Tbp tern bay preserve llc

Revision of 8.11.14

TBP TERN BAY PRESERVE LLC

5104 North Lockwood Ridge Road, Suite 203 Registered Address

Sarasota, Fl. 34234 3458 Anglin Drive Suite A

Tel: [phone] Sarasota, Fl. 34242

Fax: [phone] email: [e-mail]

www.imegroup.us

www.imeresortconsulting


BUSINESS PLAN
FOR
THE DEVELOPMENT OF

TERN BAY PRESERVE
A 525 ACRE

MIXED USE RESORT RESIDENTIAL GOLF

TENNIS SPA and SPORTS FACILITY

DEVELOPMENT
ON

BURNT STORE ROAD, PUNTA GORDA, FLORIDA

A joint venture of IME PARTNERS LLC

and NTC INVESTMENT GROUP LLC

Created by

IME Resort Consulting, a Division of IME Group, Inc.
Circulation of this document and any accompanying parts or exhibits is restricted to those parties who have executed a Confidentiality Agreement and Developer - Investor qualification profile.
August 2014

SECTION A INDEX
Financial Summary of Development Page 3
Part 1 The Company and the Development Team

The Development Companies Page 4 -7

The Development Team Page 7- 11
Part 2 Development Analysis

Purpose - Location - Access - Size – Development Description Page 11 - 12

Development Analysis Page 11 - 13

Density Page 14

Development Entity Page 14

Financing Page 14

Appraisal Page 14

Security Page 14

Project and Construction Management Page 15

Procurement Fees and Commissions Page 15

Resort Management Page 15

Residual Property Management Page 15

Soil and Hydrological Conditions Page 15

Utilities Page 16

Planning Permission Page 16

Staging Page 17

Part 3 Development Budget Page 1 - 16

Part 4 Cash Flow - Development - Annual Page 1 - 7

Part 5 Marketing and Sales Program Page 1 -

Exhibits Master Plan and Photographs Exhibit A

Type and Number of Units by Phase and Area Exhibit B

Land Units Absorption Exhibit C

SECTION C COUNTRY CLUB AND SPA OPERATING BUDGETS
Part 6 Detailed Operating Divisions Budgets to be prepared

FINANCIAL SUMMARY Extracted from Budget prepared August 4th 2014

Sales Value of Project

Serviced Land Areas and Improved Lots Phase 1 Housing 29,134,000

Serviced Land Areas and Improved Lots Phase 2 Housing 25,740,000
Sale of Sports Facility 2.500,000
Commercial and Hotel Site 1,000,000

__________

Total Sales Value Land Development (A) 58,374,000

__________

Fixed Assets Recovery Country Club Spa and Tennis 3,465,000 Operating Subsidy Recovery 1,000,000

Golf Courses 6,240,000

Information Center and model Homes 794,000

Total Sales Value Residual Property Assets (B) 11,499,000

__________
Total Revenue Land Development plus Fixed Asset Value (A) + (B) =(C) 69,873,000

__________

Costs of Land Development

Land 11,908,000

Development 24,369,880

Golf 6,240,000 Construction 5,133,600

Information Center, Marketing and Administration costs 1,675,000

Country Club and Spa Administration Start up Allowance 1,000,000

Finance 3,790,000

__________

Total costs (D) 54,116,480 _________

Profit on Land Development of Phase 1 and 2 (C) – (B)-(D) = (E) 4,966,280

__________

Building Profit based on 990 units @ $42,686 per unit (F) 42,174,232

SUMMARY of PROFIT DISTRIBUTION

Net Cash Flow on Development 4,966,280

Net Cash Flow on Building 42,174,232

Net Cash Flow Fixed Asset Recovery and Sale of Membership 10,666,500

___________

Profit (B+E +F) = (G) 57,930,752

____________
Deduct interest payable to Investors in Norway Partners from Cash Flow nic $2,500,000 reserve paid 9,500,000

Giving Distributable profit to Partners 48,430,752

To Norway Partners LLC 24,215,376

To IME Partners LLC 24,215,376

[This Business Plan addresses the acquisition of 488 acres of land on Burnt Store Road, Punta Gorda, Florida, and the development and construction for 990 single, multi, and vacation ownership residential units, together with country club, golf, tennis and spa and sports fitness facilities, and retail village office center.]
PART 1 THE COMPANY AND THE DEVELOPMENT TEAM
THE DEVELOPMENT COMPANIES
The development entity for Tern Bay Preserve is a new joint venture company, known as Tern Bay Preserve LLC, a Florida, limited liability company in formation.
The Company expects to acquire 538 acres +/- in September - October 2014 from multiple owners.

The parcels are known as follows

Parcel A extending to 265 acres owned by Saundry Associates Inc.

