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| CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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| 1. Issuer's Identity |
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Corporation |
Limited Partnership |
Limited Liability Company |
General Partnership |
Business Trust |
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| Name of Issuer |
| CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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| Jurisdiction of Incorporation/Organization |
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| Year of Incorporation/Organization |
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Over Five Years Ago |
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Within Last Five Years (Specify Year) |
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Yet to Be Formed |
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| 2. Principal Place of Business and Contact Information |
| Name of Issuer |
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| CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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| Street Address 1 |
Street Address 2 |
| 250 PARK AVENUE, SUITE 400 |
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ZIP/Postal Code |
Phone No. of Issuer |
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First Name |
Middle Name |
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Street Address 2 |
| 250 Park Avenue, Suite 400 |
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| Relationship: |
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Executive Officer |
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Director |
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Promoter |
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| Clarification of Response (if Necessary) |
| Chief Executive Officer of the Manager - CSV Fund Management, LLC |
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First Name |
Middle Name |
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Street Address 2 |
| 250 Park Avenue, Suite 400 |
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Executive Officer |
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Director |
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Promoter |
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| Clarification of Response (if Necessary) |
| Vice President of the Manager - CSV Fund Management, LLC |
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First Name |
Middle Name |
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| Street Address 1 |
Street Address 2 |
| 250 Park Avenue, Suite 400 |
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Executive Officer |
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Director |
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Promoter |
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| Clarification of Response (if Necessary) |
| Secretary of the Manager - CSV Fund Management, LLC |
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Agriculture |
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Banking & Financial Services |
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Commercial Banking |
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Insurance |
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Investing |
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Investment Banking |
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Pooled Investment Fund
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Other Banking & Financial Services |
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Business Services |
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Energy |
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Coal Mining |
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Electric Utilities |
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Energy Conservation |
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Environmental Services |
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Oil & Gas |
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Other Energy |
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Health Care |
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Biotechnology |
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Health Insurance |
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Hospitals & Physicians |
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Pharmaceuticals |
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Other Health Care |
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Manufacturing |
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Real Estate |
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Commercial |
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Construction |
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REITS & Finance |
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Residential |
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Other Real Estate |
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Retailing |
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Restaurants |
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Technology |
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Computers |
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Telecommunications |
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Other Technology |
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Travel |
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Airlines & Airports |
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Lodging & Conventions |
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Tourism & Travel Services |
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Other Travel |
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Other |
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| Revenue Range |
Aggregate Net Asset Value Range |
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No Revenues |
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No Aggregate Net Asset Value |
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$1 - $1,000,000 |
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$1 - $5,000,000 |
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$1,000,001 - $5,000,000 |
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$5,000,001 - $25,000,000 |
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$5,000,001 - $25,000,000 |
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$25,000,001 - $50,000,000 |
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$25,000,001 - $100,000,000 |
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$50,000,001 - $100,000,000 |
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Over $100,000,000 |
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Over $100,000,000 |
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Decline to Disclose |
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Decline to Disclose |
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Not Applicable |
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Not Applicable |
| 6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) |
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Rule 504(b)(1) (not (i), (ii)
or (iii)) |
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Rule 505 |
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Rule 504 (b)(1)(i) |
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Rule 506 |
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Rule 504 (b)(1)(ii) |
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Securities Act Section 4(6) |
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Rule 504 (b)(1)(iii) |
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Investment Company Act Section 3(c) |
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Section 3(c)(1) |
Section 3(c)(9) |
Section 3(c)(2) |
Section 3(c)(10) |
Section 3(c)(3) |
Section 3(c)(11) |
