing Units
     17,437               2,007          
 
Less than 20%
     4,392       25.19 %     315       15.71 %
 
20 to 24%
     2,474       14.19 %     82       4.07 %
 
25 to 29%
     2,357       13.52 %     245       12.20 %
 
30 to 34%
     1,703       9.76 %     255       12.68 %
 
35% or more
     5,364       33.63 %     943       46.97 %
 
Not Computed
     647       3.71 %     168       8.37 %
 
                    65 Yrs        
1990* Census Occupied Housing Units   Total Units   Pct.   and Over   Pct.
 
 
 
 
 
Owner Occupied Units
     31,449       63.97 %     9,003       81.42 %
 
Renter Occupied Units
     17,715       36.03 %     2,055       18.58 %
 
Complete Plumbing facilities
     48,933       99.53 %     11,039       99.83 %
 
Lacking Plumbing Facilities
     231       0.47 %     14       0.12 %
 
With Telephone
     48,273       98.19 %     10,999       99.47 %
 
No Telephone
     889       1.81 %     62       0.56 %
 
One or more Vehicles
     46,654       94.89 %     9,785       88.49 %
 
No Vehicles Available
     2,511       5.11 %     1,279       11.56 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 22 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
1990* Census Poverty Status                                   75 Yrs        
By Household Type By Age of Householder   Total   Pct.   Age 65 - 74   Pct.   and Over   Pct.
 
 
 
 
 
 
Total Households
     49,750               6,548               4,489          
Married Couple Family
     32,192       64.71 %     4,040       61.69 %     2,100       46.85 %
Other Family
     6,791       13.65 %     551       8.41 %     293       6.53 %
 
Male Householder
     1,908       3.84 %     72       1.11 %     65       1.45 %
 
Female Householder
     4,883       9.82 %     478       7.30 %     228       5.08 %
Non-Family
     10,766       21.64 %     1,958       29.90 %     2,093       46.62 %
 
Householder Living Alone
     8,401       16.89 %     1,863       28.45 %     1,982       44.16 %
 
Householder not Living Alone
     2,366       4.75 %     95       1.45 %     111       2.46 %
Above Poverty
     46,152       92.77 %     6,226       95.09 %     4,124       91.88 %
 
Married Couple Family
     30,730       61.77 %     3,907       59.66 %     2,004       44.64 %
 
Other Family
     5,611       11.28 %     513       7.83 %     271       6.04 %
   
Male Householder
     1,723       3.46 %     72       1.11 %     65       1.45 %
   
Female Householder
     3,888       7.82 %     440       6.72 %     206       4.59 %
 
Non-Family
     9,811       19.72 %     1,807       27.60 %     1,850       41.20 %
   
Householder Living Alone
     7,643       15.36 %     1,727       26.38 %     1,747       38.92 %
   
Householder not Living Alone
     2,168       4.36 %     80       1.22 %     103       2.29 %
Below Poverty
     3,598       7.23 %     322       4.91 %     365       8.12 %
 
Married Couple Family
     1,462       2.94 %     133       2.03 %     99       2.22 %
 
Other Family
     1,180       2.37 %     38       0.58 %     22       0.49 %
   
Male Householder
     185       0.37 %     0       0.00 %     0       0.00 %
   
Female Householder
     995       2.00 %     38       0.58 %     22       9.04 %
 
Non-Family
     955       1.92 %     151       2.30 %     243       5.42 %
   
Householder Living Alone
     758       1.52 %     136       2.07 %     235       5.24 %
   
Householder not Living Alone
     198       0.40 %     15       0.23 %     8       0.18 %
         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 23 of 36    

 

 

Senior Life Report
Area(s): Radius 7.0

             
24 LAS POSAS RD   Latitude:     34.221663  
CAMARILLO, CA 93010-2780   Longitude:     -119.069533  
                                                     
1990* Census Mobility and Disability                   65 Yrs           75 Yrs        
Civilian Noninstitutionalized Persons Age 16 and Over   Total   Pct.   and Over   Pct.   and Over   Pct.
 
 
 
 
 
 
Persons
     118,601               17,713               6,757          
With Mblty or Care Lmts
     6,826       5.76 %     2,780       15.70 %     1,524       22.55 %
 
Mobility Limits Only
     2,240       1.89 %     1,121       6.33 %     656       9.71 %
 
Self Care Limits Only
     2,582       2.18 %     574       3.24 %     194       2.87 %
 
Both Limits
     2,004       1.69 %     1,085       6.12 %     673       9.97 %
No Mblty or Care Limits
     111,775       94.24 %     14,935       84.30 %     5,234       77.45 %
With a Work Disability
     12,610       10.63 %     5,308       29.97 %                
 
In Labor Force
     3,396       2.86 %     343       1.94 %                
   
Employed
     2,965       2.50 %     293       1.66 %                
   
Unemployed
     431       0.36 %     50       0.28 %                
 
Not in Labor Force
     9,214       7.77 %     4,965       28.03 %                
   
Prevented from Working
     7,808       6.58 %     4,265       24.08 %                
   
Not Prevented from Wrk
     1,406       1.19 %     700       3.95 %                
No Work Disability
     105,991       89.37 %     12,411       70.07 %                
 
In Labor Force
     77,729       65.54 %     2,105       11.88 %                
   
Employed
     73,370       61.86 %     1,990       11.23 %                
   
Unemployed
     4,359       3.68 %     116       0.65 %                
 
Not in Labor Force
     28,262       23.83 %     10,306       58.18 %                

* Census 2000 SF3 (long form) data is not yet available. Data Items resented 1990 Census figures converted to Census 2000 geographies.

         
(CLARITAS LOGO) Prepared on: October 15, 2003   01:16 PM

© 2002 Claritas. All rights reserved. (800) 866-6511		 Page 24 of 36    

 

 

DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
Population
                                                
2000 Population
     9873       40827       67499       57077       753197       33871648  
2002 Population
     10098       41374       68781       57901       771922       34876614  
2007 Population
     10651       42739       71957       59979       817801       37286835  
% Change 2000 to 2002
     0.0113       0.0067       0.0095       0.0072       0.0124       0.0147  
% Change 2002 to 2007
     0.0107       0.0065       0.0091       0.0071       0.0116       0.0135  
Per Capita Personal Income
                                                
1990 Per Capita Personal Income
     19560       20503       19000       20097       17789       16357  
2002 Per Capita Personal Income
     32060       34259       33479       35235       27463       25649  
2007 Per Capita Personal Income
     37342       40348       39863       42350       31814       30026  
% Change 1990 to 2002
     0.042       0.0437       0.0483       0.0479       0.0368       0.0382  
% Change 2002 to 2007
     0.031       0.0333       0.0355       0.0375       0.0299       0.032  
Households
                                                
2000 No. Households
     3689       14512       23731       21438       243234       11502870  
2002 No. Households
     3821       14884       24387       21991       249058       11803522  
2007 No. Households
     4138       15769       25978       23316       263439       12511538  
% Change 2000 to 2002
     0.0179       0.0127       0.0137       0.0128       0.0119       0.013  
% Change 2002 to 2007
     0.016       0.0116       0.0127       0.0118       0.0113       0.0117  
Persons Per Household
                                                
2000 Persons Per Household
     2.61       2.74       2.79       2.62       3.04       2.87  
2002 Persons Per Household
     2.58       2.71       2.76       2.59       3.04       2.88  
2007 Persons Per Household
     2.51       2.64       2.72       2.53       3.05       2.91  
% Change 2000 to 2002
     -0.0062       -0.0058       -0.004       -0.0055       0.0003       0.0019  
% Change 2002 to 2007
     -0.005       -0.0049       -0.0034       -0.0045       0.0003       0.0019  
Average Household Income
                                                
1990 Avg Household Income
     53918       61801       58165       57504       54314       46330  
2002 Avg Household Income
     76980       88731       90169       89132       84232       75364  
2007 Avg Household Income
     86534       100598       104580       104023       97707       89264  
% Change 1990 to 2002
     0.0301       0.0306       0.0372       0.0372       0.0372       0.0414  
% Change 2002 to 2007
     0.0237       0.0254       0.0301       0.0314       0.0301       0.0344  
Income Ranges
                                                
Median Income
     48214       62951       66835       69012       67299       55014  
$150,000 or more
     0.0964       0.1095       0.1121       0.1029       0.1013       0.0907  
$100,000 to $149,000
     0.0695       0.1447       0.1696       0.1833       0.1665       0.1199  
$75,000 to $99,999
     0.103       0.1452       0.1532       0.1646       0.1676       0.1298  
$50,000 to $74,999
     0.2065       0.2086       0.1995       0.2054       0.21       0.1996  
$35,000 to $49,999
     0.2087       0.158       0.1402       0.1339       0.1327       0.1453  
$25,000 to $34,999
     0.1166       0.0968       0.0937       0.0885       0.0836       0.1056  
$15,000 to $24,999
     0.1172       0.079       0.0745       0.071       0.077       0.1064  
Under $15,000
     0.0819       0.0582       0.0573       0.0504       0.0615       0.1028  
1990 Median Income
     37972       48667       47431       48696       45904       35984  
2007 Median Income
     54532       70206       75890       79451       75530       62618  
Occupancy
                                                
2000 Occupied Housing Units
     3812       14876       24344       21946       251712       12214549  
Owner Occupied
     0.4629       0.6634       0.6995       0.7182       0.653       0.5359  
Renter Occupied
     0.5048       0.3122       0.2753       0.2586       0.3133       0.4058  
2000 Population 25+ by Education Level
     5524       25337       41616       36240       414205       18597039  
Bachelors Degree Only
     0.1506       0.183       0.1645       0.1769       0.1518       0.1537  
Graduate Degree
     0.0948       0.1065       0.0967       0.1017       0.079       0.0811  
Retail Trade Potential 2002
                                                
Total Retail Sales
     131487511       516088919       847166604       761519872       8720004096       3.79151E+11  
Apparel Accessory
     4022579       16082981       26455713       23771984       274542688       18580928512  
Automotive Dealers
     37772839       148942525       244674763       220064256       2519915520       79652814848  
Automotive & Home Supply Stores
     2229506       8373760       13668773       12210734       141675904       5980832256  
Drug & Proprietary Stores
     6604205       26326445       43272173       39057324       437031104       19018477568  
Eating & Drinking Places
     11639533       45824660       75203342       67540520       778754688       42541719552  
Food Stores
     20362645       79655418       130660782       117559496       1333944704       60387766272  
Furniture Home Furnishing Stores
     2536365       10173318       16751069       15111401       171511568       9850973184  
Home Appliance, Radio, & T.V. Stores
     3684535       14431944       23723024       21263512       247906080       13048965120  
Gasoline Service Stations
     8287788       31887159       52178733       46821368       535980032       24035018752  
General Merchandise
     16710371       65146823       106994756       96138128       1102830464       48299347968  
Department Store
     12514214       48812586       80165165       72079384       824374720       34945974272  
Hardware, Lumber & Garden Stores
     7861997       30451416       49974656       44957956       509967168       20193169408  

     Source: Claritas Inc.

 

 

FULL DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
Population
                                                
2007 Projection
     10651       42739       71957       59979       817801       37286835  
2002 Estimate
     10098       41374       68781       57901       771922       34876614  
2000 Census
     9873       40827       67499       57077       753197       33871648  
1990 Census
     8676       39260       63950       53694       669016       29760021  
Growth 2002 - 2007
     0.0107       0.0065       0.0091       0.0071       0.0116       0.0135  
Growth 2000 - 2002
     0.0113       0.0067       0.0095       0.0072       0.0124       0.0147  
Growth 1990 - 2000
     0.013       0.0039       0.0054       0.0061       0.0119       0.013  
2002 Est. Population by Sex
     10098       41374       68781       57901       771922       34876614  
Male
     0.4861       0.4893       0.4902       0.4849       0.499       0.4976  
Female
     0.5139       0.5107       0.5098       0.5151       0.501       0.5024  
2002 Est. Population by Age
     10098       41374       68781       57901       771922       34876614  
Age 0 - 4
     0.0833       0.0642       0.067       0.0645       0.0736       0.0726  
Age 5 - 9
     0.0774       0.0721       0.0738       0.0702       0.0815       0.0782  
Age 10 - 14
     0.0696       0.0724       0.0764       0.0744       0.0813       0.0775  
Age 15 - 19
     0.0508       0.07       0.0726       0.0632       0.074       0.0726  
Age 20 - 24
     0.0663       0.0525       0.0522       0.0448       0.0638       0.0727  
Age 25 - 34
     0.1674       0.1197       0.1183       0.1157       0.1341       0.1495  
Age 35 - 44
     0.1554       0.1558       0.156       0.1599       0.163       0.1565  
Age 45 - 54
     0.1207       0.1427       0.1383       0.142       0.1413       0.1326  
Age 55 - 59
     0.0521       0.0639       0.0549       0.0555       0.0504       0.0472  
Age 60 - 64
     0.0356       0.0476       0.0406       0.0406       0.0358       0.0353  
Age 65 - 74
     0.0504       0.0684       0.0664       0.0699       0.052       0.0542  
Age 75 - 84
     0.0478       0.0511       0.0613       0.0727       0.0361       0.0377  
Age 85 and older
     0.0233       0.0196       0.0223       0.0265       0.0131       0.0133  
Age 16 and older
     0.7584       0.7773       0.7679       0.7768       0.7484       0.7573  
Age 18 and older
     0.7377       0.7485       0.7381       0.7498       0.7174       0.728  
Age 21 and older
     0.707       0.7098       0.6989       0.7181       0.6763       0.6846  
Age 65 and older
     0.1214       0.1392       0.1499       0.1691       0.1011       0.1053  
Age 18 and Under
     0.2623       0.2515       0.2619       0.2502       0.2826       0.272  
2002 Est. Median Age
     34.11       38.15       37.55       39.2       34.38       33.46  
2002 Est. Average Age
     35.93       38.25       38.06       39.52       34.96       34.91  
2002 Est. Male Population by Age
     4909       20243       33716       28074       385217       17354346  
Age 0 - 4
     0.085       0.0652       0.069       0.0673       0.0756       0.0747  
Age 5 - 9
     0.0804       0.0773       0.0777       0.075       0.0837       0.0805  
Age 10 - 14
     0.074       0.0755       0.0803       0.079       0.0833       0.0799  
Age 15 - 19
     0.0503       0.0738       0.0776       0.0687       0.0777       0.0756  
Age 20 - 24
     0.0626       0.0555       0.0568       0.0478       0.0688       0.0764  
Age 25 - 34
     0.1778       0.1242       0.1208       0.1196       0.138       0.1548  
Age 35 - 44
     0.1678       0.1609       0.1593       0.165       0.1632       0.1589  
Age 45 - 54
     0.1197       0.1394       0.1378       0.1416       0.1401       0.131  
Age 55 - 59
     0.0521       0.0639       0.0552       0.0566       0.0498       0.046  
Age 60 - 64
     0.037       0.0465       0.0391       0.0392       0.0348       0.0337  
Age 65 - 74
     0.0469       0.0649       0.0613       0.0631       0.048       0.0494  
Age 75 - 84
     0.0375       0.0427       0.0501       0.0586       0.029       0.0309  
Age 85 and older
     0.0088       0.0102       0.015       0.0186       0.008       0.0083  
2002 Est. Median Age, Male
     33.29       36.77       36.12       37.58       33.03       32.3  
2002 Est. Average Age, Male
     34.4       36.8       36.55       37.74       33.85       33.76  

     Source: Claritas Inc.

 

 

FULL DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
2002 Est. Female Population by Age
     5189       21131       35065       29827       386705       17522268  
Age 0 - 4
     0.0816       0.0632       0.0651       0.0618       0.0717       0.0705  
Age 5 - 9
     0.0746       0.0672       0.0701       0.0657       0.0794       0.0759  
Age 10 -14
     0.0655       0.0695       0.0727       0.0701       0.0793       0.0752  
Age 15 - 19
     0.0513       0.0665       0.0678       0.0581       0.0703       0.0696  
Age 20 - 24
     0.0698       0.0496       0.0477       0.042       0.0588       0.069  
Age 25 - 34
     0.1575       0.1153       0.1159       0.112       0.1302       0.1443  
Age 35 - 44
     0.1436       0.1508       0.1529       0.1551       0.1628       0.1542  
Age 45 - 54
     0.1217       0.1459       0.1389       0.1425       0.1424       0.1341  
Age 55 - 59
     0.052       0.0639       0.0546       0.0545       0.0511       0.0484  
Age 60 - 64
     0.0343       0.0487       0.0421       0.042       0.0368       0.0369  
Age 65 - 74
     0.0537       0.0718       0.0712       0.0763       0.056       0.059  
Age 75 - 84
     0.0575       0.0592       0.072       0.0859       0.0431       0.0445  
Age 85 and older
     0.0369       0.0286       0.0292       0.0339       0.0182       0.0184  
2002 Est. Median Age, Female
     34.97       39.57       38.98       40.81       35.64       34.69  
2002 Est. Average Age, Female
     37.38       39.64       39,52       41.19       36.07       36.05  
2002 Est. Population Age 15+ by Marital Status
     7773       32739       53842       45793       589392       26914969  
Male, Never Married
     0.132       0.138       0.1305       0.1191       0.1523       0.1683  
Female, Never Married
     0.105       0.1048       0.0972       0.0861       0.11       0.1258  
Total Married
     0.5947       0.595       0.6143       0.6267       0.577       0.5265  
Male, Previously Married
     0.0604       0.053       0.0501       0.0512       0.0536       0.0598  
Female, Previously Married
     0.1079       0.1093       0.1079       0.1169       0.1071       0.1196  
2002 Est. Pop. Age 25+ by Educational Attainment
     6590       27670       45263       39537       483019       21849071  
Less than 9th grade
     0.0468       0.0561       0.0837       0.0455       0.1007       0.1108  
Some High School, no diploma
     0.0676       0.0707       0.0798       0.0757       0.1082       0.1258  
High School Graduate (or GED)
     0.2553       0.2165       0.2201       0.23       0.2193       0.2231  
Some College, no degree
     0.2609       0.2749       0.2677       0.2804       0.2552       0.2273  
Associate Degree
     0.1108       0.0944       0.0885       0.0959       0.0864       0.08  
Bachelor Degree
     0.1586       0.1792       0.1622       0.1723       0.1515       0.1532  
Graduate or Professional Degree
     0.1       0.1082       0.098       0.1003       0.0788       0.0797  
Households
                                                
2007 Projection
     4138       15769       25978       23316       263439       12511538  
2002 Estimate
     3821       14884       24387       21991       249058       11803522  
2000 Census
     3689       14512       23731       21438       243234       11502870  
1990 Census
     3130       12886       20704       18597       217298       10381206  
Growth 2002 - 2007
     0.016       0.0116       0.0127       0.0118       0.0113       0.0117  
Growth 2000 - 2002
     0.0179       0.0127       0.0137       0.0128       0.0119       0.013  
Growth 1990 - 2000
     0.0166       0.012       0.0137       0.0143       0.0113       0.0103  
2002 Est. Average Household Size
     2.58       2.71       2.76       2.59       3.04       2.88  
2002 Est. Households by Household Type
     3821       14884       24387       21991       249058       11803522  
Family Households
     0.6903       0.735       0.7309       0.7053       0.7471       0.6839  
Nonfamily Households
     0.3097       0.265       0.2691       0.2947       0.2529       0.3161  
2002 Est. Group Quarters Population
     250       1086       1396       941       13799       328811  
2002 Est. Households by Household Income
     3821       14884       24387       21991       249058       11803522  
Income Less than $15,000
     0.0819       0.0582       0.0573       0.0504       0.0615       0.1028  
Income $15,000 - $24,999
     0.1172       0.079       0.0745       0.071       0.077       0.1064  
Income $25,000 - $34,999
     0.1166       0.0968       0.0937       0.0885       0.0836       0.1056  
Income $35,000 - $49,999
     0.2087       0.158       0.1402       0.1339       0.1327       0.1453  
Income $50,000 - $74,999
     0.2065       0.2086       0.1995       0.2054       0.21       0.1996  
Income $75,000 - $99,999
     0.103       0.1452       0.1532       0.1646       0.1676       0.1298  
Income $100,000 - $149,999
     0.0695       0.1447       0.1696       0.1833       0.1665       0.1199  
Income $150,000 - $249,999
     0.056       0.0734       0.0815       0.0813       0.0764       0.0652  
Income $250,000 - $499,999
     0.0246       0.0235       0.0217       0.0159       0.0179       0.018  
Income $500,000 and over
     0.0159       0.0125       0.0089       0.0057       0.007       0.0075  

     Source: Claritas Inc.

