PROPERTY DESCRIPTION
Westgate Apartments is comprised 256 units in 18 buildings on 10.25 acres in Irving, Texas. The property was originally built in 1982 as Phase II of our prior acquisition, Glen Arbor Apartments. The apartments are quality construction of two story wood frame with a combination of brick veneer and stucco exterior with pitched composition shingle roofs. All units are individually metered for electricity and have individual HVAC units providing for low maintenance.

ACQUISITION PROCESS
The property was put under contract June 8, 2012, for by Knightvest Capital of Dallas, Panther’s multifamily partner. Knightvest provides onsite property management services and invests alongside Panther who provided 76% of the acquisition equity. Knightvest also obtains the third party debt component for the transaction and provides any guaranties required by the lender. Panther FW Investments and its’ investors provide no guaranties on the debt.

PROPERTY HISTORY
Panther closed the transaction on July 27, 2012. Westgate was located in a high occupancy sub-market but was undermanaged resulting in below market rents along with sorely needed capital improvements.

The acquisition offered an immediate 10% annual distribution to investors. Westgate was purchased for $8,775,000 ($34,277 per unit). This transaction was a value-add project scheduled to take 36 months. Knightvest was able to capture this value-add component in 27 months. Overall occupancy remained in the mid-90s while growing rents over $141 per month on average. Knightvest implemented a modest interior upgrade program, including resurfaced countertops, new hardware, flooring and some new appliances.

EXECUTION AND SALE
Harvesting the added value with some future profit left for the next owner was commenced in the summer of 2014. Call for offers on July 1, 2014. We received 7 serious offers to purchase the property. Westgate was sold for $45,920 per unit.

Panther’s original presentation projected hold was 3 to 5 years with an exit cap of 7%. At the time of sale, we had owned the property 27 months and sold at 6.78% cap rate.

Panther FW investors achieved an annual return on investment in excess of 20%.

PROPERTY DESCRIPTION
Purchased in December 2011, Diamond Loch Apartment community consists of 138 units in 18 buildings sited on 6.51 acres in North Richland Hills, Tarrant County, Texas. Value was identified in the large average unit sizes of over 1,000 square feet, as well as needed, extensive exterior and interior upgrades via a capitalization program.

ACQUISITION PROCESS
The property was put under contract September 30,, 2011 by Stillwater Capital Investments (SCI). Panther raised $1,850,000, of which $1,800,000 equity was directly invested in the acquisition. SCI also obtained the third party debt component from Fannie Mae for the transaction and provided any guaranties required by the lender. Panther FW Investments and its’ investors provided no guaranties on the debt.

PROPERTY HISTORY
Diamond Loch possessed a strong historical operating occupancy exceeding 90% over the previous five (5) years. Occupancy during Panther’s hold period held up well and was 97% at time of sale. Stillwater Capital Investments (SCI), was the original general partner. The property was owned and managed by a family and thus was believed to be a prime candidate to benefit from professional property management.

Having paid the full preference of 10% for the initial 14 months of ownership, it became clear to Panther that the original capital budget was insufficient and that property management of this property did not fit the experience and expertise of our general partner.

In order to regroup and reset the performance of Diamond Loch, current distributions were suspended in May 2013. Additional capital was arranged through placement of ‘preferred equity raise’ and Knightvest Capital was brought in as Property Manager and General Partner.

Although admittedly a struggle, needed interior and exterior upgrades and repairs were accomplished resulting in an increase in average, in place, monthly rents of just under $300.

EXECUTION AND SALE
Knightvest completed interior upgrades on approximately 64% of the property. Harvesting the added value with future upside left for the next owner marketing for sale was commenced in the fall of 2015. Diamond Loch was under contract once in early 2015 but that contract fell out. Going to an out of state buyer, the property was put under contract again in March of 2015. The loan assumption process was tedious and slow. The property successfully sold in September 2015 producing an overall, average annual return to the individual limited partner of 10.28% or a 1.38 multiple.

Panther FW investors achieved an annual return on investment of 10.28% or a 1.38 multiple over 45 month hold period.