Parcel B extending to 22 acres owned by Mr R.M. Anson.

Parcel C extending to 180 acres owned by Mancini Packing Company

Parcel D extending to 21 acres owned by Mr J.H. Ralbag

Parcel E extending to 50 acres of Mancini or other contiguous

TERN BAY PRESERVE LLC
Tern Bay Preserve LLC will be a Florida limited liability company formed for the purpose of engaging in real estate development, and will comprise as its managing members NTC Investment Group LLC, 50% a Florida limited liability company (in formation), and IME Partners LLC, 50% a Florida limited liability company (in formation), and a member of the IME Group of Companies. The registered agent is David Nash. Tern Bay Preserve will be the company’s first project.
Tern Bay Preserve LLC will be appointing IME Resort Consulting, the consulting division of IME Group, Inc., as Project Managers, Construction and Administration Managers. The development team will be drawn from local and national professional consulting experts.
MANAGING MEMBER: NTC Investment Group LLC
NTC Investment Group LLC will be a Florida limited liability company formed for the purpose of raising investment capital in Europe for real estate development and specifically Tern Bay Preserve, its first investment project in the USA. The resident agent for the company will be Einar Lamoy, a citizen of Norway and a resident of Cape Coral, Florida. The Managing Members of the company will be Ecco Holdings LLC and Ecco Property Group
MANAGING MEMBER: IME PARTNERS LLC
IME Partners LLC will be a Florida Limited Liability Company formed for the purpose of acting as the development partner for Tern Bay Preserve and as a member of the IME Group of Companies of Sarasota, Florida, with operations in Florida, Panama and Bahamas. The resident Agent for the company will be David Nash, a US and UK citizen and resident of Sarasota, Florida. The Managing Members of IME Partners LLC will be IME Developments LLC a seasoned Florida company, other associated IME members and IME Investors LLC (in formation)
IME GROUP, INC. and IME DEVELOPMENTS LLC
IME Group, Inc., a Florida corporation, was formed in 1985 as a privately held corporation and successor to Nash Development Group, Inc., formed in 1979, with its principal shareholders being David Nash and Maureen Nash, and other family-related shareholders with less than 10% holdings.
IME Group, Inc. has been involved in a variety of real estate ventures since its formation and has undertaken real estate and/or consulting activities through its division, IME Resort Consulting, (www.imeresortconsulting.com) in the U.S.A., France, the Pacific and the United Kingdom.
The Directors and principal shareholders of the Company are David Nash and Maureen Nash, who occupy the positions of President and Treasurer, and Vice President and Company Secretary, respectively.
Initial projects undertaken were in The Meadows Country Club, Sarasota, Florida, where the Group purchased land for condominium developments from Taylor Woodrow and developed these in venture with Crossland Savings and Loan. These projects were completed by 1985. Further acquisitions took place in Sarasota outside of The Meadows, which were financed conventionally by institutional banks, and became known as Woodland Park, an area extending to approximately 192 acres, where single family development continued for the next several years. The project became the site for the annual Sarasota Home Builders Federation Parade of Homes for two years running. Additionally, the Group undertook the master planning permitting and Development of Regional Impact exemptions for a 320-acre planned industrial development, known as the Sarasota International Trade Center, where office buildings, small distribution centers and warehouses were completed. One such office complex was developed in family association with Nash Group UK where earlier David Nash had joined his brother Martin Nash in floating a new aviation company, Nash Helicopter Associates, now integrated into Helicopter Transportation Group in Norway with Norwegian partners
IME was to continue that association by assisting in completion of an office development for Turbotech Developments Limited, a Martin Nash Group subsidiary, in the UK where, with responsibilities for construction completion, the entire building in an extremely depressed market was successfully leased.
In the early 1990s, following an objective set several years earlier, attention was turned to the resort sector, with a view to establishing a vacation ownership resort marina in the Caribbean and long range planning commenced. By 1993 the Nash Group of companies had been renamed to IME Group, Inc. to focus on the international management nature of the Company business and its planned activities in the resort vacation field, and a variety of consulting activities were also undertaken as far afield as Palau, Micronesia, through its consulting division, IME Resort Consulting.
Also during the 1990s the Company involved itself heavily in the general contracting field and as a support to its own developments, and successfully constructed several condominium and residential projects in the Sarasota/Bradenton area, including Hudson Harbor condominiums in downtown Sarasota, Sand Dollar Resorts for a United Kingdom developer, Lido Point Condominium for a Denver developer, moderate cost housing for a Sarasota developer, and a beach public works project for Sarasota County. All of the company’s own developments were constructed in house, including vertical and infrastructure improvements, water and sewer plants.
Progression of these projects was impacted in 1993 by a severe accident to a family member, which required considerable attention until stabilization of the position in 1999 when project planning and development work was re-initiated. At this time IME Group, Inc. was introduced to a development opportunity in Punta Gorda, Florida, being a large Development of Regional Impact approved mixed use residential project. The project, then called Caliente Springs, is now known as Tern Bay Country Club Resort. During 2003 and 2004 extensive re entitlement processes were necessary.
IME RESORT CONSULTING IME Resort Consulting, a division of IME Group, Inc., who were engaged by Tern Bay Development Co. LLC as project managers to the Punta Gorda project. have undertaken a wide variety of consulting and project management assignments and are headed up by its two principal Directors, David Nash and Maureen Nash, whose background and experience is shown at www.imeresortconsulting.com
