nebraska investment council september 20, 2018...cum. 30.0% ann. avg. 4.3% 2010-2022 cum. 10.8% real...

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FOR USE WITH INSTITUTIONS ONLY. NOT FOR USE WITH THE INVESTING PUBLIC. CONFIDENTIAL, NOT FOR DISTRIBUTION WITHOUT PRIOR APPROVAL REAL ESTATE INVESTMENT MANAGEMENT LION PROPERTIES FUND NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018

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Page 1: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

FOR USE WITH INSTITUTIONS ONLY. NOT FOR USE WITH THE INVESTING PUBLIC. CONFIDENTIAL, NOT FOR DISTRIBUTION WITHOUT PRIOR APPROVAL REAL ESTATE INVESTMENT MANAGEMENT

LION PROPERTIES FUND

NEBRASKA INVESTMENT COUNCIL │ SEPTEMBER 20, 2018

Page 2: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Firm Highlights

2

One of the largest U.S. focused real estate investment managers

Personnel as of August 31, 2018. All other data of June 30, 2018.1Diversification percentages are based on Gross Asset Value (GAV) at share.2Please see NCREIF Disclosure at the end of this presentation.GAV, GRE and AUM are defined in Notes to Performance.

Core $24.2 Bn

Core-Plus $16.9 Bn

Value-Add/ Opportunistic

$5.4 Bn 52%

60%

40%

Funds$27.9 Bn

Separate Accounts$18.7 Bn

RISK PROFILE1

12%

INVESTMENT FORMAT1

36%

36-Year History of Stability and Growth

National Operating Platform

Long-Term Outperformance

Partnership structure:Equity owned broadly across ~90 senior employees; independently operated affiliate of Legg Mason

Co-investment: Over $135 million in voluntary employee investments across our funds

Diversification: Broad client base provides stability (over 350 investors globally)

Focus: 97 acquisitions and asset management team members with presence and expertise in local markets across the country

Scale: Over $30 billion of deals reviewed annually to generate equity and debt investment opportunities across all property sectors

Discipline: In-house research group informs investment strategy and execution

Consistency: Successful management through market cycles

Results: Firm-level property performance since inception exceeds NCREIF Property Index by approximately 90 bps2

Page 3: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

3

Source: CBRE-EA, Clarion Partners Investment Research, Q2 2018. Note: Deliveries % is the average of industrial, multifamily, office and retail sectors. Cumulative new supply was calculated from the beginning of the cycle to the end of recession. Past performance is not indicative of future performance. Please see important information regarding forecasts and projections at the beginning of this presentation.

FUNDAMENTALS

CUMULATIVE AND AVERAGE NEW SUPPLY

Ann. Avg. 0.8%

0%

1%

2%

3%

4%

5%

6%

7%

1985

1987

1989

1991

1993

1995

1997

1999

2001

2003

2005

2007

2009

2011

2013

2015

2017

2019

F

2021

F

Ann

ual

Del

iver

ies

as %

Sto

ck

1992-2001Cum. 17.8%

2010-2017Cum. 6.4%

2002-2009Cum. 12.6%

Forecast

Ann. Avg. 1.8%Ann. Avg. 1.6%

Ann. Avg. 0.8%

1985-1991Cum. 30.0%

Ann. Avg. 4.3% 2010-2022Cum. 10.8%

Real Estate Investment Outlook

Fundamentals: ‒ Strong demographics and job growth are supporting real estate demand‒ New supply significantly lower this cycle and remaining disciplined‒ Lenders remain conservative due to tightened financial regulations; LTVs have declined‒ Replacement costs rising 2x headline inflation, suggests more room for asset appreciation

(GRAY BAR = RECESSION; DOTTED LINE = ANNUAL AVERAGE)

Page 4: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Lion Properties Fund – Executive Summary

4

As of June 30, 2018. Past performance is not indicative of future results and a risk of loss exists. Please refer to the important disclosures at the beginning of this presentation.