PROPERTY DESCRIPTION
Normandale Portfolio, comprising of 528 units, located in two communities: Stratton Park Apartments (previously named Country Place) and Somerset Apartments (previously named Bent Tree). Both properties, located in west Fort Worth, were built in in 1985-1986. Unit sizes averaged 735 square feet. Construction is two story wood frame with a combination of brick veneer and hardi plank exterior siding with pitched, composition shingle roofs. All units are individually metered for electricity and have individual HVAC units providing for low maintenance.

ACQUISITION PROCESS
The property was put under contract February 27, 2013, by Knightvest Capital of Dallas who has been Panther’s partner in a majority of our multifamily acquisitions. Knightvest provides onsite property management services and invests alongside Panther. Panther FW Investments provided 73.51% of the acquisition equity. Knightvest obtains other third party equity and assumes 100% responsibility for acquisition financing including any recourse required by the lender. Panther FW Investments and its’ investors provide no guaranties on the debt.

PROPERTY HISTORY
Panther and Knightvest closed the transaction on April 26, 2013. The portfolio was 90% occupied at time of purchase and had some of the lowest rents in Dallas/Fort Worth averaging $423. The business plan included extensive interior capital improvements; plus, minor exterior improvements. This was a value-add project scheduled to take approximately 36 to 60 months to produce a 2.04 multiple to the individual investor.

The Portfolio purchase price was less than $24,000 per unit. The acquisition projected 10% annual distributions to investors starting month 13; however, upon takeover it was evident that the existing resident profile needed to be re-qualified. In October 2014, Knightvest negotiated an attractive refinancing of the properties enabling a payout distribution of 100% of the accrued unpaid preferred return. Post refinancing, monthly distributions of 10% continued through closing.

EXECUTION AND SALE
Exceeding income projections for the first quarter of 2016, the property was listed for sale in April, 2016 with call for offers due June 10th, 2016. There were a total of seven offers and three companies competed in “Best and Final”. The property contract was awarded to Nicholas Residential, LLC on June 20th, 2016. The contract was fully executed on Tuesday, July 12th and closed on October 27, 2016.

Panther’s original presentation projected hold period was 3 to 5 years with an exit cap of 8.5%. Knightvest was able to capture this value-add component in 42 months at an exit cap rate of approximately 6%.

This sale surpassed our pro-forma projections offering a 2.79 multiple to Panther FW Investors and achieving a record for Panther of an annual average return on investment in excess of approximately 39.0%.

PROPERTY DESCRIPTION
The Arbor Vista Apartments (formerly named Timmaron Ridge Apartments) is a 196 unit apartment complex built in 1980 and located on 8 acres in the Lake Highlands area of Northeast Dallas. The apartments are two story wood frame construction utilizing a combination of brick veneer, stucco and painted siding with pitched composition shingled roofs. All units are individually metered for electricity and have separate, individual HVAC units.

ACQUISITION PROCESS
The property was put under contract in February 2011 by Knightvest Capital of Dallas who has been Panther’s partner in most of our multifamily acquisitions. Knightvest provides onsite property management services and invests alongside Panther who provides the majority of the acquisition equity. Knightvest also obtains the third party debt component for the transaction and provides any guaranties required by the lender. Panther FW Investments and its’ investors provide no guaranties on the debt. The acquisition was closed in April 2011.

PROPERTY HISTORY
At the time of closing the property was in receivership with its lender and managed by a third party management company. Occupancy was at 60%. The prior owner had a debt basis of $5.9 million ($30,358 per unit) and paid approximately $7.5 million ($37,878 per unit). The existing debt level was simply unsustainable. Our partnership acquired the property for $2.9 million ($14,795 per unit) and our renovation budget was $750,000. The property exterior was painted, down units were renovated and additional resident amenities were added. The onsite staff was replaced with new personnel and the property name was changed to Arbor Vista as part of the overall repositioning of the asset.

Typical of many lender controlled properties, Arbor Vista’s performance deteriorated during the foreclosure process (thus providing an opportunity for Panther and Knightvest). The tenant base was purged of unqualified residents with occupancy falling to less than 30% at the low point. Stringent background checks and income verification were instituted and a turnaround began which resulted in the property achieving 95% occupancy within 18 months and substantial growth in revenue. We received a commendation from the City of Dallas and the Dallas Police Department as an example of how properties can undergo successful repositioning which benefits the neighborhood, tenants, and property ownership.

