New Structured Financing with Long Term Capital

Transcription

1 New Structured Financing with Long Term Capital

2 A proprietary tax deferred debt structure for the U.S. Market Objective: Create a Panama Company which is properly situated and equipped to offer Quali ed Tax Products QTP services under exclusive license which would be able to; Create it s own equity fund, and then a family of funds via a joint venture with a financial institution. Sell the QTP branded services to use this fundraising vehicle to third parties via license of proprietary intellectual property and consulting to access the U.S. market via our partners to issue debt o erings of 25 million minimum per project. Phase I funding of this Panama project requires $350,000 to develop the QTP brand for the Latin American market. Brand development will be required to communicate the services o ered to take institutional clients to raise capital in the U.S. Market which might be used for investment funds, real estate development, municipal infrastructure and other projects. As for investment funds and nancial institutions, these will be joint ventures with top investment managers and existing investment funds such as BLACKROCK, PIMCO and others similar. The Phase I funding investor may negotiate either a xed return and simple short term exit strategy or longer term participation and equity position.

3 Phase II funding will be on the heels of Phase I. With the brand developed in Phase I, additional capital will then be sought for full company expansion. This may be done through licensing to establish the necessary presence throughout Latin America with sta in satellite o ces and creating the internal professional infrastructure and capacity for seeking Latin American clients who have a global or multi-national presence. Phase II funding target is $2 million. Overview: The principals of the Panama Group, hereafter or QTP, are seeking one initial partner to help launch the Panama operation. QTP is seeking to collaborate with quali ed institutional clients to develop the market for QTP services. This fund raising process involves a fully quali ed tax deferred bond product which is new with patents pending. It raises funds through established independent nancial adviser and wholesaler networks in the USA which are standing by at the ready to roll out this product nationwide. The product/invention, in patent language terminology, relates to the eld of nancial instruments, in particular, the invention relates to the transfer of assets between investors, nancial entities, and other parties. This QTP product was recognized by Source Media as a recognized QTF fund in an Innovation Session at their Wealth into Retirement Conference in Source Media is the largest Financial Publication conglomerates in the U.S. Industry with nearly 2 million Investment sector subscribers. See all publications at Source Media has previously sought out the sta of QTP for follow up magazine articles on the utilization of the product by certain wealth investors investing in the QTP fund products QTF Background of the Invention of the QTF* Fund: *Qualified Transaction Fund

4 The US Internal Revenue Code allows for entities to exchange certain assets without those entities immediately incurring tax liability associated with an increase in the value of the assets. In other words, there are provisions available in the code to defer the tax implications of capital gains for a significant period. Additionally, for example, when an owner of an insurance annuity product wishes to liquidate his annuity, the proceeds of the liquidation are typically taxed at ordinary income levels, which is very high and detrimental to the owner. Instead, those annuities may be rolled over into this product without tax consequence thereby gaining the client several advantages and bene ts which cannot be ignored when presented with them. To date, such transactions have been cumbersome and costly to undertake. As a result, the liquidity of certain asset classes remains arti cially depressed and restricted causing ine ciencies in the capital markets. A need therefore exists to provide a more widely available, e cient marketplace for exchanging assets with tax deferrable gains. These QTF products are, in essence, a tax deferred debt instrument managed through a quali ed escrow agent which brings liquidity to otherwise depressed markets and thus lls a need which is in very high demand in the nancial markets. The net bene t to investors may be a savings of up to 40% of the principal amount of the asset invested in a QTF Fund!

5 Background of the Development Process: To date, there has been over seven years of development and more than $5 million USD has been invested in the development and completion of this product with extensive legal work, tax opinions and U.S. market development work having already been completed to the point where it is not only market ready, but is also market proven. This invention has already been used successfully on a private, non-public basis and has proven itself in the marketplace. Proof of Concept Proof of Concept was achieved in the Escrow Process utilizing commercial paper as a replacement for the debt issuance of an institutional fund. This stripped down commercial version of the QTF products have fully funded the following small projects; $1.6 million USD for franchise expansion for Papa John s pizza in Russia $2 million USD for a technology company expansion $6 million to develop real estate projects $2 million to develop 2 small private companies $3 million for a commercial home renovation company QTP Unique Advantages - Regulation 506c Link for 506c reference above: This is a unique opportunity for the QTF product and draws upon the recent Dodd-Frank Wall Street reforms and makes it much easier for o ering such products to the public. It is now well settled on how to proceed to allow public sales of the private bonds. This easing of security regulations for this new product is supported by detailed legal, tax and technical analysis along with business know how to give us the edge to offer a new class of product in the retail sector working through developed distribution networks or reaching bond investors directly.