LPF HIGHLIGHTS:– Consistent outperformance over NFI-ODCE Benchmark 1-, 3-, 5-, and 7-year

periods

– High-quality, growth-oriented portfolio difficult to replicate

– Current strategy investments have been accretive and outperform investments made in the ODCE benchmark over same period

– Appropriate risk positioning

• Overweight industrial and apartments, underweight office and retail

• Leverage and non-core exposure consistent with ODCE benchmark

Acadia at Metropolitan Park, Arlington, VA

One Victory Park, Dallas, TXRedlands Business Ctr, Inland Empire, CA245 First Street, Cambridge, MA 100 Fifth Ave, New York, NY

Page 5: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

5.3%

9.7% 10.2%11.7% 11.9%

4.2%

7.8%

4.3%

8.4% 9.4%11.0% 11.4%

5.3%

8.3%

0%

5%

10%

15%

20%

YTD 1-Year 3-Year 5-Year 7-Year 10-Year SinceInception

RET

URN

RATE

TIME PERIOD

Lion Properties Fund NFI-ODCE Index

Fund Statistics and Investment Performance – Rolling Time Periods

5

As of June 30, 2018. Chart returns are presented before fees. NFI-ODCE Index presented as benchmark. Past performance is not indicative of future results and a risk of loss exists.1 As of July 1, 2018. Includes current and former Clarion Partners employees.

JUNE 30, 2018 YTD 1-YEAR 3-YEAR 5-YEAR 7-YEAR 10-YEAR SINCE INCEPTION

Income Return 2.12% 4.35% 4.50% 4.60% 4.80% 5.07% 5.98%Appreciation Return 3.13% 5.22% 5.48% 6.85% 6.86% (0.86%) 1.72%LPF Total Return Before Fees 5.28% 9.73% 10.17% 11.68% 11.90% 4.18% 7.77%NFI-ODCE Total Return Before Fees 4.30% 8.44% 9.37% 11.04% 11.39% 5.29% 8.28%LPF Total Return After Fees 4.85% 8.84% 9.25% 10.74% 10.95% 3.25% 6.89%

Gross Asset Value $11.5 billion Number of Investments 136 Dividend Yield 4.08%

Net Asset Value $8.7 billion Portfolio Occupancy 94.2% Mgmt Co-investment1 $65.1 million

Leverage Ratio 22.4% Stabilized / Value-Add 89.7% / 10.3% Entry Queue None

Page 6: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

LPF Investment Performance – Properties Acquired 2012 – 2Q 2018

6

As of June 30, 2018. Chart returns are presented before fee. Past performance is not indicative of future results and a risk of loss exists. Please refer to the important disclosures at the beginning and end of this presentation. Source: MSCI Real Estate

Key LPF Differentiator: New acquisitions since 2012 (54% of current portfolio) have been significantly outperforming new acquisitions in the ODCE benchmark

– LPF’s 68 new investments since 2012 have been highly accretive (yellow bars below); the same is not true of the ODCE (blue bars below)

– Outperformance is fairly consistent across all acquisitions, led by the office sector: 55 core acquisitions ($5.2 billion, 46.3% of current portfolio), plus 13 non-core investments ($850.0 million, 7.6% of current portfolio)

– Validates LPF’s strategy and execution capability; focus on growth submarkets and price discipline

8.6%9.7%

11.4%

8.3% 8.7%9.9%

7.2%8.3%

9.5%

7.3%8.2%

9.7%

0%

3%

6%

9%

12%

15%

1 Year 3 Year 5 Year

RET

URN

RATE

TIME PERIOD

LPF 2012-2Q 2018 Acquisitions LPF Total Property Return IPD 2012-2Q 2018 Acquisitions IPD Total Property Return

TOTAL UNLEVERED PROPERTY RETURN

Page 7: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Geographic Diversification

7

Denver, 3.2%

Raleigh, 1.4%

Houston, 4.3%

New York, 13.6%

Boston, 10.5%

S.F. / Bay Area, 11.2%

Washington DC, 6.3%

Chicago, 5.2%

Seattle, 3.4%

South

22.4%

East

35.3%Midwest

6.2%

Phoenix, 1.6%

West

36.1%

So. California, 15.3%

Strategic focus on dynamic infill submarkets and urban growth nodes, typically driven by tech, healthcare and education clusters

As of June 30, 2018. Percentages represent Gross Real Estate Value at share. Arrows indicate intended portfolio diversification targets. Please refer to the important disclosures at the end of this presentation.

