DVRC SEPTA II LIMITED PARTNERSHIP

Reports

DVRC SEPTA II LIMITED PARTNERSHIP: Contact Information

Contact Person

Frank Manheim

Address (contact)

200 West Washington Sq, suite 250 Philadelphia, PA 19106

Email

help@thedvrc.com

Web Site

www.thedvrc.com

Project Management

DVRC SEPTA II LIMITED PARTNERSHIP: Investments

Reg. D?

Yes

Rule 506

506 (b)

Reg. S?

Yes

Investment type

Loan

Total amount of estimated funding required for all phases of development(in Millions)?

300 Millions

Number of planned phases (projects) in development?

1

Expected time to complete this project or phase of overall development?

more than 12 months

Is this a new commercial enterprise or purchase of an existing troubled business?

New commercial enterprise

What ratio of equity to debt would best classify the source of overall funding for the project / development?

75% equity : 25% debt

What percentage of overall funding has been raised to date?

more than 75%

Does the investor need to be accredited to invest?

Yes

What are the expected financial returns for this project?

Investors can expect about 0.25% per annum of tax free interest once the loan is made to SEPTA

On what premise are those projections made?

Tax-free interest received from loan to SEPTA

Are returns paid on the investment prior to maturity?

Yes

If Yes, when are they paid?

Annually

Can you describe in more detail how returns are paid, and under what conditions? For instance, are they only paid if the project is positive cash flow or profitable. What expenses must be accounted for and paid prior to distributions are paid to investors?

Distributions will be paid provided that sufficient funds are available. After giving effect to certain special tax related allocations, profits and losses for any fiscal year will be allocated among the Partners on a class by class basis. 75% shall be allocated to the General Partner and 25% to the Limited Partners. The distribution limited partners receive every year is distributed as per the LP Agreement after deducting all L.P. expenses.

Can you please describe the expected exit strategy and what source(s) of debt or equity are expected to be used to repay the investor’s capital investment?

At the end of five years, the Borrower will have the option to either repay the loan in cash or to deliver tax free municipal bonds to NCE. There is no guarantee that such repayment will occur on acceptable terms, if at all.

Can you please describe the procedure for allowing the investor to sell his interest in the investment and who the buyer might be?

Investors are limited from directly selling their LP interest as described in the limited partnership agreement.

What is the expected term of the investment?

The loan term is 5 years. Details see the Limited Partners Agreement

Can you describe what procedures are in place If the investor needs to liquidate his position before the contracted maturity date of the agreement, and what penalties may be imposed?

Investor's request to return the capital is subject to be reviewed by the General Partner on a case-by-case basis. Generally speaking, investors do not have the right to demand the withdrawal of capital unless relevant conditions have been made. Details please see Limited Partnership Agreement

Have these strategies been used by the Regional Center principals, or project managers in the past and what was the outcome?

Structure is identical to our previous Pennsylvania Turnpike I95 Interchange Project.

Have all of the permits and permissions for project development been obtained?

Yes

Is there any patented intellectual property essential to this project?

No

Are there any other notes or comments to make regarding this investment that would be important for the Investor to know?

SEPTA II Project is owned, operated, and will be constructed by SEPTA, a state governmet agency for public transportation. SEPTA is the nation’s sixth largest public transportation agency, serving a population of approximately 3.9 million people in the tri-state Philadelphia region in an area of approximately 2,200 square miles. The Project is comprised of the development, construction and purchase of an integrated system of machinery and equipment to implement SEPTA’s Elwyn to Wawa Rail Service Restoration, rehabilitation of the 15th Street / City Hall Stations, rehabilitation of substations, and enhancing and expanding the Frazer Rail Yard including new Locomotive and Regional Rail Cars. DVRC SEPTA II Project has received I-924 Exemplar Approval. As of May. 2019, SEPTA II Project has received 396 I-526 approvals, with an average processing time of 9.88 month*. *Please note, the I-526 approval number is a historic data, it is not a guarantee or prediction for future I-526 approvals.

DVRC SEPTA II LIMITED PARTNERSHIP: Fees

What is the fee for subscribing to the investment (Subscription Fee)?

50,000

Do potential investors need to pay a fee to obtain the operating documents, PPM or other subscription documents?

No

If Yes, Is that refundable in the event the investor decides not to invest?

No

If so, what is that Document fee?

No Document fee.

Could you please describe the procedure for the return of any fees, or fees that are withheld?

There are no fees associated with viewing documents, but we require investor questionnaire and identification.

Could you please describe the procedure for return of escrow in the event of denial of the I-526 by USCIS?

If I-526 is denied, SEPTA would refund the full repayment of investment.

Does that include the processing of the I-526, I-829 or any other legal fees associated with the immigration application?

Yes

What is required for escrow payment at the time of submission of the I-526?

Entire investment and subscription fee.

What is the policy for reimbursing the escrow payment in the event of denial?

If I-526 is denied for any reason, SEPTA would repay the full repayment of investment.

What fees do you pay to 'finders' or agents?

We pay marketing fees to agents providing there is no tie to U.S.

If there is no finder or agent, would you reimburse that fee to the investor?

No

What would be the procedure for reimbursing this fee?

Please inquire directly.

Do you pay finder’s fees to attorneys?

No

Do you pay fees to unlicensed broker’s or agents?

No

DVRC SEPTA II LIMITED PARTNERSHIP: Risks

Risk Factors

DVRC SEPTA II LIMITED PARTNERSHIP: Structure

Has the Principal invested their own equity in the project?