IME CONSTRUCTION LLC IME Construction LLC will be engaged by Tern Bay Preserve to provide management for all horizontal site and golf course development. All vertical construction by strategic partners The Holliday Group as class A Class A general contractors will be undertaken on a cost plus fee basis not to exceed negotiated prices. Holliday Group will also act as pre development construction consultants during the entitlement stage.
DAVID NASH, holds British and American citizenship, and was born and educated in London, England. He currently serves as President of IME Group, Inc., and several associated companies in Florida, Panama, and Bahamas. He has many years’ experience in property development on an international level in the United States, the United Kingdom, and France, and is professionally qualified as a Chartered Civil Engineer and a Registered European Engineer within the European Economic Community. He is a Member of the Institution of Civil Engineers. His early professional training in England was with Government agencies in town and country planning, civil, municipal and mining engineering with The National Coal Board in deep production mines in the Nottinghamshire coal fields.
He joined the Taylor Woodrow Group in 1962, one of the world’s largest public development, building and engineering companies, as a civil and municipal engineer. There he rose progressively within the company gaining wide experience of a variety of residential property developments in the United Kingdom and France where his broad involvement was in town and urban planning, site development, infrastructure engineering, marketing and sales, with extremely thorough Group general management training and experience.
Following appointment as a Taylor Woodrow Director in 1971 at the age of 31, he was invited to establish a property development company in Florida, and later in California, where he became responsible for several major development and resort projects, the largest of these being a 1,350-acre development in Sarasota, Florida. Known as The Meadows, the project received wide acclaim, becoming a highly successful 4,000 unit primary and resort development, offering a full range of golf, tennis and hotel facilities, achieving peak annual sales and closings of over 456 units in 1978.
He was appointed President of U.S. Housing Operations for Taylor Woodrow, responsible for Florida and California operations. As President of Taylor Woodrow Homes of California from 1977 he was responsible for developments in Palm Springs, Laguna Hills and Visalia. From these beginnings the Taylor Woodrow Florida and California companies are today highly successful developers and builders in the U.S. housing arena trading as Taylor Morrison.
In 1990, he decided to form his own property company which undertook the development and construction of residential subdivisions, commercial office buildings, a high quality industrial park, together with competitive general contracting projects, all located on the West Coast of Florida as described above. International consulting activities as far afield as Palau, Micronesia, were also undertaken.
Locally in Sarasota, Florida, David Nash served on the Board of Directors as Vice Chairman of the Suncoast Center for Independent Living, Inc., a not-for-profit organization, providing a wide range of services and resources to the physically and mentally challenged in a Sarasota and Manatee Counties. He is also a court appointed Guardian and holds a State of Florida real estate license. His true passions, aside from the family business, are to family and team members in Florida and Panama. For physical relaxation sailing is a main choice and the completion of a round-the-world sailing objective first started in 1986 from the UK to the Caribbean.
MAUREEN NASH, holds British and American citizenship and was born and educated in London, England where she majored in business studies, commerce and economics. From 1965 until 1981 her business experience and training included international banking in the City of London, an assignment with The Nestle Company in Switzerland, international travel with British Airways, and wide experience in market research and personnel matters in the construction industry. Capitalizing on the experience gained, she was appointed to the position of Personal Assistant to the Chairman of Bison Concrete, one of the largest precast concrete manufacturers in the United Kingdom, which position she held until deciding to move to the United States in 1982.
Following this move she became immediately involved with IME Group's development activities in Florida, and subsequently Mrs. Nash has served continuously as a Director and Company Secretary of the various operating companies, and has been actively involved in the day-to-day management and administration of the Company's real estate activities, bringing to bear her wide range of experience from within the development and construction industry.
Her involvement in the Company's enterprises has included the important responsibility of client and Government public relations, and management of Property Owners’ Associations, and Utility Companies, as well as long range policy relating to the Company's future involvement in the resort development business in Florida and elsewhere. She also served as Vice Chairman of The Tern Bay Community Development District a quasi-Public Agency responsible for the funding and development of the 1810 unit $60 million project. As an accomplished administrator she is committed to providing continuing overview on the monitoring of corporate goals, company secretariat, personnel, market research and operational areas of the business, and has a unique talent of adding that personal warmth to a business that demands service to its customers.
DEVELOPMENT TEAM
LAND USE ATTORNEY
The firm of McCory PA, Attorneys at Law, of Punta Gorda, Florida, and in particular Ms Geri Waksler, will be retained as land use attorneys. Ms Waksler, who has wide experience with Charlotte County and the South West Regional Planning Council, will be responsible for guiding the development’s legal matters as they relate to the zoning approvals and the establishment of the project land use criteria and management aspects for subsequent incremental site plan approvals. In addition Ms Waksler will undertake a specific review of the Tern Bay Community Development District for whom she was the original District Counsel.
DEVELOPMENT AND CONSTRUTION CONSULTANT
Craig D Holliday, President of the Holliday Group will provide value engineering construction services during the planning design and permitting phases and prior to construction. Subsequently owner’s representative services will continue through infrastructure development.

