Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story,...

11
CONFIDENTIAL: NOT FOR DISTRIBUTION Information Memorandum ANDERSON MOBILE ESTATES (MIS1388)

Transcript of Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story,...

Page 1: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

CONFIDENTIAL: NOT FOR DISTRIBUTION

Information MemorandumANDERSON MOBILE ESTATES (MIS1388)

Page 2: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

BEFORE READING THIS INFORMATION MEMORANDUM IT IS IMPORTANT THAT YOU FIRST READ THIS DISCLAIMER

THIS INFORMATIONAL MEMORANDUM IS BEING PROVIDED FOR INFORMATION ONLY AND DOESNOT CONSTITUTE AN OFFER TO SELL OR SOLICITATION OF AN OFFER TO BUY SECURITIES OFANDERSON MOBILE ESTATES INC.(THE "COMPANY") IN ANY JURISDICTION. NO SECURITIES AREBEING OFFERED HEREBY AND NO REPRESENTATION IS MADE REGARDING THE REGISTRATION OFANY SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OFANY STATE OR FOREIGN JURISDICTION.

NO INFORMATION CONTAINED IN THIS MEMORANDUM SHOULD BE TAKEN AS CONSTITUTINGAN OFFER OR INVITATION TO SUBSCRIBE FOR OR TO PURCHASE, SELL OR HOLD ANY INTEREST IN,OR GOODWILL OR ASSETS OF, THE COMPANY OR ANY OTHER ENTITY. THE INFORMATIONCONTAINED HEREIN IS SUBJECT TO UPDATING, AMENDMENT AND VERIFICATION. IT SHOULD NOTBE RELIED UPON BY ANY PERSONS FOR ANY PURPOSE. NOTHING IN THIS MEMORANDUM OR INTHE MATERIALS REFERRED TO HEREIN CONSTITUTES OR IS INTENDED TO CONSTITUTE FINANCIALOR OTHER ADVICE AND YOU SHOULD NOT ACT UPON ANY INFORMATION CONTAINED IN THISMEMORANDUM OR IN THE RELEVANT MATERIALS WITHOUT FIRST CONSULTING A FINANCIAL,LEGAL OR OTHER PROFESSIONAL ADVISER.

EACH RECIPIENT, BY ACCEPTING DELIVERY OF THIS MEMORANDUM, AGREES TO HOLD THECOMPANY, ITS OFFICERS, “MEMBERS AND MANAGERS” OR “AND DIRECTORS”, TOGETHER WITHBENCHMARK INTERNATIONAL, ITS OFFICERS, EMPLOYEES, MEMBERS AND MANAGERS, HARMLESSAGAINST ANY CLAIMS, COSTS, EXPENSES OR DAMAGES THEY MAY SUFFER AS A RESULT OF THEIRRELIANCE UPON THE CONTENTS OF THIS MEMORANDUM. REPRODUCTION OF THISMEMORANDUM IS PROHIBITED.

NO PART OF THE CONTENTS OF THIS MEMORANDUM HAS BEEN APPROVED, DISAPPROVED ORRECOMMENDED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIESCOMMISSION NOR HAVE ANY OF SUCH AUTHORITIES PASSED UPON THE ACCURACY ORADEQUACY OF THIS MEMORANDUM. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINALOFFENSE.

IN ADDITION TO THE HISTORICAL INFORMATION CONTAINED HEREIN, THIS MEMORANDUMCONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISK AND UNCERTAINTIES.STATEMENTS CONTAINED IN THIS MEMORANDUM, INCLUDING, WITHOUT LIMITATION,STATEMENTS CONTAINING THE WORDS “BELIEVE,” “ARE OF THE OPINION,” “ANTICIPATE,”“ESTIMATE,” “EXPECT,” AND WORDS OF SIMILAR IMPORT, CONSTITUTE “FORWARD-LOOKINGSTATEMENTS.” FORWARD-LOOKING STATEMENTS ARE NECESSARILY BASED UPON CERTAINESTIMATES AND ASSUMPTIONS. ANY ASSUMPTIONS SHOULD NOT BE CONSTRUED TO BEINDICATIVE OF THE ACTUAL EVENTS WHICH WILL OCCUR. ACTUAL EVENTS ARE DIFFICULT TOPREDICT AND MAY DEPEND UPON FACTORS THAT ARE BEYOND THE CONTROL OF THE COMPANYAND ITS MANAGEMENT. CERTAIN ASSUMPTIONS HAVE BEEN MADE TO SIMPLIFY THEPRESENTATION AND, ACCORDINGLY, ACTUAL RESULTS MAY DIFFER, PERHAPS MATERIALLY, FROMTHOSE PRESENTED. SOME IMPORTANT FACTORS WHICH COULD CAUSEACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN ANY FORWARD-LOOKING STATEMENTSINCLUDE, AMONG OTHERS, THE FOLLOWING: FINANCIAL, MARKET, ECONOMIC OR LEGALCONDITIONS. RECIPIENTS SHOULD CONDUCT THEIR OWN ANALYSIS, USING SUCH ASSUMPTIONSAS THEY DEEM APPROPRIATE, AND SHOULD FULLY CONSIDER OTHER AVAILABLE INFORMATION.