EXECUTION AND SALE
Arbor Vista reached stabilization at the end of the second year of ownership and proceeded to meet and exceed original occupancy and revenue growth projections. It was decided by all of the partners that the property was positioned to sell into a healthy multifamily market. The property was listed with a national brokerage company and went under contract the summer of 2013 and closed in October 2013.

The property was 95% occupied at the time of closing and sold for $7,550,000 ($38,520 per unit). The investment exceeded our projections in both annual return and investment holding time. The Panther limited partners received an annual return exceeding 27.00% and a multiple of 1.69 over 30.5 months.

PROPERTY DESCRIPTION
San Antonio Industrial Portfolio is a ten building institutional quality Class B industrial portfolio located in San Antonio, Texas, consisting of multi-tenant office/warehouse facilities totaling 691,866 square feet. The assets capitalize on the demand generated by a broad range of tenants servicing their respective regions and trade areas. The buildings were built from 1983 to 2008 (with the exception of one building built in 1967) and have benefitted from capital improvements and upgrades throughout the prior institutional ownership. Clear heights range from 16 to 28 feet, with an average office finish below 13% of the total area. The portfolio is situated in the most desirable North East industrial corridor, positioned at the cross roads of major transportation arteries providing a diverse and competitive edge for each respective location.

ACQUISITION PROCESS
The portfolio was put under contract by ATCAP of Dallas, Panther’s industrial partner. ATCAP negotiated a significant discount in purchase price. Panther provided 27.49% of the equity. The debt was provided by NXT Capital. Panther FW Investments and its’ investors provided no guaranties on the debt.

PROPERTY HISTORY
Panther closed the transaction on December 4, 2012. The portfolio was 69% occupied upon purchase with underwriting projections of 83% occupancy within the first year. Atlas had timed this acquisition perfectly. The turnaround in San Antonio’s economy plus several years without multi-tenant, speculative industrial construction had significantly tightened the market. Leasing and renewals propelled the portfolio to 98% occupancy within 8 months while achieving projected rents with lower tenant improvements than budgeted. The dominant tenant in the portfolio occupying over 200,000 square feet, exercised a renewal for 5 years preparing the portfolio for an advantageous refinancing, rollup, and ultimately an outright sale.

EXECUTION AND SALE
ATCAP approached Panther FW with plans to roll up the San Antonio portfolio with an existing Oklahoma portfolio purchase. The option was to either cash out or roll proceeds into a new acquisition. Panther advised to accept the cash out given the tremendous return to the individual investor. A Broker’s Opinion of Value (BOV) was obtained and evaluated that the potential exit sales price was market. During the process to find new investors to participate in the rollup entity, ATCAP principals were approached by a national buyer. As negotiations were concluded, it was clear that this large company wanted the property but preferred to own 100% without partners. This played to everyone’s advantage.

Panther FW investors achieved an annual average return on their investment in excess of 38%.

PROPERTY DESCRIPTION
Plaza Del Oro (PDO), a new construction 83,400 square foot neighborhood retail shopping center located in a predominately Hispanic area of Dallas County. PDO is situated on approximately 9 acres.

BUSINESS PLAN
Plaza Del Oro had a total project budget of $12,910,000 or $154.80 per square foot. Panther provided $1,560,000 of the required equity. This investment qualified for Federal New Market Tax Credits to encourage new development in lower income areas. This enabled Wachovia Bank to provide an A Tranche loan in the approximate amount of $8,960,000 at market rates and a B Tranche loan in the approximate amount of $2,000,000 at 0.5% interest. In addition, the B loan is effectively fully amortized at the end of the seventh year by applying a heavy annual discount rate to the payoff calculation. The loans have a term of 7 years. The loans were guaranteed by the sponsor with Panther waiving liability for their repayment. The projected hold period was originally proposed for 3 years.