As noted elsewhere in this business plan The Holliday Group will also be responsible for execution of all vertical construction in the project.

PLANNING CONSULTANT – STATE AGENCIES
Ms Dana Gourley, of Dana L. Gourley, AICP, PA, will be retained as a planning expert to act as a coordinating liaison between the developer and regulatory agencies, in particular the Southwest Regional Planning Council. Ms Gourley has wide experience in the public and private sectors and has undertaken many zoning applications as well as Development of Regional Impact studies in the Charlotte County area, as well as Sarasota and Lee Counties to the north and south.
PLANNING CONSULTANT - PROJECT
Peter Dailey AICP is being considered for the role of project planning consultant to coordinate the land and golf course planning and design through county planning agencies. He has wide experience of such work over many years representing small and large developers in Florida and working closely with and on behalf of public agencies.
CONSULTING ENGINEERS
Charlotte Engineering & Surveying, Inc., of Port Charlotte, Florida, a significant engineering and planning firm active in Charlotte County, will be appointed for the detailed planning, engineering and landscape architecture functions for the project, and for the filing of water management district environmental resource permits to support a revised development order that will be processed prior to commencement. Charlotte Engineering & Surveying, Inc. have undertaken a wide variety of projects, including Development of Regional Impacts, subdivisions and road projects in Charlotte County. In particular their experience of sports facilities in Florida for the Texas Rangers, Cincinnati Reds, and Minnesota Twins, as well as Tampa Bay Buccaneers will be available to engineer the international sports facility component of the project. With a strong Governmental interface, the firm’s inclusion as a part of the development team is considered very important and effective under the overall direction of Mr. Joe Mennen, P.E.
LAND SURVEYING
Dudley Barritt Surveying LLC will be appointed as land surveyors to the project. Its principal, Dudley Barritt PSM, has wide experience with modern survey techniques and undertakes all IME Group project works in Florida and internationally. In addition Dudley Barritt has spent many years working for County Authorities as well as with the major engineering firm Wilson Miller on large tract development prior to forming his own company. www.dbsurvey.com
ENVIRONMENTAL CONSULTANTS
EarthBalance, of North Port, Florida, will be responsible for all work of an environmental nature in the project, and will also be appointed to undertake the detailed environmental permitting work for construction phases. The company’s principals have wide experience of projects bordering coastal wetlands in all respects and are highly regarded within Florida and Charlotte Counties in the public and private sectors.