 

 

FULL DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
2002 Est. Average Household Income
     76980       88731       90169       89132       84232       75364  
2002 Est. Median Household Income
     48214       62951       66835       69012       67299       55014  
2002 Est. Per Capita Income
     32060       34259       33479       35235       27463       25649  
2002 Est. Household Type, Presence of Own Children
     3821       14884       24387       21991       249058       11803522  
Single Male Householder
     0.1171       0.083       0.0807       0.0846       0.0794       0.1057  
Single Female Householder
     0.1307       0.1322       0.143       0.1642       0.1116       0.1305  
Married-Couple Family, own children
     0.2773       0.2651       0.2779       0.2641       0.3085       0.2587  
Married-Couple Family, no own children
     0.2851       0.3421       0.3303       0.3281       0.2834       0.2495  
Male Householder, own children
     0.022       0.0188       0.0195       0.0171       0.025       0.0251  
Male Householder, no own children
     0.0167       0.0182       0.0178       0.015       0.0223       0.0259  
Female Householder, own children
     0.06       0.0512       0.0486       0.0463       0.0615       0.0719  
Female Householder, no own children
     0.0293       0.0395       0.0368       0.0347       0.0465       0.0528  
Nonfamily, Male Householder
     0.0349       0.0267       0.0245       0.0247       0.0356       0.0464  
Nonfamily, Female Householder
     0.0269       0.0231       0.0209       0.0212       0.0262       0.0336  
2002 Est. Households by Household Size
     3821       14884       24387       21991       249058       11803522  
1-person household
     0.2479       0.2152       0.2237       0.2487       0.1911       0.2361  
2-person household
     0.3313       0.3419       0.3297       0.3386       0.2975       0.294  
3-person household
     0.1737       0.171       0.1625       0.1578       0.1716       0.1607  
4-person household
     0.1468       0.1521       0.1532       0.1504       0.1663       0.1472  
5-person household
     0.0639       0.0711       0.0719       0.0658       0.0874       0.0811  
6-person household
     0.0245       0.0292       0.0313       0.0242       0.0403       0.0401  
7 or more person household
     0.012       0.0194       0.0277       0.0144       0.0458       0.0408  
2002 Est. Households by Presence of Children
     3821       14884       24387       21991       249058       11803522  
Households With Children Less Than Age 18:
                                                
Married-Couple Family
     0.2879       0.2825       0.2945       0.2769       0.327       0.2751  
Other Family, Male Householder
     0.0246       0.0226       0.0236       0.0203       0.0301       0.0306  
Other Family, Female Householder
     0.0664       0.0591       0.0559       0.0527       0.0725       0.0851  
Nonfamily, Male Householder
     0.0024       0.0021       0.002       0.002       0.0029       0.0028  
Nonfamily, Female Householder
     0.001       0.0013       0.0011       0.001       0.0011       0.0011  
Households With No Children Less Than Age 18:
                                                
Married-Couple Family
     0.2745       0.3248       0.3137       0.3153       0.2649       0.2331  
Other Family, Male Householder
     0.0141       0.0145       0.0137       0.0118       0.0171       0.0203  
Other Family, Female Householder
     0.0229       0.0316       0.0295       0.0283       0.0355       0.0397  
Nonfamily, Male Householder
     0.1496       0.1076       0.1032       0.1073       0.1121       0.1493  
Nonfamily, Female Householder
     0.1565       0.154       0.1628       0.1843       0.1367       0.1629  
2002 Est. Households by Number of Vehicles
     3821       14884       24387       21991       249058       11803522  
No Vehicles
     0.0346       0.0325       0.0332       0.0309       0.0423       0.0859  
1 Vehicle
     0.3331       0.2327       0.267       0.2781       0.253       0.3246  
2 Vehicles
     0.4168       0.431       0.4332       0.4514       0.4294       0.3831  
3 Vehicles
     0.1534       0.1987       0.1743       0.1587       0.1857       0.1436  
4 Vehicles
     0.0503       0.0734       0.0637       0.0581       0.0632       0.0445  
5 or more Vehicles
     0.0119       0.0317       0.0287       0.0228       0.0264       0.0183  
Family Households
                                                
2007 Projection
     2788       11363       18647       16122       193342       8411217  
2002 Estimate
     2638       10940       17823       15511       186076       8072254  
2000 Census
     2571       10749       17467       15240       182959       7920049  
1990 Census
     2207       10002       15978       14227       164773       7139394  
Growth 2002 - 2007
     0.0111       0.0076       0.0091       0.0078       0.0077       0.0083  
Growth 2000 -2002
     0.0129       0.0088       0.0101       0.0089       0.0085       0.0096  
Growth 1990 - 2000
     0.0154       0.0072       0.009       0.0069       0.0105       0.0104  

     Source: Claritas Inc.

 

 

FULL DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
2002 Est. Family Households by Household Income
     2638       10940       17823       15511       186076       8072254  
Income Less than $15,000
     0.0367       0.0228       0.027       0.0194       0.0309       0.0614  
Income $15,000 - $24,999
     0.1326       0.0692       0.0622       0.053       0.0636       0.0945  
Income $25,000 - $34,999
     0.1011       0.0743       0.0743       0.0625       0.072       0.0986  
Income $35,000 - $49,999
     0.1833       0.1449       0.1315       0.1244       0.1233       0.1414  
Income $50,000 - $74,999
     0.2194       0.2193       0.2103       0.2162       0.2138       0.2099  
Income $75,000 - $99,999
     0.1084       0.1626       0.1679       0.1811       0.1845       0.1439  
Income $100,000 - $149,999
     0.0918       0.1713       0.1921       0.2153       0.1907       0.1392  
Income $150,000 - $249,999
     0.0722       0.0902       0.0981       0.1017       0.0917       0.0798  
Income $250,000 - $499,999
     0.033       0.0297       0.0254       0.0186       0.0211       0.022  
Income $500,000 and over
     0.0215       0.0158       0.0113       0.0077       0.0083       0.0093  
2002 Est. Average Family Household Income
     88302       99020       98293       97888       93086       85223  
2002 Est. Median Family Household Income
     55311       71530       74373       78381       74565       62398  
2002 Est. Families by Poverty Status
     2638       10940       17823       15511       186076       8072254  
Income Above Poverty Level:
                                                
Married-Couple Family, own children
     0.4252       0.3995       0.4017       0.3982       0.4139       0.3559  
Married-Couple Family, no own children
     0.3642       0.4103       0.4078       0.4255       0.3543       0.3463  
Male Householder, own children
     0.0246       0.0266       0.0273       0.0242       0.0303       0.0325  
Male Householder, no own children
     0.0307       0.0227       0.021       0.021       0.0264       0.0303  
Female Householder, own children
     0.0621       0.061       0.054       0.0572       0.0695       0.0786  
Female Householder, no own children
     0.046       0.0454       0.0455       0.0445       0.0498       0.0574  
Income Below Poverty Level:
                                                
Married-Couple Family, own children
     0.0214       0.0107       0.0165       0.011       0.0187       0.0311  
Married-Couple Family, no own children
     0.0038       0.0058       0.0061       0.0048       0.0053       0.0099  
Male Householder, own children
     0.0006       0.0008       0.0017       0.0002       0.0049       0.0089  
Male Householder, no own children
     0.0001       0.0002       0.0011       0.0001       0.0016       0.0029  
Female Householder, own children
     0.0202       0.0151       0.0158       0.0118       0.0231       0.0419  
Female Householder, no own children
     0.0011       0.0019       0.0015       0.0014       0.0022       0.0045  
2002 Est. Families by Number of Workers
     2638       10940       17823       15511       186076       8072254  
No Workers
     0.0794       0.0846       0.1237       0.1387       0.0869       0.1204  
1 Worker
     0.2826       0.2689       0.2575       0.2528       0.2515       0.2839  
2 Workers
     0.5112       0.4672       0.4474       0.4606       0.4838       0.4526  
3 or more Workers
     0.1268       0.1792       0.1714       0.1479       0.1779       0.1431  
2002 Est. Population Age 16+ by Employment
     7658       32158       52814       44976       577681       26412232  
In Armed Forces
     0.0454       0.0133       0.0096       0.0113       0.0107       0.0094  
Civilian - Employed
     0.6563       0.6489       0.6192       0.6153       0.6702       0.6185  
Civilian - Unemployed
     0.0206       0.0265       0.0283       0.023       0.0339       0.0442  
Not in Labor Force
     0.2777       0.3112       0.3429       0.3504       0.2852       0.3279  
2002 Est. Employed Pop. Age 16+ by Occupation
     5026       20868       32702       27673       387135       16334705  
Managerial and Professional Specialty
     0.3247       0.3484       0.3242       0.349       0.2909       0.2846  
Technical, Sales and Administrative Support
     0.3508       0.3259       0.3184       0.3334       0.3181       0.3243  
Service
     0.1194       0.1077       0.1006       0.1041       0.1112       0.1228  
Farming, Forestry and Fishing
     0.0364       0.0319       0.0556       0.0287       0.0489       0.0288  
Precision, Production, Craft and Repair
     0.0908       0.0999       0.1015       0.1032       0.1172       0.1118  
Operators, Fabricators arid Laborers
     0.0779       0.0862       0.0996       0.0816       0.1138       0.1278  
2002 Est. Employed Pop. Age 16+ by Class of Workers
     5026       20868       32702       27673       387135       16334705  
For-Profit Private Wage or Salary Workers
     0.721       0.6753       0.6877       0.6733       0.7198       0.715  
Not-For-Profit Private Wage or Salary Workers
     0.0314       0.0405       0.0445       0.0493       0.0437       0.0515  
Local Government Workers
     0.0439       0.0697       0.071       0.0756       0.0781       0.0771  
State Government Workers
     0.0338       0.0419       0.035       0.0361       0.0254       0.0363  
Federal Government Workers
     0.0754       0.0669       0.0568       0.0611       0.0421       0.0322  
Self-Employed Workers
     0.077       0.0936       0.0969       0.0981       0.0864       0.0835  
Unpaid Family Workers
     0.0175       0.0121       0.0082       0.0065       0.0044       0.0045  

Source: Claritas Inc.

 

 

FULL DEMOGRAPHIC PROFILE
24 LAS POSAS ROAD
CAMARILLO, CALIFORNIA

                                                 
    1.0 MILE   3.0 MILES   5.0 MILES   CAMARILLO   VENTURA COUNTY, CA   CALIFORNIA
2002 Est. Workers Age 16+, Transportation To Work
     5305       20995       32706       27781       384771       16177632  
Drove Alone
     0.8379       0.8136       0.7992       0.8212       0.7586       0.7214  
Car Pooled
     0.0908       0.1144       0.133       0.1137       0.1573       0.1474  
Public Transportation
     0.0023       0.0014       0.0021       0.0022       0.0067       0.0467  
Walked
     0.0318       0.0242       0.0204       0.0205       0.0248       0.0318  
Motorcycle
     0.0056       0.0051       0.004       0.0039       0.0049       0.0052  
Bicycle
     0.0079       0.0097       0.0087       0.0091       0.0107       0.0088  
Other Means
     0.0004       0.0024       0.0033       0.0026       0.0067       0.0077  
Worked at Home
     0.0234       0.0292       0.0292       0.0267       0.0302       0.0309  
2002 Est. Workers Age 16+ by Travel Time to Work
     5181       20383       31751       27038       373161       15678213  
Less than 15 Minutes
     0.3721       0.3697       0.3426       0.3478       0.3093       0.2775  
15 - 29 Minutes
     0.4712       0.4359       0.4273       0.4226       0.3491       0.3622  
30 - 44 Minutes
     0.0939       0.1124       0.1341       0.1294       0.1813       0.2023  
45 - 59 Minutes
     0.0189       0.0274       0.0335       0.0344       0.0663       0.0761  
60 or more Minutes
     0.0439       0.0547       0.0624       0.0658       0.094       0.082  
2002 Est. Average Travel Time to Work in Minutes
     18.86       19.88       21.01       21.06       24.89       24.83  
2002 Est. Tenure of Occupied Housing Units
     3821       14884       24387       21991       249058       11803522  
Owner Occupied
     0.4751       0.6783       0.7165       0.7341       0.676       0.5698  
Renter Occupied
     0.5249       0.3217       0.2835       0.2659       0.324       0.4302  
2002 Est. Owner Occupied Housing Values
     1527       8930       14803       13556       141612       5454151  
Value Less than $25,000
     0.0007       0.0004       0.0007       0.0003       0.0016       0.004  
Value $25,000 - $49,999
     0.0021       0.002       0.0019       0.0014       0.0027       0.0102  
Value $50,000 - $74,999
     0.0005       0.0019       0.0019       0.0017       0.0025       0.0286  
value $75,000 - $99,999
     0.0006       0.0029       0.0028       0.002       0.0036       0.0536  
Value $100,000 - $149,999
     0.0118       0.0125       0.0127       0.0089       0.0168       0.129  
Value $150,000 - $199,999
     0.027       0.0275       0.0276       0.0227       0.0354       0.1404  
Value $200,000 - $299,999
     0.306       0.2548       0.2443       0.2406       0.2658       0.2319  
Value $300,000 - $399,999
     0.2026       0.3466       0.3558       0.3922       0.3086       0.1487  
Value $400,000 - $499,999
     0.1225       0.149       0.1765       0.1848       0.153       0.0945  
Value $500,000 or more
     0.3263       0.2025       0.1758       0.1455       0.2101       0.159  
2002 Est. Median Owner Occupied Housing Value
     375161       357189       358523       356722       355638       257843  
2002 Est. Housing Units by Units in Structure
     3950       15256       25020       22512       257726       12533948  
1 Unit Attached
     0.0856       0.1055       0.1952       0.2364       0.1089       0.0728  
1 Unit Detached
     0.4077       0.6585       0.594       0.5492       0.6296       0.555  
2 Units
     0.0103       0.0136       0.0124       0.0114       0.0167       0.0276  
3 to 19 Units
     0.2911       0.1023       0.076       0.0748       0.1295       0.177  
20 to 49 Units
     0.062       0.0385       0.0249       0.0261       0.028       0.0552  
50 or More Units
     0.1126       0.0451       0.0275       0.0306       0.0242       0.0486  
Mobile Home or Trailer
     0.024       0.0294       0.0624       0.0652       0.0528       0.0527  
Other
     0.0069       0.0072       0.0075       0.0064       0.0103       0.0112  
2002 Est. Housing Units by Year Built
     3950       15256       25020       22512       257726       12533948  
Housing Unit Built 1989 to present
     0.1732       0.1454       0.1748       0.1766       0.1503       0.151  
Housing Unit Built 1985 to 1988
     0.0636       0.0421       0.0643       0.0812       0.0938       0.0935  
Housing Unit Built 1980 to 1984
     0.1211       0.0886       0.1115       0.1297       0.0924       0.0795  
Housing Unit Built 1970 to 1979
     0.2936       0.3009       0.3192       0.3555       0.2621       0.1893  
Housing Unit Built 1960 to 1969
     0.2446       0.3148       0.2281       0.1984       0.2263       0.1611  
Housing Unit Built 1950 to 1959
     0.08       0.0798       0.0677       0.0438       0.1011       0.1518  
Housing Unit Built 1940 to 1949
     0.0214       0.019       0.0224       0.0108       0.0373       0.0799  
Housing Unit Built 1939 or Earlier
     0.0024       0.0094       0.012       0.004       0.0366       0.0939  

     Source: Claritas Inc.

 

 

ADDENDUM C: Property Exhibits

 

 

(SURVEY MAP)

 

 

(FLOOR AND SITE PLANS)

 

 

(PLAN A)

 

 

(PLAN B)

 

 

(ONE BEDROOM 504 SF MAP)

 

 

(ONE BEDROOM 507 SF MAP)

 

 

(COUNTY HOME LOGO)

Lawrence L. Matheney
Treasurer - Tax Collector
Phone (805) 654-3744

         
2003 - 2004 Tax Year   Tax Information   Last Update: 10/27/2003
Assessments are subject to change        
Property Address:                   Viewable Tax Years:
        ==>2003-2004 Statement Number: 1920240<=
       2002-2003 Statement Number: 1906080
                 
Tax Year   Tax Type   Statement Number   Parcel Number
2003-2004   Secured     1920240     164-0-111-065
         
    1st Installment   2nd Installment
   
 
Tax Payments are due on   11/1/2003   2/1/2004
If you pay on time your payment is   $62,330.52   $62,330.52
Tax payments are delinquent after   12/10/2003   4/10/2004
If you pay after the delinquent date        
(but before June 30, 2004)   $68,563.57   $68,573,57
Amount Paid   $0.00   $0.00
Your property taxes are currently   Unpaid   Unpaid
Total Amount Now Due:   $62,330.52 Add to Cart   $62,330.52 Add to Cart
Instructions and Information for paying Online

Add Items     *A Convenience Fee will be added

You may pay this obligation by mailing a payment in full along with a printed copy
of the payment form. To print the payment form for this property, select Print
Payment Form below and then print the form using your Internet browser Print
function:

Print Payment Form

Lawrence L. Matheney
Ventura County Tax Collector
800 South Victoria Avenue
Ventura, California 93009

http://prop-tax.countyofventura.org/se-ttc.asp?apn=1640111065&statement=1920240&tax_ 10/28/2003

 

 

(PICTURE)

Flood Insights test results for:

24 LAS POSAS RD, CAMARILLO, CA 93010
Geocoding Accuracy: S5 • Exact Point Match

 
Flood Zone Determinations                  What’s This?
SFHA (Flood Zone)    Within 250 feet of multiple flood zones?
Out                              No
Community    Community Name    Zone Panel    Panel Date
065020       CAMARILLO, CITY OF B      0001B September 29, 1986
FIPS Code         Census Tract
06111                      0055.02
 
Copyright 2000, First American Flood Data Services. All rights reserved.

(FLOOD MAP)

http://www.floodinsights.com/XsiteScripts/hsrun.hse/FloodInsights/FloodLookups/StateId/... 12/3/2003

 

 

(LICENSE TO RETIREMENT INNS III)

POST IN A PROMINENT PLACE

 

 

ADDENDUM D: Financial Data

 

 

Schedule of Fees

One Affordable Monthly Fee Includes:

  •   Freshly prepared meals & snacks daily
 
  •   Weekly housekeeping
 
  •   Laundry and linen service
 
  •   Scheduled transportation to shopping centers and doctors appointments
 
  •   Full activity and social program
 
  •   24-hour responsive staff
 
  •   Emergency call system in every apartment
 
  •   In-room temperature control
 
  •   Basic utilities (including Cable TV)

Assisted Living Services Available:

  •   Three freshly prepared meals & snacks daily
 
  •   Assistance with incontinence
 
  •   Assistance with special diets
 
  •   Escorting to and from meals and activities program
 
  •   Assistance with medications
 
  •   Assistance with bathing, grooming and dressing
 
  •   Laundry and linen service
 
  •   Additional services as needed

Independent Living

                 
Studio
   starting at   $ 1,900  
Deluxe Studio
   starting at   $ 2,350  
One Bedroom
   starting at   $ 2,750  
Second Person Fee
           $ 800  

Oasis Short-term Resident Stay Program

Independent Living starting at $100/day
Assisted Living services additional as needed

Assisted Living

Assisted Living fees are based on individual
needs and start at $225

Community Fee

One-time community processing fee of $1800
(except Oasis program)

     
(VILLA LAS POSAS LOGO)   24 Las Posas Road
    Camarillo, California 93010
    805.987.9872
    License #565800476
     
Rates effective October 1, 2003 and are subject to change.   (ARV. LOGO)
www.arvi.com    
(LOGO)10126-35

 

 

PIII - ITEM A-6

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2003
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                                         
OLAPTable JAN FEB MAR APR MAY JUN JUL AUG Aug YTD
40005 Revenue-Rental
    284,890       297,301       288,003       221,417       381,235       308,326       310,041       330,312       2,421,525  
40010 Revenue-Rent Refunds/Proration
    —       (3,503 )     (2,114 )     —       (5,188 )     (2,343 )     (1,330 )     (927 )     (15,405 )
     
     
     
     
     
     
     
     
     
 
Total Rental Revenue
    284,890       293,798       285,889       221,417       376,047       305,983       308,711       329,385       2,406,119  
     
     
     
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
    8,832       12,028       11,008       8,070       13,322       10,767       12,141       11,700       87,867  
40115 Revenue-AL Level 2
    4,398       3,070       4,297       3,661       5,664       2,600       2,930       3,900       30,520  
40120 Revenue-AL Level 3
    5,100       5,750       7,169       3,606       4,497       4,845       4,038       3,911       38,916  
40125 Revenue-AL Level 4
    1,610       4,950       3,749       3,822       8,508       5,808       3,150       3,150       34,747  
40130 Revenue-AL Level 5
    5,072       4,125       3,992       3,003       6,289       5,167       5,000       6,083       38,731  
40135 Revenue-AL Level 6
    7,395       7,383       5,853       3,987       5,563       2,900       2,900       3,174       39,155  
40140 Revenue-AL Level 7
    1,540       1,540       1,540       1,181       2,664       2,743       3,180       4,371       18,759  
     
     
     
     
     
     
     
     
     
 
Total AL Services Revenue
     33,947       38,846       37,607       27,329       46,508       34,830       33,338       36,289       288,693  
     
     
     
     
     
     
     
     
     
 
40515 Revenue-Other
    1,121       1,368       2,385       1,225       2,860       2,598       1,796       1,846       15,199  
40525 Revenue- Processing/App Fees
    8,400       10,400       14,400       1,380       23,820       3,600       11,700       10,800       84,500  
     
     
     
     
     
     
     
     
     
 
Total Other Revenue
     9,521       11,768       16,785       2,605       26,680       6,198       13,496       12,646       99,699  
     
     
     
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
    (1,800 )     —       (5,400 )     (690 )     (11,910 )     (900 )     (2,700 )     —       (23,400 )
40015 Rev-Rent Concessions
    (1,408 )     (1,650 )     (887 )     (2,712 )     (13,095 )     (11,331 )     (8,377 )     (2,602 )     (42,062 )
     