Dallas, 4.3%

South Florida, 7.8%

Urban / Transit 61.2%

Top 10 Markets 81.9%

Remainder of Portfolio,

7.9%

Atlanta, 1.7%

Austin, 2.3%

Denver, 3.2%

Raleigh, 1.4%

Page 8: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Property Type Diversification

8

LPF as of June 30, 2018. Percentages represent Gross Real Estate Value at share. Arrows indicate intended portfolio diversification targets. Please refer to the important disclosures at the end of this presentation.1 Other represents self-storage, hotels, and land for ODCE.

33.3%

26.6%

21.4%18.7%

0.0%

36.5%

25.8%

14.9%

19.3%

3.5%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

Office Apartment Industrial Retail Other

SEC

TOR D

IVER

SIF

ICAT

ION

SECTOR

Lion Properties FundNFI-ODCE

1

Fund Strategic RangeFund Tactical Target Range

Appropriate risk positioning‒ Overweight industrial and apartments, underweight office and retail

Page 9: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Recent Acquisition Activity

9

PROPERTY TYPE MSA DATE PURCHASE PRICE ($) CAP RATE TARGET

UNLEVERED IRR8870 Washington Office Los Angeles 01/12/18 28,000,000 4.8% 6.8%Bronx Apartment Portfolio Apartment New York 02/01/18 65,790,000 3.2% 7.4%1

Watermark Seaport Apartment Boston 02/27/18 238,750,000 3.9% 6.0%Gateway Towne Center Retail Los Angeles 03/01/18 85,550,000 5.6% 6.9%3950 Alto Avenue Industrial Las Vegas 05/01/18 35,760,000 5.8% 6.4%Veritas SF Apartment Portfolio2 Apartment SF Bay Area 05/15/18 39,130,000 3.2% 7.1%Heartland Corporate Center Building D3 Industrial Chicago 05/16/18 37,015,000 6.1% 7.9%La Terra Los Feliz Developments3 Apartment Los Angeles 08/07/18 111,820,000 5.1% 7.9%

641,815,000 4.5% 6.8%

2018 ACQUISITIONS

1 Target unlevered IRR for the Bronx Apartment Portfolio assumes a 5-year hold. 2 Programmatic joint venture with properties acquired on multiple close dates. Date shown above is the initial close of the venture.3 Development – purchase price represents total project cost (at share) and cap rate represents projected untrended return on cost.

As of September 4, 2018. The activity described above includes all transactions consummated by the Fund since January 1, 2017. For new investments, estimated capitalization rates and IRRs are derived from Clarion Partners’ underwriting targets. Forecasts have certain inherent limitations and are based on complex calculations and formulas that contain substantial subjectivity and should not be relied upon as being indicative of future performance. Please refer to important information at the end of this presentation regarding the valuation of unrealized assets. The target returns established by Clarion Partners are based on assumptions and calculation using available data and in light of current market conditions and available investment opportunities and any investment is subject to the risk of loss. The target returns are for illustrative purpose and are subject to significant limitations. Potential investors should not rely on them when making a decision on whether or not to invest in the strategy. The target returns cannot account for the impact that economic market and or other factors may have on the implementation of an investment. Target returns do not reflect actual investments liquidity constraints and actual fees and expenses. There can be no assurance that target returns will be achieved and a risk of loss exist.