TRANSPORTATION
Florida Transportation & Engineering, Inc., of Punta Gorda, Florida, will undertake the assessment aspects of the Development of Regional Impact and will monitor traffic impacts on the surrounding road structure to the project. The company has broad experience in large projects in the Tampa Bay area, both from Governmental and private perspectives. Through the company its principal engineer, Mr. Ravi Devaguptapu, P.E., has been engaged by Charlotte County to review transportation issues giving a close awareness of processing and political matters.
GEOTECHNICAL and HYDROLOGICAL CONSULTANTS
Ardaman and Associates of Orlando and Sarasota will be appointed as consultants for subsurface investigations and materials testing as well as all exploratory hydrological investigations for preparation for consumptive use permit for irrigation purposes.
GOLF COURSE ARCHITECT
Golf course design and planning for the 18-hole golf course will be undertaken by a golf course designers with specific experience of courses within a resort residential. With a desire to establish the project’s appeal to a broad range of players, the course will be designed to be challenging and yet rewarding with the important quality that the player has to be able to have a fun experience. For the eighteen hole course Lewis C. “Chip” Powell has dedicated himself to the goal of creating meaningful golf for players of all abilities. George Eissler, a landscape architect with extensive land planning experience, associated with the firm in 1996, and notable Florida projects have included golf at Pelican Sound Golf and River Club, Ocean Reef Club, and Venetian Golf and River Club.
LARRY WEBER GOLF DEVELOPMENT AND OPERATIONS CONSULTANT
Acting as a special adviser and consultant, Larry Weber, President of L.A.W, Horticultural Services, Inc., will be invited to oversee the entire golf construction program as an owner’s representative. Mr. Weber, with a Bachelor of Science degree in agronomy, specializing in turf grass science, is internationally known for his expertise in construction and high quality golf course maintenance and operating standards, and has many years’ experience of working with nationally known golf course architects. Among Larry Weber’s current and former clients are PGA National Golf Systems Team, LPGA Daytona Beach, The Breakers, Palm Beach, Taylor Woodrow, and the Legacy Course at Lakewood Ranch, Sarasota, Florida. He has been a friend of David Nash for over thirty five years.
IRRIGATION CONSULTANT
Irrigation Design Services are to be appointed.
PROJECT ARCHITECTS
Several architects for the design of the country club, the resort spa marketing center and main entrance to the development are under consideration. The selected firm will also be responsible for the preparation of the overall architectural graphics theme for the development and formulation of the design standards to which product lines and custom homes of any participating builders will conform.
INTERIOR DESIGN
Merilee Elliott Design Consultants, of Chicago, www.merilee.com as renowned industry leaders, are being considered to undertake the country club and spa interior design and furnishings. with Beverley Barritt acting as an owners representative to consultant to provide developer liaison. Merilee Elliott Interiors is a full service design company with wide experience in the hospitality industry and includes among current and former clients Hilton, Hyatt, Westin, Vistana and Interval International. The recipient of many awards from the American Resort Development Association, this consultant’s involvement will ensure the highest standards of presentation.
RESORT SPA CONSULTANTS
Health Fitness Dynamics, Inc., of Pompano Beach, Florida, are being considered as consultants for the proposed Resort Spa and Fitness Center linked to the tennis center. Health Fitness Dynamics, Inc. have broad international experience in the creation, design and management of spas, and include among their current and former clients such resorts as the Four Seasons Resort, Hawaii, The Manele Bay Hotel, also in Hawaii, managed by Rock Resorts, The Disney Institute in Orlando, The Boca Raton Resort and Club, The Ritz Carlton Resort in Aspen, and including internationally the Sonesta Hotel in Cairo, Egypt.
PRODUCT MARKETING AND SALES
This Business Plan addresses the creation and development of a resort community with residential unit sales being undertaken by the developer or its subsidiaries involved in the project through their independent sales offices. Tern Bay Preserve LLC will provide project master plan and product introduction from the marketing and information center at the project entrance. Individual product lines will be shown in a cooperative setting, where the main developer, invites a visitor and a prospective customer to gain insight into the community as a whole and be directed to the model centers for product which is of specific appeal to them. While the information center is expected to be the initial point of contact for a customer, the role is to serve as an informal introduction to allow a customer to qualify their interest, whether it be single family, multi family or vacation ownership, and as a source of lead generation for other group projects in Panama. Production of this marketing center will be handled by Beverley Barritt an independent group consultant whose resume includes major entertainment facilities for Walt Disney Imagineering in Florida and Paris and prior involvement with IME Group.

Tern Bay Preserve LLC unit sales will be administered through an association with Dennis Kraus currently with Nautical Realty of Cape Coral or such successor company he may associate with.

SINGLE FAMILY AND MULTI FAMILY BUILDING
Sales to the general public will occur for product being developed and constructed by Tern Bay Preserve LLC or its divisions and or subsidiaries for up to 990 units for single family villa, duplex, and two three and four story condominiums. These allocations will be refined as the budgets and cash flows are developed and market strength is apparent.
RESORT VACATION OWNERSHIP
IME Group Resorts LLC, as a division or subsidiary of Tern Bay Preserve will develop a serviced parcel for up to 24 units for condominiums and vacation ownership uses adjacent to the village center areas.

Commencing with a first phase of 24 vacation ownership units, it will become an affiliate resort of World Discovery Resorts which will enable the resort units, and thus Tern Bay Preserve, access to nearly 5000 resorts to World Discovery Club members worldwide. The marketing resources and support that this company provides is significant, and their background and experience in vacation ownership exchange is unparalleled. Dependent on sales success, future phases will be developed particularly for the proposed international sports facility planned.