No

Can you identify the terms and conditions of the offering, including the interest and repayment details?

Interest only payments of 2% per annum will be made semi-annually during the term of the loan with the principal amount due and payable at maturity. The term of the loan is 5 years. The LP distribution is subject to the terms in limited parnter agreement

What will the funds be used for (ie. infrastructure development of existing military base, development of a film studio, etc)?

The proceeds will be used to create a multiple-draw term loan facility for SEPTA in the aggregate principal amount of up to $300 million consisting of tranches of 25-$50 million each. SEPTA plans to use the Loan to partially fund the SEPTA Project. The funds will be used for the construction of SEPTA Rebuilding for the Future Project.

Are financial statements or records available from the borrower?

Yes

Is collateral on the investment or loan provided?

No

What would best describe the investment structure of the project?

Limited Partnership

What would best describe the Principal's oversight of the project?

Day to Day, direct oversight

If other, or a combination, can you provide details on who is overseeing the capital investment, job creation and ongoing operations?

SEPTA is responsible for all construction and job creation.

Capital Stack Table

DVRC SEPTA II LIMITED PARTNERSHIP: EB-5

Is this a loan?

Yes

If the investment into the project is a loan, is the borrower a:

Government (public) entity

Can you best describe your operating procedure for the filing of the I-526?

The foreign national's attorney can submit if they are approved or their work is reviewed by you

Does this project have approved I-526's?

Yes

Does this project have approved I-829's?

Yes

Does this Regional Center have approved I-526's?

Yes

Does this Regional Center have approved I-829's?

No

Is any of the subscription fee refundable in the event of a denial of the I-526 by USCIS?

Yes

Amount of EB-5 investors anticipated for this phase?

600

What percentage of overall funding is expected to be sourced from EB-5 investors?

translation missing: en.percentage_funding_from_investors.25_50

Are non EB-5 investor’s allowed to participate?

No

Can you please explain if EB-5 and non EB-5 investors treated equally in the distribution of dividends and profits?

This project is only open to EB-5 investors.

Under what circumstance(s) would EB-5 investors be expected to contribute additional capital to the partnership or the project?

Under no circumstances would EB-5 Investors be expected to contribute additional capital to the project. As the laws require of any government entity utilizing federal and state funding, SEPTA must complete the project regardless of EB-5 funding status. SEPTA also has the ability to issue municipal bonds to raise additional funds if necessary.

Project Exemplar Approval

Does this Project have Exemplar Approval?

Yes

2017-02-14

Date of Exemplar Approval:

Requests for Evidence

Does this Project have Exemplar Approval?

No

Please describe the issues brought up in the RFE and response to the Request

There is no Project Level RFE received in any DVRC project.

I-526

I-526 Approved:

396

Date of first I-526 Submission:

2016-04-13

Date of first I-526 Approval:

2017-05-01

I-526 Denial:

0

I-526 Revoked:

0

I-829

I-829 Denial:

0

I-829 Revoked:

0

This data was last updated on:May 21, 2019 04:00 PM

DVRC SEPTA II LIMITED PARTNERSHIP: EB-5

Has this project been the subject of a USCIS/SEC/FBI/DOJ/AAO Review, Notice, Investigation or Action

No

This data was last updated on:May 21, 2019 04:00 PM

DVRC SEPTA II LIMITED PARTNERSHIP: Job Creation

Is Regional Center located within a Targeted Employment Area (TEA)?

Yes

Is this a Public / Private partnership?

No

Job creation methodology

RIMS II

Does the job creation rely on direct jobs, capital expenditure, or a combination?

Capital expenditure, Indirect & Induced

How many jobs are expected to be created in total? (Direct)

N/A

How many jobs are expected to be created in total? (Indirect & Induced)

8468

How many jobs are expected to be created in per investor? (Direct)

N/A

How many jobs are expected to be created in per investor? (Indirect & Induced)

14.11

How are jobs allocated to the pool of investors?

Jobs will be allocated to investors in the order in which each such investor’s permanent residency commences.

Can you describe the job creation model? For instance, is it based on capital injection, or on a direct job creation and indirect job multiplier, or other?

Indirect job multiplier

Can you please describe what role a Public sector entity or government body has, if any, in overseeing has in overseeing the commercial operation, the accounting or tracking of the job creation, funding, issuing bonds, or any other investment or audit role that they might perform?

SEPTA, the nations sixth largest transportation agency, owns and oversees the entire project.

DVRC SEPTA II LIMITED PARTNERSHIP: Reporting

Do you offer periodic reports to investors on the status of the investment?

Yes

If so, what is the frequency of these reports?

Quarterly

Are these reports produced by you, or by an independent third party such as a auditing or accounting firm?

Yes

Do you have a third party firm that performs employee payroll & HR record keeping services for the project?

No

Do you have a third party firm that performs I-9 verification?

No

If No, do you perform I-9 verification of the employees?

No

Would you have any objection to an accounting or law firm performing an audit on the payroll, employment or financial records of the project?

No

If you lease space in your facility to third party firms, are they willing to allow an audit of their employment records for the purposes of verifying employment?

No

DVRC SEPTA II LIMITED PARTNERSHIP: Media

DVRC SEPTA II LIMITED PARTNERSHIP : Escrow

Escrow: Yes

Project: Videos

SEPTA Strategic Plan

July 22, 2016

USAdvisors Site Visit to SEPTA from EB5Projects on Vimeo.

USAdvisors Site Visit to SEPTA operations and new maintenance facility

SEPTA Project General English Short

October 11, 2016