2

THIS MEMORANDUM IS BEING ISSUED BY THE COMPANY WHO HAS AUTHORIZED ITS ISSUE.NOTICE IS GIVEN THAT:

THE INFORMATION RELATING TO THE COMPANY CONTAINED HEREIN HAS BEEN PROVIDED BY THECOMPANY. THIS INFORMATION HAS NOT BEEN INDEPENDENTLY VERIFIED BY BENCHMARK ORANY OTHER PARTY.

THE COMPANY DOES NOT UNDERTAKE TO ACCEPT THE HIGHEST, OR ANY, OFFER AND RESERVESTHE RIGHT TO ACCEPT OR REJECT ANY OFFER FOR ANY REASON. THE COMPANY RESERVES THERIGHT TO NEGOTIATE WITH ONE OR MORE POTENTIAL PARTIES AT ANY TIME AND TO ENTER INTOA DEFINITIVE AGREEMENT FOR A TRANSACTION INVOLVING THE COMPANY WITHOUT PRIORNOTICE TO THE RECIPIENT. THE COMPANY AND BENCHMARK RESERVE THE RIGHT TO TERMINATE,AT ANY TIME, FURTHER PARTICIPATION IN THE INVESTIGATION AND PROPOSED PROCESS BY ANYPARTY, TO MODIFY ANY OF THE RULES OR PROCEDURES SET FORTH HEREIN OR ANY OTHERPROCEDURES WITHOUT PRIOR NOTICE OR ASSIGNING ANY REASON THEREFORE OR TOTERMINATE THE PROCESS CONTEMPLATED HEREBY. THEY RESERVE THE RIGHT TO TAKE ANYACTION, WHETHER IN OR OUT OF THE CONDUCT OF THE COMPANY’S BUSINESSES, OR PROCESSCONTEMPLATED BY THIS MEMORANDUM.

NEITHER THE RECEIPT OF THIS MEMORANDUM NOR ANY INFORMATION (WHETHER WRITTEN,ELECTRONIC OR ORAL) MADE AVAILABLE IN CONNECTION WITH THE PROPOSED SALE OF THECOMPANY OR ITS ASSETS CONSTITUTES , OR IS TO BE TAKEN AS CONSTITUTING, THE GIVING OFINVESTMENT ADVICE BY BENCHMARK, ITS OFFICERS, MEMBERS, OR EMPLOYEES.

ONLY THOSE PARTICULAR REPRESENTATIONS AND WARRANTIES WHICH MAY BE MADE IN A SALEAND PURCHASE AGREEMENT (WHICH WILL NOT CONTAIN ANY REPRESENTATIONS ORWARRANTIES AS TO THIS MEMORANDUM) WHEN AND IF IT IS FINALLY EXECUTED, AND SUBJECT TOSUCH LIMITATIONS AND RESTRICTIONS AS MAY BE AGREED, SHALL HAVE ANY LEGAL EFFECT.ACCORDINGLY NO REPRESENTATIONS OR WARRANTIES ARE GIVEN IN, OR IN RESPECT OF, THISMEMORANDUM OR ANY FURTHER INFORMATION SUPPLIED.

EITHER BENCHMARK OR THE MANAGEMENT OF THE COMPANY WILL ACT AS A PRIMARY POINT OFCONTACT FOR THE RECIPIENT UNLESS SPECIFICALLY AGREED IN WRITING, UNDER NOCIRCUMSTANCES SHOULD RECIPIENT CONTACT OTHER INDIVIDUALS OR EMPLOYEES OF THECOMPANY, OR VISIT ANY SITES USED BY THE COMPANY.