TERN BAY SPORTS FACILITY
The master plan for Tern Bay Preserve will include allocation for an international sports facility to include soccer fields, running track conference center and sports medicine facilities with particular appeal to European interests for winter training and rehabilitation. Major planning of this sub use will take place within the first year of planning for the main project. Up to 200 residential units will be allocated for specific use for sports facility interests nationally and from Europe.
HOTEL, OFFICE PARK AND RETAIL VILLAGE
Tern Bay Preserve LLC, subject to zoning obtained, will plan to develop a parcel for a guest hotel of 100 rooms and retail village with offices up to 30,000 sq. ft.
INDEPENDENT AUDITOR
Tern Bay Preserve LLC will appoint a qualified CPA company experienced in resort and real estate development as independent auditors for the development.
LEGAL ADVISERS
The firm of McCory PA, of Punta Gorda, will be retained as provide legal services to Tern Bay Preserve LLC. It is expected that each Managing Member will be separately represented.

EXPERT INDUSTRY CONSULTANTS
Other development and financial consultants, including, but not limited to, appraisers, public relations and marketing specialists, will be employed from time to time to ensure that the best talent the development industry has available is utilized to the benefit of the project.
PART 2 DEVELOPMENT ANALYSIS
PURPOSE
The purpose of Part 2 of this analysis is to outline the proposed development of Tern Bay Preserve LLC, located in Punta Gorda, Charlotte County, Florida. Part 3 of this study will outline the scheduled cost and value budget, and Part 4 the cash flow.
LOCATION
The parcel is located in Punta Gorda, Charlotte County, on the west coast of Florida, 110 miles south of Tampa, 60 miles south of Sarasota, and 30 miles north of Fort Myers.
ACCESS
The property is located on the east side of Burnt Store Road, approximately 7.2 miles southwest of Interstate 75, and 6 miles south of US41, where the nearest large shopping center exists, including Home Depot, Publix and Walmart. Further south on Burnt Store Road, approximately 8 miles from the project site, a main feeder road, Pine Island Parkway, leads into Cape Coral and provides easy access to the metropolitan area of Fort Myers. At the junction of Pine Island Parkway and Burnt Store Road another Publix and CVS super markets exist. Approximately 2 miles south from the project, Burnt Store Marina is located which is a fully developed golf and deep water marina project.
SIZE
The parcel extends to approximately 535 acres in five parcels and has an extensive legal description. The property lies within Sections 13, 18, 19 and 20 of Township 42, South Range 23 East. The parcels are known as follows:
Parcel A extending to 265 acres owned by Saundry Associates Inc.

Parcel B extending to 22 acres owned by Mr R.M. Anson.

Parcel C extending to 180 acres owned by Mancini Packing Company

Parcel D extending to 21 acres owned by Mr J.H. Ralbag and

Parcel E extending to 50 acres of Mancini or adjacent parcels for the sports facility.
DEVELOPMENT DESCRIPTION
The property, is to be known as Tern Bay Preserve. The nearest town is the City of Punta Gorda, which was voted by Money Magazine as the best small town in the nation in which to live in July 1997.
Tern Bay Preserve LLC, a Florida limited liability company, plans to acquire and will develop the property as a high quality golf, tennis, spa country club and sports facility, with a total permitted consent for 990 residential units, eighteen holes of golf, a tennis center and spa. In addition, a full service country club, a 100-unit hotel site, and a commercial area, allowing up to 30,000 sqft of retail and office space, have been planned. In addition a 50 acre parcel of land will be reserved for planning and development of an international sports facility
Planning, environmental and preliminary golf course design work will proceed immediately acquisition is completed and continue through an estimated twelve month period. Parcel A 265 acres already has the benefit of detailed planning for 990 units and this will be redesigned to accommodate approximately 539 units of a Stage 2 plus the first nine holes of the golf course and clubhouse.
As the acquisition and entitlements for Stage 1, which includes the main entrance, proceed this will accommodate the balance of 451 units, nine holes of golf the tennis center, spa, hotel and commercial facilities and access to the international sports facility. Commencement of the project is planned for twelve months after acquisition.
Tern Bay Preserve will represent a uniquely responsible development of coastal pine flat woods and a low overall density of 1.88 units per acre. The development will appeal particularly to avid golfers, tennis players, eco and nature enthusiasts, and its amenities will provide a very strong market draw for those who enjoy the active Florida country club lifestyle. It will also provide unequaled enjoyment to residents or vacationers who seek the peace and tranquility of Florida’s west coast and access to the State preserve lands to the north. Charlotte Harbor and Boca Grande are world renowned for tarpon sport fishing and Tern Bay Preserve is well located to allow its future residents to have easy access to all these attributes through nearby Burnt Store Marina. Some of the area’s finest flats fishing takes place around the myriad of mangrove islands along the Charlotte Harbor foreshore.
The nearest beach facility is on Caya Costa, a magnificent Florida State Park, which can be accessed by boat from Mattson Marine on Pine Island, a 25-minute drive, or from close by Fisherman’s Village in Punta Gorda by regularly scheduled boat taxi providing half and all day trips.
Additionally, Tern Bay Preserve is only four miles north of Burnt Store Marina, where a variety of charter fishing and sailing services are available. A Tern Bay Preserve shuttle will be available for private use of the resort members on an as-needed basis.
Another important facet of the development plan will be the project’s attitude towards preventive health, and a specialist facility which will be incorporated into the proposed Spa and Fitness Center. Participation with the nation’s leading health care providers will be sought at an early stage.
The International Sports facility will include a sports medicine center where athletes from all areas nationally and overseas will be able to receive treatment
Based on the knowledge of the challenges of the disabled by IME Group’s President, Tern Bay Preserve will be designed to be fully accessible to the physically challenged in all respects.
Located within minutes of the Charlotte County Seat of Government in Port Charlotte, Tern Bay Preserve is just seven miles from an access point to I75, is 45 minutes from the international airport of Fort Myers, and one hour fifteen minutes to the Sarasota/Bradenton Airport.
The intent of the developer is to provide a golf resort community development that will appeal to permanent residents, second home residents, and vacation ownership residents. The variety of housing types is such that all markets will be addressed and a complete range of recreational amenities of a significantly high standard will be developed. The cornerstone of the project will be the Phase 1 development of the championship golf course and resort spa. The provision of a wide range of housing types will enable a broad range of economic levels to be supplied in units ranging from lake front, preserve view lots, a variety of single family lots, attached, two, three and four storey condominium housing and fractional ownership. Flexibility will be the key to ensuring that all markets are met.
A vacation ownership program is scheduled for a parcel adjacent to the village center and an identity with World Discovery Club will be developed. Initially 24 units will be constructed and sold on a fractional interval basis and will also be used for resort visitor rentals. This program will be expanded as sales demand, and while contributing profitably, enables accommodations to the visitor who becomes the prospective future buyer into the project. Additionally, this product enables marketing to be undertaken on a national and international basis without individual project registration in U.S. States and in particular will be very suitable to accommodate visitors from Norway to introduce them to the development and the area at very attractive entry prices. Specially designed units for the international sports center will be available for purchase or rent or fractional ownership.
DENSITY
The permitted use is for 990 residential units, plus a 100 room hotel, 30,000 sq. ft. of retail and offices

