Upload
moresh-kokane
View
49
Download
0
Embed Size (px)
Citation preview
Property Developers are facing afunding gap
Bank LVRs and Presales requirementsare getting harder
Which means there is an increasedrequirement for Equity and Mezzanine
funding
Mezzanine or 2nd mortgage funding is scarce and
when available can cost 14-20% per annum and 2%
establishment costs
Typically Project Developers issue anInformation Memorandum (IM) to raiseEquity and Mezzani funds for their
Projects
However under current regulations youcan only issue 1 offer every 12 monthsand raise a maximum of 2 Million AUD
This IM cannot be promoted openly (forinstance mass mailers, online
promotions)
And you can only make 20 personaloffers in a private manner
If wholesale investors are involved thenthe 2 Million and 20 investors rule does
not apply
But the restrictions on open promotionsand only one offer a year still apply
Beyond that you need an AFSL orapproach an intermediary who has anAFSL and can write up an offer for you
Getting an AFSL is hard and timeconsuming
And approaching an intermediary like aCrowdfunding platform with a RetailAFSL to issue a PDS increases costs
significantly
Since the PDS is issued by the AFSLthey become liable for the offer thus
increasing the risk to them
The AFSL insurance costs increase, anda project failure can mean loss of the
AFSL due to the litigation andcomplaints that may follow
This means that most AFS Licensees prefer not to issue PDS
for 3rd party Property Development projects or charge
exorbitant fees making the costs unacceptable to
Developers
In addition a PDS requires 3rd PartyCustodians/Trustees which also adds
to costs
Most Developers have Distribution listsof potential buyers and every project
has a marketing budget
Which means a pool of interestedinvestors exists beyond wholesale
investors
However the current complianceregime makes it hard to access them
There is however another cost effectivesolution that can make it easier to raise
equity/mezz funding from Retailinvestors
The Developer can issue a documentcalled as Prospectus in order to raisefunds for his Development project
A Prospectus has the same informationthat goes in an IM and has the samelevel of risk warnings that go in a PDS
Just like a PDS, a Prospectus can bepromoted openly
And under a Prospectus you can raisean unlimited amount of money
From an unlimited amount of investors
Making it a perfect solution for fundraising for Property Developers
You can raise funds for your projects on your own website
and your terms without the need of an AFSL if you go the
Prospectus route
If this is so easy, why has this not beendone before?
Typically a Prospectus is used by aCompany that is about to list on the
stock market
Listing for Businesses requiressignificant level of higher disclosures
and documentation
Which means the typical legal fees forissuing a prospectus can range from
25K AUD to 250K AUD
Issuing a Prospectus is henceconsidered a costly affair
However a Property Developer is notseeking to list his project on the stock
market
Estate Baron has created a Cookie cutter template that
Property Developers can use to issue a Prospectus for their
Development projects
The same data such as feasibility,market studies that go in an IM needs to
be filled into a Prospectus
The actual cost of filing a Prospectus with ASICand start using it is only $2350
ASIC has 2 weeks to review after whichthe Prospectus can be used
The second argument that is madeagainst a Prospectus is you need to a
Public company
But the cost of incorporation of a PublicCompany is similar to that of a PTY
PTY
You do need 3 Directors which can beyou and your associates
But having a public unlisted company as your SPV means
you can have an unlimited number of shareholder investors
The next argument made is the need foraudits and continous disclosure
However the Project SPV is a brand new entity
without any history
Main
SPV
Fundraising
SPV LTD
1st MortgageeProspectus
SeniorDebt Equity or
Mezz
It also is going to have only a few transactions in
which it gives money to the main SPV
This means there is not much to audit or report in
terms of continous disclosures
Audit costs can be as low as 2 to 5K AUD
and any financial reporting to investors can be done
online on the project website
A public company is also required to do AGMs for
shareholders but even for listed companies shareholder
meetings are sparsely attended and manageable
Shares for the public SPV can be issued as non voting
giving complete control of the process to the Developer
Dealing with many investors can beproblematic, keeping records of funds,
KYC, AML, CTF obligations
We solve that using Technology
Seamless solution with beautiful user experience allows to
manage investors, projects, and do all AML CTF KYC checks
Integrated signature tool to acceptapplications, CSV data exports ondemand. No piles of papers.
We offer a combined Compliance and Technology
package as a Crowdfunding toolkit
We will guide you through issuing the Prospectus
and assist with any ongoing compliance related
matters
And provide a crowdfunding platform branded to your
requirements in a Software as a Service model
So that you can start raising funds for your Development projectwithout worrying about compliance and its associated costs or
worrying ahbout how to handle technology
CROWDFUNDING TOOLKIT
TAILOR MADE PROSPECTUS
WHITELABEL CROWDFUNDING as aSERVICE
1 300 033 221
Lets compare the costs and benefitswith funding from institutional
mezzanine funds vs Crowdfunding
For a 2 Million Dollar raise the mediancost of establishment assuming 1.5%
comes to 30,000 AUD plus other fees
Assuming the funds were invested for 2 yearsat 15%, total interest is 600,00 AUD even with
out capitalization
Total cost of capital = 630,000 AUD or above
Under a Public Company SPV with prospectusmodel the fees are
ASIC prospectus fees $2350ASIC Public Company incorporation $700
Audits for 2 years $10,000
Retail investors are happy with 8 to 12%
annual returns given the lack of othercompetitive options
Assuming 10% return for 2 years on 2 MillionAUD. Total return is 400,000 AUD
Total cost of Capital under PublicCompany and Prospectus model:
$413,000
Total savings : 187,000 AUD
We charge a one time customization fee of $10,000
to customize the technology to your branding and
providing a template Prospectus
And a monthly fee of $1000 to supportand maintain the platform eliminatingall Tech administration related hassles
Even after this you end up saving $150,000 or more.
As project size increases the savings only increase!
The same technology and prospectus template can
be used for a number of future projects making the
one time cost negligible