     
     
     
     
     
     
     
     
 
Total Concessions
     (3,208 )     (1,650 )     (6,287 )     (3,402 )     (25,005 )     (12,231 )     (11,077 )     (2,602 )     (65,462 )
     
     
     
     
     
     
     
     
     
 
Total Revenue
     325,150       342,762       333,993       247,949       424,230       334,780       344,468       375,718       2,729,049  
     
     
     
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
    66,853       61,825       64,134       55,096       84,846       67,651       72,180       65,793       538,379  
50405 Payroll Expense-Overtime
    4,797       4,187       3,242       4,537       5,004       4,682       4,275       4,200       34,924  
50705 Payroll Expense-Doubletime
    170       8       217       279       68       163       293       339       1,537  
51005 Bonuses
    3,282       4,663       6,282       4,865       4,799       4,235       7,135       5,690       40,949  
51505 Vacation, Sick, Holiday
    3,386       4,430       4,569       4,748       6,654       4,370       5,416       5,511       39,083  
51805 Employee Recognition
    20       183       —       —       115       153       132       —       603  
52005 Payroll Taxes
    8,610       7,525       6,917       6,359       9,495       6,601       6,985       6,277       58,768  
52505 401K/401A
    139       217       111       146       184       141       126       212       1,275  
52805 Group Insurance
    3,810       3,774       3,842       4,523       4,871       4,976       5,620       5,924       37,339  
53005 Worker’s Comp Insurance
    4,670       4,670       4,705       42,618       4,921       5,675       8,005       6,933       82,196  
     
     
     
     
     
     
     
     
     
 
Total Payroll Expenses
     95,735       91,480       94,018       123,171       120,957       98,647       110,165       100,878       835,052  
     
     
     
     
     
     
     
     
     
 
54005 Payroll Service
    284       665       287       9       399       371       246       314       2,575  
     
     
     
     
     
     
     
     
     
 
Total Purchase Services
     284       665       287       9       399       371       246       314       2,575  
     
     
     
     
     
     
     
     
     
 
Total Payroll Related
     96,020       92,145       94,305       123,179       121,356       99,019       110,411       101,192       837,627  
     
     
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     30 %     27 %     28 %     50 %     29 %     30 %     32 %     27 %     31 %
56505 Food
    16,064       13,705       15,979       13,945       20,318       16,991       18,777       20,321       136,101  
57005 Housekeeping
    587       672       345       130       978       715       700       789       4,916  
57505 Kitchen Supplies
    1,785       1,309       1,534       1,702       2,034       1,653       1,593       1,963       13,573  
58005 Assisted Living Supplies
    368       214       227       366       311       654       314       152       2,607  
59005 Laundry & Linen/Uniforms
    —       —       681       1,409       —       (290 )     —       —       1,800  
59010 Laun/Lin/Unif Kitchen
    889       820       2,091       (89 )     1,420       1,215       1,041       1,078       8,465  
59015 Laund/Lin/Unif Housekeeping
    1       300       1,373       (749 )     102       375       53       121       1,578  
59505 Activities - Asst Lving
    515       940       1,008       263       1,284       976       999       964       6,949  
59510 Banquet Expense
    400       400       400       307       493       400       400       400       3,200  
     
     
     
     
     
     
     
     
     
 
Total Variable Expense
     20,609       18,361       23,637       17,284       26,940       22,690       23,879       25,788       179,188  
     
     
     
     
     
     
     
     
     
 
60005 Office Supplies
    938       540       570       817       643       977       393       521       5,399  
61015 Repairs - Electrical
    —       49       1       —       —       —       —       298       348  
61020 Repairs - Plumbing
    507       150       150       150       150       185       150       434       1,875  
61025 Repairs - Fire Systems
    —       139       —       173       —       —       313       270       895  
61030 Repairs - HVAC
    211       302       —       768       22       369       285       2,117       4,074  
61035 Repairs - Gen. Supplies
    487       886       464       353       204       465       436       456       3,751  
61040 Repairs - Equipment
    904       191       794       80       587       152       75       936       3,719  
61045 Repairs - Other Interior
    291       (140 )     38       348       144       365       352       557       1,955  
61055 Repairs - Other Exterior
    —       —       133       (109 )     —       —       433       (298 )     159  
61100 Loss on Early Retirement Asset
    —       357       —       253       571       —       (12 )     (4 )     1,166  
     
     
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     2,400       1,933       1,579       2,017       1,678       1,535       2,031       4,766       17,942  
     
     
     
     
     
     
     
     
     
 
61505 Contracts - Elevator
    333       333       333       255       410       333       333       333       2,663  
61510 Contracts - Floor Maint
    593       543       543       416       670       543       543       543       4,394  
61515 Contracts - Alarm/Fire
    55       55       55       42       68       55       55       55       440  
61525 Contracts - Pest Control
    541       541       557       410       745       556       577       577       4,502  
61535 Contracts - Other
    494       44       44       73       261       96       96       96       1,202  
     
     
     
     
     
     
     
     
     
 
Total Service Contracts
     2,015       1,515       1,531       1,197       2,153       1,582       1,604       1,604       13,201  
     
     
     
     
     
     
     
     
     
 
62005 Land Maintenance
    2,387       3,727       1,401       2,161       1,316       1,445       1,691       2,923       17,051  
Total Land Maintenance
    2,387       3,727       1,401       2,161       1,316       1,445       1,691       2,923       17,051  
62505 Rental/Lease - Cable
    1,681       1,681       1,681       1,289       2,074       1,681       1,681       1,681       13,452  
62510 Rental/Lease - Security
    285       —       357       329       457       357       357       357       2,499  
62535 Rental/Lease - Equipment
    751       567       567       580       939       560       560       632       5,156  
62540 Rental/Lease - Auto
    1,158       1,291       1,158       1,739       1,664       2,297       1,134       1,134       11,576  
62555 Rental/Lease - Other
    70       72       72       72       72       72       72       —       504  
     
     
     
     
     
     
     
     
     
 
Total Rental and Leases
     3,946       3,612       3,835       4,010       5,206       4,968       3,805       3,805       33,187  
     
     
     
     
     
     
     
     
     
 
63010 Utilities - Electricity
    7,873       7,292       7,753       5,625       9,861       7,926       11,527       10,175       68,032  
63015 Utilities - Water
    1,476       1,384       1,723       1,193       2,111       1,700       1,533       1,908       13,028  
63020 Utilities - Gas
    973       845       1,136       591       1,033       856       796       647       6,875  
63025 Utilities - Telephone
    1,446       1,266       1,223       1,154       1,386       1,277       1,210       1,270       10,233  
63030 Utilities - Trash
    767       854       842       721       976       842       854       767       6,624  
     
     
     
     
     
     
     
     
     
 
Total Utilities
     12,535       11,640       12,676       9,284       15,368       12,602       15,919       14,767       104,792  
     
     
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
    587       462       272       512       388       301       237       91       2,850  

 

PIII - ITEM A-6

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2003
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN   JUL   AUG   Aug YTD
 
 
 
 
 
 
 
 
 
63510 Printed Materials
     467       147       130       66       311       —       547       1,780       3,447  
63515 Special Events
     1,016       1,134       863       1,468       2,144       767       2,999       2,182       12,574  
63520 Yellow Pages
     635       542       728       482       774       649       649       649       5,109  
63525 Newspaper and Magazine
     728       1,411       126       —       210       105       105       105       2,790  
63530 Advertising
     27       —       —       —       —       (27 )     —       —       —  
64005 Referral Fees - Residents
     —       —       1,750       1,193       2,450       —       3,975       —       9,368  
 
    
     
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     3,459       3,697       3,869       3,721       6,278       1,795       8,512       4,807       36,138  
 
    
     
     
     
     
     
     
     
     
 
64505 Computers/Peripherals/Software
     117       —       —       1,210       —       —       —       —       1,327  
65005 Gas
     169       284       387       373       305       406       307       356       2,586  
65010 Auto Service And Repair
     477       83       —       300       (290 )     —       134       —       704  
65015 Other Automobile
     230       —       —       —       69       —       300       —       599  
65505 Travel & Lodging
     —       275       —       79       (0)       14       —       —       368  
66005 Mileage
     140       218       118       —       243       304       187       358       1,568  
66505 Meals & Entertainment
     25       331       109       77       194       103       98       146       1,083  
67005 License and Fingerprints
     1,153       1,593       1,481       907       519       3,884       1,174       1,115       11,827  
68005 Dues and Subscriptions
     82       238       79       —       127       79       79       83       767  
68505 Seminars and Training
     57       —       —       77       253       44       333       —       763  
69005 Employee Recruiting
     (315 )     371       —       —       —       —       247       524       827  
69505 Other
     313       452       183       611       (204 )     45       (283 )     169       1,287  
69605 Discounts Lost
     24       87       39       1       28       —       0       —       180  
69610 Discounts Taken
     (107 )     (115 )     (135 )     (93 )     (104 )     (110 )     (88 )     (104 )     (857 )
 
    
     
     
     
     
     
     
     
     
 
Total Misc. Expenses
     2,366       3,816       2,262       3,542       1,139       4,769       2,487       2,648       23,030  
 
    
     
     
     
     
     
     
     
     
 
Total Operating Expense
     146,674       140,987       145,665       167,212       182,076       151,384       170,733       162,822       1,267,553  
 
    
     
     
     
     
     
     
     
     
 
Gross Margin
     178,476       201,775       188,328       80,737       242,154       183,396       173,735       212,896       1,461,497  
 
    
     
     
     
     
     
     
     
     
 
Gross Margin Percent
     55 %     59 %     56 %     33 %     57 %     55 %     50 %     57 %     54 %
72305 Property Taxes
     9,950       9,899       10,055       7,629       12,273       9,951       10,349       10,349       80,455  
72405 Insurance-Liability & Hazard
     8,162       6,827       6,703       5,710       7,722       1,908       7,803       6,953       51,788  
 
    
     
     
     
     
     
     
     
     
 
Total Other Fees
     18,113       16,726       16,758       13,339       19,995       11,859       18,152       17,301       132,243  
 
    
     
     
     
     
     
     
     
     
 
72505 Accounting
     2,063       2,063       2,063       2,619       1,844       6,122       3,610       3,437       23,819  
73005 Legal
     511       443       521       343       433       507       664       753       4,174  
73510 Donations & Contributions
     —       —       —       —       1,089       —       —       —       1,089  
74005 Consulting Fees
     —       —       —       —       251       130       —       —       381  
74015 Professional Fees - Other
     —       —       —       —       500       —       128       151       778  
75005 Property Management Fees
     16,258       17,138       16,700       12,397       21,211       16,739       17,223       18,786       136,452  
75105 Partnership Admin Fees
     4,749       7,590       6,358       2,575       7,596       6,243       4,679       14,294       54,084  
75510 Other Penalties/Fin. Fee
     8       43       —       —       20       —       20       —       91  
75515 Licenses & Fees Legal
     —       446       —       —       —       —       —       —       446  
75520 Franchise Tax Filing Fee
     —       —       —       800       —       —       —       —       800  
 
    
     
     
     
     
     
     
     
     
 
Total Professional Fees
     23,588       27,723       25,641       18,734       32,944       29,741       26,324       37,420       222,115  
 
    
     
     
     
     
     
     
     
     
 
EBITDAR
     136,776       157,326       145,929       48,664       189,214       141,796       129,259       158,174       1,107,138  
 
    
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     0       0       0       0       0       0       0       0       0  
80005 Interest Income
     (1,370 )     (18 )     (1,661 )     (1,503 )     (95 )     (133 )     (256 )     (189 )     (5,224 )
80505 Other Non-Operating Income
     —       —       —       —       —       (15 )     —       —       (15 )
 
    
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (1,370 )     (18 )     (1,661 )     (1,503 )     (95 )     (148 )     (256 )     (189 )     (5,239 )
 
    
     
     
     
     
     
     
     
     
 
83005 Interest Expense
     83,994       83,906       83,994       52,225       77,605       61,667       61,624       61,581       566,596  
83025 Int Exp MIP
     —       —       —       —       —       5,100       32,175       (37,275 )     0  
 
    
     
     
     
     
     
     
     
     
 
Total Interest Expense
     83,994       83,906       83,994       52,225       77,605       66,767       93,799       24,306       566,596  
 
    
     
     
     
     
     
     
     
     
 
EBTDA
     54,152       73,438       63,595       (2,058 )     111,705       75,176       35,715       134,058       545,781  
 
    
     
     
     
     
     
     
     
     
 
EBTDA Percent
     0       0       0       0       0       0       0       0       0  
77505 Depreciation
     33,615       31,397       30,403       23,358       37,617       30,508       29,974       29,235       246,107  
78005 Amortization
     8,330       (10,998 )     27,654       15,096       2,331       433       —       881       43,727  
 
    
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     41,945       20,399       58,057       38,454       39,948       30,941       29,974       30,116       289,834  
 
    
     
     
     
     
     
     
     
     
 
Net Income (Loss)
     12,207       53,039       5,538       (40,512 )     71,757       44,235       5,741       103,942       255,947  
 
    
     
     
     
     
     
     
     
     
 

 

 

PIII-ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2002
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                 
                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN
 
 
 
 
 
 
40005 Revenue-Rental
     286,949       290,183       280,794       288,837       277,078       279,184  
40010 Revenue-Rent Refunds/Proration
     —       —       (313 )     —       (6,415 )     —  
 
    
     
     
     
     
     
 
Total Rental Revenue
     286,949       290,183       280,482       288,837       270,663       279,184  
 
    
     
     
     
     
     
 
40110 Revenue-AL Level 1
     3,541       5,626       5,460       6,055       5,885       6,225  
40115 Revenue-AL Level 2
     11,738       11,796       12,600       12,129       11,346       12,075  
40120 Revenue-AL Level 3
     4,035       4,750       4,125       4,125       5,297       4,172  
40125 Revenue-AL Level 4
     12,400       8,221       7,232       8,657       7,125       6,125  
40130 Revenue-AL Level 5
     2,350       3,648       3,575       3,575       4,242       4,800  
40135 Revenue-AL Level 6
     4,275       4,275       2,850       2,850       2,850       4,263  
40140 Revenue-AL Level 7
     1,600       1,600       1,600       1,600       —       —  
 
    
     
     
     
     
     
 
Total AL Services Revenue
     39,939       39,915       37,442       38,991       36,745       37,660  
 
    
     
     
     
     
     
 
40515 Revenue-Other
     1,321       1,325       642       1,844       1,683       1,490  
40525 Revenue-Processing/App Fees
     —       1,770       770       3,270       1,770       3,770  
 
    
     
     
     
     
     
 
Total Other Revenue
     1,321       3,095       1,412       5,114       3,453       5,260  
 
    
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —       —  
40015 Rev-Rent Concessions
     (2,208 )     (600 )     (600 )     (100 )     (1,510 )     (1,000 )
 
    
     
     
     
     
     
 
Total Concessions
     (2,208 )     (600 )     (600 )     (100 )     (1,510 )     (1,000 )
 
    
     
     
     
     
     
 
Total Revenue
     326,000       332,593       318,736       332,842       309,351       321,104  
 
    
     
     
     
     
     
 
50005 Payroll Expense-Regular
     71,112       64,658       72,618       68,535       71,169       69,996  
50405 Payroll Expense-Overtime
     2,881       3,953       2,322       4,572       2,610       2,910  
50705 Payroll Expense-Doubletime
     421       395       251       975       37       224  
51005 Bonuses
     3,824       3,724       3,974       2,999       2,974       2,774  
51505 Vacation, Sick, Holiday
     5,082       4,876       5,894       5,510       4,967       5,716  
51805 Employee Recognition
     —       —       25       50       30       —  
52005 Payroll Taxes
     9,451       8,119       7,362       8,215       7,123       6,837  
52505 401K/401A
     261       345       198       212       374       129  
52805 Group Insurance
     3,257       3,655       3,790       3,792       3,825       3,294  
53005 Worker’s Comp Insurance
     6,340       6,744       11,095       9,664       8,796       9,342  
 
    
     
     
     
     
     
 
Total Payroll Expenses
     102,628       95,469       107,531       104,525       101,904       101,223  
 
    
     
     
     
     
     
 
53305 Outside Service-Medical
     —       —       242       1,002       280       113  
54005 Payroll Service
     291       250       640       322       133       169  
55005 Outside Service Other
     —       —       350       —       —       —  
 
    
     
     
     
     
     
 
Total Purchase Services
     291       250       1,231       1,324       413       282  
 
    
     
     
     
     
     
 
Total Payroll Related
     102,919       96,718       108,762       105,849       102,318       101,505  
 
    
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     32 %     29 %     34 %     32 %     33 %     32 %
56505 Food
     19,129       16,399       17,624       17,659       17,275       16,679  
57005 Housekeeping
     989       468       658       1,062       1,135       231  
57505 Kitchen Supplies
     1,697       2,062       2,125       1,956       1,821       1,612  
58005 Assisted Living Supplies
     390       532       1,043       —       92       203  
59005 Laundry & Linen/Uniforms
     258       604       323       86       42       60  
59010 Laun/Lin/Unif Kitchen
     661       853       903       830       993       950  
59015 Laund/Lin/Unif Housekeeping
     —       —       78       —       —       —  
59505 Activities-Asst Living
     770       1,039       948       797       1,588       336  
59510 Banquet Expense
     400       400       400       400       400       400  
 
    
     
     
     
     
     
 
Total Variable Expense
     24,294       22,358       24,101       22,793       23,344       20,473  
 
    
     
     
     
     
     
 
60005 Office Supplies
     413       810       1,034       783       1,765       315  
 
    
     
     
     
     
     
 
61015 Repairs-Electrical
     —       603       201       —       —       —  
61020 Repairs-Plumbing
     550       550       (500 )     364       —       386  
61025 Repairs-Fire Systems
     —       327       —       —       —       —  
61030 Repairs-HVAC
     294       424       —       255       147       1,889  
61035 Repairs-Gen. Supplies
     304       422       56       546       94       563  
61040 Repairs-Equipment
     883       1,196       358       399       413       757  
61045 Repairs-Other Interior
     —       456       1,566       126       210       129  
61055 Repairs-Other Exterior
     —       —       200       —       —       —  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Repair & Maintenance
     2,031       3,977       1,881       1,690       993       3,594  
 
    
     
     
     
     
     
 
61505 Contracts-Elevator
     309       312       312       312       312       312  
61510 Contracts-Floor Maint
     468       713       493       493       493       493  
61515 Contracts-Alarm/Fire
     382       (272 )     55       55       55       55  
61525 Contracts-Pest Control
     516       516       516       516       534       534  
61535 Contracts-Other
     —       —       93       44       219       144  
 
    
     
     
     
     
     
 
Total Service Contracts
     1,674       1,269       1,469       1,419       1,612       1,537  
 
    
     
     
     
     
     
 
62005 Land Maintenance
     1,530       1,430       1,430       1,430       1,250       1,955  
 
    
     
     
     
     
     
 
Total Land Maintenance
     1,530       1,430       1,430       1,430       1,250       1,955  
 
    
     
     
     
     
     
 
62505 Rental/Lease-Cable
     1,681       1,681       1,681       1,681       1,681       1,681  
62510 Rental/Lease-Security
     285       285       285       285       285       285  
62535 Rental/Lease-Equipment
     1,165       786       878       657       685       751  
62540 Rental/Lease-Auto
     1,182       1,182       1,208       1,155       1,155       1,155  
62555 Rental/Lease-Other
     53       53       53       53       53       53  
 
    
     
     
     
     
     
 
Total Rental and Leases
     4,366       3,987       4,106       3,832       3,859       3,926  
 
    
     
     
     
     
     
 
63010 Utilities-Electricity
     7,997       7,707       7,779       7,112       7,046       8,496  
63015 Utilities-Water
     1,063       1,772       1,483       1,759       1,730       1,687  
63020 Utilities-Gas
     699       739       692       807       719       605  
63025 Utilities-Telephone
     1,401       1,166       1,016       1,348       1,247       1,415  
63030 Utilities-Trash
     823       831       767       767       1,043       843  
 
    
     
     
     
     
     
 
Total Utilities
     11,982       12,214       11,738       11,794       11,784       13,046  
 
    
     
     
     
     
     
 
63505 Marketing and Advertising
     481       1,591       (278 )     233       246       685  
63510 Printed Materials
     874       224       895       2,893       532       387  
63515 Special Events
     733       467       950       262       1,579       1,677  
63520 Yellow Pages
     478       544       600       813       995       1,702  
63525 Newspaper and Magazine
     1,558       690       634       583       1,327       158  
63530 Advertising
     —       —       —       —       —       —  
64005 Referral Fees-Residents
     500       2,388       500       —       —       —  
 
    
     
     
     
     
     
 
Total Marketing and Advertising
     4,625       5,904       3,300       4,764       4,679       4,609  
 
    
     
     
     
     
     
