PPB Capital Partners - Berkshire Webinar Replay

Our exclusive webinar with Berkshire was recorded and is now available for your view. Learn about the firm and its compelling private lending strategy, which is holding a final close by year-end.

PPB’s CMS program provides exclusive access to this institutional strategy through December 2024.

Introductions 0:00
About PPB 1:00
Capital Markets Solutions program and manager partnerships 2:30
About Berkshire Residential 5:00
Debt experience and evolution 8:35
Fund raise and strategy specifics 9:40
MF1 Specifics 14:35
Loan structure and process 16:35
Loan origination to securitization 23:37
Case study example 37:10

PPB Disclosure: Information presented is for educational purposes only, are subject to change from time to time and does not intend to make an offer or solicitation for the sale or purchase of any specific securities, investments, or investment strategies. Investments involve risk and unless otherwise stated, are not guaranteed. Be sure to first consult with a qualified financial adviser and/or tax professional before implementing any strategy discussed herein. Past performance is not indicative of future performance.

Berkshire Disclosures: a)Target & Projected performance is neither a guarantee nor a prediction of future results. Projected Fund-level IRR, MOIC and distribution yield are calculated using fund-level cash flows. For the Fund’s retained position in its securitizations, the cashflows are inclusive of cash flows for loans intended for securitization during the loan aggregation period. Material assumptions in Berkshire’s fund models for the Direct Lending Funds (BBLI I, BBLI II, BBLI II-A) and the K-Program Debt Funds (FF Co-Investment Fund, Debt Fund II, Debt Fund III) include the General Partner’s best estimate of maturity dates for the underlying loans (subject to prepayment and extension variability) and the deployment of capital into hypothetical investments through the remainder of the Fund’s investment period (if applicable). Material assumptions in Berkshire’s fund models for the Value Funds (Fund I, Fund II, Fund III, BMEF (Value-Add), Fund IV and Fund V) include the hypothetical capital deployment timeline, targeted returns for hypothetical investments, the fund’s liquidation timeline and the exit cap rates for existing investments. The Berkshire-sponsored funds in which these investments were made charge fund-level fees and expenses in accordance with relevant governing documents, including potential carried interest payments that are calculated using a pooled distribution waterfall. As such, net returns represent returns net of management fees and fund expenses.

Additionally, the General Partner believes that its projected IRR reflects, in part, a measure of risk the Fund will be taking with respect to the investments it makes, and the targeted IRR is based on information and assumptions that the Investment Manager believes to be reasonable. The projected gross return is “gross of fees,” meaning it does not reflect the deduction of any fund-level expenses, investment management fees or carried interests, which may be substantial in the aggregate. The projected net return was calculated based on an IRR methodology net of fund-level expenses, investment management fees and carried interest. Important risk factors are set forth in the Fund’s PPM, (Section X, Risk Factors), and should be considered carefully by prospective investors.

Use of targeted or projected performance is hypothetical, does not reflect investment returns actually achieved by the Fund(s), and is provided for illustrative purposes only. As such, these results have inherent risks and limitations, and investors are cautioned against giving undue reliance to any hypothetical performance provided herein. Such hypothetical returns reflect Berkshire’s estimates of future performance based on various assumptions regarding current and future market conditions, many of which are beyond Berkshire’s control. Projections or targets are calculated using financial models that make assumptions about various factors, all of which are described in more detail in the footnotes to this document. While Berkshire believes that the assumptions used in its models are reasonable in light of current and anticipated market conditions, there can be no assurance that such assumptions will be accurate or that the actual performance achieved by the Fund or any of its investments will track the projections or targets provided by Berkshire. Depending on market conditions, and other material economic factors, the actual performance achieved by the Fund or any particular investment in the Fund could be substantially lower than the projections or targets provided herein and in the Fund’s offering documents. Such projections are targets and are not a promise or guarantee of future performance and should not be relied upon as such. The actual performance achieved by the Fund may differ significantly from any hypothetical performance provided by Berkshire in its offering materials.

b)Projected Gross IRR is calculated using investment-level cashflows from the inception date of each of the underlying loans that comprise each securitization. Net investment-level returns are calculated by applying the respective fund’s gross-net spread to each Gross Investment Leveraged IRR and subtracting that amount from the Gross Investment Leveraged IRR. The gross-net spread represents the difference between the respective fund’s Total Gross Investment Leveraged IRR and its Net Leveraged IRR. A simple illustration of this methodology is a fund that has a Total Gross Investment Leveraged IRR of 10% and a Net Leveraged IRR of 9% as of the measurement date, would generate a gross-net spread of 1%. Applying this gross-net spread to an investment with a Gross Investment Leveraged IRR of 20% would yield a Net Investment Leveraged IRR of 19%. While we believe this methodology provides a reasonable representation of the fee impact on investment-level returns, actual gross-net spread and net return results may vary depending on several factors, including leverage levels, fee assumptions and the actual performance of a particular investment. The impact to each investment’s Gross Investment Leveraged IRR within a specific fund will be the same; this methodology does not consider individual hold period, investment performance or size of the investment. Investors should use caution when reviewing individual Net Investment Leveraged IRRs and should also consider both actual and projected gross and net returns for the respective fund when reviewing investment performance.

c)The Credit Funds’ 2013-vintage Fund I and Value Add Funds’ 2011-vintage BMEF (Value-Add) were executed in an SMA format

d)Represents the SMA investment solutions the Firm has executed since inception of the Firm’s institutional fund business through June 30, 2023

e)Target and past performance are neither a guarantee nor a prediction of future results. The investments included in Berkshire’s historical track record may not be similar to those of any contemplated future fund or vehicle and therefore may be materially different in geographic composition, vintage, affordability, or investment strategy each of which may impact the performance metrics provided. Berkshire’s detailed track record is available upon request

Please note that a detailed track record with all property-level returns is available upon request. The investment performance endnotes provided in this document correspond to the roman numerals on the investment performance slides. Additional endnotes are referenced in the detailed track record. Past and projected performance are neither a guarantee nor a prediction of future results. The investments included in Berkshire’s historical track record may not be similar to those of any contemplated future fund or vehicle and therefore may be materially different in geographic composition, vintage, affordability, or investment strategy each of which may impact the performance metrics provided.