Section 3(c)(4) |
Section 3(c)(12) |
Section 3(c)(5) |
Section 3(c)(13) |
Section 3(c)(6) |
Section 3(c)(14) |
Section 3(c)(7) |
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New Notice |
Date of First Sale |
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First Sale Yet to Occur |
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Amendment |
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Yes |
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No |
| 9. Type(s) of Securities Offered (select all that apply) |
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Pooled Investment Fund Interests |
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Equity |
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Tenant-in-Common Securities |
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Debt |
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Mineral Property Securities |
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Option, Warrant or Other Right to Acquire Another Security |
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Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
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Other (describe) |
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| 10. Business Combination Transaction |
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
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Yes |
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No |
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| Clarification of Response (if Necessary) |
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| Minimum investment accepted from any outside investor |
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| Recipient |
Recipient CRD Number |
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None |
| Crucible Capital Group, LLC |
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| (Associated) Broker or Dealer |
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None |
(Associated) Broker or Dealer CRD Number |
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None |
| Crucible Capital Group, LLC |
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| Street Address 1 |
Street Address 2 |
| 27 Whitehall Street, Suite 500 |
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| City |
State/Province/Country |
ZIP/Postal Code |
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All States |
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| 13. Offering and Sales Amounts |
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Indefinite |
| Total Amount Sold |
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| Total Remaining to be Sold |
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Indefinite |
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| Clarification of Response (if Necessary) |
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Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering |
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Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: |
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| 15. Sales Commissions & Finders’ Fees Expenses |
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| Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount. |
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Estimate |
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Estimate |
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| Clarification of Response (if Necessary) |
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| Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount. |
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Estimate |
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| Clarification of Response (if Necessary) |
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| Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice. |
| Terms of Submission |
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In submitting this notice, each Issuer named above is: |
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- Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, the information furnished to offerees.
- Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the Issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against it in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:Â (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
- Certifying that the Issuer is not disqualified from relying on any Regulation D exemption it has identified in Item 6 above for one of the reasons stated in Rule 505(b)(2)(iii).
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Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person. |
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For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature. |
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| Issuer |
Signature |
Name of Signer |
Title |
Date |
| CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
Howard L. Michaels |
Howard L. Michaels |
CEO of Manager - CSV Fund Management, LLC |
2009-07-01 |
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| Re: CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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Carlton Forms Principal First Mortgage Platform Called CSV Mortgage Capital, LLC to Originate First Mortgage Loans up to 65% LTC
New York, NY (February 13, 2009) — Carlton Strategic Ventures, LLC (“CSV”), the principal transaction group of Carlton, has formed a first mortgage venture that will principal first mortgage loans up to 65% LTC. The company is partnering with a consortium of investors, including the principal investment arm of an investment bank and a major real estate private equity fund.
Carlton Chairman, Howard L. Michaels has announced that this new first mortgage lending platform will be called CSV Mortgage Capital, LLC (“CSV Mortgage Capital”) and will provide desperately needed first mortgage capital to borrowers.
CSV Mortgage Capital will be targeting transactions of an overall size of $50 million and higher with first mortgage amounts no greater than 65% LTC. The venture will target the following types of transactions:
- Borrowers who have an opportunity to acquire their loans from the existing lenders at a discount and need first mortgage proceeds to facilitate the recapitalization;
- Borrowers who have construction projects with strong collateral values and need capital to facilitate renovations and interest or reserve balancing;
- Transitional properties which require tenant improvement or leasing dollars to lease a vacant space or re tenanting to add value;
- Borrower’s who need capital to refinance maturing loans; and
- Low leverage land loans secured by well located, approved, and entitled land parcels in major markets.
The new CSV venture intends to invest in first mortgage loans in a time when this type of debt is virtually non-existent in the market. The loan parameters of CSV Mortgage Capital are as follows:
- All asset types (including condominium and hotel);
- Up to 65% market adjusted LTV for last dollar invested;
- Mostly floating rate loans with 2 year terms (and one 1 year extension option) but will consider fixed rate loans with maturities no greater than 5 years;
- Loan amounts up to $100 million; and
- Targeting non-stabilized and development properties.
Separate from this venture, an affiliate of CSV Mortgage Capital has already acquired over $500 million in performing, discounted loan assets which consisted of 10 separate stand alone transactions located in prime markets across the United States. CSV has been most active in acquiring hospitality and office assets but will consider all asset types. In addition, CSV Capital, LLC, another affiliate of CSV, has an existing $400 million joint venture with a major insurance company to originate and provide mezzanine and preferred equity loans on a principal basis. Furthermore CSV Capital can also acquire performing discounted mezzanine loans, B-Notes, preferred equity and participation interests in the secondary market.