 
64505 Computers/Peripherals/Software
     —       —       —       —       —       —  
65005 Gas
     264       252       265       142       296       339  
65010 Auto Service And Repair
     55       155       1,214       —       —       638  
65015 Other Automobile
     15       742       269       515       —       9  
65505 Travel & Lodging
     —       —       —       25       171       —  
66005 Mileage
     116       318       14       280       —       137  
66505 Meals & Entertainment
     —       —       25       —       139       —  
67005 License and Fingerprints
     1,680       1,326       986       2,031       1,193       1,543  
68005 Dues and Subscriptions
     (73 )     544       88       91       234       132  
68505 Seminars and Training
     378       268       381       515       151       282  
69005 Employee Recruiting
     —       —       372       —       790       —  
69505 Other
     158       414       73       537       960       434  
69605 Discounts Lost
     52       25       —       18       26       24  
69610 Discounts Taken
     (179 )     (51 )     (101 )     (144 )     (122 )     (50 )
 
    
     
     
     
     
     
 
Total Misc. Expenses
     2,467       3,991       3,587       4,011       3,839       3,488  
 
    
     
     
     
     
     
 
Total Operating Expense
     156,301       152,659       161,409       158,364       155,442       154,449  
 
    
     
     
     
     
     
 
Gross Margin
     169,699       179,935       157,326       174,478       153,909       166,654  
 
    
     
     
     
     
     
 
Gross Margin Percent
     52 %     54 %     49 %     52 %     50 %     52 %
69805 Bad Debt Expense
     (1 )     —       205       —       1,065       —  
72305 Property Taxes
     9,699       9,699       9,699       9,699       9,699       9,699  

 

                                         
                     
OLAPTable   JUL   AUG   SEP   OCT   NOV
 
 
 
 
 
40005 Revenue-Rental
     279,237       279,570       276,979       261,077       271,185  
40010 Revenue-Rent Refunds/Proration
     —       —       —       —       (1,567 )
 
    
     
     
     
     
 
Total Rental Revenue
     279,237       279,570       276,979       261,077       269,618  
 
    
     
     
     
     
 
40110 Revenue-AL Level 1
     6,225       6,467       7,500       7,500       7,975  
40115 Revenue-AL Level 2
     8,183       4,782       6,091       5,575       4,975  
40120 Revenue-AL Level 3
     6,025       6,633       4,975       3,300       4,150  
40125 Revenue-AL Level 4
     6,100       6,313       3,450       8,240       6,250  
40130 Revenue-AL Level 5
     4,800       4,531       4,980       3,115       4,850  
40135 Revenue-AL Level 6
     5,983       7,783       8,387       8,600       7,150  
40140 Revenue-AL Level 7
     —       —       —       90       1,540  
 
    
     
     
     
     
 
Total AL Services Revenue
     38,316       36,508       35,383       36,420       36,890  
 
    
     
     
     
     
 
40515 Revenue-Other
     706       1,112       1,610       1,268       496  
40525 Revenue-Processing/App Fees
     8,570       7,670       9,370       6,370       6,370  
 
    
     
     
     
     
 
Total Other Revenue
     9,276       8,782       10,980       7,638       6,866  
 
    
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —  
40015 Rev-Rent Concessions
     —       —       —       —       —  
 
    
     
     
     
     
 
Total Concessions
     —       —       —       —       —  
 
    
     
     
     
     
 
Total Revenue
     326,828       324,860       323,342       305,135       313,374  
 
    
     
     
     
     
 
50005 Payroll Expense-Regular
     70,447       66,264       67,947       63,656       65,860  
50405 Payroll Expense-Overtime
     2,437       3,843       3,648       4,275       3,637  
50705 Payroll Expense-Doubletime
     56       113       61       151       266  
51005 Bonuses
     3,424       (3,177 )     (3,577 )     (3,127 )     (2,364 )
51505 Vacation, Sick, Holiday
     4,567       2,288       4,873       4,620       4,891  
51805 Employee Recognition
     47       59       225       294       65  
52005 Payroll Taxes
     6,961       6,254       6,664       6,180       5,982  
52505 401K/401A
     130       113       181       111       118  
52805 Group Insurance
     3,260       3,841       4,512       1,870       3,440  
53005 Worker’s Comp Insurance
     9,455       9,035       3,292       7,125       7,240  
 
    
     
     
     
     
 
Total Payroll Expenses
     100,784       88,631       87,826       85,154       89,136  
 
    
     
     
     
     
 
53305 Outside Service-Medical
     —       889       399       —       —  
54005 Payroll Service
     468       294       200       335       326  
55005 Outside Service Other
     43       32       —       35       —  
 
    
     
     
     
     
 
Total Purchase Services
     511       1,215       598       370       326  
 
    
     
     
     
     
 
Total Payroll Related
     101,295       89,847       88,425       85,524       89,462  
 
    
     
     
     
     
 
Total Payroll Related % Total Revenue
     31 %     28 %     27 %     28 %     29 %
56505 Food
     17,705       16,245       15,550       17,577       16,660  
57005 Housekeeping
     963       546       564       649       404  
57505 Kitchen Supplies
     1,871       1,905       2,577       2,233       2,393  
58005 Assisted Living Supplies
     191       316       222       280       180  
59005 Laundry & Linen/Uniforms
     —       —       31       41       10  
59010 Laun/Lin/Unif Kitchen
     877       915       708       1,051       1,058  
59015 Laund/Lin/Unif Housekeeping
     —       —       219       3       —  
59505 Activities-Asst Living
     1,252       566       977       1,260       1,112  
59510 Banquet Expense
     400       400       400       400       400  
 
    
     
     
     
     
 
Total Variable Expense
     23,260       20,893       21,248       23,493       22,217  
 
    
     
     
     
     
 
60005 Office Supplies
     722       734       765       503       1,688  
 
    
     
     
     
     
 
61015 Repairs-Electrical
     90       —       —       —       400  
61020 Repairs-Plumbing
     10       —       150       —       310  
61025 Repairs-Fire Systems
     —       —       —       —       —  
61030 Repairs-HVAC
     167       —       —       78       1,010  
61035 Repairs-Gen. Supplies
     1,141       572       129       683       576  
61040 Repairs-Equipment
     2,020       161       144       —       729  
61045 Repairs-Other Interior
     —       278       523       532       1,262  
61055 Repairs-Other Exterior
     —       60       —       475       405  
61100 Loss on Early Retirement Asset
     —       —       —       —       —  
 
    
     
     
     
     
 
Total Repair & Maintenance
     3,427       1,070       947       1,768       4,692  
 
    
     
     
     
     
 
61505 Contracts-Elevator
     312       312       312       312       312  
61510 Contracts-Floor Maint
     493       493       493       493       493  
61515 Contracts-Alarm/Fire
     55       55       55       55       55  
61525 Contracts-Pest Control
     534       534       903       642       541  
61535 Contracts-Other
     819       44       44       44       263  
 
    
     
     
     
     
 
Total Service Contracts
     2,213       1,437       1,806       1,545       1,664  
 
    
     
     
     
     
 
62005 Land Maintenance
     1,886       1,250       1,250       1,250       (960 )
 
    
     
     
     
     
 
Total Land Maintenance
     1,886       1,250       1,250       1,250       (960 )
 
    
     
     
     
     
 
62505 Rental/Lease-Cable
     1,681       1,681       1,681       1,681       1,681  
62510 Rental/Lease-Security
     285       285       285       285       285  
62535 Rental/Lease-Equipment
     763       577       560       560       1,796  
62540 Rental/Lease-Auto
     1,155       1,158       1,158       1,354       1,318  
62555 Rental/Lease-Other
     99       70       70       70       70  
 
    
     
     
     
     
 
Total Rental and Leases
     3,983       3,771       3,754       3,950       5,150  
 
    
     
     
     
     
 
63010 Utilities-Electricity
     9,293       9,240       8,839       7,318       7,690  
63015 Utilities-Water
     1,916       1,757       1,704       1,746       2,013  
63020 Utilities-Gas
     618       581       526       649       738  
63025 Utilities-Telephone
     1,228       1,268       1,125       1,237       1,299  
63030 Utilities-Trash
     843       767       767       918       833  
 
    
     
     
     
     
 
Total Utilities
     13,899       13,614       12,961       11,868       12,572  
 
    
     
     
     
     
 
63505 Marketing and Advertising
     233       213       641       317       407  
63510 Printed Materials
     105       370       36       187       626  
63515 Special Events
     1,414       1,901       1,345       877       754  
63520 Yellow Pages
     1,384       (2,702 )     1,977       461       487  
63525 Newspaper and Magazine
     210       450       1,535       105       116  
63530 Advertising
     —       —       —       —       —  
64005 Referral Fees-Residents
     500       —       —       —       1,225  
 
    
     
     
     
     
 
Total Marketing and Advertising
     3,846       232       5,534       1,948       3,615  
 
    
     
     
     
     
 
64505 Computers/Peripherals/Software
     —       —       —       108       —  
65005 Gas
     273       326       237       247       342  
65010 Auto Service And Repair
     205       120       —       277       101  
65015 Other Automobile
     —       —       154       —       —  
65505 Travel & Lodging
     —       —       493       536       —  
66005 Mileage
     162       191       208       232       339  
66505 Meals & Entertainment
     30       54       (92 )     —       —  
67005 License and Fingerprints
     1,016       1,550       1,055       2,245       1,140  
68005 Dues and Subscriptions
     109       79       145       524       256  
68505 Seminars and Training
     287       307       126       453       240  
69005 Employee Recruiting
     —       98       339       194       448  
69505 Other
     535       152       236       694       176  
69605 Discounts Lost
     54       5       25       66       42  
69610 Discounts Taken
     (156 )     (118 )     (72 )     (120 )     (80 )
 
    
     
     
     
     
 
Total Misc. Expenses
     2,515       2,764       2,854       5,454       3,005  
 
    
     
     
     
     
 
Total Operating Expense
     157,046       135,612       139,542       137,302       143,103  
 
    
     
     
     
     
 
Gross Margin
     169,782       189,248       183,800       167,833       170,271  
 
    
     
     
     
     
 
Gross Margin Percent
     52 %     58 %     57 %     55 %     54 %
69805 Bad Debt Expense
     5,975       (5,550 )     (425 )     —       333  
72305 Property Taxes
     9,990       9,990       9,931       9,931       9,931  

 

                 
         
OLAPTable   DEC   DEC YTD
 
 
40005 Revenue-Rental
     267,398       3,338,471  
40010 Revenue-Rent Refunds/Proration
     (1,305 )     (9,599 )
 
    
     
 
Total Rental Revenue
     266,093       3,328,871  
 
    
     
 
40110 Revenue-AL Level 1
     9,137       77,596  
40115 Revenue-AL Level 2
     3,403       104,692  
40120 Revenue-AL Level 3
     5,165       58,752  
40125 Revenue-AL Level 4
     4,527       84,639  
40130 Revenue-AL Level 5
     5,258       49,724  
40135 Revenue-AL Level 6
     7,461       67,727  
40140 Revenue-AL Level 7
     1,630       9,660  
 
    
     
 
Total AL Services Revenue
     36,581       450,789  
 
    
     
 
40515 Revenue-Other
     1,176       14,672  
40525 Revenue-Processing/App Fees
     10,800       60,500  
 
    
     
 
Total Other Revenue
     11,976       75,172  
 
    
     
 
40575 Rev-Process Fee Concessions
     (400 )     (400 )
40015 Rev-Rent Concessions
     (280 )     (6,298 )
 
    
     
 
Total Concessions
     (680 )     (6,698 )
 
    
     
 
Total Revenue
     313,970       3,848,134  
 
    
     
 
50005 Payroll Expense-Regular
     66,232       818,494  
50405 Payroll Expense-Overtime
     5,074       42,164  
50705 Payroll Expense-Doubletime
     29       2,979  
51005 Bonuses
     (2,014 )     9,434  
51505 Vacation, Sick, Holiday
     4,962       58,246  
51805 Employee Recognition
     138       932  
52005 Payroll Taxes
     6,733       85,881  
52505 401K/401A
     129       2,302  
52805 Group Insurance
     3,468       42,004  
53005 Worker’s Comp Insurance
     7,809       95,937  
 
    
     
 
Total Payroll Expenses
     92,560       1,158,372  
 
    
     
 
53305 Outside Service-Medical
     —       2,924  
54005 Payroll Service
     42       3,469  
55005 Outside Service Other
     —       460  
 
    
     
 
Total Purchase Services
     42       6,853  
 
    
     
 
Total Payroll Related
     92,602       4,165,226  
 
    
     
 
Total Payroll Related % Total Revenue
     29 %     30 %
56505 Food
     13,872       202,377  
57005 Housekeeping
     830       8,500  
57505 Kitchen Supplies
     2,049       24,302  
58005 Assisted Living Supplies
     285       3,735  
59005 Laundry & Linen/Uniforms
     13       1,466  
59010 Laun/Lin/Unif Kitchen
     809       10,609  
59015 Laund/Lin/Unif Housekeeping
     76       375  
59505 Activities-Asst Living
     1,502       12,146  
59510 Banquet Expense
     (1,864 )     2,536  
 
    
     
 
Total Variable Expense
     17,572       266,045  
 
    
     
 
60005 Office Supplies
     872       10,403  
 
    
     
 
61015 Repairs-Electrical
     —       1,293  
61020 Repairs-Plumbing
     150       1,970  
61025 Repairs-Fire Systems
     637       964  
61030 Repairs-HVAC
     286       4,548  
61035 Repairs-Gen. Supplies
     525       5,611  
61040 Repairs-Equipment
     —       7,060  
61045 Repairs-Other Interior
     —       5,081  
61055 Repairs-Other Exterior
     —       1,140  
61100 Loss on Early Retirement Asset
     —       -  
 
    
     
 
Total Repair & Maintenance
     1,598       27,668  
 
    
     
 
61505 Contracts-Elevator
     312       3,735  
61510 Contracts-Floor Maint
     493       6,111  
61515 Contracts-Alarm/Fire
     55       660  
61525 Contracts-Pest Control
     541       6,828  
61535 Contracts-Other
     504       2,215  
 
    
     
 
Total Service Contracts
     1,904       19,550  
 
    
     
 
62005 Land Maintenance
     2,368       16,069  
 
    
     
 
Total Land Maintenance
     2,368       16,069  
 
    
     
 
62505 Rental/Lease-Cable
     1,681       20,178  
62510 Rental/Lease-Security
     285       3,420  
62535 Rental/Lease-Equipment
     567       9,744  
62540 Rental/Lease-Auto
     1,158       14,337  
62555 Rental/Lease-Other
     70       767  
 
    
     
 
Total Rental and Leases
     3,761       48,446  
 
    
     
 
63010 Utilities-Electricity
     8,085       96,602  
63015 Utilities-Water
     1,304       19,935  
63020 Utilities-Gas
     807       8,180  
63025 Utilities-Telephone
     1,337       15,087  
63030 Utilities- Trash
     767       9,969  
 
    
     
 
Total Utilities
     12,301       149,773  
 
    
     
 
63505 Marketing and Advertising
     112       4,882  
63510 Printed Materials
     742       7,871  
63515 Special Events
     2,205       14,163  
63520 Yellow Pages
     1,228       7,966  
63525 Newspaper and Magazine
     (1,201 )     6,145  
63530 Advertising
     —       —  
64005 Referral Fees-Residents
     500       5,613  
 
    
     
 
Total Marketing and Advertising
     3,585       46,640  
 
    
     
 
64505 Computers/Peripherals/Software
     241       349  
65005 Gas
     377       3,361  
65010 Auto Service And Repair
     —       2,767  
65015 Other Automobile
     —       1,705  
65505 Travel & Lodging
     470       1,695  
66005 Mileage
     198       2,197  
66505 Meals & Entertainment
     —       157  
67005 License and Fingerprints
     654       16,418  
68005 Dues and Subscriptions
     33       2,163  
68505 Seminars and Training
     (236 )     3,151  
69005 Employee Recruiting
     348       2,590  
69505 Other
     301       4,667  
69605 Discounts Lost
     25       361  
69610 Discounts Taken
     (117 )     (1,310 )
 
    
     
 
Total Misc. Expenses
     2,295       40,269  
 
    
     
 
Total Operating Expense
     138,857       1,790,086  
 
    
     
 
Gross Margin
     175,113       2,058,048  
 
    
     
 
Gross Margin Percent
     56 %     53 %
69805 Bad Debt Expense
     (333 )     1,269  
72305 Property Taxes
     9,931       117,902  

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2002
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows

                                                 
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN
 
 
 
 
 
 
72405 Insurance-Liability & Hazard
     4,108       4,108       4,108       6,850       6,850       6,850  
 
    
     
     
     
     
     
 
Total Other Fees
     13,807       13,808       14,013       16,549       17,614       16,549  
 
    
     
     
     
     
     
 
72505 Accounting
     2,500       2,500       2,500       2,500       4,100       2,500  
73005 Legal
     568       358       478       2,035       400       442  
73510 Donations & Contributions
     —       —       —       —       —       —  
74005 Consulting Fees
     —       —       —       —       —       —  
74015 Professional Fees-Other
     —       —       —       37       —       —  
75005 Property Management Fees
     16,175       16,766       15,925       16,642       15,468       16,055  
75105 Partnership Admin Fees
     6,696       6,285       2,489       6,366       2,561       3,651  
75510 Other Penalties/Fin. Fee
     25       —       —       —       —       —  
75515 Licenses & Fees Legal
     —       —       —       —       —       —  
75520 Franchise Tax Filing Fee
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Professional Fees
     25,964       25,910       21,393       27,580       22,529       22,648  
 
    
     
     
     
     
     
 
EBITDAR
     129,929       140,218       121,921       130,349       113,766       127,457  
 
    
     
     
     
     
     
 
EBITDAR Percent
     40 %     42 %     38 %     39 %     37 %     40 %
80005 Interest Income
     (58 )     (61 )     (1,081 )     (1,695 )     (1,641 )     (1,829 )
80505 Other Non-Operating Income
     —       —       —       (82,000 )     —       82,000  
 
    
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (58 )     (61 )     (1,081 )     (83,695 )     (1,641 )     80,171  
 
    
     
     
     
     
     
 
83005 Interest Expense
     60,841       70,407       96,289       70,200       84,591       84,508  
83025 Int Exp MIP
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Interest Expense
     60,841       70,407       96,289       70,200       84,591       84,508  
 
    
     
     
     
     
     
 
EBTDA
     69,147       69,872       26,714       143,843       30,816       (37,222 )
 
    
     
     
     
     
     
 
EBTDA Percent
     21 %     21 %     8 %     43 %     10 %     -12 %
77505 Depreciation
     42,443       42,569       42,676       42,705       42,802       42,741  
78005 Amortization
     —       —       —       16,580       8,290       8,371  
 
    
     
     
     
     
     
 
Total Depreciation & Amortization
     42,443       42,569       42,676       59,286       51,092       51,112  
 
    
     
     
     
     
     
 
Net Income (Loss)
     26,705       27,303       (15,963 )     84,558       (20,277 )     (88,334 )
 
    
     
     
     
     
     
 

 

 

                                                 
OLAPTable   JUL   AUG   SEP   OCT   NOV   DEC   DEC YTD
 
 
 
 
 
 
 
72405 Insurance-Liability & Hazard
     6,850       10,247       6,540       8,051       8,112       5,954       78,627  
 
    
     
     
     
     
     
     
 
Total Other Fees
     22,815       14,687       16,046       17,982       18,376       15,552       197,797  
 
    
     
     
     
     
     
     
 
72505 Accounting
     2,743       2,500       4,100       2,500       3,852       —       32,295  
73005 Legal
     426       350       475       1,123       429       392       7,478  
73510 Donations & Contributions
     —       —       408       —       —       —       408  
74005 Consulting Fees
     —       —       —       250       —       —       250  
74015 Professional Fees-Other
     —       —       —       —       —       —       37  
75005 Property Management Fees
     16,341       16,243       16,167       15,141       15,784       15,699       192,407  
75105 Partnership Admin Fees
     4,100       6,509       5,133       4,547       4,200       5,395       57,932  
75510 Other Penalties/Fin. Fee
     —       —       —       —       —       —       25  
75515 Licenses & Fees Legal
     —       —       —       —       —       —       —  
75520 Franchise Tax Filing Fee
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Professional Fees
     23,610       25,602       26,284       23,562       24,265       21,486       290,832  
 
    
     
     
     
     
     
     
 
EBITDAR
     123,357       148,959       141,470       126,289       127,629       138,075       1,569,419  
 
    
     
     
     
     
     
     
 
EBITDAR Percent
     38 %     46 %     44 %     41 %     41 %     44 %     41 %
80005 Interest Income
     (1,565 )     (1,728 )     (1,841 )     (1,563 )     (1,732 )     (1,733 )     (16,527 )
80505 Other Non-Operating Income
     —       —       59       59       (391 )     —       (273 )
 
    
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (1,565 )     (1,728 )     (1,782 )     (1,504 )     (2,123 )     (1,733 )     (16,801 )
 
    
     
     
     
     
     
     
 
83005 Interest Expense
     84,424       84,339       84,254       84,168       84,168       83,907       972,094  
83025 Int Exp MIP
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Interest Expense
     84,424       84,339       84,254       84,168       84,168       83,907       972,094  
 
    
     
     
     
     
     
     
 
EBTDA
     40,498       66,347       58,999       43,625       45,585       55,901       614,125  
 
    
     
     
     
     
     
     
 
