Off Market Opportunity to Acquire a Discounted Mezzanine Loan Secured by a Trophy Office Asset

We are writing to provide you with an opportunity to acquire a heavily discounted mezzanine loan secured by a trophy one million sf office property in a major U.S. market.

The mezzanine is currently receiving interest payments and can be acquired for slightly more than I/O value.

Moreover, as you will see, there is a high probability that the debt stack will be restructured, providing you with an excellent opportunity to either invest equity in the property on a highly attractive basis, or to be paid down and make a windfall by owning a large mezzanine position for pennies on the dollar.

Upon indicating okay to the confidentiality agreement below, we would be pleased to send you all of the information for you to fully evaluate this highly lucrative investment.

“You hereby agree to keep any and all information delivered by Carlton regarding the acquisition of a mezzanine loan (the “Loan”) secured by a trophy 1 million sq. ft. office property (the “Property”) strictly confidential and shall not disclose any such information to any third party without Carlton’s prior written consent, except to your officers, directors, affiliates, partners, members, employees, financial advisors, legal counsel and accountants on a need to know basis.  Notwithstanding the foregoing, such information does not include information that (a) is or becomes publicly available (other than as a result of a disclosure by you in violation of this agreement), (b) is already known to you or becomes available to you on a non-confidential basis from a person who is not known by you to be bound by a confidentiality agreement or (c) was or is independently developed by you without use of the information furnished by us.  Furthermore, except in the ordinary course of your business unrelated to the Loan and the Property, you shall not, without the prior written consent of Carlton, communicate with the seller of the Loan, owner of the Property, any lender, tenant, borrower, guarantor, contractor and/or obligor connected with, related to, and whose name is obtained from the provided information with respect to the Note or the Property.   In addition, you agree that you will not make any effort to circumvent Carlton with respect to the sale of the Loan.  The above provisions shall terminate on the earlier to occur of one year from the date hereof or the execution of a definitive agreement with respect to the Loan.”

Thank you,

Howard L. Michaels
Chairman

Carlton Advisory Services, Inc.
560 Lexington Avenue – 10th Floor
New York, NY 10022
(212) 545-1000 office
(212) 867-1305 fax
Email: howardmichaels@howardmichaels.com
Website: www.howardmichaels.com
Carlton Exchange: www.carltonexchange.com

IMPORTANT NOTICE: The accompanying transmission is a privileged and confidential communication, and is intended to be viewed and read only by the intended recipient.  If you are not the intended recipient or its authorized agent, you are prohibited from reading this transmission, and the dissemination, distribution, or copying of this transmission to or by person[s] other than the intended recipient is prohibited.  If you have received this communication in error, please notify us immediately by telephone and destroy the original transmission.  Thank you.

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