The international sports facility may increase the available housing for sale component. The development profile is to fully utilize the existing density with the potential to increase as planning proceeds.

DEVELOPMENT ENTITY
Tern Bay Preserve will be developed by Tern Bay Preserve LLC, a Florida limited liability company to be formed in September 2014
FINANCING
Financing for the project is being arranged by NTC Investment Group LLC in two stages. Stage 1 will be in the amount of $12,000,000 for land and entitlement purposes. Stage 2 in the amount of $43,000,000 for development and construction purposes to be arranged on or before twelve months from land acquisition subject to all entitlements being obtained. The detailed budget for the 5 – 10 year project is shown in Part 3 of this Business Plan and Part 4 of the Plan outlines the proposed cash flow.
SECURITY
The Stage 1 and 2 investment arranged by NTC Investment Group LLC will be secured in a first mortgage position against the entire 525 acres and will be evidenced by a note from Tern Bay Preserve LLC on terms to be agreed.
APPRAISAL
An “As Is” appraised value of the vacant undeveloped land, will be prepared as a base point for future “As Completed” valuations which will be possible once full entitlements are secured. With an estimated acquisition price of $11,604,000 and an available 990 units, excluding the sports facility land, hotel or commercial additions, this relates to a unit raw land price of $11,840 per unit which is considered within economic boundaries. Once costs are applied to the hotel commercial and sports facility land components, the cost of residential components will be reduced.
PROJECT MANAGEMENT
IME Resort Consulting, a division of IME Group, Inc., will provide project management responsibilities on an arm’s length fee basis, payable via a mobilization fee plus a monthly fee plus a success fee with an annual CPI adjustment, documented by agreements between IME Resort Consulting (www.imeresortconsulting.com) and Tern Bay Preserve LLC.
CONSTRUCTION MANAGEMENT AND ADMINISTRATION

IME Construction LLC, an affiliate company of IME Group, Inc. (www.imegroup.us) will provide construction management and administration responsibilities on an arm’s length monthly preconstruction fee basis, and costs payable according to draws for work in place and documented by agreements between IME Construction LLC, and Tern Bay Preserve LLC. As noted, a strategic alliance has been developed with The Holliday Group of Sarasota, who are Class A General Contractors and will be responsible to IME Construction LLC for all practical execution of the vertical aspects of the project work plus value engineering consultancy during the design and permitting process.