6 QTP provides the technical analysis to work with client legal and accounting teams to verify it s unique characteristics which are fully compliant with the IRS code. The con dential process of development over the last 7 years means that there are no competitors. Further, we are protected under license agreements with our clients and can quickly service all new interested parties once the bond structures become known. The products (bonds or investment fund) are the most tax e cient available with 100% tax deferral and tax free compounding for up to 30 years. When funds are raised and the fund generates pro ts, unlike a REIT (Real Estate Investment Trust) which requires mandatory distributions, making the compounding of pro ts and value impossible, this bond product has no such requirements and investors are able to accumulate pro ts and compound interest, tax free in the fund to maximize their value and overall return while the fund retains the use of the capital. QTP Applications The QTP products may be used in many ways. It is not di cult to raise funds upwards of $100 million USD for a single issuer. Here are just a few examples for illustration; 1. Fund Managers: seeking to build equity in their managed funds 2. Banks: seeking to create a pool of capital for speci c projects or investment purposes 3. Private Companies: seeking to nance projects or expansion to the next level 4. Finance Companies: seeking a pool of capital with which to use for their financing activities such as auto leasing, equipment financing.

7 QTP Escrow - Going to Market: In brief, the legal and accounting teams create the necessary documentation which is customized for the purposes of the issuer (fund raiser/debt issuer) who commits assets or some form of backing of collateral for the special purpose entity SPE bond issuer. The marketing channel plan is developed and necessary independent sales networks are put into place to add this product to their portfolio of products which they represent. Through an existing community of nancial advisors in the USA, the QTF (Quali ed Transaction Fund) product is o ered to wholesale and/or retail clients. Ultimately, it s the retail client who will, for example, exchange an insurance annuity contract for a debt security from the QTF through a quali ed, licensed escrow agent who manages the exchanges of each transaction. Real Estate and other assets which are di cult to sell, or the sellers are reluctant to sell because of the tax consequences involved will gravitate to this product because the instruments they receive, instead of cash for the sale, are more liquid than their asset and are tax advantaged. The Market for U.S. Investors into this Product: The United States is the largest market for appreciated assets in the world. There are between 2-3 trillion dollars in annuity products issued which could roll into this product. The direct applications in the Real Estate market are almost unimaginable and we have new direct channels into this market. Revenue Streams: is being created for this Latin America project and will enjoy revenue streams as follows;

8 1. Selling Licenses to Hedge Fund Managers and/or companies buying up real estate, developing hotel resorts and similar business development projects. The target price for the license fees in many cases will be roughly between $500k to $1 million or 1% of the target funding amount for the specialized platform created to fund up to $500 million or possibly more. 2. Create our own joint venture projects, to be included and funded by our own fund. The rst fund, in part, will then nance a family of funds with different objectives. 3. Licensing to Issuers of Collateralized Debt Obligations and Collateralized Loan Obligations. 1. CDO CLO Family Class. Provide capital to finance companies where they issue debt for various vehicles. Issue debt instruments to nance their lending. Private bank, small insurance company, small holding company specializes in a certain business. Registered bank 2. Development Project ( nanced internally by A-C type funds) Sub- Class 3. Regulated Funds Class. Fully registered funds under the 1940 Act. Investment Advisors will also gravitate to QTP products because every sale by them means new long term assets have been place under their management with up to 20 years of trailing commissions.

9 Use of Funds ($350k) Company structure & related legal and banking Obtain licensing rights to operate. Office Management Staff Legal Marketing All the above for 1 year. See detailed document separately. Founders; Mr. Mark-Emery: Boswell - 40 years experience in international business and nance. Mark is the business development manager focused on building the ship and setting it out to sea. He is a seasoned international entrepreneur with focus on nance and marketing. Mark has come out of retirement to help launch this project and does not seek a permanently active role in management other than a seat on the board and providing input where needed, after the initial launch. Both Mr. Boswell and Mr. Green will be instrumental in recruiting a competent and experienced management team. Mr. Gerald Green - Mr. Green is the initial inventor and a driving force behind the global distribution and License Partner Network. Gerald is the Chief Technical O cer and QTP license management specialist for all product related issues. He will issue the license(s) and be instrumental in the proper direction of the company. He will sit on the board of directors to provide direction and support.