EBTDA Percent
     12 %     20 %     18 %     14 %     15 %     18 %     16 %
77505 Depreciation
     42,931       42,978       43,001       43,046       42,821       43,063       513,776  
78005 Amortization
     8,330       8,330       8,330       8,330       8,330       8,330       83,223  
 
    
     
     
     
     
     
     
 
Total Depreciation & Amortization
     51,261       51,309       51,331       51,376       51,152       51,393       596,999  
 
    
     
     
     
     
     
     
 
Net Income (Loss)
     (10,763 )     15,039       7,668       (7,751 )     (5,567 )     4,508       17,126  
 
    
     
     
     
     
     
     
 

 

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2001
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                         
OLAPTable JAN FEB MAR APR MAY JUN JUL
40005 Revenue-Rental
    298,512       294,877       292,871       294,518       286,856       283,003       284,392  
40010 Revenue-Rent Refunds/Proration
    —       (1,940 )     (2,503 )     —       (719 )     (342 )     (652 )
     
     
     
     
     
     
     
 
Total Rental Revenue
     298,512       292,937       290,368       294,518       286,137       282,661       283,740  
     
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
    3,377       5,825       8,220       7,280       8,452       8,123       9,426  
40115 Revenue-AL Level 2
    4,252       5,883       6,950       6,794       7,624       7,653       5,595  
40120 Revenue-AL Level 3
    2,605       6,386       5,227       5,052       2,225       4,605       4,295  
40125 Revenue-AL Level 4
    4,202       10,725       11,083       7,156       8,394       7,854       9,196  
40130 Revenue-AL Level 5
    9,357       10,858       11,008       9,400       6,119       6,065       7,478  
40135 Revenue-AL Level 6
    7,870       (1,375 )     3,575       1,588       6,048       3,750       2,850  
40140 Revenue-AL Level 7
    1,167       1,525       (717 )     3,300       3,160       4,815       2,988  
     
     
     
     
     
     
     
 
Total AL Services Revenue
     32,830       39,827       47,121       38,795       42,022       42,864       41,828  
     
     
     
     
     
     
     
 
40515 Revenue-Other
    2,394       2,470       1,386       1,801       3,207       786       1,993  
40525 Revenue-Processing/App Fees
    2,000       5,000       595       —       2,500       1,000       4,000  
     
     
     
     
     
     
     
 
Total Other Revenue
     4,394       7,470       1,981       1,801       5,707       1,786       5,993  
     
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
    —       —       —       —       —       —       —  
40015 Rev-Rent Concessions
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Concessions
     —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Revenue
     335,737       340,234       339,470       335,114       333,866       327,311       331,562  
     
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
    73,211       68,364       69,426       60,551       78,602       67,658       72,419  
50405 Payroll Expense-Overtime
    4,185       1,926       1,269       2,362       1,989       3,150       2,539  
50705 Payroll Expense-Doubletime
    131       —       131       33       29       37       71  
51005 Bonuses
    4,015       5,055       9,157       467       5,803       6,060       5,115  
51505 Vacation, Sick, Holiday
    9,299       8,293       3,209       2,266       2,795       7,163       4,749  
51805 Employee Recognition
    —       134       500       —       —       63       28  
52005 Payroll Taxes
    10,866       11,952       7,116       7,236       8,739       5,357       7,195  
52505 401K/401A
    240       597       276       235       247       297       272  
52805 Group Insurance
    4,168       5,058       4,694       3,833       4,088       764       1,863  
53005 Worker’s Comp Insurance
    5,606       8,073       4,712       4,546       5,417       5,739       5,216  
     
     
     
     
     
     
     
 
Total Payroll Expenses
     111,721       109,453       100,489       81,529       107,709       96,288       99,469  
     
     
     
     
     
     
     
 
53305 Outside Services-Medical
    440       98       703       88       (112 )     (226 )     —  
53505 Temporary Services
    —       —       —       —       —       —       —  
54005 Payroll Service
    226       228       231       276       231       235       235  
55005 Outside Service Other
    65       —       317       —       317       318       349  
     
     
     
     
     
     
     
 
Total Purchase Services
     730       326       1,251       364       435       327       584  
     
     
     
     
     
     
     
 
Total Payroll Related
     112,451       109,778       101,740       81,893       108,144       96,615       100,053  
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     33 %     32 %     30 %     24 %     32 %     30 %     30 %
56505 Food
    19,616       17,683       22,235       19,177       25,021       19,871       18,570  
57005 Housekeeping
    1,742       774       351       650       1,415       915       876  
57505 Kitchen Supplies
    3,357       1,582       1,566       1,506       2,976       2,133       2,088  
58005 Assisted Living Supplies
    1,874       561       —       374       255       112       459  
59005 Laundry & Linen/Uniforms
    461       917       1,260       952       847       1,288       889  
59010 Laun/Lin/Unit Kitchen
    —       —       —       —       —       —       —  
59015 Laund/Lin/Unit Housekeeping
    —       —       —       —       —       —       —  
59505 Activities-Asst Lving
    2,313       840       2,072       1,502       889       1,240       904  
59510 Banquet Expense
    400       400       400       400       400       400       400  
     
     
     
     
     
     
     
 
Total Variable Expense
     29,764       22,757       27,883       24,579       31,785       25,958       24,186  
     
     
     
     
     
     
     
 
60005 Office Supplies
     1,298       693       850       243       1,628       272       1,663  
     
     
     
     
     
     
     
 
61015 Repairs-Electrical
    —       —       —       —       —       —       —  
61020 Repairs-Plumbing
    —       —       —       —       —       —       —  
61025 Repairs-Fire Systems
    —       —       —       225       —       326       240
61030 Repairs-HVAC
    —       132       —       434       395       456       419
61035 Repairs-Gen. Supplies
    764       1,070       456       1,565       145       566       313  
61040 Repairs-Equipment
    106       1,210       250       723       50       390       203  
61045 Repairs-Other Interior
    400       210       1,387       1,164       1,365       703       (118 )
61055 Repairs-Other Exterior
    —       —       112       —       267       48       37  
61100 Loss on Early Retirement Asset
    —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     1,270       2,622       2,206       4,111       2,222       2,490       1,094  
     
     
     
     
     
     
     
 
61505 Contracts-Elevator
    306       306       306       —       306       611       306  
61510 Contracts-Floor Maint
    425       43       468       468       468       643       468  
61515 Contracts-Alarm/Fire
    55       55       55       55       55       55       55  
61525 Contracts-Pest Control
    276       276       276       276       276       276       277  
61535 Contracts-Other
    —       —       298       4       216       —       —  
     
     
     
     
     
     
     
 
Total Service Contracts
     1,062       680       1,403       804       1,321       1,586       1,105  
     
     
     
     
     
     
     
 
62005 Land Maintenance
    1,250       1,250       1,250       1,250       1,250       1,250       1,250  
     
     
     
     
     
     
     
 
Total Land Maintenance
     1,250       1,250       1,250       1,250       1,250       1,250       1,250  
     
     
     
     
     
     
     
 
62505 Rental/Lease-Cable
    1,681       1,677       1,681       1,681       1,687       1,681       1,681  
62510 Rental/Lease-Security
    285       285       285       —       285       —       —  
62535 Rental/Lease-Equipment
    882       690       767       576       694       793       504  
62540 Rental/Lease-Auto
    1,184       1,182       1,182       1,182       1,182       1,184       1,182  
62555 Rental/Lease-Other
    199       50       171       —       —       —       53  
     
     
     
     
     
     
     
 
Total Rental and Leases
     4,232       3,883       4,086       3,439       3,847       3,659       3,420  
     
     
     
     
     
     
     
 
63010 Utilities-Electricity
    5,907       6,556       5,927       4,956       5,569       8,388       10,238  
63015 Utilities-Water
    1,528       1,172       1,346       1,207       1,483       1,766       1,793  
63020 Utilities-Gas
    1,471       1,035       1,345       1,135       1,281       889       517  
63025 Utilities-Telephone
    1,706       1,506       2,122       1,091       1,060       882       1,475  
63030 Utilities-Trash
    820       605       767       1,035       811       851       818  
     
     
     
     
     
     
     
 
Total Utilities
     11,431       10,874       11,508       9,424       10,204       12,776       14,841  
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
    291       448       1,556       353       368       304       318  
63510 Printed Materials
    83       —       15       98       540       185       1  
63515 Special Events
    507       784       882       (4 )     691       1,064       614  
63520 Yellow Pages
    695       1,344       865       100       1,206       (1,216 )     919  
63525 Newspaper and Magazine
    105       136       470       114       136       136       41  
63530 Advertising
    —       —       —       180       —       —       —  
64005 Referral Fees-Residents
    —       100       600       —       —       —       1,325  
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     1,680       2,812       4,387       841       2,941       473       3,218  
     
     
     
     
     
     
     
 
64505 Computers/ Peripherals/ Software
    —       —       —       —       —       460       —  
65005 Gas
    407       —       501       112       196       292       253  
65010 Auto Service And Repair
    111       75       255       1,087       4,090       (2,000 )     —  
65015 Other Automobile
    821       821       —       —       1,642       —       —  
65505 Travel & Lodging
    423       414       427       —       305       (305 )     110  
66005 Mileage
    599       —       291       —       24       40       330  
66505 Meals & Entertainment
    47       428       507       260       107       305       111  
67005 License and Fingerprints
    282       239       101       1,494       3,231       3,029       2,443  
68005 Dues and Subscriptions
    305       —       119       —       211       211       20  
68505 Seminars and Training
    413       108       283       50       623       75       217  
69005 Employee Recruiting
    —       198       198       —       198       —       283  
69505 Other
    858       391       475       183       117       418       312  
69605 Discounts Lost
    53       —       39       —       138       54       89  
69610 Discounts Taken
    (131 )     (79 )     (193 )     (190 )     (138 )     (84 )     (129 )
     
     
     
     
     
     
     
 
Total Misc. Expenses
     4,188       2,596       3,004       2,994       10,744       2,493       4,038  
     
     
     
     
     
     
     
 
Total Operating Expense
     168,626       157,946       158,317       129,579       174,087       147,572       154,867  
     
     
     
     
     
     
     
 
Gross Margin
     167,111       182,288       181,153       205,535       159,779       179,739       176,695  
     
     
     
     
     
     
     
 
Gross Margin Percent
     50 %     54 %     53 %     61 %     48 %     55 %     53 %
69705 Casualty Loss
    —       —       —       —       —       1,000       —  

 

                                                 
DEC
OLAPTable AUG SEP OCT NOV DEC YTD
40005 Revenue-Rental
    294,492       296,901       286,837       272,866       283,742       3,469,866  
40010 Revenue-Rent Refunds/Proration
    (2,311 )     (500 )     —       —       (77 )     (9,044 )
     
     
     
     
     
     
 
Total Rental Revenue
     292,181       296,401       286,837       272,866       283,665       3,460,822  
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
    7,851       6,350       6,895       5,284       4,763       81,844  
40115 Revenue-AL Level 2
    6,675       9,425       8,480       9,047       8,850       87,227  
40120 Revenue-AL Level 3
    2,101       1,650       1,650       1,650       3,181       40,627  
40125 Revenue-AL Level 4
    12,576       11,184       11,375       9,474       13,372       116,591  
40130 Revenue-AL Level 5
    7,663       4,460       3,575       3,575       2,350       81,908  
40135 Revenue-AL Level 6
    5,907       4,485       4,275       4,275       4,275       47,523  
40140 Revenue-AL Level 7
    (253 )     1,600       1,600       1,600       1,600       22,385  
     
     
     
     
     
     
 
Total AL Services Revenue
     42,520       39,154       37,850       34,904       38,390       478,106  
     
     
     
     
     
     
 
40515 Revenue-Other
    1,405       993       1,538       1,452       1,125       20,551  
40525 Revenue-Processing/App Fees
    2,200       4,000       500       1,000       (500 )     22,295  
     
     
     
     
     
     
 
Total Other Revenue
     3,605       4,993       2,038       2,452       625       42,846  
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
    —       —       —       —       —       —  
40015 Rev-Rent Concessions
    —       —       (2,200 )     —       (300 )     (2,500 )
     
     
     
     
     
     
 
Total Concessions
     —       —       (2,200 )     —       (300 )     (2,500 )
     
     
     
     
     
     
 
Total Revenue
     338,306       340,548       324,525       310,222       322,380       3,979,273  
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
    69,047       67,809       73,933       68,994       64,917       834,930  
50405 Payroll Expense-Overtime
    2,850       2,022       1,849       2,204       3,071       29,417  
50705 Payroll Expense-Doubletime
    103       347       218       206       158       1,464  
51005 Bonuses
    1,964       3,041       1,796       2,706       2,221       47,400  
51505 Vacation, Sick, Holiday
    3,641       6,329       5,069       4,877       7,681       65,372  
51805 Employee Recognition
    —       —       —       —       —       725  
52005 Payroll Taxes
    6,123       6,357       6,747       5,020       6,119       88,825  
52505 401K/401A
    235       231       190       276       227       3,323  
52805 Group Insurance
    3,066       4,065       2,156       3,026       2,630       39,412  
53005 Worker’s Comp Insurance
    5,150       10,566       7,936       7,936       8,462       79,359  
     
     
     
     
     
     
 
Total Payroll Expenses
     92,181       100,766       99,894       95,243       95,485       1,190,227  
     
     
     
     
     
     
 
53305 Outside Services-Medical
    78       123       —       —       —       1,192  
53505 Temporary Services
    —       —       —       —       2       2  
54005 Payroll Service
    235       235       235       217       212       2,797  
55005 Outside Service Other
    (877 )     35       27       —       —       549  
     
     
     
     
     
     
 
Total Purchase Services
     (564 )     393       262       217       215       4,540  
     
     
     
     
     
     
 
Total Payroll Related
     91,617       101,160       100,156       95,461       95,700       1,194,767  
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     27 %     30 %     31 %     31 %     30 %     30 %
56505 Food
    15,492       17,182       18,549       17,277       17,231       227,904  
57005 Housekeeping
    1,288       494       659       436       667       10,267  
57505 Kitchen Supplies
    1,865       1,826       2,312       2,154       1,996       25,360  
58005 Assisted Living Supplies
    267       413       187       312       196       5,010  
59005 Laundry & Linen/Uniforms
    873       1,500       1,088       1,198       1,032       12,306  
59010 Laun/Lin/Unit Kitchen
    —       —       —       —       —       —  
59015 Laund/Lin/Unit Housekeeping
    —       —       —       —       —       —  
59505 Activities-Asst Lving
    1,690       411       895       1,692       115       14,563  
59510 Banquet Expense
    400       400       400       436       (1,158 )     3,278  
     
     
     
     
     
     
 
Total Variable Expense
     21,875       22,227       24,091       23,504       20,079       298,688  
     
     
     
     
     
     
 
60005 Office Supplies
     682       629       1,542       652       921       11,072  
     
     
     
     
     
     
 
61015 Repairs-Electrical
    —       —       —       —       111       111  
61020 Repairs-Plumbing
    300       150       150       537       395       1,532  
61025 Repairs-Fire Systems
    —       —       —       125       352       1,269  
61030 Repairs-HVAC
    408       (192 )     —       462       876       3,391  
61035 Repairs — Gen. Supplies
    4,135       207       395       103       578       10,297  
61040 Repairs — Equipment
    1,266       626       73       899       502       6,297  
61045 Repairs — Other Interior
    77       138       185       77       289       5,879  
61055 Repairs — Other Exterior
    —       —       35       —       —       499  
61100 Loss on Early Retirement Asset
    —       —       —       —       —       —  
     
     
     
     
     
     
 
Total Repair & Maintenance
     6,186       929       838       2,203       3,103       29,274  
     
     
     
     
     
     
 
61505 Contracts-Elevator
    306       306       306       306       309       3,672  
61510 Contracts-Floor Maint
    180       936       468       468       468       5,503  
61515 Contracts-Alarm/Fire
    55       55       55       55       55       660  
61525 Contracts-Pest Control
    1,244       516       1,269       535       1,955       7,453  
61535 Contracts-Other
    —       —       422       174       450       1,565  
     
     
     
     
     
     
 
Total Service Contracts
     1,785       1,813       2,520       1,538       3,237       18,852  
     
     
     
     
     
     
 
62005 Land Maintenance
    1,250       1,387       1,250       1,250       1,430       15,317  
     
     
     
     
     
     
 
Total Land Maintenance
     1,250       1,387       1,250       1,250       1,430       15,317  
     
     
     
     
     
     
 
62505 Rental/Lease-Cable
    1,681       1,681       1,681       1,681       1,681       20,178  
62510 Rental/Lease-Security
    1,140       258       285       312       285       3,420  
62535 Rental/Lease-Equipment
    1,305       1,288       1,272       581       786       10,138  
62540 Rental/Lease-Auto
    1,182       1,182       1,182       1,182       1,182       14,186  
62555 Rental/Lease-Other
    53       53       53       53       53       738  
     
     
     
     
     
     
 
Total Rental and Leases
     5,362       4,462       4,473       3,809       3,988       48,660  
     
     
     
     
     
     
 
63010 Utilities-Electricity
    9,889       7,252       8,633       7,690       8,209       89,214  
63015 Utilities-Water
    1,773       1,985       1,618       1,651       1,660       18,983  
63020 Utilities-Gas
    500       336       472       468       845       10,294  
63025 Utilities-Telephone
    751       714       828       1,027       1,302       14,463  
63030 Utilities-Trash
    823       108       1,590       831       831       9,889  
     
     
     
     
     
     
 
Total Utilities
     13,736       10,394       13,142       11,666       12,847       142,843  
     
     
     
     
     
     
 
63505 Marketing and Advertising
    1,465       275       455       189       208       6,228  
63510 Printed Materials
    636       2,122       215       204       690       4,788  
63515 Special Events
    844       951       289       135       1,043       7,800  
63520 Yellow Pages
    1,191       869       478       478       637       7,566  
63525 Newspaper and Magazine
    515       2,656       2,718       1,512       6,533       15,071  
63530 Advertising
    —       —       62       31       27       300  
64005 Referral Fees-Residents
    500       500       —       500       500       4,025  
     
     
     
     
     
     
 
Total Marketing and Advertising
     5,150       7,372       4,218       3,048       9,638       45,779  
     
     
     
     
     
     
 
64505 Computers/ Peripherals/ Software
    —       —       —       —       —       460  
65005 Gas
    332       316       243       261       163       3,076  
65010 Auto Service And Repair
    2       301       —       —       419       4,340  
65015 Other Automobile
    78       7       4       4       (786 )     2,591  
65505 Travel & Lodging
    587       787       174       351       66       3,338  
66005 Mileage
    327       89       204       198       20       2,122  
66505 Meals & Entertainment
    110       102       124       67       —       2,167  
67005 License and Fingerprints
    1,780       770       1,572       1,052       1,152       17,142  
68005 Dues and Subscriptions
    36       211       12       447       380       1,950  
68505 Seminars and Training
    871       676       488       313       —       4,116  
69005 Employee Recruiting
    920       159       —       61       —       2,016  
69505 Other
    236       258       615       272       42       4,179  
69605 Discounts Lost
    26       25       30       (0 )     —       454  
69610 Discounts Taken
    (144 )     (69 )     (147 )     (110 )     (80 )     (1,495 )
     
     
     
     
     
     
 
Total Misc. Expenses
     5,160       3,632       3,318       2,915       1,376       46,457  
     
     
     
     
     
     
 
Total Operating Expense
     152,801       154,003       155,548       146,045       152,318       1,851,709  
     
     
     
     
     
     
 
Gross Margin
     185,505       186,544       168,977       164,177       170,062       2,127,564  
     
     
     
     
     
     
 
Gross Margin Percent
     55 %     55 %     52 %     53 %     53 %     53 %
69705 Casualty Loss
    —       —       —       —       —       1,000  

3

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2001
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                         
OLAPTable   JAN   FEB   MAR   APR   MAY   JUN   JUL
 
 
 
 
 
 
 
69805 Bad Debt Expense
     8,502       730       2,003       1,505       10       (3,856 )     —  
72305 Property Taxes
     9,830       10,138       9,984  
72405 Insurance-Liability & Hazard
     1,998       1,998       1,997       4,108       4,108       4,108       3,884  
 
    
     
     
     
     
     
     
 
Total Other Fees
     20,329       12,865       13,983       15,597       14,104       11,238       13,868  
 
    
     
     
     
     
     
     
 
72505 Accounting
     1,101       4,251       1,023       1,750       2,309       2,310       2,585  
73005 Legal
     18,676       472       (17,684 )     426       471       355       451  
73510 Donations & Contributions
     —       —       —       —       —       —       —  
74005 Consulting Fees
     —       —       157       —       —       —       —  
74015 Professional Fees-Other
     —       —       —       —       —       —       28  
75005 Property Management Fees
     16,787       17,012       16,974       16,753       16,693       16,368       16,578  
75105 Partnership Admin Fees
     4,860       5,862       13,912       10,327       6,514       5,140       7,590  
75510 Other Penalties/Fin. Fee
     —       —       —       —       —       —       —  
75515 Licenses & Fees Legal
     —       —       —       —       —       —       —  
75520 Franchise Tax Filing Fee
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Professional Fees
     41,424       27,597       14,381       29,257       25,987       24,173       27,232  
 
    
     
     
     
     
     
     
 
EBITDAR
     105,357       141,825       152,788       160,681       119,688       144,329       135,595  
 
    
     