PROCUREMENT FEES AND COMMISSIONS
Tern Bay Preserve LLC may from time to time be obligated to pay loan points and underwriting costs to third parties and commission fees to Dennis Kraus PA and Nautical Realty. Such commissions and fees will be an expense of the development and payable at closing from closing proceeds subject to approval by the members of Tern Bay Preserve LLC.
RESORT MANAGEMENT
Tern Bay Preserve LLC will organize the resort management requirements, which will be conducted through operating divisions for resort rental villas, golf operations, food and beverage operations, social members programs, tennis center and spa operations.
RESIDUAL PROPERTY MANAGEMENT
Property management for the entire development will be administered through Tern Bay Preserve Management Association LLC. (TBPMA) This company will be set up by Tern Bay Preserve LLC, the developer, and will manage the common areas of the project and the master deed restrictions. Ultimately all common areas will be transferred to this company. Sub-housing areas are administered through homeowners’ or condominium associations, or individual lots, who will all be voting members of the TBPMA, which will be self-governing upon final handover by the developer. The development of the sports facility will be a stand alone project company to be determined. However such entity will be a member of the TBPMA.
SOIL CONDITIONS
Detailed soil conditions are generally of sand types typical to the southwest Florida region. There are no significant problems likely to be encountered. A geotechnical study will be undertaken as part of the detailed permitting process to confirm these soil types.
HYDROLOGICAL CONDITIONS
In order to responsibly plan for irrigation needs for the golf course and community, hydrological studies will be undertaken to ascertain groundwater quality and quantity, and the golf course design and utilization of grasses will be closely related to the results of these studies so that optimum preservation of water resource can be achieved.
UTILITIES
WATER SUPPLY/WASTEWATER TREATMENT and RE-USE
Water and waste water services will be supplied by Charlotte County Utilities (CCU). Plant capacity is available for this development. Mains extensions were necessary to connect the adjacent projects to the existing plant. All internal lines will be dedicated to CCU upon completion and no problems are considered to exist. If required a re-use system will be installed and fed to a proposed 4.5 acre lake adjacent to the commercial center. All necessary Department of Environmental Protection permits will need to be obtained for water and sewer project lines.
POWER
Adequate power facilities exist from Florida Power & Light, who have the franchise for this region. Certain capital costs may be necessary as identified in the development budget.
TELEPHONE
Telephone services will be provided by Verizon, who have the franchise for this region.
SOLID WASTE
Collection services will be provided by Charlotte Sanitation for disposal at the Zemel Road landfill in Charlotte County. Charlotte Sanitation Services is a division of Waste Management Company.
TELEVISION
Cable service is available from a franchise operator and will be extended into the development area, together with such advanced technology in regard to Internet facilities as may be available.
PLANNING PERMISSION
The northern portion of the project has been approved through a Development Order for construction of 990 units. The southern portion of the property does not having development zoning yet, but is shown as

Residential on the Burnt Store overlay map for this area of Charlotte County. Once the property is secured a new master plan will be prepared to incorporate the existing 990 units over a larger land area plus the golf course and limited hotel, sports facilities and commercial facilities. Since the density is not proposed to be increased substantially this redesign is likely to be very favorable received by the authorities. Once the authorities have approved this in principle immediate steps will be undertaken to progress the final permitting of the development by detailed consideration of all issues relating to surface water management, utilities, transportation and environmental matters.
STAGING
The development plan area consists of two phases. Stage 2 occupies the northern part of the site, being approximately 50% of the total area to be designed for 537 units. Within this Stage, nine holes of a championship golf course and a total range of housing sites will be provided, together with the country club, the resort spa. The main entrance to the project in Stage 1 will be off Burnt Store Road, and an appropriate information and marketing center will be established at that entrance. Stage 1, occupying the southern portion of the site area, contains approximately 450 units and the second nine holes of golf plus the main entrance, the hotel site, the village center, the area for vacation ownership villas and access to the sports facility land.
The hotel site is located at the main entrance and the development of this parcel will be either be sold to a mid market resort hotel operator, or developed through a franchise arrangement during the development of Stage 2. The retail village center and office park is located in Stage 1 and will be planned for commencement appropriate to development activities on the project and the Burnt Store corridor. The hotel, commercial and sports facility enterprises will be addressed separately and its vertical costs are not a part of this financing analysis.
The total build out for the project is estimated at five to ten years after commencement. This indicates an average absorption for 7.5 years in the order of 120 units per annum, which is considered to be conservative.
TERN BAY COUNTRY CLUB
This project lying immediately to the west of Tern Bay Preserve will be analyzed in the planning period. IME Group was a co-developer of this large project before its sale to giant Lennar Homes in 2005. Due to the deep housing recession subsequently Lennar forfeited its position by foreclosure and the project lies dormant but controlled by a Community Development District. It will be the intent of Tern Bay Preserve following acquisition of its lands to initiate a study to assess feasibility of a reentry to this project of 1810 units.