COMPREHENSIVE BUSINESS PLAN Pursuant to 8 CFR §204.6(j)(4)(B) and Matter of Ho Marysville Hilton Home2 Suites Plaza EB-5 Investment Company: Washington Hotel and Restaurant Investment Fund, LLC Pursuant to 8 CFR §204.6(4)(B) and Matt Sponsored by: Greater Seattle Regional Center* A USCIS Designated Regional Center 1530 140th Ave NE Suite 111 Bellevue, WA 98005 (425) 231-2211 GSRC@gmail.com *Greater Seattle Regional Center is a wholly-owned operation of EB-5 Blaine Tomorrow Regional Center, LLC (“EBTRC”). EBTRC is an USCIS-designated EB-5 Regional Center Table of Contents SECTION TITLE PAGE 1. Executive Summary 2 2. Organizational and Investment Structure 8 3. Hilton Home2 Suites Description 14 4. Hilton Home2 Suites Construction Costs 18 5. Estimated Hilton Home2 Suites Performance 20 6. Hilton Home2 Suites Job Creation Estimates 23 7. Hotel Market 26 8. Full Service Restaurant: Four Seasons Asian Cuisine 31 9. Marysville, WA 48 10. Development Timeline 56 Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 1 1 Executive Summary Subject of the Business Plan Washington Hotel and Restaurant Investment Fund, LLC (“WHRI”) is a Washington Limited Liability Company and New Commercial Enterprise (“NCE”) formed for the purpose of funding the development of multiple hospitality projects. WHRI intends to use EB-5 funding in conjunction with developers’ funds to capitalize the development of a three-star hotel and a retail plaza with a full-service restasurant, WHRI’s funds will be invested in an EB-5 project located in Marysville, in the County of Snohomish, in the state of Washington. Target Industry Cluster This business plan will focus on the development and operation of multiple hospitality-related enterprises. These enterprises and the industries in which they operate are defined by the North American Industry Classification System (“NAICS”). The identifying codes for these enterprises include the following: NAICS 7211 – Hotel; NAICS 7225/7222 – Limited Service Restaurant; NAICS 7225/7221 – Full Service Restaurant. NAICS 44-45 – Retail Trade Additional non-enterprise NAICS codes include the following: NAICS 2362 – Non-Residential Construction; NAICS 5413 – Architecture and Engineering Services; NAICS 4232 – Furniture and Home Furnishing Merchant Wholesalers. Development Strategy This business plan proposes a three-star hotel development with restaurant and retail plaza at 4070 116th St. NE, Marysville, WA, 98271. Working closely with Hotel Valuation Services (“HVS”), an industry leader in hospitality management and consulting, the owners and developers of the proposed Marysville hotel have designed a comprehensive approach to hotel development. Future modifications to the size of the proposed hotel may result in a change of the total room count to accommodate a range between 90 and 104 rooms. Hilton Hotels & Resorts have approved a franchise application for use of their Home2 Suites extended-stay hotel product at Marysville. The data-set and economic assumptions used to demonstrate projected revenue and occupancy for the proposed Marysville hotel are based on the most conservative hotel product in the market with regard to expected revenue and occupancy: a franchise-operated extended-stay model. Relative to traditional limitedservice hotel products in the three-star category that typically display a higher Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 2 turnover in guests, this business plan uses the extended-stay hotel with its more sedentary guest profile as the starting point from which to base all hotel performance evaluations. By taking this approach, the expected performance of the hotel carries with it the potential for increased revenue and occupancy. This point is further supported by the expected increases in occupancy which derive from the national reservation system used by Hilton. EB-5 investors are assured that the estimations of the hotel’s performance and capacity to create EB-5 qualifying jobs are based on sound and reliable evidence. Project Goals and Location This business plan will explain the following in support of WHRI’s intention to fund the development of hotels and related food services in Snohomish County, Washington State: Construction costs and detailed building specifications Labor market capacity for WHRI’s investment region Regional economic indicators signaling the need for new hotels and related food services in Snohomish County, WA Beneficial impact on current and future economic trends resulting from job creation and stable operation of hotels and related food services. The Marysville development envisions construction and operation of a 104unit hotel, with various features and a full-service restaurant and retail plaza. The combined project will be named the Marysville Hilton Home2 Suites Plaza (“Project”). Upon successful financing, WHRI will finance the development company, Washington Hotel and Restaurant Development, LLC (“WHRD”). WHRD has entered into a franchise agreement with a Hilton for the express purpose of operating a Hilton brand hotel. After carefully considering the state of the hospitality industry market in Western Washington, and conferring with professional experts from HVS Global Hospitality Services, WHRI has chosen Snohomish County as the location for its project. The hotel will be located in the city of Marysville, a prosperous community north of Everett and adjacent Boeing’s main manufacturing site, Paine Field. The proposed hotel model is an extended-stay hotel, which is well situated to receive out of town business travelers to the Boeing site in addition to patrons of the nearby Tulalip Casino and Seattle Premium Outlets. Bookings are likely to be made by families and individuals traveling Interstate 5 between Canada and the American west coast, as well as service members and government contractors visiting the nearby Everett Naval Station. Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 3 WHRD aims to complete construction of the hotel and restaurant plaza within 15 months. Preliminary planning, licensing and permitting for all projects are currently underway. WHRD has estimated that the hotel and related services described in this business plan will become operational no later than 30 days from the conclusion of construction. As required by USCIS (pursuant to 8 CFR §204.6(j)(4)(B) and the precedent administrative decision of Matter of Ho] this business plan constitutes a “comprehensive business plan” that details how the businesses will result in the creation of jobs consistent with the economic methodology approved by USCIS. The Company and New Commercial Enterprise WHRI is a Washington Limited Liability Company organized on November 14, 2013. The Company shall be deemed a New Commercial Enterprise for EB-5 program purposes and shall be capitalized with EB-5 investment funding, as well as additional non-EB-5 funding where required. This pool of capital funds shall in turn be directed toward job-creating activities under the Job Creating Enterprise (“JCE”), WHRD. The Job Creating Enterprise WHRD is the Job Creating Enterprise (JCE) per EB-5 rules and regulations. WHRD shall be the owner and operator of the Marysville Hilton Home2 Suites Plaza. Regional Center Affiliation and NCE Management Greater Seattle Regional Center (“GSRC”) is the USCIS-designated regional center that will act as the sponsor of WHRI’s EB-5 Investment project. The manager of WHRI is Washington Regional Center Management, LLC (“WRCM”). GSRC and WRCM will combine their professional expertise to ensure that all EB-5 compliance matters with respect to the offering are met with all the rights and responsibilities accorded under the laws of Washington State. WRCM is the Managing Member and shall hold a 1% ownership interest in WHRI when the offering is completed. Use of EB-5 Investment Proceeds Equity investment in WHRI will be used to make a loan to WHRD for the purpose of financing the construction and operations of the job-creating hotel and related restaurant and retail plaza. WHRD shall be the named owner of the hotel, restaurant and retail plaza. EB-5 Administrative Costs Pacific Northwest Consulting Group (“PNCG”) is a facilitator of EB-5 related services. For each $500,000 EB-5 investment, there will be a $50,000 fee paid to PNCG for EB-5 for expenses including, without limitation, the initial professional, administrative and marketing expenses associated with formation of the Company and the offering of the Units. Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 4 Loan Repayment WHRI will finance the development of the Project by providing a loan to the developer, WHRD. The loan shall reflect the number of EB-5 investors who commit an at-risk investment of $500,000. The project developer anticipates a preferred offering amount of 15 such investors for the entire Project, amounting to $7,500,000 in EB-5 capital. A maximum offering amount may include 24 total membership units. Any shortfall in capital shall be substituted with non-EB-5 private equity. The loan terms as set forth between WHRI (the EB-5 funded lender) and WHRD (the borrower and project developer) shall include the following: A preferred loan amount of $7,500,000 A maximum loan amount of $12,000,000 An interest rate of 0.5% per annum on a non-compounded basis. Repayment terms: may be payable from available cash from operations and/or the sale or refinancing of the hotel, but not later than five (5) years from the close of the offering, subject to a one (1) year extension (the maturity date) and not earlier than the end of the conditional residence period of all members. The loan will be secured by a deed of trust. Return on Investment Investors may receive a preferred rate of return on their investment, payable only from the profits of WHRI. Distributions from net cash flow of WHRI may be payable from operations and/or the sale of the underlying hospitalityrelated projects, but not later than five (5) years from the close of the offering, subject to a single 1 (one) year extension and not earlier than the end of the conditional residence period of all members. Interest on the loan will be calculated on a non-compounded basis. Development Costs Total development costs for the hotel and restaurant are approximately $14.2 million, including land. Comprehensive costs (including allocated land costs) for the hotel and restaurant are approximately $11.8 million and $2.4 million, respectively. WHRI will raise a preferred $7.5 million of capital from EB-5 investors. However WHRI may raise a maximum of $12 million. The preferred amount will be combined with developers’ and non-EB-5 equity of approximately $6.7 million including allocated land costs, or $4.9 million excluding allocated land costs. All funds EB-5 funds allocated for the development of the project will be committed and immediately available at the time of I-526 submission. Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 5 The Developers & Non-EB-5 and Developers’ Equity Rongfang Chan, Un Kuan Chan, Golden Echelon Investment, LLC, and Texsun (USA) Investment, Inc. are the principal owners of the development entity WHRD, and they will contribute financially to developer’s equity. Their affiliated and family-owned company, Zhongzhen (USA) Investment Ltd., will contribute the land with entitlements. They will also be responsible for the costs associated with obtaining the entitlements to the land on which the Project will be built. Mr. and Mrs. Chan may also accept participation in the project from other qualified non-EB-5 investors. All non-EB-5 developer’s equity will be committed and immediately available at the time of I-526 submission. Capitalization The total capitalization requirements for the hotel will be met through a combination of EB-5 loan financing, non-EB-5 financing and developer equity. The developer may seek other sources of financing to include, without limitation, bridging construction loans or additional private equity investments. The managing member of WHRI, Flora Chan, shall have the authority to sign on WHRI’s behalf any documents necessary to effect either the refinancing or subordination of EB-5 loans per the following nonexhaustive list of events: in the event of a shortfall in funding or difficulty raising EB-5 capital from the number of investors stated herein; if there are cost overruns and additional funds are required to complete the project; if the market or financing requires Developer to expand the nature and size of the project using Non EB-5 capital. In any and all of these events, the developer may (1) borrow up to a maximum of $6.8 million as a bridge loan and thereby grant the lender security interests senior to those of the members of the Company in order to complete the project, or (2) secure private equity funding to cover any shortfall. All such funding shall be committed and immediately available at the I-526 stage. Project Development Schedule WHRD intends to start construction on the Marysville Hilton Home2 Suites Plaza in November 2014. Completion is scheduled for February 2016. The hotel will open for business by March, 2016. Job Creation Projections According to the Estimate of Economic Impacts: Hilton Hotel & Neighboring Restaurant Plaza provided by David G. Schneider, the hotel will create approximately 150.8 permanent jobs. TEA Designation According to current Washington labor statistics, the census tract in which the facility is located will qualify as a Targeted Employment Area (“TEA”). Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 6 Total Development Capitalization The table below identifies the source and allocation of both the EB-5 investor funds as well as Developer and Non-EB-5 equity used to develop the Marysville Hilton Home2 Suites Plaza. At a preferred $7.5 million of EB-5 funds, this EB-5 project expects to subscribe a preferred 15 investors at $500,000 each to create up to 150.8 EB-5 qualifying jobs. 1-1 Total Development Capitalization Source of Funds by % EB-5 Loan Financing from WHRI $7,500,000 Developer and Non EB-5 Equity $4,895,325 Developer’s Allocated Land Value + Fee (paid) 13% EB-5 (WHRI) 34% 53% $1,795,000 Non EB-5 Land & Fee Total Capitalization $14,190,325 A Hilton Home2 Suites Hotel Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 7 EB-5 Investment Structure: Marysville Hilton Home2 Suites Plaza Greater Seattle Regional Center (EB-5 Project Sponsor) GSRC EB-5 Investors Members of WHRI EB-5 Project Sponsor Washington Regional Center Management, LLC (Managing Member of WHRI) WRCM $7.5 Million In At-Risk Equity: 15 Units Washington Hotel and Restaurant Investment Fund, LLC Managing Member’s Ownership: 1%: EB-5 Investor Ownership 99% WHRI, The Company and NCE $7.5 Million Loan Finance Developer Equity / Non EB-5 Equity / Bridge Loan Loan repayment with 0.5% interest payable from net cash flow of hotel and restaurant operations $4.9 million private equity investment and $1.79 million in land equity Washington Hotel and Restaurant Development, LLC (The Hotel, Restaurant and Retail Plaza Owner) WHRD, The Owner/Developer and JCE $12.4 Million Capitalization (Excluding Combined Allocated Land Costs and Franchise Fee of $1,795,000) Marysville Hilton Home2 Suites Plaza The EB-5 Investment Project Washington Hotel and Restaurant Investment Fund, LLC –Marysville Hilton Home2 Suites Plaza – (rev. 3/14/2014) 10