2018 DISPOSITIONS

PROPERTY TYPE MSA DATE LAST APPRAISAL ($) SALES PRICE ($) REALIZED

IRRChevy Chase - Hotel Hotel Washington DC 01/09/18 58,500,000 58,500,000 2.6%575 Lexington1 Office New York 06/18/18 59,200,000 59,332,000 7.9%Martin Square Retail Port St. Lucie 07/18/18 16,940,000 15,400,000 4.8%

134,640,000 133,232,000 5.2%1 Mezzanine loan investment payoff.

Page 10: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Same Property NOI Growth

10

1Historical NCREIF statistics derived from published NCREIF reports. 2Estimated growth projections are derived from Clarion Partners’ forecasts. Forecasts have certain inherent limitations and are based on complex calculations and formulas that contain substantial subjectivity and should not be relied upon as being indicative of future performance.3Weighted average includes the Fund’s Hotel portfolio.

The Fund’s current budget projections are based on assumptions about future operating results and a wide range of factors outside of the Fund’s control. Accordingly, there can be no assurance that NOI growth will occur in accordance with the budget presented and readers are cautioned not to place undue reliance on the Fund’s budget projections. Furthermore, growth in the Fund’s Same Property NOI does not represent the performance of any investor’s investment in the Fund. Each period in the above analysis contains differing property sets due to sales activity, the exclusion of new investments made in the prior year and properties under development or major renovation. Newly acquired properties are included in the analysis once they have been owned for a full year, and development/repositioning projects are included once they have become operational on a year-over-year basis. Past performance is not indicative of future results and a risk of loss exists.

PROPERTY TYPE

2015V. 2014

2016 V. 2015

2017V. 2016

2018BV. 2017

2019BV. 2018B

2020BV. 2019B

Industrial 11.7% 7.7% 4.6% 0.1% 5.2% 4.5%

Office 0.1% 6.6% 2.6% 4.3% 7.6% 9.4%

Apartment 5.3% 8.8% 6.9% 4.3% 5.2% 4.0%

Retail 16.3% 3.3% 1.3% 3.3% 10.8% 3.4%

Weighted Average3 6.6% 7.1% 3.8% 3.3% 7.0% 5.9%

NCREIF NOI Growth1 3.5% 3.8% 3.0%

LPF 4-Yr Rolling CAGR2 4.5% 5.2% 4.8% 5.2% 5.3% 5.0%

NCREIF 4-Yr Rolling CAGR1,2 3.8% 3.8% 3.7%

Reforecast Mid-Year Weighted Avg. 6.6% 7.1% 3.8% 3.4% 6.7% 6.2%

Page 11: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Financial Management

11

ANNUAL DEBT MATURITIES

Avg Int Rate

– Current leverage ratio: 22.4%

– Recast line of credit completed, up-sized to $500m with $250m accordion; Four-year term with a floating rate of 1M Libor+1.0%; undrawn as of June 30, 2018

– Fixed 87% / Floating 13%

– Remaining 2018 Strategy

• Refinance remaining $224m 2018 maturities

– $125m Fund level notes– $99m Eastchester Heights loan

• Incremental financing 2nd half 2018

– Unsecured private note offering

• Target LTV 22%-24% at year-end 2018AMOUNT (M) CONTRACTUAL

RATE MARKET

RATE1 YEARS

Fund Level Notes 1,175 4.42% 4.11% 5.9

Property Mortgages 1,431 3.96% 4.01% 6.2

Total Debt (Par Value) $2,606 4.17% 4.06% 6.1

$224.0

$421.8

$297.0

$50.5$73.5

$183.0

$100.0

$255.0

$363.5

$288.0

$150.0

$200.0

$0 M

$50 M

$100 M

$150 M

$200 M

$250 M

$300 M

$350 M

$400 M

$450 M

$500 M

2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030

Fund Level Notes Pooled Property Mortgages Individual Property Mortgages

4.9% 5.7% - 3.8% 2.8% 3.9% 4.4% 3.6% 3.9% 3.7% 3.4% 3.9% 3.7%

As of June 30, 2018. Please see important information at the end of this presentation regarding target returns, forecasts and projections.1 Represents the prevailing interest rates on the Fund’s existing loans calculated by the Fund’s Debt Valuation Firm pursuant to the Fund’s Debt Valuation Policy.