     
     
     
     
     
 
EBITDAR Percent
     31 %     42 %     45 %     48 %     36 %     44 %     41 %
80005 Interest Income
     —       (73 )     —       (72 )     (39 )     (43 )     (44 )
80505 Other Non-Operating Income
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     —       (73 )     —       (72 )     (39 )     (43 )     (44 )
 
    
     
     
     
     
     
     
 
83005 Interest Expense
     61,616       61,554       61,492       61,429       61,365       61,302       61,237  
83025 Int Exp MIP
     —       —       —       —       —       —       —  
 
    
     
     
     
     
     
     
 
Total Interest Expense
     61,616       61,554       61,492       61,429       61,365       61,302       61,237  
 
    
     
     
     
     
     
     
 
EBTDA
     43,741       80,344       91,296       99,324       58,362       83,070       74,402  
 
    
     
     
     
     
     
     
 
EBTDA Percent
     13 %     24 %     27 %     30 %     17 %     25 %     22 %
77505 Depreciation
     42,113       42,113       42,157       42,157       42,157       42,456       42,269  
78005 Amortization
     12,937       12,937       12,937       12,937       12,937       12,937       —  
 
    
     
     
     
     
     
     
 
Total Depreciation & Amortization
     55,050       55,051       55,095       55,094       55,094       55,394       42,269  
 
    
     
     
     
     
     
     
 
Net Income (Loss)
     (11,309 )     25,293       36,202       44,230       3,268       27,677       32,133  
 
    
     
     
     
     
     
     
 

 

 

                                                 
DEC
OLAPTable AUG SEP OCT NOV DEC YTD
69805 Bad Debt Expense
     6       14       10       1,550       —       10,474  
72305 Property Taxes
     9,984       9,984       9,984       9,984       8,276       118,103  
72405 Insurance-Liability & Hazard
     4,333       4,108       4,108       4,108       4,108       42,965  
 
    
     
     
     
     
     
 
Total Other Fees
     14,323       14,106       14,102       15,642       12,385       172,543  
 
    
     
     
     
     
     
 
72505 Accounting
     2,668       2,626       2,626       2,626       6,526       32,400  
73005 Legal
     568       389       483       378       373       5,360  
73510 Donations & Contributions
     —       —       —       —       —       —  
74005 Consulting Fees
     —       250       —       —       —       407  
74015 Professional Fees-Other
     —       —       —       —       —       28  
75005 Property Management Fees
     16,915       17,027       16,226       15,516       16,239       199,089  
75105 Partnership Admin Fees
     8,351       7,662       7,682       6,316       6,955       91,172  
75510 Other Penalties/Fin. Fee
     —       —       4       8       130       143  
75515 Licenses & Fees Legal
     —       —       —       —       —       —  
75520 Franchise Tax Filing Fee
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Professional Fees
     28,795       27,954       27,022       24,845       30,224       328,892  
 
    
     
     
     
     
     
 
EBITDAR
     142,387       144,484       127,852       123,690       127,453       1,626,130  
 
    
     
     
     
     
     
 
EBITDAR Percent
     42 %     42 %     39 %     40 %     40 %     41 %
80005 Interest Income
     (48 )     (59 )     (50 )     (54 )     (59 )     (541 )
80505 Other Non-Operating Income
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (48 )     (59 )     (50 )     (54 )     (59 )     (541 )
 
    
     
     
     
     
     
 
83005 Interest Expense
     61,172       61,107       61,041       60,975       60,908       735,198  
83025 Int Exp MIP
     —       —       —       —       —       —  
 
    
     
     
     
     
     
 
Total Interest Expense
     61,172       61,107       61,041       60,975       60,908       735,198  
 
    
     
     
     
     
     
 
EBTDA
     81,263       83,436       66,861       62,769       66,604       891,473  
 
    
     
     
     
     
     
 
EBTDA Percent
     24 %     25 %     21 %     20 %     21 %     22 %
77505 Depreciation
     42,374       42,355       42,355       42,383       42,424       507,312  
78005 Amortization
     —       —       —       —       —       77,625  
 
    
     
     
     
     
     
 
Total Depreciation & Amortization
     42,374       42,355       42,355       42,383       42,424       584,937  
 
    
     
     
     
     
     
 
Net Income (Loss)
     38,890       41,081       24,506       20,386       24,180       306,536  
 
    
     
     
     
     
     
 

 

 

PIII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2000
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GLAccount   Along Rows
                                                         
OLAPTable JAN FEB MAR APR MAY JUN JUL
40005 Revenue- Rental
    267,035       261,390       272,735       265,697       262,365       271,508       261,905  
40010 Revenue-Rent Refunds/Proration
    —       —       —       —       (3,428 )     —       —  
     
     
     
     
     
     
     
 
Total Rental Revenue
     267,035       261,390       272,735       265,697       258,937       271,508       261,905  
     
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
     4,551       5,040       3,750       3,850       4,738       4,555       5,848  
40115 Revenue-AL Level 2
     5,527       7,200       5,519       3,425       6,529       6,325       6,088  
40120 Revenue-AL Level 3
     3,675       4,642       5,065       4,650       4,557       3,875       5,862  
40125 Revenue-AL Level 4
     6,828       3,475       6,289       10,463       5,805       10,738       8,935  
40130 Revenue-AL Level 5
     3,525       6,760       6,250       8,772       8,318       6,972       6,463  
40135 Revenue-AL Level 6
     —       —       —       —       —       2,750       2,984  
40140 Revenue-AL Level 7
     6,455       9,939       6,760       6,320       6,580       7,205       4,725  
     
     
     
     
     
     
     
 
Total AL Services Revenue
     30,561       37,056       33,633       37,480       36,527       42,420       40,905  
     
     
     
     
     
     
     
 
40515 Revenue-Other
     1,419       980       837       901       1,680       612       1,191  
40525 Revenue- Processing/App Fees
     8,000       1,000       1,000       —       4,000       3,500       500  
     
     
     
     
     
     
     
 
Total Other Revenue
     9,419       1,980       1,837       901       5,680       4,112       1,691  
     
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —       —       —  
40015 Rev-Rent Concessions
     —       —       —       —       (100 )     —       (1,438 )
     
     
     
     
     
     
     
 
Total Concessions
     —       —       —       —       (100 )     —       (1,438 )
     
     
     
     
     
     
     
 
Total Revenue
     307,014       300,426       308,205       304,078       301,044       318,040       303,064  
     
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
     65,606       65,680       72,554       65,212       70,532       65,028       62,869  
50405 Payroll Expense-Overtime
     5,176       3,197       2,295       2,299       1,405       2,284       3,008  
50705 Payroll Expense - Doubletime
     281       354       98       265       126       151       42  
51005 Bonuses
     1,200       1,640       1,100       700       3,400       950       6,088  
51505 Vacation, Sick, Holiday
     4,828       8,635       4,382       4,840       1,917       4,779       4,311  
51805 Employee Recognition
     —       —       —       —       —       —       —  
52005 Payroll Taxes
     9,492       8,523       8,923       7,319       8,017       6,752       6,892  
52505 401K/401A
     124       148       125       125       168       153       153  
52805 Group Insurance
     1,703       3,044       3,849       2,509       3,659       3,467       3,659  
53005 Worker’s Comp Insurance
     2,292       2,292       2,825       5,179       5,262       5,215       5,095  
     
     
     
     
     
     
     
 
Total Payroll Expenses
     90,702       93,514       96,152       88,448       94,485       88,778       92,116  
     
     
     
     
     
     
     
 
53305 Outside Service - Medical
     1,398       826       1,632       387       —       —       982  
53505 Temporary Services
     —       —       172       —       —       —       —  
54005 Payroll Service
     —       366       187       227       217       213       224  
55005 Outside Service Other
     —       14       3       —       —       —       —  
     
     
     
     
     
     
     
 
Total Purchase Services
     1,398       1,206       1,993       613       217       213       1,206  
     
     
     
     
     
     
     
 
Total Payroll Related
     92,100       94,721       98,145       89,061       94,701       88,991       93,322  
     
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     30 %     32 %     32 %     29 %     31 %     28 %     31 %
56505 Food
     34,371       24,268       24,547       18,835       22,283       20,568       16,762  
57005 Housekeeping
     2,536       2,592       1,737       840       772       1,324       918  
57505 Kitchen Supplies
     1,799       2,513       2,909       1,421       2,496       1,558       2,185  
58005 Assisted Living Supplies
     32       72       1,297       (864 )     491       373       431  
59005 Laundry & Linen/Uniforms
     1,911       968       1,687       1,653       1,144       996       1,307  
59010 Laun/Lin/Unif Kitchen
     —       —       —       —       —       —       —  
59015 Laund/Lin/Unif Housekeeping
     —       —       —       —       —       —  
59505 Activities-Asst Lving
     1,040       1,321       1,018       1,107       1,293       909       1,784  
59510 Banquet Expense
     121       743       400       400       400       400       400  
     
     
     
     
     
     
     
 
Total Variable Expense
     41,809       32,477       33,595       23,391       28,878       26,127       23,787  
     
     
     
     
     
     
     
 

 

 

                                                 
DEC
OLAPTable AUG SEP OCT NOV DEC YTD
40005 Revenue- Rental
    271,425       279,436       277,905       286,873       303,250       3,281,524  
40010 Revenue-Rent Refunds/Proration
    (100 )     (100 )     —       —       —       (3,628 )
     
     
     
     
     
     
     
     
 
Total Rental Revenue
     271,325       279,336       277,905       286,873       303,250       3,277,896  
     
     
     
     
     
     
 
40110 Revenue-AL Level 1
     5,078       5,350       6,693       4,875       4,125       58,722  
40115 Revenue-AL Level 2
     6,431       5,750       6,502       4,600       4,813       68,708  
40120 Revenue-AL Level 3
     6,146       7,950       10,249       7,175       7,404       71,250  
40125 Revenue-AL Level 4
     8,039       8,546       7,725       6,950       8,081       91,875  
40130 Revenue-AL Level 5
     7,136       7,537       7,650       7,450       7,650       84,482  
40135 Revenue-AL Level 6
     5,900       4,179       4,175       4,150       8,551       32,689  
40140 Revenue-AL Level 7
     1,525       2,900       2,850       2,900       2,925       61,084  
     
     
     
     
     
     
 
Total AL Services Revenue
     40,255       42,212       46,113       38,100       43,549       468,809  
     
     
     
     
     
     
 
40515 Revenue-Other
     779       870       906       —       1,285       11,460  
40525 Revenue- Processing/App Fees
     6,000       —       2,415       1,000       6,000       33,415  
     
     
     
     
     
     
 
Total Other Revenue
     6,779       870       3,321       1,000       7,285       44,875  
     
     
     
     
     
     
 
40575 Rev-Process Fee Concessions
     —       —       —       —       —       —  
40015 Rev-Rent Concessions
     —       —       —       —       —       (1,538 )
     
     
     
     
     
     
 
Total Concessions
     —       —       —       —       —       (1,538 )
     
     
     
     
     
     
 
Total Revenue
     318,359       322,418       327,339       325,973       354,084       3,790,043  
     
     
     
     
     
     
 
50005 Payroll Expense-Regular
     65,886       66,865       75,997       71,523       72,374       820,125  
50405 Payroll Expense-Overtime
     2,815       2,429       4,232       2,475       2,794       34,408  
50705 Payroll Expense - Doubletime
     197       121       211       60       268       2,173  
51005 Bonuses
     1,600       1,500       4,600       3,250       3,800       29,828  
51505 Vacation, Sick, Holiday
     8,519       3,414       5,485       4,617       2,420       58,146  
51805 Employee Recognition
     —       —       —       —       —       —  
52005 Payroll Taxes
     4,854       6,133       7,608       6,553       6,727       87,794  
52505 401K/401A
     180       178       185       232       374       2,146  
52805 Group Insurance
     1,223       5,734       4,045       4,404       4,390       41,687  
53005 Worker’s Comp Insurance
     5,384       5,141       5,191       5,274       5,029       54,178  
     
     
     
     
     
     
 
Total Payroll Expenses
     90,657       91,515       107,554       98,388       98,176       1,130,486  
     
     
     
     
     
     
 
53305 Outside Service - Medical
     1,130       510       917       339       418       8,539  
53505 Temporary Services
     —       —       3       —       —       174  
54005 Payroll Service
     205       214       225       230       234       2,542  
55005 Outside Service Other
     122       —       (139 )     —       33       33  
     
     
     
     
     
     
 
Total Purchase Services
     1,457       724       1,006       569       686       11,289  
     
     
     
     
     
     
 
Total Payroll Related
     92,114       92,239       108,560       98,957       98,862       1,141,775  
     
     
     
     
     
     
 
Total Payroll Related % Total Revenue
     29 %     29 %     33 %     30 %     28 %     30 %
56505 Food
     18,109       15,612       25,099       19,232       27,729       267,413  
57005 Housekeeping
     1,314       902       799       1,004       799       15,536  
57505 Kitchen Supplies
     1,766       3,086       2,418       1,418       3,305       26,872  
58005 Assisted Living Supplies
     —       526       204       452       282       3,296  
59005 Laundry & Linen/Uniforms
     1,427       2,611       2,949       787       2,031       19,472  
59010 Laun/Lin/Unif Kitchen
     —       —       —       —       —       —  
59015 Laund/Lin/Unif Housekeeping
     —       —       —       —       —       —  
59505 Activities-Asst Lving
     1,358       1,575       1,356       1,577       3,082       17,420  
59510 Banquet Expense
     400       400       650       400       (1,083 )     3,630  
     
     
     
     
     
     
 
Total Variable Expense
     24,374       24,712       33,475       24,871       36,144       353,638  
     
     
     
     
     
     
 

 

[Table continues from previous page]

                                                         
OLAPTable JAN FEB MAR APR MAY JUN JUL
60005 Office Supplies
     2,050       2,566       955       294       2,282       318       1,370  
     
     
     
     
     
     
     
 
61015 Repairs - Electrical
     —       —       —       —       —       —       185  
61020 Repairs - Plumbing
     400       218       —       —       400       —       172  
61025 Repairs - Fire Systems
     340       1,088       —       —       —       447       —  
61030 Repairs - HVAC
     198       317       —       —       —       111       128  
61035 Repairs - Gen. Supplies
     1,438       2,155       957       636       577       325       1,418  
61040 Repairs - Equipment
     847       1,420       134       166       219       271       —  
61045 Repairs - Other Interior
     651       —       300       56       —       400       225  
61055 Repairs - Other Exterior
     —       100       —       —       —       —       —  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —       —  
     
     
     
     
     
     
     
 
Total Repair & Maintenance
     3,874       5,296       1,391       858       1,195       1,554       2,128  
     
     
     
     
     
     
     
 
61505 Contracts - Elevator
    595       297       297       297       297       297       297  
61510 Contracts - Floor Maint
    893       425       425       425       425       425       425  
61515 Contracts - Alarm/Fire
    425       55       55       55       55       535       55  
61520 Contracts - HVA
    —       400       —       —       —       —       —  
61525 Contracts - Pest Control
    553       553       1,026       276       276       276  
61535 Contracts - Other
    —       228       49       —       —       —       —  
     
     
     
     
     
     
     
 
Total Service Contracts
     2,465       1,958       1,853       1,054       1,054       1,534       1,053  
     
     
     
     
     
     
     
 
62005 Land Maintenance
    (100 )     1,295       2,510       1,633       1,000       1,250       1,250  
     
     
     
     
     
     
     
 
Total Land Maintenance
     (100 )     1,295       2,510       1,633       1,000       1,250       1,250  
     
     
     
     
     
     
     
 
62505 Rental/Lease -Cable
    1,681       1,681       1,681       1,686       1,686       1,681       1,682  
62510 Rental/Lease - Security
    575       —       —       1,140       —       570       285  
62535 Rental/Lease - Equipment
    1,453       677       820       895       725       693       600  
62540 Rental/Lease - Auto
    1,158       1,158       1,158       1,158       1,158       1,158       1,158  
62555 Rental/Lease - Other
    100       —       63       50       122       55       50  
     
     
     
     
     
     
     
 
Total Rental and Leases
     4,967       3,516       3,722       4,928       3,690       4,157       3,775  
     
     
     
     
     
     
     
 
63010 Utilities - Electricity
    5,884       5,380       5,680       4,902       5,153       6,616       5,902  
63015 Utilities - Water
    1,642       1,713       1,257       1,346       2,028       2,003       1,533  
63020 Utilities - Gas
    325       910       846       817       845       664       726  
63025 Utilities - Telephone
    1,171       1,299       1,532       1,428       1,527       1,229       2,330  
63030 Utilities - Trash
    —       876       894       1,677       876       876       916  
     
     
     
     
     
     
     
 
Total Utilities
     9,022       10,178       10,208       10,169       10,429       11,388       11,408  
     
     
     
     
     
     
     
 
63505 Marketing and Advertising
    438       3,308       791       8,897       279       2,205       1,121  
63510 Printed Materials
    227       —       169       173       71       —       —  
63515 Special Events
    803       904       1,271       366       281       1,398       1,537  
63520 Yellow Pages
    —       —       —       —       —       —       —  
63525 Newspaper and Magazine
    —       —       —       —       —       —       —  
63530 Advertising
    —       —       —       —       —       —       —  
64005 Referral Fees -Residents
    —       1,070       —       200       —       —       —  
     
     
     
     
     
     
     
 
Total Marketing and Advertising
     1,456       5,281       2,231       9,637       631       3,603       2,658  
     
     
     
     
     
     
     
 
64505 Computers/ Peripherals/ Software
    —       —       —       —       —       —       —  
65005 Gas
    —       241       139       245       100       89       281  
65010 Auto Service And Repair
    175       75       50       672       25       —       —  
65015 Other Automobile
    —       —       —       —       —       —       —  
65505 Travel & Lodging
    681       242       280       260       72       1,155       187  
66005 Mileage
    166       176       219       —       —       487       193  
66505 Meals & Entertainment
    58       33       208       252       78       432       82  
67005 License and Fingerprints
    727       844       753       1,284       1,433       1,355       628  
68005 Dues and Subscriptions
    175       —       —       330       —       443       90  
68505 Seminars and Training
    35       91       485       45       685       28       1,468  
69005 Employee Recruiting
    863       283       21       56       —       1,200       64  
69505 Other
    —       165       255       132       285       246       193  
69605 Discounts Lost
    —       —       —       —       —       —       —  
69610 Discounts Taken
    (191 )     (117 )     (130 )     (72 )     (103 )     (93 )     (56 )
     
     
     
     
     
     
     
 
Total Misc. Expenses
     2,689       2,034       2,280       3,204       2,576       5,343       3,132  
     
     
     
     
     
     
     
 
Total Operating Expense
     160,345       159,321       156,889       144,230       146,436       144,265       143,883  
     
     
     
     
     
     
     
 
Gross Margin
     146,670       141,105       151,316       159,848       154,608       173,775       159,181  
     
     
     
     
     
     
     
 
Gross Margin Percent
    48 %     47 %     49 %     53 %     51 %     55 %     53 %

 

[Table continues from previous page]

                                                 
DEC
OLAPTable AUG SEP OCT NOV DEC YTD
60005 Office Supplies
     1,247       2,743       1,738       (366 )     2,149       17,347  
     
     
     
     
     
     
 
61015 Repairs - Electrical
     122       —       306       —       —       613  
61020 Repairs - Plumbing
     325       —       3,200       —       148       4,862  
61025 Repairs - Fire Systems
     —       85       —       240       440       2,639  
61030 Repairs - HVAC
     —       —       66       —       —       820  
61035 Repairs - Gen. Supplies
     536       270       1,158       398       1,236       11,104  
61040 Repairs - Equipment
     779       —       1,454       1,012       110       6,413  
61045 Repairs - Other Interior
     —       350       110       —       145       2,237  
61055 Repairs - Other Exterior
     —       —       —       —       —       100  
61100 Loss on Early Retirement Asset
     —       —       —       —       —       —  
     
     
     
     
     
     
 
Total Repair & Maintenance
     1,762       705       6,295       1,650       2,079       28,788  
     
     
     
     
     
     
 
61505 Contracts - Elevator
    297       297       297       297       306       3,875  
61510 Contracts - Floor Maint
    945       425       620       425       425       6,283  
61515 Contracts - Alarm/Fire
    55       55       180       775       55       2,355  
61520 Contracts - HVA
    —       —       —       —       —       400  
61525 Contracts - Pest Control
    277       276       276       276       276       4,618  
61535 Contracts - Other
    —       —       370       —       —       647  
     
     
     
     
     
     
 
Total Service Contracts
     1,574       1,054       1,744       1,774       1,062       18,178  
     
     
     
     
     
     
 
62005 Land Maintenance
    1,250       1,250       1,250       1,250       4,324       18,162  
     
     
     
     
     
     
 
Total Land Maintenance
     1,250       1,250       1,250       1,250       4,324       18,162  
     
     
     
     
     
     
 
62505 Rental/Lease -Cable
    1,690       1,686       1,814       1,563       1,686       20,220  
62510 Rental/Lease - Security
    285       285       285       285       285       3,995  
62535 Rental/Lease - Equipment
    1,354       434       682       551       707       9,591  
62540 Rental/Lease - Auto
    1,158       1,158       1,158       1,158       1,184       13,918  
62555 Rental/Lease - Other
    50       50       50       50       50       689  
     