Carlton’s Chairman, Howard L. Michaels along with recently hired former JPMorgan Vice President, John Barker, former Bear Stearns Director, Dax Scharfstein, and 10 other senior investment bankers and analysts will be the principal team originating, underwriting and executing CSV Mortgage Capital’s principal transaction business. Deal inquiries and questions regarding CSV Mortgage Capital’s business should be directed to Howard L. Michaels, Michael J. Campbell or John Barker who can each be reached at (212) 545-1000.
The Carlton Group is a leading international real estate investment banking firm prominent in equity and debt placement, investment sales, and commercial and residential loan sales. Founded in 1991, Carlton has consummated in excess of $45 billion of transactions since 1998. CSV is the Carlton Group's principal investment business. CSV makes opportunistic and value-add investments in all asset types, joint ventures or preferred equity investments. Carlton is headquartered in New York, and maintains offices in West Palm Beach, FL, Atlanta, GA, Chicago, Illinois, Washington D.C. and Tel Aviv, Israel.
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New York – Palm Beach - Chicago - Washington DC - Atlanta - Tel Aviv
Debt & Equity Finance – Loan Sale Advisory – Investment Sales
(212) 545-1000 phone (212) 545-8110 fax
www.carltongroup.com
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| Re: CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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CSV Capital launches $500m loan acquisition fund
The Carlton Group's Chairman Howard L. Michaels announced that Carlton Strategic Ventures, LLC, the principal transaction group of Carlton, has formed a new joint venture with a major insurance company to acquire performing discounted loans and originate and provide "low cost" mezzanine and preferred equity loans on a principal basis. The venture is called CSV Capital, LLC.
CSV Capital intends to continue purchasing discounted mezzanine loans, B-Notes, participation interests, mortgage and mezzanine whole loans and preferred equity interests in performing assets secured by real estate located in major markets across the country.
CSV's new fund is backed by a major insurance company and its goal is to take advantage of the current credit dislocation and achieve above average returns for itself by acquiring existing performing real estate assets at a discount.
CSV Capital has a competitive advantage over other "vulture" distressed and opportunistic funds currently in the market due to its lower cost of capital and its affiliation with a major insurance company. CSV Capital's lower cost of capital will enable it to purchase assets at a lower yield than its competitors while still being able to achieve its targeted returns.
CSV has already acquired over $300 million in secondary market b-note, mezzanine and preferred equity loans in 10 stand alone transactions and has a great deal of experience in pricing, underwriting and quickly closing these types of investments.
The new CSV venture intends to invest over $500 million in secondary mezzanine loan, B-Note, and preferred equity acquisitions and new mezzanine and preferred equity originations. CSV
Capital intends to be fully invested over the next 12 months, stated Carlton Chairman Howard L. Michaels.
The acquisition parameters of CSV Capital are as follows:
The purchase of loans ranging in amounts from $25 to $50 million per individual transaction, and up to $150 million per transaction for large portfolios; All asset types (except hotels will only be considered if included in a portfolio of diverse assets) 65% to 85% market adjusted LTV for last dollar invested; Mostly floating rate loans but will consider purchasing fixed rate loans with maturities no greater than 10 years
Michaels along with partner, Michael J. Campbell, recently hired former Bear Stearns director, Dax Scharfstein and five other senior investment bankers and analysts will be the principal executives originating, underwriting and executing the Fund's business.
COPYRIGHT 2008 Hagedorn Publication
COPYRIGHT 2008 Gale, Cengage Learning
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| Re: CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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Howard L. Michaels Transacts over $2 billion in Large, High-Profile Deals
Posted By Susan Piperato, 01/09/09
Filed under:
NEW YORK, NY - Notwithstanding a terrible 2008 for most dealmakers, Howard L. Michaels, Chairman of real estate investment bank The Carlton Group, completed $4 billion in 2008 transactions. Michaels, who is best known for being a tremendous client advocate, demonstrated his hard hitting, aggressive style of accessing equity and debt capital, and closed some of the year’s largest transactions.