RECIPIENTS OF THIS MEMORANDUM IN JURISDICTIONS OUTSIDE THE UNITED STATES SHOULDINFORM THEMSELVES ABOUT AND OBSERVE ALL APPLICABLE LEGAL REQUIREMENTS IN THEIRJURISDICTIONS. IN PARTICULAR, THE DISTRIBUTION OF THIS MEMORANDUM IN CERTAINJURISDICTIONS MAY BE RESTRICTED BY LAW AND, ACCORDINGLY, RECIPIENTS REPRESENT THATTHEY ARE ABLE TO RECEIVE THIS MEMORANDUM WITHOUT CONTRAVENTION OF ANY UNFULFILLEDREGISTRATION REQUIREMENTS OR OTHER LEGAL RESTRICTIONS IN THE JURISDICTION IN WHICHTHEY RESIDE OR CONDUCT BUSINESS.

Page 3: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

Contents

4

5

6

9

10

Anderson Mobile Estates – MIS1388 3

EXECUTIVE SUMMARY

BACKGROUND & OWNERSHIP

PRODUCTS & SERVICES

FIXED ASSETS

CONCLUSION

Page 4: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

BUSINESS DESCRIPTIONAnderson Mobile Estates, Inc., herein after referred to as “Anderson Mobile” or “the Company,” is a builder and provider of luxury mobile trailers for corporate, recreational, or on-location events. These trailers are customizable and are equipped with extensive ultra high end options

HEADQUARTEREDAustin, Texas

WEBSITEwww.andersonmobileestates.com

MARKET CURRENTLY SERVEDAnderson Mobile’s customers include corporate, high-end, and private ultra wealthy individuals worldwide.

OWNERSHIPThe owners are looking to retire and seek an asset purchase for the equipment in the business. Both owners are willing to stay on for a transitionary period.

KEY FEATURES Strong brand recognition and reputation Outstanding customer service Established and distinguished clientele In-house engineered and customizable units Active patent for on-hand units Recurring monthly revenue

Executive Summary

OPPORTUNITIES Focus on “experiential marketing” by providing a forum

which allows corporations to engage customers in live marketing

Explore mobile housing opportunities Implement additional contract strategies Increase amenity options Expand into new markets such as large festivals and

corporate events

4Anderson Mobile Estates – MIS1388

Page 5: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

Anderson Mobile is a Texas-based corporation established in 2003 by Mr. Ron Anderson, the creator, and Mrs. Natalie Anderson, thesole legal owner. For over three decades, Anderson Mobile has provided “yacht like” qualities and luxuries to individuals with fine tasteseeking remote on-location trailers. Mr. Anderson and his wife are established, successful entrepreneurs having developed and sold twoprevious businesses including Star Trax Celebrity Coaches (“Celebrity Coaches”) prior to starting Anderson Mobile. Celebrity Coacheswas a premier custom coach maker where Mr. Anderson humbly began as the original bus driver. The Company soon expanded to alarge fleet of units and was eventually pursued for acquisition by several desirable competitors including Travel Ways of America. Afterselling Celebrity Coaches in 1999, the family took a year off to sail around the world with their children, and while at sea Mr. Andersonfinalized his concept for a two-story, luxury expanding mobile trailer for high-end individuals and celebrities.

After returning to the United States, Mr. Anderson created Anderson Mobile, obtained patents for his design and proceeded to build aprototype, “The Studio Mobile Estate,” which was later sold to A-List actor, Will Smith. After the sale, Mr. Anderson decided that it wasmore lucrative to provide units available for lease and so a fleet of units were built solely for rental purposes. Anderson Mobile currentlyhas five rental units, four tractors, and several generators. The Company has grown and is now catering to a variety of high-endindividuals in the entertainment and corporate industries.

REGISTRATION

Legal Name – Mobile Living, LLC d/b/a - Anderson Mobile Estates, Inc.

FEI/EIN Number – 20-0242063

Incorporation Date – 9/22/2003

Company Structure – S Corporation

Tax Structure – Pass-Through

Owner % POSITION

Natalie Anderson 100% Chief Financial Officer

Background & Ownership

5

OVERVIEW

Anderson Mobile Estates – MIS1388

Page 6: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

OVERVIEWAnderson Mobile has a fleet of units available for short-term rent or long-term lease, and for sale arrangements. These are all fully customizable trailers; however, Anderson Mobile also has as-is units available for short-term rental customers. The Company has a patent on a design for multi level expandable trailers (#6,302,475) since October 16, 2001. A few of these models including: the Heat, the Lounge, and the Studio can be seen on page 8 of this Memorandum. Customizations can be accommodated for a modification fee, as well as, a fee to revert back to what the unit originally offered. After a lease is completed, the unit returns to the site until leased again. A new customer can lease an existing unit and customize it to include any additions after signing a rental agreement. All modifications are created based on customer specifications and in most cases can be completed within 30 to 90 days.

