Grupo Chartwell

Executive Summary
March • 2008
1
Introduction
Since its foundation in 1994, Grupo Chartwell has engaged in the following
business areas and projects :
5 Finance
5 Hospitality
5 Acquisitions
5 Master Plan Development
5 Housing & Condominiums Development
5 Asset Management
5 Financing
2
Finance / Terras Hipotecaria
Established in 1998, through Terras Hipotecaria,
Grupo
Chartwell
participates
in
the
construction and housing sector. As a non-bank
bank,
Terras
Hipotecaria
grants
funds
to
developers concerned with the housing market
all over the country.
3
Finance / Terras Hipotecaria / Crédito Inmobiliario
By the end of 2004, a Joint Venture among (i) Credito
Inmobiliario, (ii) Terras Hipotecaria, (iii) Equity International
Fund and (iv) ZN-Nexxus Fund took place in order to
create Credito Inmobiliario Terras, which was the 3rd
largest non bank-bank in Mexico, with over 100 million
dollars of equity and 2.0 billion dollars in assets under
management.
4
Finance / Hipotecaria Vertice
In early 2005 and taking advantage of the previous
experience in Terras Hipotecaria, the founding partners
of Chartwell established Hipotecaria Vertice. Starting with
an equity book value of US$ 3.0 million, now the current
equity book value is US$ 18.0 million.
5
Hospitality / Grupo Chartwell
In 1996 Chartwell de Mexico, a partnership formed by Grupo Chartwell, CSFB
and the Fisher – Getty families, acquired the Krystal hotel chain properties
(Mexico City, Cancun, Puerto Vallarta and Ixtapa) and has developed many
business-class and five stars category hotels under different brand standards.
The group became the first partner of Hilton Hotels in the development of the
brand after 20 years of absence in the Mexican Tourism market.
6
Hospitality / Quinta Real
In 1996 Grupo Chartwell and Goldman Sachs created a Joint-Venture in
order to participate in the luxury-boutique hotel chain Quinta Real with its
original founders. Quinta Real hotels, with total assets of US $ 87.5 million and
annual sales of US $ 24.5 million, had 437 suites within 6 properties:
Acapulco / 74 keys
Huatulco
Aguascalientes / 85 keys
Monterrey / 125 keys
Guadalajara
Zacatecas
/ 76 keys
/ 28 keys
/ 49 keys
In 1998 Grupo Chartwell acted as the Financial Advisor for the sale of the
company with a return on equity above 35%.
7
Hospitality / Grupo Chartwell / NH Mexico
In 2001 Grupo Chartwell, entered a Joint Venture with NH Hotels [IBEX: NHH],
the largest hotel chain in Spain, and jointly with Fisher – Getty families,
created Nh Mexico, with the purpose of managing and developing
business-class hotels under the Nh brand in Mexico.
As of today, with 3,235 rooms and annual sales of US $ 235 million (2006), NH
Mexico is the fourth ranked company in terms of hotel operation and
development in Mexico.
8
Acquisitions / Hilton Guadalajara
After a bidding process organized by Banco Santander-Serfin in 1998,
Grupo Chartwell acquired a Crown Plaza branded 425-room hotel in
Guadalajara, Mexico. The hotel was acquired for US$ 35 million and rebranded as a Hilton full service hotel.
At this moment the hotel Hilton Guadalajara is valued in approximately
US$ 85 million.
9
Acquisitions / Krystal Hotels
In 1998 Grupo Chartwell acquired the Krystal Hotel Chain, which includes a
hotel in Mexico City, Puerto Vallarta, Ixtapa and Cancun, as well as 3 night
clubs and 11 specialty restaurants.
The total transaction involved over 1,200 hotel rooms and was priced at a firm
value of US$ 153 million. Currently the firm value of the hotel chain is US$ 300
million.
10
Acquisitions / Four Seasons Punta Mita
In 2001 Grupo Chartwell acted as financial advisor and representative of
Strategic Hotels and Resorts, Inc. [NYSE: SHC] to acquire the Four Seasons
Punta Mita hotel, a 140-room hotel in the Pacific shore of Mexico. The hotel
was acquired for US$ 52 million and is currently valued in approximately US$
175 million.
11
Master Plan Development / Renacimiento Hidalgo Urban Development
12
Master Plan Development / Valle de San Javier Urban Development
Grupo Chartwell participates in the development of Middle Income
Housing through Promotora de Vivienda Mexico, SA de CV (“PVM”).
• Description:
Residential Lots.
• Location:
Pachuca, Hidalgo
• 1st & 2nd phase:
900 Lots
• 3th phase:
180 Lots
• Surface:
12,545 m2
13
Master Plan Development / La Moraleja Residential Development
La Moraleja, PVM´s most successful project which sold out it´s
inventory in 24 months.
• Description:
Residential Lots.
• Location:
Pachuca, Hidalgo
• Number of Lots:
600 Lots
• Surface:
210,000 m2
14
Master Plan Development / Puerta de Hierro Residential Development
Puerta de Hierro, PVM´s most recent ´middle-income housing
development is planned to be finished by the end of 2007.
• Description:
Residential Lots.
• Location:
Pachuca, Hidalgo
• Number of Lots:
850 Lots
• Surface:
520,000 m2
15
Housing Development / Icon Vallarta Condominium in Puerto Vallarta
Grupo Chartwell through a Joint Venture with (i) The Related Group, the US
leading builder of luxury condominiums, and (ii) Yoo, Inc., Phillippe Stark´s
investment vehicle, is developing a “state of the art” complex known as
Icon Vallarta, which includes 343 condominiums with approximately 1million
square feet of construction area.