Page 12: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

APPENDIX

Page 13: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Clarion Partners Management: Proven Industry Leaders

13

Senior management averages 28 years of experience and 17 years tenure with the Firm

As of August 31, 2018. Numbers in parentheses represent tenure with the Firm/years in the industry. Staff counts are inclusive of administrative personnel, but exclude the offices of the CEO & CIO as well as the Executive Chairman. Corporate Support includes Information Technology, Human Resources, and Insurance Risk Management staff members.

ACQUISITIONS

28 members

PORTFOLIO MANAGEMENT

45 members

ASSET MANAGEMENT

69 members

INVESTMENT RESEARCH

7 members

FINANCIAL MANAGEMENT

85 members

CLIENT CAPITAL MANAGEMENT

24 members

LEGAL & COMPLIANCE

3 members

CORPORATE SUPPORT

20 members

EXECUTIVE BOARDDavid Gilbert (11/34)

Chief Executive Officer & CIO

Jeb Belford (23/34)Portfolio Manager

Hugh Macdonnell (6/27)Head of Client Capital

Management

Stephen Furnary (34/44)Executive Chairman

Edward Carey (11/33)Portfolio Manager

Craig Tagen (21/34)Head of Asset Management &

Separate AccountsPatrick Tully (20/24)Chief Financial Officer

INVESTMENT COMMITTEE

David Gilbert (11/34)Chief Executive Officer & CIO

Jeb Belford (23/34)Portfolio Manager

Onay Payne (14/20)Portfolio Manager

Craig Tagen (21/34)Head of Asset Management &

Separate Accounts

Stephen Furnary (34/44)Executive Chairman

Hugh Macdonnell (6/27)Head of Client Capital

Management

Richard Schaupp (17/22)Portfolio Manager

Tim Wang (12/12)Head of Investment Research

Page 14: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

HARRIS MARKOWITZ JESSICA BETTS JOSHUA COHEN ALICE MCAVOYPortfolio Operations

Vice PresidentPortfolio Operations

Senior AssociatePortfolio AnalyticsSenior Associate

Fund AdministrationSenior Associate

Fund Management and Resources

14

As of August 31, 2018. Numbers in parentheses represent tenure with the Firm/years in the industry. Staff counts are inclusive of administrative personnel.

INVESTMENT RESEARCH ACQUISITIONS ASSET MANAGEMENT CLIENT CAPITAL

MANAGEMENTFINANCIAL

MANAGEMENTLEGAL &

COMPLIANCECORPORATE

SUPPORT

Team – 7 Team – 28 Team - 69 Team - 24 Team – 85 Team - 3 Team - 20

INVESTMENT COMMITTEE

LION PROPERTIES FUND

Portfolio ManagerManaging Director

JEB BELFORD (23/34)

JON GELB (11/15) KATIE VAZ (13/13) HEATHER HOPKINS (2/22)

Assistant Portfolio ManagerManaging Director

Assistant Portfolio ManagerManaging Director

Chief Financial OfficerSenior Vice President

CONTROLLERSCUI TUNG

Vice PresidentJOHN DEBERADINIS

Vice PresidentASSISTANT CONTROLLERS

GENEVA KINGSr. Associate

JULIE RAICESr. Associate

ACCOUNTANTSKATHY HANDLON, Sr. Associate

AMY CHEN, AssociateSETH GOLDSTEIN, AssociateNATALIE SEONG, Associate

Page 15: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

LEGAL DISCLAIMERS AND NOTES TO PERFORMANCE

Page 16: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Important Legal Information

16

This is not an offer to sell, or solicitation of offers to buy, securities. Investments in Clarion Lion Properties Fund (the “Fund”) can be made only pursuant to the Fund’s subscription documents and private placement memorandum. Investment in the Fund entails significant risks and is suitable only for certain investors as part of an overall diversified investment strategy and only for investors able to withstand a total loss of investment. This report is for distribution only to prospective investors who meet statutory qualifications as “accredited investors” and “qualified purchasers” under the U.S. Securities Act of 1933, as amended and the U.S. Investment Company Act of 1940, as amended, respectively. This presentation is for discussion purposes only and is incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by Clarion Partners. This presentation is strictly confidential and is not intended for distribution without the express permission of Clarion Partners.