His 2008 deal list includes the following:
- $630 million equity and debt recapitalization at 666 5th Avenue - This is sure to be a “Deal of the Year” winner as Michaels performed the near impossible and coordinated with multiple lenders to raise $630 million to recap the retail condominium at 666 5th Avenue. The recap was even more dramatic as owner Charles Kushner was facing a potential default on a $335 million mezzanine payment due July 1, 2008. Unlike some of the other less fortunate, Michaels was able to recap the deal at a near 100% valuation for Kushner.
- 1372 Broadway - Michaels organized and closed this $300 million deal with high net-worth equity investors and a great finance package from Wachovia. SL Green and Wachovia were the sellers.
- 1250 Broadway – Michaels arranged a $175 million first mortgage and $40 mezzanine loan for the acquisition of 1250 Broadway by Murray Hill Properties and Jamestown Properties.
- $500 million of performing, discounted loan acquisition - Michaels, through Carlton’s principal group, Carlton Strategic Ventures (CSV), continued its merchant banking enterprise and selectively acquired $500 million in discounted first mortgage and mezzanine note positions from financial institutions.
- Carlton advised sellers on over $1 billion of residential and commercial loan assets for some of the country’s largest financial institutions. Assets ranged from partially completed townhouses and single family developments to large mezzanine loans secured by hospitality assets. Carlton has been one of the country’s leading loan sales advisors for the last 10 years and this group has continued to flourish as cash-constrained financial institutions look to create liquidity through the sale of loan assets.
Michaels is currently executing approximately $1 billion in confidential New York City transactions, which are comprised of two large, high-profile Manhattan deals scheduled to be announced in early 2009.
In addition, Michaels’ firm, The Carlton Group, completed $4 billion in 2008 transactions including the following:
- Approximately $300 million in four equity and debt transactions located overseas in Latvia, Poland, Croatia and Berlin. Of these transactions, Carlton, working through its Tel Aviv office and Ido Kapner and Neil Bane, a Director in Carlton’s Manhattan office, accessed Canadian pension funds and other international debt and equity sources to complete the acquisition of two ground-up development deals and 5,000 existing apartment units in Berlin.
- $63 Million Bridge Loan – Executive Campus - Arranged acquisition financing for a Class A office park in Fort Lee, NJ;
- $300 Million Equity Financing – Multifamily Portfolio - Arranged $100 million of JV equity for the acquisition of a 3,000 unit Texas multifamily portfolio. Total project capitalization was $300 million;
- $92 Million Acquisition and Mezzanine Financing – 511-541 25th Street - Arranged $65 million first mortgage and $27 million mezzanine loan to finance a 160,000 sf commercial condominium conversion located in the Chelsea Art Gallery District in Manhattan.
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| Re: CSV Opportunistic Debt & Equity, TALF/PPIP Fund, LLC |
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http://www.carltongroup.com/
The Carlton Group is an international real estate investment bank that specializes in equity and debt placement, merchant banking, principal investment activities and commercial and residential loan sales. Our clients include some of the most successful developers and institutions globally. Founded in 1991, Carlton has consummated in excess of $45 billion of transactions since 1998 alone.
Carlton specializes in arranging “low cost” passive, promotable equity for acquisitions and recapitalizations. The firm has unique access to an abundance of overseas and domestic equity capital through its significant relationships with some of the largest investors in the world, as well as with many “off-the-radar” domestic and overseas investors, including institutional and high net worth individuals.
Carlton is widely considered the preferred choice for arranging complex, high-leverage real estate finance transactions. The firm’s superior capital relationships and exceptional analytics and structuring capabilities combine to deliver swift execution on the best possible economic terms for its clients. Carlton is active in all property types, specifically office, residential, hospitality and retail.
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We believe in capital formation via the private placement. We believe that capital is the blood flow of the body-economic. Our goal is to assist people who participate in the capital formation process by bringing an anonymous form and social community to an undeserved market: the capital raiser. Join our community, help bring transparency and accountability to our business.
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