16
Housing Development / Amara Condominium in Ixtapa
Grupo Chartwell jointly with BCBA Impulse, SA de CV (“BCBA”), is developing
90 beachfront condominiums in 3 15-level towers in Ixtapa, Zihuatanejo.
Amara Ixtapa is a US$ 35 million revenue project which began in mid 2004
and is expected to be concluded by the end of 2007.
17
Housing Development / Tamara Condominium in Mexico City
Grupo Chartwell has also been involved
in
the
development
of
high
end
residential in Mexico City.
18
Housing Development / Others
Through 2003 to 2006, Grupo Chartwell has also been involved in the
development of low and middle-income housing in Mexico.
Past Developments
Product Type: Low-income
Project Name
Lomas del Río
Los Presidentes
Xochihuacán
Total
Location
Nuevo Laredo, Tamps.
Matamoros, Tamps.
Pachuca, Hgo.
Units
2,250
2,200
314
4,764
Revenue
38,250
37,400
5,652
$ 81,302
Units
100
204
30
334
Revenue
4,500
11,220
3,300
$ 19,020
5,098
$ 100,322
Product Type: Middle-income
Project Name
Los Naranjos
Puerta de Hierro
La Moraleja
Total
Location
Villahermosa, Tab.
Pachuca, Hgo.
Pachuca, Hgo.
Total
Note: Revenue in thousand dollars.
19
Asset Mangement / Four Seasons
In 2000 Grupo Chartwell was hired by SHR as an advisor in investments,
acquisitions, financing, legal and tax strategies of their portfolio in Mexico,
which includes the Four Seasons hotels in Mexico City and Punta Mita.
20
Financing / Principal Transactions
Borrower
Year
Lender
Amount
Hilton MCIA
1998
Ixe
3.0
Hilton Guadalajara
1998
CSFB
25.0
AC-GRESS
1998
Ixe
2.5
Krystal Group
1998
CSFB
90.0
Hilton GI Monterrey
1999
BBVA
3.8
Four Seasons Mexico City
2000
JP Chase
27.0
Four Seasons Punta Mita
2001
BBVA
27.0
Nh Krystal Group (1)
2002
BBVA
90.0
Hilton Guadalajara (1)
2002
BBVA
25.0
Nh Group Sindicated Loan (1)
2003
BBVA
85.0
Nh Krystal Beach Portfolio (1)
2006
CS
53.0
Icon Vallarta
2007
BBVA
80.0
Total US$ 511.3 Million Dollars
(1)
Refinancing
21
Chartwell / Bios
Carlos Ancira
Graduated as Public Accountant from the Universidad Anahuac
in Mexico City, Carlos Ancira began his professional career in
the finance sector involved in the development of businesses
within the stock and Capital Markets and corporate finances.
In 1994, Mr. Ancira founded Grupo Chartwell as a company
focused in the development of Real Estate opportunities.
Mr. Ancira´s strong partnerships with other leading entities such
as SHR, Credit Suisse, Goldman Sachs, Kimco Group, and Equity
Group International have significantly contributed to Grupo
Chartwell’s success in its diverse businesses and projects.
22
Chartwell / Bios
Samuel Suchowiecky
Before joining Grupo Chartwell in 1998, Mr. Suchowiekcy
acted for more than six years as Senior Assoiciate of Kuri
Breña, Sanchez Ugarte, Corcuera y Aznar, S.C., a prestigious
Mexican law firm representing local and foreign investors,.
At Kuri Breña, Mr. Suchowiecky represented Mexican and
international
clients
dispositions,
finance,
in
matters related to acquisitions,
project
finance,
joint
ventures,
international trade and other matters related to assets in
Mexico and other countries.
Mr. Suchowiecky holds a bachelor´s degree in economics and sociology
from the University of Texas at Austin, and a law degree from Boston
University. He is admitted to the California Bar.
23
Chartwell / Bios
Martin L. Edelman
Martin Edelman is of counsel in Paul Hastings' New York office. Mr.
Edelman has more than 30 years of experience and concentrates his
practice on real estate and corporate mergers and acquisitions
transactions.
The focus of Mr. Edelman’s practice has been large, complex
transactions, including cross-border transactions. He has been
involved in all stages of legal development of pioneering financial
structures, including participating debt instruments, institutional joint
ventures in real estate, and joint ventures between U.S. financial
sources and European real estate companies. He has also done
extensive work in Europe, Canada, Mexico, Japan, the Middle East
and Latin America.
He is a frequent speaker at international conferences.
Mr. Edelman is on the Board of Directors of Capital Trust, Avis Budget
Group, Inc., and Ashford Hospitality Trust, Inc. He is on the advisory
board at Columbia University’s Business School. Mr. Edelman is an
advisor to Grove Real Estate Partners, The Related Companies and
Fisher Brothers.
He is on the Boards of the Jackie Robinson Foundation, The Intrepid
Fallen Heroes Fund and the Fisher House Foundation.
Mr. Edelman graduated from Princeton University in 1963 and
Columbia Law School in 1966.
24
Chartwell / Bios
Enrique Martínez
Mr. Martinez joined
Grupo Chartwell in 1997. He serves as
Chief Financial Officer in Grupo Chartwell and subsidiaries,
including project finance, financial analysis and valuation,
accounting and administration, development of tax strategies
and asset management among others.
Prior to joining Grupo Chartwell, Mr. Martinez was Vice
President
of
Corporate
Administration
for
Ixe
Grupo
Financiero, company in which he served for 10 years.
Mr. Martínez is a Certified Public Accountant from Universidad Anahuac in
Mexico City.
25
Relationships
Strong relationships have allowed Grupo Chartwell to attract debt an equity
partners.
26