Unless otherwise indicated, returns are presented on a gross basis and do not reflect any expenses, management fees or incentive allocations which in the aggregate may be substantial and have the effect of reducing returns. References to indices and NCREIF benchmarks are hypothetical illustrations of aggregate returns and do not reflect the performance of any actual investment. Investors cannot invest in an index. Past performance is not indicative of future results and a risk of loss exists. Any investor’s actual returns may vary significantly from the aggregate returns set forth in this presentation. Please see additional important information regarding returns and references to indexes at the end of this presentation.

Statements regarding forecasts and projections rely on a number of economic and financial variables and are inherently speculative. Opinions, estimates, forecasts and statements of financial market trends are based on current market conditions. They are not guaranteed and are subject to change without notice. Forecasts are based on complex calculations and formulas that contain substantial subjectivity and no express or implied prediction is made to be interpreted as investment advice, or as an offer or solicitation for the purchase or sale of Clarion funds. There can be no assurance that market conditions will perform according to any forecast or that the Fund will achieve its objectives or that investors will receive a return of their capital. The projections or other forward looking information regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results and are not guarantees of future investment results. There can be no assurance that unrealized investments will be realized at the valuations shown or in accordance with any return projections. Actual realized returns depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, related transaction costs and the timing and manner of sale, all of which may differ from the assumptions on which the valuations and projections contained herein are based. The information contained in this presentation, including information supporting forecasts and projections, has been obtained or derived from independent third party sources believed to be reliable but the Fund cannot guarantee the accuracy or completeness of such information and has not reviewed the assumptions on which such information is based. This presentation contains forward-looking statements relating to the plans, objectives, opportunities, future performance and business of the Fund and the future performance of the U.S. market generally. Such statements are forward-looking in nature and involve a number of known and unknown risks, uncertainties and other factors, and accordingly, actual results may differ materially from those reflected or contemplated in such forward-looking statements. Investors are cautioned not to place undue reliance on any forward-looking statements or examples included in this presentation and none of the Fund, Clarion or any of their respective affiliates assumes any obligation to update any forward-looking statements.

This material does not constitute investment advice and should not be viewed as a current or past recommendation to buy or sell any securities or to adopt any investment strategy. Any specific investments referenced may or may not be held by accounts managed by Clarion Partners or its affiliates and may not represent all of the investments purchased, sold or recommended for any particular investment portfolio. It should not be assumed that any investments in properties described were or will be profitable.

Copyright ©2018, Clarion Partners and/or its affiliates. All rights reserved.

Page 17: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Lion Properties Fund Disclosure

17

The purchase of shares offered entails certain risks that investors should consider before making a decision to invest in the Fund. There can be no assurance that the Fund will be profitable or, if it is profitable, that any particular yield or rate of return will be obtained or other investment objective will be realized. An investor should only invest in the Fund as part of an overall investment strategy and only if the investor is able to withstand total loss of investment.

Investment Considerations and Risk Factors

Risk Factors that should be considered in making an investment are: Risks of leverage, including possible inability to repay current indebtedness or to source new debt; possible inability to refinance; variable interest rate; impact of borrowing covenants; general economic conditions; problematic and non-performing assets; illiquidity of securities and underlying assets; investing in unspecified assets; uncertainty of net asset values; losses on appraisals; negative pricing in redemption transactions; lack of liquidity; non-availability of suitable investments; sector and/or geographic concentration; diverse shareholder group; investment company act; short-term interim investments; exculpation and indemnification; and changes in ownership in Clarion Partners.