     
     
     
     
     
 
Total Rental and Leases
     4,537       3,613       3,988       3,607       3,913       48,414  
     
     
     
     
     
     
 
63010 Utilities - Electricity
    8,331       6,739       5,565       4,763       5,251       70,166  
63015 Utilities - Water
    2,466       1,990       1,340       1,598       2,365       21,282  
63020 Utilities - Gas
    800       748       825       770       1,357       9,634  
63025 Utilities - Telephone
    1,239       1,595       1,418       1,379       495       16,641  
63030 Utilities - Trash
    876       724       863       813       820       10,209  
     
     
     
     
     
     
 
Total Utilities
     13,712       11,795       10,011       9,324       10,289       127,932  
     
     
     
     
     
     
 
63505 Marketing and Advertising
    337       236       1,510       (84 )     1,265       20,302  
63510 Printed Materials
    —       —       —       3,064       795       4,499  
63515 Special Events
    1,252       370       996       42       3,469       12,690  
63520 Yellow Pages
    —       —       —       —       1,589       1,589  
63525 Newspaper and Magazine
    31       283       35       35       140       524  
63530 Advertising
    —       800       —       —       —       800  
64005 Referral Fees -Residents
    —       —       —       —       2,700       3,970  
     
     
     
     
     
     
 
Total Marketing and Advertising
     1,621       1,689       2,541       3,057       9,957       44,373  
     
     
     
     
     
     
 
64505 Computers/ Peripherals/ Software
    —       —       —       —       —       —  
65005 Gas
    150       297       200       435       —       2,177  
65010 Auto Service And Repair
    —       1,135       —       100       784       3,016  
65015 Other Automobile
    —       —       —       —       —       —  
65505 Travel & Lodging
    116       —       968       213       1,189       5,363  
66005 Mileage
    62       235       320       598       121       2,577  
66505 Meals & Entertainment
    319       208       763       20       523       2,977  
67005 License and Fingerprints
    716       522       557       719       492       10,028  
68005 Dues and Subscriptions
    410       —       —       —       —       1,449  
68505 Seminars and Training
    136       215       1,036       630       126       4,981  
69005 Employee Recruiting
    —       —       —       —       —       2,488  
69505 Other
    523       289       845       1,182       652       4,768  
69605 Discounts Lost
    —       —       —       —       —       —  
69610 Discounts Taken
    (188 )     (93 )     (162 )     (67 )     (232 )     (1,501 )
     
     
     
     
     
     
 
Total Misc. Expenses
     2,244       2,809       4,527       3,830       3,654       38,320  
     
     
     
     
     
     
 
Total Operating Expense
     144,435       142,610       174,128       147,953       172,432       1,836,927  
     
     
     
     
     
     
 
Gross Margin
     173,924       179,808       153,211       178,020       181,652       1,953,117  
     
     
     
     
     
     
 
Gross Margin Percent
    55 %     56 %     47 %     55 %     51 %     52 %

 

PII - ITEM A-5

         
Database:   POLAPSVR    
Cube:   Financial Data    
Page:   Year   2000
    Version   AA
    Community   Villa Las Posas
    Department   Total Department
    Month   Along Columns
    GL Account   Along Rows
                                                                 
OLAPTable
JAN FEB MAR APR MAY JUN JUL AUG
 
69705 Casualty Loss
     —       —       —       —       —       —       —       —  
69805 Bad Debt Expense
    328       (1,288 )     —       (1,750 )     —       —       —       —  
72305 Property Taxes
    9,154       8,894       8,789       8,789       9,357       9,154       9,154       9,154  
72405 Insurance - Liability & Hazard
    1,758       1,758       2,102       1,985       1,985       1,998       1,998       1,998  
     
     
     
     
     
     
     
     
 
Total Other Fees
     11,239       9,364       10,891       9,023       11,342       11,152       11,152       11,152  
     
     
     
     
     
     
     
     
 
72505 Accounting
    1,226       1,226       1,226       1,226       1,226       417       417       1,519  
73005 Legal
    702       568       164       1,775       409       784       452       501  
73510 Donations & Contributions
    —       —       —       —       —       —       —       —  
74005 Consulting Fees
    —       —       250       —       —       —       —       —  
74015 Professional Fees - Other
    —       —       —       —       —       —       —       —  
75005 Property Management Fees
    14,588       15,021       16,173       15,204       15,052       15,902       15,158       15,913  
75105 Partnership Admin Fees
    5,314       5,606       6,046       7,056       6,500       8,262       10,923       8,521  
75510 Other Penalties/Fin. Fee
    —       —       —       —       —       —       —       —  
75515 Licenses & Fees Legal
    —       —       —       —       —       —       —       —  
75520 Franchise Tax Filing Fee
    —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
 
Total Professional Fees
     21,830       22,421       23,859       25,261       23,187       25,616       26,951       26,454  
     
     
     
     
     
     
     
     
 
EBITDAR
     113,600       109,320       116,566       125,564       120,078       137,007       121,078       136,318  
     
     
     
     
     
     
     
     
 
EBITDAR Percent
     37 %     36 %     38 %     41 %     40 %     43 %     40 %     43 %
80005 Interest Income
     —       —       —       —       —       —       (142 )     —  
80505 Other Non-Operating Income
     —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
 
Total Non-Operating Income/Expense
     —       —       —       —       —       —       (142 )     —  
     
     
     
     
     
     
     
     
 
83005 Interest Expense
    62,380       62,267       62,154       62,153       62,095       62,037       22,912       61,919  
83025 Int Exp MIP
    —       —       —       —       —       —       —       —  
     
     
     
     
     
     
     
     
 
Total Interest Expense
     62,380       62,267       62,154       62,153       62,095       62,037       22,912       61,919  
     
     
     
     
     
     
     
     
 
EBTDA
     51,220       47,053       54,412       63,411       57,983       74,971       98,308       74,399  
     
     
     
     
     
     
     
     
 
EBTDA Percent
     17 %     16 %     18 %     21 %     19 %     24 %     32 %     23 %
77505 Depreciation
     41,528       41,599       41,599       41,705       41,705       41,797       42,000       41,970  
78005 Amortization
     12,937       12,937       12,937       12,937       12,937       12,937       12,937       12,937  
     
     
     
     
     
     
     
     
 
Total Depreciation & Amortization
     54,466       54,537       54,537       54,642       54,642       54,734       54,937       54,907  
     
     
     
     
     
     
     
     
 
Net income (Loss)
     (3,246 )     (7,484 )     (125 )     8,769       3,341       20,236       43,370       19,491  
     
     
     
     
     
     
     
     
 

[Additional columns below]

[Continued from above table, first column(s) repeated]
                                         
Data Base:
Cube:
Page
 
OLAPTable SEP OCT NOV DEC DEC YTD
69705 Casualty Loss
    —       —       —       —       —  
69805 Bad Debt Expense
    —       1       —       1,246       (1,463 )
72305 Property Taxes
    9,154       9,154       9,154       9,154       109,062  
72405 Insurance - Liability & Hazard
    1,998       1,998       1,998       1,998       23,570  
     
     
     
     
     
 
Total Other Fees
     11,152       11,153       11,152       12,398       131,169  
     
     
     
     
     
 
72505 Accounting
    968       968       968       6,241       17,631  
73005 Legal
    3,974       410       348       353       10,440  
73510 Donations & Contributions
    —       —       —       —       —  
74005 Consulting Fees
    —       —       —       500       750  
74015 Professional Fees - Other
    —       —       —       —       —  
75005 Property Management Fees
    16,121       16,367       16,414       17,589       189,502  
75105 Partnership Admin Fees
    8,350       6,272       8,726       8,293       89,867  
75510 Other Penalties/Fin. Fee
    —       —       —       —       —  
75515 Licenses & Fees Legal
    —       —       —       —       —  
75520 Franchise Tax Filing Fee
    —       —       —       —       —  
     
     
     
     
     
 
Total Professional Fees
     29,414       24,017       26,456       32,976       308,440  
     
     
     
     
     
 
EBITDAR
     139,242       118,042       140,412       136,278       1,513,507  
     
     
     
     
     
 
EBITDAR Percent
     43 %     36 %     43 %     38 %     40 %
80005 Interest Income
    (54 )     (28 )     (34 )     (34 )     (292 )
80505 Other Non-Operating Income
    —       —       —       —       —  
     
     
     
     
     
 
Total Non-Operating Income/Expense
     (54 )     (28 )     (34 )     (34 )     (292 )
     
     
     
     
     
 
83005 Interest Expense
    61,859       61,799       61,739       61,678       704,993  
83025 Int Exp MIP
    —       —       —       —       —  
     
     
     
     
     
 
Total Interest/Expense
     61,859       61,799       61,739       61,678       704,993  
     
     
     
     
     
 
EBITDA
     77,437       56,271       78,708       74,634       808,806  
     
     
     
     
     
 
EBITDA Percent
     24 %     17 %     24 %     21 %     21 %
77505 Depreciation
    41,970       42,020       42,015       42,022       501,930  
78005 Amortization
    12,937       12,937       12,937       12,937       155,250  
     
     
     
     
     
 
Total Depreciation & Amortization
     54,907       54,957       54,952       54,960       657,179  
     
     
     
     
     
 
Net income (Loss)
     22,530       1,313       23,755       19,675       151,626  
     
     
     
     
     
 

 

ADDENDUM E: Comparable Land Sale Data Sheets

 

 

Land Sale 1

     
Property Identification    
Location   Reino Rd./south of Kimber Dr.
Address   Newbury Park, CA 91320
Parcel No or Legal Description   666-0-110-025
Document Number   16934
     
Sale Date    
Buyer   TY Thousand Oaks 11 Acres LLC
     
Seller   Kitsigianis Family Trust
Sale Date   1/17/03
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $3,049,500
Zoning   RPD
     
Physical Data    
Land Size    
  Square Feet   466,528
  Acre(s)   10.71
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $6.54
Sale Price/Acre   $284,734
     
Intended Use:   Intended use to construct single family residences

 

 

Land Sale 2

     
Property Identification    
Location   195 Park Lane
Address   Moorpark, CA 93021
Parcel No or Legal Description   506-0-050-180, 506-0-050-470
    (por)
Document Number   16934
     
Sale Data    
Buyer   Vintage Crest Senior Apartments (LP)
     
Seller   195 Park Lane Associates LP
Sale Date   9/24/02
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $3,200,000
Zoning   CPD
     
Physical Data    
Land Size    
  Square Feet   412,949
  Acre(s)   9.48
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $7.75
Sale Price/Acre   $337, 553
     
Intended Use:   Intended use to construct 190-unit senior apartment complex.

 

 

Land Sale 3

     
Property Identification    
Location   367 E. Thousand Oaks Blvd.
Address   Thousand Oaks, CA 91360
Parcel No or Legal Description   669-0-050-165
Document Number   326033
     
Sale Data    
Buyer   Oak Creeek Housing Investors LP
     
Seller   Thousand Oaks Redevelopment Agency
Sale Date   9/24/02
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $1,200,000
Zoning   PL
     
Physical Data    
Land Size    
  Square Feet   79,889
  Acre(s)   1.83
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $15.02
Sale Price/Acre   $654,308
     
Intended Use:   Intended use to construct 57-unit senior apartment complex.

 

 

Land Sale 4

     
Property Identification    
Location   2851 N. Vineyard Avenue
Address   Oxnard, CA 93030
Parcel No or Legal Description   132-0-060-155
Document Number   146979
     
Sale Data    
Buyer   FadlallahKairouz
Seller   M/M Bijan & Erika Paymard
Sale Date   6/21/02
Property Rights   Fee Simple
Financing   Cash to Seller
Conditions of Sale   None
Sale Price   $750,000
Zoning   C2PD
     
Physical Data    
Land Size    
  Square Feet   67,945
  Acre(s)   1.56
Shape   Irregular
Topography   Level
     
Indicators    
Sale Price/SF   $11.04
Sale Price/Acre   $480,830
     
Intended Use:   Intended use to construct multi-family housing.

 

 

ADDENDUM F: Comparable Improved Sale Data Sheets

 

 

Improved Comparable 1

         
(C & W PICTURE)   Property Name: Carmel Village

Property Type: Senior Housing

Property Subtype: Assisted Living 		  17077 San Mateo Street


Fountain Valley, CA 92708
County: Orange

IMPROVEMENTS
     
Class:   B
Est. Gross Building Area:   117,666
Est. Net Building Area:   117,666
     
Year Built:   1986
Quality:   Good
Condition:   Average
Buildings:   3
Stories:   3
     
Fire Sprinklers:   Yes

TRANSACTION INFO
     
Sale Status:   Recorded Sale
Interest:   Fee Simple
     
Sale Date:   01/15/2003

Sale Price
           
Reported Price:
   $ 23,125,000  
Cash Equivalent:
   $ 23,125,000  
     
Adj. Sale Price:
   $ 23,125,000  
 
$ Per SqFt:
   $ 196.53  
 
$ Per Unit:
   $ 122,354  
     
 
Cap Rate:
     11.14 %
 
EGIM:
     4.24  

OCCUPANCY
     
Occupancy at Sale:   97.00 %
     
Seniors    

FINANCIAL ANALYSIS
                 
    Amount   Percent
Potential Gross Income:
   $ 5,450,000          
 
Effective Gross
   $ 5,450,000          
Operating Expenses:
   $ 2,875,000       0.53 %
Net Operating Income:
   $ 2,575,000          

SITE ATTRIBUTES
                 
    Sq Ft   Acres
Total Land Area:
     139,828       3.21  
Net Usable Area:
     139,828       3.21  
 
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO
         
Number of AL Units:
     94  
Number of IL Units:
     95  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     189  
Average Unit Size:
     623  
No. of Licensed Beds:
     200  
 
Subsidized:
   No

VERIFICATION

Grantor: Carmel Village Retirement Residence, Inc.
Grantee: 625 Management Company LLC
Verification Contact:
  Michelle Butts, 714.962.6667

REMARKS

This facility is licensed for 200 beds, but is operated at 189 units. Approximately one-half of the units are for independent living with the other half for assisted living. Assisted living residents pay from $350 to $1,400 per month in additional care fees. It was reported that over 70 percent of the residents are paying first level charges ($350 per month). It was reported that several of the buyer’s parties were stockholders of the selling entity, however, this was reported to be an arm’s length sale.

 

 

Improved Comparable 2

(EMERALD HILLS PICTURE)   Property Name: Emerald Hills

Property Type: Senior Housing

Property Subtype: Assisted Living 		  11550 Education Street


Auburn, CA
County: Placer

IMPROVEMENTS
     
Class:   B
Est. Gross Building Area:   61,677
Est. Net Building Area:   61,677
Exterior Walls:   Wood siding
Year Built:   1999
Quality:   Average
Condition:   Average
Buildings:   1
Stories:   3

TRANSACTION INFO
     
Sale Status:   Recorded Sale
Interest:   Fee Simple
Financing:   Cash To Seller
Sale Date:   09/06/2002

Sale Price
           
Reported Price:
   $ 8,800,000  
Cash Equivalent:
   $ 8,800,000  
         
Adj. Sale Price:
   $ 8,800,000  
 
$ Per SqFt:
   $ 142.68  
 
$ Per Unit:
   $ 98,876  
 
$ Per Eff Bed:
   $ 94,624  
 
Cap Rate:
     11.00 %
 
EGIM:
     4.00  

OCCUPANCY
     
Occupancy at Sale:   100.00 %
     
Seniors    

FINANCIAL ANALYSIS
                 
    Amount   Percent
Potential Gross Income:
   $ 2,475,000          
         
Effective Gross
   $ 2,475,000          
Operating Expenses:
   $ 1,490,000       0.60 %
Net Operating Income:
   $ 985,000          

SITE ATTRIBUTES
                 
    Sq Ft   Acres
Total Land Area:
     108,900       2.50  
Net Usable Area:
     108,900       2.50  
         
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO
           
Number of AL Units:
     53  
Number of IL Units:
     20  
Number of Cottage Units:
     0  
Number of ALZ Units:
     16  
Total Number of Units:
     89  
Average Unit Size:
     693  
No. of Licensed Beds:
     97  
No. of Effective Beds:
     93  
         
Subsidized:
   No
         
Amenities:
        
 
Common areas, dining room
        

VERIFICATION

Grantor: ALCO IV, LLC
Grantee: Healthcare Property Investors, Inc.
Verification Contact:
   Seller

REMARKS

This property is located 60 miles east of Sacramento in Auburn. Facility offers studio alcove units (346-568 SF), one-bedroom units (483 SF) and two-bedroom units (728 SF). This was a sale lease-back transaction where the buyer will lease the facility to Emeritus for 15 years with a 10-year option. Emeritus has managed the facility since it was completed. The lease rate is based on 11.50 percent of the purchase price with 3.0 percent annual escalations. Expense amount shown includes a 5.0 percent management fee and reserves allowance.

 

 

Improved Comparable 3

(WOODMARK AT SUMMIT PICTURE)   Property Name: Woodmark at Summit

Property Type: Senior Housing

Property Subtype: Assisted Living 		  5165 Summit Ridge Court


Reno, NV 89523
County: Washoe

Parcels and/or Legal:
66563
         

IMPROVEMENTS
     
Class:   B
Est. Gross Building Area:   77,445
Est. Net Building Area:   77,445
Exterior Walls:   Stucco
Year Built:   1998
Quality:   Good
Condition:   Good
Buildings:   1
Stories:   3
     
Fire Sprinklers:   Yes

TRANSACTION INFO
     
Sale Status:
Interest:
Financing:		   Recorded Sale
Fee Simple
Cash To Seller
Sale Date:   02/21/2002

Sale Price
           
Reported Price:
   $ 9,500,000  
Cash Equivalent:
   $ 8,500,000  
Capital Costs:
   $ 1,000,000  
Adj. Sale Price:
   $ 9,500,000  
 
$ Per SqFt:
   $ 122.67  
 
$ Per Unit:
   $ 103,261  
     
 
Cap Rate:
     12.63 %
 
EGIM:
     3.00  

OCCUPANCY
     
Occupancy at Sale:   60.00 %
Seniors    

FINANCIAL ANALYSIS
                 
    Amount   Percent
Potential Gross Income:
   $ 3,300,000          
 
Effective Gross
   $ 3,300,000          
Operating Expenses:
   $ 2,100,000       0.64 %
Net Operating Income:
   $ 1,200,000          

SITE ATTRIBUTES
                 
    Sq Ft   Acres
Total Land Area:
     182,299       4.19  
Net Usable Area:
     182,299       4.19  
 
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO
         
Number of AL Units:
     92  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     92  
Average Unit Size:
     842  
       
Subsidized:
   No

VERIFICATION

Recording Reference: 11662-0240
Grantor: Woodmark At Summit Ridge LLC
Grantee: Emeritus
Verification Contact:
   Buyer

REMARKS

Sale is an assisted living facility located in the northwest part of Reno, Nevada. The improvements are of good quality construction. Original developer was unable to attain stablized operation. Buyer is an experienced operator.

 

 

Improved Comparable 4

(MAPLERIDGE OF LAGUNA PICTURE)   Property Name: Mapleridge of Laguna

Property Type: Senior Housing

Property Subtype: Assisted Living 		  6727 Laguna Park Drive


Elk Grove, CA
County: Sacramento

IMPROVEMENTS
     
Class:   B
Est. Gross Building Area:   50,476
Est. Net Building Area:   50,476
Exterior Walls:   Wood siding
Year Built:   1999
Quality:   Good
Condition:   Good
Buildings:   1
Stories:   2
     
Fire Sprinklers:   Yes

TRANSACTION INFO
     
Sale Status:   Recorded Sale
Interest:   Fee Simple
Financing:   Cash To Seller
Sale Date:   01/24/2002

Sale Price
           
Reported Price:
   $ 8,055,600  
Cash Equivalent:
   $ 8,055,600  
         
Adj. Sale Price:
   $ 8,055,600  
 
$ Per SqFt:
   $ 159.59  
 
$ Per Unit:
   $ 95,900  
           
 
Cap Rate:
     10.55 %
 
EGIM:
     3.16  

OCCUPANCY
     
Occupancy at Sale:   76.00 %
Seniors    

FINANCIAL ANALYSIS
                 
    Amount   Percent
Potential Gross Income:
   $ 2,550,000          
 
Effective Gross
   $ 2,550,000          
Operating Expenses:
   $ 1,700,000       0.67 %
Net Operating Income:
   $ 850,000          

SITE ATTRIBUTES
                 
    Sq Ft   Acres
Total Land Area:
     186,437       4.28  
Net Usable Area:
     186,437       4.28  
 
Percent Usable:
     100 %        
Ground Leased:
     No          

SENIOR HOUSING INFO
         
Number of AL Units:
     84  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     0  
Total Number of Units:
     84  
Average Unit Size:
     601  
         
Subsidized:
   No

VERIFICATION

Grantor: Marriott Senior Living Services
Grantee: CNL Retirement Properties
Verification Contact:
  Buyer, CNL

REMARKS

This is a newer assisted living facility located in the south part of the Sacramento MSA in Elk Grove. Property was part of a five-facility joint venture transaction between CNL and Marriott. Marriott was to continue operating the property. Facility was in lease-up at time of sale. Income and expense data based on stabilized operating conditions.