EXECUTION AND SALE
The sale of our Plaza Del Oro retail center was completed and funded on Friday, January 22, 2016. This succeeded in spite of numerous, complex facets to the investment including a New Market Tax Credit note, bankruptcy dealings with the lead lender (inherited by purchase of the originating bank entity), and fractured ownership of the primary center.

While not achieving the underwritten annual return to the individual investor, the transaction returned 100% of invested equity with an annual average return on invested equity over seven years of approximately 10%.

Property Description
Kensington Apartments consisted of 256 units, located in Irving, Texas and was built in 1980. Unit sizes averaged 853 square feet. Construction is two story buildings with a combination of brick and stucco exterior featuring hardi plank siding with pitched, composition shingle roofs. All units are individually metered for electricity, have individual HVAC units, and feature washer and dryer connections.

Acquisition Process
The property was put under contract June 13, 2014, by Knightvest Capital of Dallas who has been Panther’s partner in a majority of our multifamily acquisitions. Knightvest provides onsite property management services and invests alongside Panther. Panther FW Investments provided 76.92% of the acquisition equity. Knightvest obtains other third party equity and assumes 100% responsibility for acquisition financing including any recourse required by the lender. Panther FW Investments and its’ investors provide no guaranties on the debt.

Property History
Panther and Knightvest closed the acquisition on 10/1/2014. The portfolio was 96% occupied at time of purchase and had average in place rents of $686. The business plan included extensive interior capital improvements; plus exterior improvements including wood replacement, clubhouse remodel, pool renovations, and asphalt repairs. This was a value-add project scheduled to take approximately 36 months.

This investment projected 10% annual distributions to investors starting month 7; however, we started distributions early at 5% and reached 12% by month 21 and continued through time of sale in month 29.

Execution and Sale
The property sold in March 2017 (month 29, ahead of projected hold of 36 months) and achieved economic projections.

This sale met our pro-forma projections providing a 1.51 multiple to Panther FW Investors an annual average return on investment of approximately 21.13%.

PROPERTY DESCRIPTION
Oaks of Cypress Station Apartments, renamed to Copper Lodge, consisted of 294 units, located in North Houston, Texas and was built in 1978. Unit sizes averaged 835 square feet. Buildings were two story construction with a combination of wood framing, stucco, and cedar siding. The buildings feature pitched, composition shingled roofs. All units were individually metered for electricity, had individual HVAC units, and feature washer and dryer connections.

ACQUISITION PROCESS
Knightvest’s Houston Director of Acquisitions, Sean Clancy, pursued this property for 6 months prior to purchase. Capital expenditures had been inadequate which was evident in the poor condition of the exterior. Furthermore, the unit interiors feature dated flooring, fixtures, appliances, cabinets and countertops. The lack of capital reinvestment in the property was evident in the property’s rental rates, which were below average in the area, leaving room to implement a value-add program by upgrading the common areas, exteriors, and interiors to match its location and setting. The property was put under contract June 13, 2014, by Knightvest Capital of Dallas who has been Panther’s partner in a majority of our multifamily acquisitions. Panther FW Investments provided 90.00% of the acquisition total equity of $5,000,000.

PROPERTY HISTORY
Panther and Knightvest closed the acquisition on 1/8/2015. The portfolio was 89% occupied at time of purchase and had average in place rents of $674. The business plan included extensive interior and exterior capital improvements replacing cedar plank with hardi plank, exterior paint, new roofs, clubhouse remodel, pool renovations, landscaping improvements, covered parking repairs, and asphalt repairs. This was a value-add project with an anticipated hold period of 3 to 5 years.

EXECUTION AND SALE
The property sold in April 2018 exceeding economic projections.

This sale slightly exceeded our pro-forma projections providing a 1.77 multiple to Panther FW Investors and an annual average return on investment of approximately 20.62%.

PROPERTY DESCRIPTION
River Ranch Apartments, renamed to Chisolm Ranch, consisted of 272 units, located in Fort Worth, Texas (southeast quadrant of I-20 and River Valley Blvd adjacent to Hulen Mall in Southwest Fort Worth). River Ranch was constructed in 1980, and is comprised of 18 two story buildings situated on a 12-acre site (24 units per acre). The building exteriors featured brick and hardi plank siding. A roof replacement was included for all buildings in the capital expenditures. The unit interiors feature 100% full size washer/dryer connections with washer and dryer appliances furnished, fireplaces in all units, and vaulted ceilings on the top floors.