Risks Related to Real Estate Investing

Investment in real estate generally; environmental matters; possible inability to sell properties; Americans with Disabilities Act; possible inability to complete renovation and development on advantageous terms; possibility of future terrorist activity; insurance may not cover all losses; financial condition of tenants; uninsured losses from seismic activity; partial ownership interests; and investments in securities.

Page 18: NEBRASKA INVESTMENT COUNCIL SEPTEMBER 20, 2018...Cum. 30.0% Ann. Avg. 4.3% 2010-2022 Cum. 10.8% Real Estate Investment Outlook Fundamentals: ‒Strong demographics and job growth are

Important Performance Disclosures

18

MSCI Real Estate

The PREA/IPD U.S. Quarterly Property Fund Index: Core Diversified Open End Funds Index(“IPD Index”) is a benchmark maintained by MSCI Real Estate. The IPD Index is a peer group benchmark used by Lion Properties Fund and includes all investments owned by the peer group including real estate, cash and other investments (mezzanine loans receivable, notes receivable, forward commitments, etc.). The IPD Index is a composite of investment returns reporting on both a historical and current basis the results of its participating members, who must qualify as being open-end, core, diversified funds pursuing a core investment strategy. The IPD Index is capitalization-weighted and is reported gross of fees. Measurement is time-weighted. Unless otherwise noted, IPD Index returns are presented without leverage and before the deduction of portfolio level management fees and do not reflect the results of any actual investment portfolio. The index’s history is unfrozen; therefore any reconstitution would result in a revision to the index’s historical data. For comparative purposes, MSCI Real Estate calculates LPF returns using the same methodology as the IPD Index. Further information is available online at https://www.msci.com/real-estate.

The comparisons set forth herein are for illustrative purposes only and readers are reminded that the asset values depicted do not represent the results of an actual investment and do not reflect the deduction of advisory fees or other expenses, which in the aggregate can be substantial and have the effect of reducing returns. Moreover, the economic and market circumstances that have had an impact on asset values since the Fund’s inception may differ materially from the economic and market circumstances of the current real estate investment environment. Past performance is not indicative of future results and investors cannot invest in an index.

Benchmark Definitions

The National Council of Real Estate Investment Fiduciaries (“NCREIF”) was established to serve the institutional real estate investment community as a non-partisan collector, processor, validator and disseminator of real estate performance information. The NCREIF Property Index (“NPI”) provides returns for institutional grade real estate held in a fiduciary environment in the United States. Properties are managed by investment fiduciaries on behalf of tax-exempt pension funds. The NFI-ODCE (“ODCE”), short for NCREIF Fund Index - Open End Diversified Core Equity, is an index of investment returns reporting on both a historical and current basis the results of over 30 open-end commingled funds pursuing a core investment strategy (including Lion Properties Fund), some of which have performance histories dating back to the 1970s. The NFI-ODCE Index is capitalization-weighted and is reported gross of fees. Measurement is time-weighted.

Value Definitions

Gross Asset Value (“GAV”) is the Firm’s consolidated wholly owned total assets and proportionate share of joint venture total assets.

Gross Real Estate (“GRE”) is the Firm’s consolidated wholly owned real estate assets and proportionate share of joint venture real estate assets. In contrast to GAV, GRE excludes cash and other assets.

For Periods on or after 12/31/2013, Assets under Management (“AUM”) is Gross Asset Value (“GAV”). Prior to that date, AUM is Gross Real Estate Value (“GRE”).