 

 

Improved Comparable 5

(ATRIA REDDING PICTURE)   Property Name: Atria Redding

Property Type: Senior Housing

Property Subtype: Assisted Living 		  101 Quartz Hill Road


Redding, CA 96003
County: Shasta
Parcels and/or Legal:
112-090-18-00
         

IMPROVEMENTS
         
Est. Gross Building Area:     44,328  
Est. Net Building Area:     44,328  
         
Year Built:     1997  
Quality:     Poor  
Condition:     Good  
         
Stories:     2  

TRANSACTION INFO
     
Sale Status:
Interest:
Financing:		   Recorded Sale
Fee Simple
Cash To Seller
Sale Date:   07/01/2001

Sale Price
           
Reported Price:
   $ 5,000,000  
Cash Equivalent:
   $ 5,000,000  
         
Adj. Sale Price:
   $ 5,000,000  
 
$ Per SqFt:
   $ 112.80  
 
$ Per Unit:
   $ 83,333  
         
 
Cap Rate:
     12.50 %
 
EGIM:
     3.00  

OCCUPANCY
     
Occupancy at Sale:   95.00 %

FINANCIAL ANALYSIS
                 
    Amount   Percent
Potential Gross Income:
   $ 1,950,000          
                 
Effective Gross
   $ 1,950,000          
Operating Expenses:
   $ 1,325,000       0.68 %
Net Operating Income:
   $ 625,000          

SITE ATTRIBUTES
                 
    Sq Ft   Acres
Total Land Area:
     133,294       3.06  
Net Usable Area:
     133,294       3.06  
                 
Percent Usable:
     100 %        

SENIOR HOUSING INFO
         
Number of AL Units:
     60  
         
Total Number of Units:
     60  
Average Unit Size:
     739  

VERIFICATION

Recording Reference:  N/A
Grantor: Atria Communities
Grantee: AMI Senior Living

REMARKS

This is the sale of a smaller assisted living facility located in northern California in Redding. The improvements are of above average quality construction. There are a total of 60 living units, consisting of 36 studio units, 20 one-bedroom units and four two-bedroom units. The property was not actively marketed and was purchased by a local senior housing provider. The income and expense data based on actuals at time of sale. The seller was motivated to sell and the price paid is considered below actual market value.

 

 

Improved Comparable 6

(AEGIS OF NAPA PICTURE)   Property Name: Aegis of Napa

Property Type: Senior Housing

Property Subtype: Assisted Living 		  2100 Redwood Road


Napa, CA 94558
County: Napa

Parcels and/or Legal:
007-321-009

IMPROVEMENTS

     
Class:   A
Est. Gross Building Area:   34,030
Est. Net Building Area:   34,030
Exterior Walls:   Composite siding
Year Built:   1999
Quality:   Good
Condition:   Good
     
Parking Spaces:   15
Fire Sprinklers:   Yes

TRANSACTION INFO

     
Sale Status:   Recorded Sale
Interest:   Fee Simple
     
Sale Date:   06/01/2001

Sale Price

           
Reported Price:
   $ 7,200,000  
Cash Equivalent:
   $ 7,200,000  
         
Adj. Sale Price:
   $ 7,200,000  
 
$ Per SqFt:
   $ 211.58  
 
$ Per Unit:
   $ 167,442  
 
$ Per Eff Bed:
   $ 150,000  
 
Cap Rate:
     10.76 %
 
EGIM:
     3.43  

OCCUPANCY

 
Seniors

FINANCIAL ANALYSIS

                 
    Amount   Percent
Potential Gross Income:
   $ 2,100,000          
                 
Effective Gross
   $ 2,100,000          
Operating Expenses:
   $ 1,325,000       63.10 %
Net Operating Income:
   $ 775,000          

SITE ATTRIBUTES

                 
    Sq Ft   Acres
Total Land Area:
     48,590       1.12  
Net Usable Area:
     48,590       1.12  
                 
Percent Usable:
     100 %        
Ground Leased:
   No        

SENIOR HOUSING INFO

         
Number of AL Units:
     34  
Number of IL Units:
     0  
Number of Cottage Units:
     0  
Number of ALZ Units:
     9  
Total Number of Units:
     43  
Average Unit Size:
     791  
No. of Licensed Beds:
     48  
No. of Effective Beds:
     48  
 
        
Subsidized:
   No

VERIFICATION

Grantor: Aegis Assisted Living Properties LLC
Grantee: Francis & Shannon Connelly
Verification Contact:
  Jeff Owen, Aegis Assisted Living

REMARKS

This is a smaller assisted living facility located in Napa. Contains 34 assisted living units and nine dementia units. Unit mix includes 20 studio units with 386 SF, 5 companion suites with 640 SF and 18 One-bedroom units with 640 SF. Facility opened in 9/1999 and acheived stabilized occupancy in 13 months. Aegis will continue to manage the property. Income and expense data based on actuals at time of sale.

 

 

ADDENDUM H: Qualifications of the Appraiser

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

EMPLOYMENT

Cushman & Wakefield – 2002 To Present
Los Angeles, California (Healthcare Valuation Advisory Services – Senior Housing/Healthcare Industry Group)
Director

PricewaterhouseCoopers LLP – 1999 to 2002
Los Angeles, California (Healthcare & Retirement Valuation, Market Studies, and Feasibility Reports)
Senior Valuation Consultant

Valuation Counselors – 1991 To 1999
Century City, California (National multi-disciplined appraisal company specializing in the valuation of health care facilities)
Vice President and Manager of the Real Estate Appraisal Department

First Nationwide Bank – 1987 To 1991
Los Angeles, California (National lending institution)
District Appraisal Manager of the Major Commercial Loan Division

Marshall & Stevens, Inc. – 1981 to 1986
Los Angeles, California (National multi-disciplined appraisal company)
Income Property Staff Appraiser

EDUCATION

McMaster University, Ontario, Canada, Bachelor of Social Work/Sociology Appraisal courses:

    Standards of Professional Practice
Ad Valorem Tax Assessment Appeal
Appraising Single Family Residences
Applied Residential Property Valuation
Income Property Appraisals
Appraising Income Property Valuations
Techniques in Capitalization
Market Extractions
Developments in Income Property Valuation
Analyzing Cash Flows
Report Writing

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

SPECIAL QUALIFICATIONS & AFFILIATIONS

Member Appraisal Institute: MAI Certificate #10267

Certified General Real Estate Appraiser, License 30995 (AZ)
Certified General Real Estate Appraiser, License AG003509 (CA)
Certified General Real Estate Appraiser, License CG01327505 (CO)
Certified General Real Estate Appraiser, License 03532 (NV)
Certified General Real Estate Appraiser, License 523 (WY)

SPECIALIZED EXPERTISE & EXPERIENCE

Ms. Haft is a real estate valuation appraiser with 18 years of experience, specializing in the appraisal of health care facilities for the last ten years. A diversified background has enabled Ms. Haft to serve both public and private sector clients. She has appraised most property interests and property types and has performed appraisal assignments in over 30 states. Ms. Haft’s appraisals have been performed for audit, development, financing, insurance, liquidation, sale/purchase, ad valorem tax, and leasing purposes. Complex property types she has valued include numerous assisted living and congregate care facilities, acute-care and psychiatric hospitals, hotels/motels, medical and commercial office buildings, retail centers, industrial development and unique properties such as the Great Western Forum sports complex and the Santa Anita Race Track.

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

SENIOR HOUSING/HEALTHCARE VALUATION ASSIGNMENTS

    Senior Housing/Assisted Living Facilities/Alzheimer Facilities
 
    The Regency on Morganton, Southern Pines, NC
Port City Plantation, Wilmington, NC
Sunrise of La Jolla, La Jolla, CA
Alterra Wynwood of Pueblo, Pueblo, CO
Clare Bridge of Oro Valley, AZ
Sunrise of Hermosa Beach, Hermosa Beach, CA
Sunrise of Pacific Palisades, Pacific Palisades, CA
Sunrise of La Palma, La Palma, CA
Sunrise of Huntington Beach, Huntington Beach, CA
Sunrise of Seal Beach, Seal Beach, CA
Sunrise of Studio City, Studio City, CA
Sunrise of Newtown Square, Newtown, PA
Sunrise of Wilmington, Wilmington, DE
Sunrise of Dix Hills, Huntington, NY
Sterling House & Clare Bridge Cottage, Bakersfield, CA
Brighton Gardens of Carlsbad, Carlsbad, CA
Brighton Gardens, San Juan Capistrano, CA
Brighton Gardens of San Dimas, San Dimas, CA
Brighton Gardens of Carmel Valley, Carmel Valley, CA
Orchard Park ALF, Clovis, CA
Alterra Wynwood and Clare Bridge Cottage, Fresno, CA
Plaza at Mill Pond, Park Ridge, NJ
Plaza at the Windrows, Princeton, NJ
The Heritage, Las Cruces, NM
Alterra Clare Bridge at Lake Park, Oceanside, CA
11 Alterra facilities in Michigan/1 Alterra facility in Ohio
Silverado Senior Living, Costa Mesa, CA
Alterra Wynwood and Clare Bridge, Greensboro, NC
Alterra Wynwood and Clare Bridge, Charlotte, NC
Clare Bridge, Mt. Pleasant, SC
Golden Creek Inn, Irvine, CA
Hillcrest Inn, Thousand Oaks, CA
Pomona Vista ALZ, Pomona, CA
Redwood Town Court, Escondido, CA
Windsor Assisted Living, Santa Rosa, CA
Sherwood Place, Odessa, TX
Alhambra Lodge, El Paso, TX
Sheltering Pines, Millbrae, CA
Rosewood Retirement, Bakersfield, CA
Margaret Rose Residential Care, Las Vegas, NV
La Casa Grande, New Porte Richey, FL
River Oaks, Englewood, FL
Golden Creek Inn, Irvine, CA
West Hills Retirement Center, West Hills, CA
Hoyt House, Sweetwater, TX
Potter House, Amarillo, TX
The Hearthstone, Moses Lake, WA
Mathis Ferry Plantation, Mt. Pleasant, SC
Cypress Pointe, Virginia Beach, VA
Alterra Wynwood of Colorado Springs, CO
Clare Bridge of Tempe, Tempe, AZ
Sunrise of Claremont, Claremont, CA
Sterling House & Clare Bridge Cottage, Bakersfield, CA
Alterra Wynwood and Clare Bridge Cottage, Fresno, CA
Chatfield Place, Denver, CO
Sunrise of Sunnyvale, Sunnyvale, CA
Atria San Marcos, San Marcos, CA
Sunrise of Boulder, Boulder, CO
Grandview Terrace, Sun City West, AZ
Brighton Gardens, Colorado Springs, CO
Sunrise of Bonita, San Diego, CA
Garden Villas of Escondido, Escondido, CA
Sabine House, Orange, TX
Lucas House, Beaumont, TX
Wheeler House, Gainesville, TX
Hickory House, Levelland, TX
Conner House, Canyon, TX
Millican House, Bryan, TX
Austin House, Nacogdoches, TX
Country Villa, Los Angeles, CA
Atria San Marcos, San Marcos, CA
Grandview Terrace, Sun City West, AZ
Aegis of Fremont, Fremont, CA
Aegis of Napa, Napa Valley, CA
Evergreen Valley Retirement Center, Spokane, CA
Seashell Communities, Morro Bay, CA
Huntington Terrace, Huntington Beach, CA
Montego Heights Lodge, Walnut Creek, CA
Retirement Inn of Fullerton, Fullerton, CA
Valley View Lodge, Walnut Creek, Ca
Retirement Inn of Daly City, Daly City, CA
Rosewood Court, Fullerton, CA
North Bay Retirement, Fairfield, CA
Oak Knoll, Paradise, CA
Country Villa, Los Angeles, CA
San Joaquin Gardens, Fresno, CA
Country Villa West, Culver City, CA
Stanford Center, Altamonte Springs, Fl
Juniper Meadows, Lewiston, ID
Woodbridge Health Care, Evansville, IN
Mesa Senior Village, Mesa, AZ
Sunrise of Alta Loma, Alta Loma, CA
Brighton Gardens of Lakewood, Lakewood, CO
Polo Ridge, Winston-Salem, NC

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

    Gardens of Kentlands, Kentlands, MD
 
    Skilled Nursing Facilities
 
    Plaza Regency at Mill Pond, Park Ridge, NJ
Plaza Regency at the Windrows, Princeton, NJ
Mercy Retirement & Care Center, Oakland, CA
Our Lady of Fatima Villa, Saratoga, CA
Siena Care Center, Auburn, CA
Westlake Village Healthcare Center, Thousand Oaks, CA
Canoga Care Center, Canoga Park, CA
Harbor Care Center, Torrance, CA
Mountain Shadows, Las Cruces, NM
Rose Convalescent Hospital, Baldwin Park, CA
Glendale Care Center, Glendale, AZ
Grancare, 28 SNF’s, USA
Mission de la Casa, Santa Cruz, CA
Coast Care Convalescent Center, Baldwin Park, CA
7 SNF’s, MA & FL
South Coast Senior Villa, Houston, TX
Port Bay Convalescent. Hospital, Costa Mesa, CA
Country Villa Wilshire, Los Angeles, CA
HCPI - 8 SNF’s, MO
Highland HCC, Highland, IL
Pine Lane HCC, Mountain Home, AK
Huntington Beach Convalescent., Huntington Beach, CA
Paramount Chateau, Paramount, CA
Emmanuel Convalescent Hospital, Bakersfield, CA
Riverside Nursing Home, Oconto, WI
Chilton Health & Rehab, Chilton, WI
Arbor East, Columbus, OH
West Valley Convalescent Hospital, West Hills, CA
Oceanview Convalescent Center, Santa Monica, CA
Lakewood Manor, Hendersonville, NC
Willowbrook Manor, Flint, MI
Frontier Extended Healthcare, Longview, WA
American Health & Rehab. Longview, WA
Silverbrook Manor, Niles, MI
Life Care Center of San Gabriel, San Gabriel, CA
Willow Wood, Salt Lake City, UT
Glenwood Care Center, Oxnard, CA
Citrus Nursing & Rehab. Ctr., Fontana, CA
Nationwide Properties - 23 SNF’s, USA
Franklin Care Center, Detroit, MI
Lincoln Care Center, Detroit, MI
Life Care Center, San Gabriel, CA
Rio Rancho Nursing Ctr., Rio Rancho, NM
Las Palomas Healthcare Center, Albuquerque, NM
Ladera Nursing & Rehab, Albuquerque, NM
Omega HC -32 Nursing Homes, USA
Ogden Care Center, Ogden, UT
Rosewood Terrace, Salt Lake City, UT
Foothill HCC & Rehab., Sylmar, CA
Westlake Convalescent Center., Los Angeles, CA
Glenoaks Convalescent Center., Glendale, CA
San Joaquin CC, Bakersfield, CA
Crestwood Manor, Stockton, CA
Crestwood Manor, Sacramento, CA
Crestwood Rehab Center, Sacramento, CA
West Mesa HCC, Albuquerque, NM
Belen Healthcare Ctr., Belen, NM
Community Care of America, Saratoga, WY
Western Village, Green Bay, WI
Highland Health Care, Green Bay, WI
Glendale Health & Rehab., Sheboygan, WI
Auburn Manor, Washington Ct., OH
Driftwood Healthcare, Hayward, CA
Almaden Health & Rehab, San Jose, CA
Driftwood Healthcare, Santa Cruz, CA
Centralia Convalescent Center, Centralia, WA
Evergreen Manor, Longview, WA
Fay Case, Salt Lake City, UT
 
    Hospitals
 
    Parkview Community Hospital, Riverside, CA
Queen Of Angels Hospital, Los Angeles, CA
Long Beach Doctors Hospital, Long Beach, CA
Malvern Institute, Malvern, PA
NW Institute Psychiatric Hospital, Ft. Washington, PA
Community Psychiatric Hospitals, 24 facilities
Washington Medical Center, Culver City, CA
Good Samaritan Medical Center, Phoenix, AZ
Warrack Medical Center, Santa Rosa, CA
Davis Hospital & MC, Layton, UT
Pioneer Valley Hosp., West Valley, UT
Pacifica Hospital, Huntington Beach, CA
Woodland Memorial Hospital, Woodland, CA
Parkview Regional Hospital, Mexia, TX
North Star Hospital, Anchorage, AK
Fountain Valley Hospital, Fountain Valley, CA
Central Calif. Rehab. Hosp., Modesto, Ca
Oak Crest Hospital, Shawnee, OK

 

 

QUALIFICATIONS OF SALLY U. HAFT, MAI

    General Hospital, Eureka, CA
St. Luke’s Medical Center, Phoenix, AZ
Temple Hospital, Los Angeles, CA
Central Valley Gen. Hospital, Hanford, CA
Tenet Healthcare - 37 Hospitals, USA
Straub Hospital, Honolulu, HI
Sunrise Hospital & Medical Center, Bullhead City, AZ
Covina Valley Hospital, West Covina, CA
Newhall Community Hospital, Newhall, CA
French Hospital, San Luis Obispo, CA
Bay View Medical Center, San Diego, CA
Queen of Angeles, Los Angles, CA
Pacifica Hospital of Valley, Sun Valley, CA
Willow Crest Hospital, Miami, OK
Southwind Hospital, Oklahoma City, OK
Charter Hospital, Mission Viejo, CA
Lakeside Hospital, Perris, CA
Jo Ellen Smith Medical Center, New Orleans, LA
Hawthorne Hospital, Hawthorne, CA
Halstead Hospital, Halstead, KS
Baldwin Park Hospital, Baldwin Park, CA
Washington Medical Center, Culver City, CA
Pacifica Hospital of Long Beach, Long Beach, CA
 
    Medical Office Buildings
 
    Vista Community Clinic, Vista, CA
Mesquite Medical Office Building, Lake Havasu, AZ
Friendly Hills Medical Building, Los Angeles, CA
Westchester Medical Plaza, Los Angeles, CA
Sharp Mission Park, Vista, CA
St. John’s Medical Plaza, Santa Monica, CA
Wilshire Metro Medical Building, Los Angeles, CA

  EX-99.(C)(3) 12 a95684exv99wxcyx3y.txt EXHIBIT (C)(3) EXHIBIT (c)(3) 2004 BUDGET FOR PARTNERSHIP PROPERTIES OF AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. (THE "PARTNERSHIP") ARV Assisted Living, Inc., as the general partner of the Partnership ("ARV"), prepares internal annual operating budgets for the Partnership's properties which are used by management as performance targets for the purposes of determining incentive compensation for employees. These budgets do not represent management's expectations as to the future operating results of the Partnership and were not used in determining the offer price that ARVP III Acquisition, L.P. will pay to the holders of outstanding limited partnership units of the Partnership (the "Units"). The annual budget set forth below for the 2004 fiscal year (the "2004 Budget") was finalized in January 2004.
Partnership Property Net Operating Income -------------------- -------------------- Villa Los Posas $ 1,936,327 Chandler Villas 856,714 ------------ TOTAL $ 2,793,041 =============
ARV based its 2004 Budget on targeted property net operating income for the 2004 fiscal year, which it defined as direct property operating revenue, less operating expenses, management fees and capital expense charges. ARV defined direct property operating revenue as total revenues, less non-operating income items, such as certain interest income and Partnership transfer fees. ARV defined operating expenses as all expenses directly incurred by the Partnership properties, except Partnership administrative fees, interest expense, depreciation and amortization. The 2004 Budget was not prepared in accordance with generally accepted accounting principles, or with a view to compliance with the published guidelines of the Securities and Exchange Commission or the American Institute of Certified Public Accountants regarding projections, which would require a more complete presentation of the data than as shown above. The 2004 Budget has not been examined, reviewed or compiled by the Partnership's independent auditors, and accordingly they have not expressed an opinion or any other assurance regarding such materials. THE FORECASTED INFORMATION ABOVE IS PROVIDED SOLELY BECAUSE SUCH INFORMATION WAS PREPARED BY ARV PRIOR TO THE COMMENCEMENT OF THE OFFER TO PURCHASE THE UNITS. ACCORDINGLY, NONE OF ARV, THE PARTNERSHIP OR ANY OTHER PERSON IS MAKING ANY REPRESENTATION AS TO THE 2004 BUDGET AND NONE OF THEM ASSUMES ANY RESPONSIBILITY AS TO THE ACCURACY THEREOF. IN ADDITION, BECAUSE THE ESTIMATES AND ASSUMPTIONS UNDERLYING THE 2004 BUDGET ARE INHERENTLY SUBJECT TO SIGNIFICANT ECONOMIC AND COMPETITIVE UNCERTAINTIES AND CONTINGENCIES, WHICH ARE DIFFICULT OR IMPOSSIBLE TO PREDICT ACCURATELY AND ARE BEYOND THE CONTROL OF ARV AND THE PARTNERSHIP, THERE CAN BE NO ASSURANCE THAT RESULTS SET FORTH IN THE 2004 BUDGET WILL BE REALIZED. IT IS LIKELY THAT THERE WILL BE DIFFERENCES BETWEEN ACTUAL AND PROJECTED RESULTS, AND ACTUAL RESULTS MAY BE MATERIALLY HIGHER OR LOWER THAN THOSE SET FORTH ABOVE. 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