Products & Services

6Anderson Mobile Estates – MIS1388

Anderson Mobile also provides complete unit build outs for customers who want a long-term lease. Completion can take anywhere from six months to a year depending on complexity. Each project begins with the creation of a story board, tailored on individualized customer preference, which displays all of the interior features and prices. Every inch of the open concept living space is purposed to fit each customer’s personal style, needs and wants. Each customer can choose between extensive selections of exotic woods, fine leather, audio and visual, and hard surface tops. After these decisions have been finalized, the actual construction of the interior begins. All of the building is done in-house, or by subcontractors. In the event no shell is available or a build-out requires extensive complexity, then build-out can take about a year and a half until completion.

Anderson Mobile’s leases provide a full-service package and include a driver, fuel, and a certain amount of generator hours available for a fixed fee. The customers typically write one check and Anderson Mobile “deals with the rest.” In regards to year-end 2016 revenues, rental revenues accounted for 97% of revenues, commissions accounted for 2%, and servicing accounted for the last 1% of revenue.

The Company has noticed that customers prefer to lease these units for long periods of time as opposed to purchasing. The standard pricing package starts at $650 thousand per year and includes 20 thousand miles and 2 thousand hours on a generator.

Page 7: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

i

PRODUCTS & SERVICES

7

AVAILABLE MODELS - RENTAL

THE HEAT

THE LOUNGE

THE STUDIO

Anderson Mobile Estates – MIS1388

THE SOUTHERN

THE HOLLYWOOD

Page 8: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

PRODUCTS & SERVICES

8

AVAILABLE MODELS - RENTAL

Anderson Mobile Estates – MIS1388

Page 9: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

FINANCIAL PERFORMANCE

FIXED ASSETSA summary of the Company’s main fixed assets as of 2019 are listed below. Anderson Mobile uses the accelerated depreciation method for tax purposes on these assets. The Estimated Market Value is based on seller’s estimate of assumed market value including allmodifications and renovations to each unit. For a complete depreciation list, please contact Benchmark International.

ITEM ESTIMATED MARKET VALUE

Freightliner Argosy #4797 $55,000

Kenworth T2000 #8200 $45,000

Anderson “The Studio” #6042 $1,400,000

Anderson Skymaster “The Heat” #0006 $1,800,000

Anderson “Baby Girl” #6043 $1,400,000

Anderson “The Aspen” #6046 $1,400,000

Kenworth T700 #6551 $65,000

Trailmobile R103 #1319 $8,000

Anderson Free Spirit #0002 $2,000,000

Kenworth T700 #6108 $60,000

Anderson Golf Trailer #8008 $250,000

Great Dane 700 #1277 $8,000

Anderson One-Story #0009 $800,000

35Kw Diesel Generator Power Tech & Tractor Mount $25,000

35Kw Diesel Generator Power Tech & Tractor Mount $25,000

60Kw Diesel Generator Martin & Tractor Mount $40,000

70Kw Diesel Generator and Sound Box Tractor Mount $60,000

Spare Parts $25,000

Multi-Level Expandable Trailer Patent - No. 6302475 $5,000,000

TOTAL $12,148,000

9Anderson Mobile Estates – MIS1388

Page 10: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

We strongly recommend that your next step is for Benchmark International to arrange a

meeting with Anderson Mobile Estates. At the meeting, you and the seller will discuss the

opportunity to further evaluate if the acquisition meets both parties’ strategic goals. Please

contact J.P. Santos or Maxim Belov directly to arrange this meeting.

Conclusion

10

J.P. SantosP: 512.347.2000 | DD: 512-861-3309E: [email protected]

Maxim BelovP: 512.347.2000 | DD: 512-861-3323

E: [email protected]

Anderson Mobile Estates – MIS1388

Page 11: Information Memorandum › shared › listings › 174 › ...finalized his concept for a two-story, luxury expanding mobile trailer for high-end individualsand celebrities. After

2009 SOUTH CAPITAL OF TEXAS HWY

SUITE 300 | AUSTIN | TEXAS | 78746

T. 512.347.2000

[email protected]

WWW.BENCHMARKCORPORATE.COM