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Important Performance Disclosures

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NCREIF Disclosure:

Inception date is 10/1/1984. Clarion Partners’ performance is based on based on the performance of assets from all client portfolios that meet the criteria for inclusion in the NCREIF Property Index (NPI). If performance is for a subset of the NPI, then all properties meeting the criteria for such subset are included. Qualifying properties include all Clarion Partners client-owned U.S. office, industrial, retail, residential and hospitality operating properties accounted for at market value, pursuant to the current valuation policy applicable to the respective client. New qualifying properties are included in the first full quarter in which they reach a minimum of 60% occupancy or, for newly acquired renovation or development assets, the earlier of 60% occupancy or 1 year after completion of the renovation or development. Once a property is included by Clarion Partners, it remains in the track record until it is disposed or converted to a property type which does not meet NPI inclusion criteria. Clarion Partners includes the historical performance of 2 hotel investments managed by a Clarion Partners employee between 2002 and 2005 while working at Sarofim Realty Advisors and transferred to Clarion Partners in 2006 and 2007. The performance of Clarion Partners is hypothetical in that it does not track the aggregate performance of all assets held in Clarion Partners client accounts or of any individual account. No client has received the performance shown.

All Clarion Partners performance is shown unleveraged and gross of taxes, investment management fees, incentive fees, and, any fund expenses, if applicable. If such fees and expenses were deducted from the assets shown, performance would be substantially lower.

The NPI is a primary benchmark for the commercial real estate industry calculated and maintained by the National Council of Real Estate Investment Fiduciaries. The NPI is a total rate of return measure of the investment performance of a large pool of individual commercial properties that have been acquired in the private market for investment purposes. The NPI includes only U.S. office, industrial, retail, residential and hospitality operating properties owned in whole or in part by non-taxable institutional investors and accounted for at market value. The NPI is gross of investment management fees and is unleveraged. Information regarding NPI’s methodology is available at http://www.reportingstandards.info/.

Substantial differences exist between the methodology for calculating the NPI and the Clarion Partners performance data.

Performance was achieved under certain economic conditions that may not be repeated. Past performance is not a guarantee of future results.

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Definitions

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S&P 500 - Standard and Poor’s 500 Index This is a commonly used index that investors are generally familiar with. It is a weighted index of the 500 stocks in the S&P 500 Index, which are chosen by Standard and Poor’s based on industry representation, liquidity, and suitability. The stocks in the S&P 500 Index are not the 500 largest companies; rather, the index is designed to capture the returns of many different sectors of the U.S. economy. The total return calculation includes the price-plus-gross cash dividend return.

EURO STOXX 600 The STOXX Europe 600 or STOXX 600 is a stock index of European stocks designed by STOXX Ltd.. This index has a fixed number of 600 components, among them large companies capitalized among 18 European countries, covering approximately 90% of the free-float market capitalization of the European stock market(not limited to the Eurozone). The countries that make up the index are Austria, Belgium, Denmark, Finland, France, Germany, Greece, Iceland, Ireland, Italy, Luxembourg, the Netherlands, Norway, Portugal, Spain, Switzerland, Sweden and the United Kingdom.

TOPIXThe Tokyo Price Index (TOPIX) is a metric for stock prices on the Tokyo Stock Exchange (TSE). A capitalization-weighted index, TOPIX lists all firms that have been determined to be part of the "first section" of the TSE, a section that organizes all large firms on the exchange into one group. The second section pools all of the smaller remaining companies.

MSCI EM The MSCI Emerging Markets Index captures large and mid cap representation across 24 Emerging Markets (EM) countries. With 845 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.

NREI / Marcus & Millichap Investor sentiment survey A joint industry sentiment survey run by National Real Estate Investor (NREI) and Marcus & Millichap, a firm specializing in commercial real estate investment sales, financing, research and advisory services, with offices across the United States and Canada. A quarterly report meant to gauge Commercial Real Estate investors confidence in the current US Real Estate market.

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Representative Properties

475 Brannan Street San Francisco, CA

Arboretum GatewaySanta Monica, CA

101 Arch Street Boston, MA

1000 Jefferson Hoboken, NJ

The Millennium at Metropolitan Park

Arlington, VA

Park 5940 MDDallas, TX

Westside Provisions DistrictAtlanta, GA

West Hollywood GatewayLos Angeles, CA