ACQUISITION PROCESS
Knightvest was awarded the purchase off-market from a long-term owner (20 years). The unit interiors, common areas and landscaping were very dated and in significant need of modernizing. The dated interiors and tired common areas were evident in the Property’s rental rates, which lagged behind submarket rents in competing properties. Current average effective rents at time of purchase at River Ranch were $706 ($0.78 PSF) with submarket average market rent of $850 ($1.09 PSF). The $100 market rent gap combined with average additional rent premiums of $150-200 for upgrades were targeted for year 4 pro-forma rents. The property was put under contract July 13, 2015. Panther FW Investments provided 79.00% of the acquisition equity of $7,050,000.

PROPERTY HISTORY
Panther and Knightvest closed the acquisition on 9/25/2015. The portfolio was 93% occupied at time of purchase. The business plan included extensive interior upgrades including new stainless-steel appliances, granite countertops and tile backsplash, 6” baseboards, front door replacements, upgraded fixtures, lighting, and cabinet fronts. Due to the success of the granite upgrades, an additional upgrade to Quartz countertops were tested and well received achieving as high as a $350 increase over prior rate. The exterior capital improvements included exterior paint, new roofs, clubhouse remodel, pool renovations, landscaping improvements, exterior windows, replace patio rails and balcony surrounds, and asphalt repairs. This was a value-add project with an anticipated hold period of 3 to 5 years.

EXECUTION AND SALE
As mentioned, the average in place rents at acquisition were $706 and at time of sale the property was achieving average in place rents of $1,042, a 48% increase. The latest Quartz upgrades at time of sale were averaging approximately a 30% premium over the prior lease rate. The property sold in June 2019 surpassing economic projections.

This sale exceeded our pro-forma projections providing a 1.76 multiple to Panther FW Investors and an annual average return on investment of 20.42%.

PROPERTY DESCRIPTION
Regal Commons Apartments, renamed to Equinox, comprised of 444 units, located in Arlington, Texas directly across from General Motors Arlington Assembly Plant which was undergoing a $1.3 billion expansion at time of purchase. Regal Commons was constructed in 1966 and was comprised of 25 two story buildings situated on almost 20 acres. The building exteriors featured brick and were in overall average condition. The property was not typical for its vintage in that the roofs were pitched, individual HVAC units and each unit had an individual hot water heater.

ACQUISITION PROCESS
Knightvest was successful in contracting for the subject property on March 21, 2016. The property’s rental rates lagged behind market rent competition at time of purchase, current average effective rents were $673 ($0.87 PSF) with submarket average market rent of $822 ($1.05 PSF). The $149 market rent gap combined with average additional rent premiums of $75-$125 for upgrades provided an opportunity for achieving our targeted $1.23 PSF pro-forma rents within 5 years. The property had excellent value-add potential through completion of upgrading unit interiors, adding some washer and dryer connections in selected units, completing additional exterior improvements like paint and landscaping, along with implementing a new management team.

PROPERTY HISTORY
Panther and Knightvest closed the acquisition on 4/28/2016. The portfolio was 96% occupied at time of purchase. The business plan included extensive interior upgrades including new black appliances, countertop resurfacing, 6” baseboards, front door replacements, upgraded fixtures, lighting, cabinet fronts, and installing water saving devices. The exterior capital improvements included exterior paint, roof replacements as required, clubhouse remodel, pool renovations, landscaping improvements, electrical breaker replacement, replaced patio rails and balcony surrounds, and parking lot repairs. Knightvest’s Granite upgrades achieved up to a $350 premium over prior lease rate. This was a value-add project with an anticipated hold period of 3 to 5 years.

EXECUTION AND SALE
The business plan was successful with average rents increasing from $673 to $892 over the three-year hold period. The property sold in April 2019 surpassing economic projections.

This sale slightly exceeded our pro-forma projections providing a 1.69 multiple to Panther FW Investors and an annual average return on investment of approximately 22.68%.