Since 1991, Berkshire has sponsored 24 institutional residential real estate funds, including Wynwood 29 JV, LLC (“Wynwood 29”), Berkshire Bridge Loan Investors-MF1 III, L.P. (“Bridge Loan Investors-MF1 III”), BVF-V Columbus Portfolio Co-Investment, L.P. (“Columbus Co-Investment”), BVF-V Journey Co-Investment, L.P. (“Journey Co-Investment”), BVF-V Sophia Co-Investment, L.P. (“Sophia Co-Investment”), Berkshire Bridge Loan Investors II-A L.P. (“Bridge Loan Investors II-A”), Berkshire Multifamily Debt Fund III, L.P. (“Credit Fund III”), Berkshire QR Multifamily Investment Program (“Berkshire QR”), BVF-V W3 Co-Investment II, L.P. (“W3-2 Co-Investment”), BVF-V W3 Co-Investment, L.P. (“W3-1 Co-Investment”), Berkshire Value Fund V, L.P. (“Fund V”), Berkshire Bridge Loan Investors II L.P. (“Bridge Loan Investors II”), PBOne-OP, L.L.C. (“PBOne”), Berkshire Bridge Loan Investors I, L.P. (“Bridge Loan Investors I”), Berkshire Senior Housing Fund I, L.P. (“Senior Housing Fund I”), Berkshire Multifamily Debt Fund II, L.P. (“Credit Fund II”), Berkshire Multifamily Value Plus Fund IV, L.P. (“Fund IV”), Berkshire Multifamily Income Realty Fund, L.P. (“Berkshire Core Fund”), Berkshire Multifamily USA Property Partners, LP (“BMUSA”), Mass Seaport, L.P. (“Seaport”), Berkshire FF Multifamily Co-Investment Fund, L.P. (“Credit Fund I”), Berkshire Multifamily Value Plus Fund III, L.P. (“Fund III”), Berkshire Multifamily Equity Fund (“BMEF (Value-Add)” and “BMEF (Core)”), Berkshire Multifamily Value Fund II, L.P. (“Fund II”), Berkshire Multifamily Value Fund, L.P. (“Fund I”) and two publicly-traded multifamily REITs, Berkshire Realty Company, Inc. (“BRI”) and Berkshire Income Realty, Inc. (“BIR”). In October 1999, BRI was merged with and into Berkshire Realty Holdings, L.P. (“BRH”), a partnership formed by Berkshire, Goldman Sachs and The Blackstone Group, whereupon BRH acquired all of the assets and liabilities of BRI. In November 2004, Aptco Holdings, L.L.C. (“Aptco”), a private multifamily partnership formed by affiliates of Berkshire, acquired its initial multifamily assets in conjunction with the liquidation of BRH. In July 2021, a combination of Aptco and BIR investments were contributed to DK BIR LLC (“DK”) and GK BIR LLC (“GK”), with Aptco liquidating shortly thereafter.

For the funds fully realized as of June 30, 2024, the Fund-Level Performance Summary includes the realized returns calculated from the date of their formation through date of their full realization. For the funds unrealized as of June 30, 2024, the Fund-Level Performance Summary includes projected returns calculated with actuals from the date of their formation through June 30, 2024 and projected activity thereafter through the remainder of the fund’s life. Berkshire believes that the assets presented represent all original residential real estate acquisitions made by Berkshire since 1991. For the 23 properties that were originally acquired by BRI, BRH or BIR from an entity affiliated with Berkshire, the financial and performance data include information only for the periods of ownership by BRI, BRH or BIR and excludes any performance information prior to the ownership by those entities.

The financial and performance data exclude information for properties that were originally acquired by affiliates of Berkshire between 1966 and 1991, except to the extent, and for the period that those properties were owned by BRI, BRH or BIR. The performance data exclude seven commercial assets that were owned by BRI from 1991 through 1998, as the ownership of commercial assets is not consistent with the residential real estate investment strategy of Berkshire’s current funds. The performance data do not include three land parcels and three developments that were owned by BRI and BRH from 1994 through 2002, as those assets were ground-up developments that were completed by an internal development group that is no longer employed by Berkshire. That development strategy is not consistent with the development strategy of the current funds, which is based on the acquisition of partially-entitled developments that are expected to be owned in joint venture and developed with partners that have development experience in the local markets.

For the purposes of calculating the investment performance, the financial data and performance results include the operating performance for each investment from the date of acquisition through June 30, 2024. The performance data for the investments owned in joint ventures have been adjusted to reflect each entity’s ownership in the underlying assets in the respective performance tables.

In considering the performance information contained in this Memorandum, prospective investors should bear in mind that past or expected performance of these investments is not necessarily indicative of future results for other investments, and there can be no assurance that the Fund or any other Berkshire fund, contemplated future fund or investment vehicle will achieve similar returns or that the returns will actually be achieved. In addition, while the returns are based on assumptions that Berkshire believes are reasonable under current market conditions, the actual return on Berkshire’s investments will depend on, among other factors, future operating results and market conditions, the timing and manner of sale, the value of the assets at the time of disposition and any related transaction costs, as well as the volatility of the global financial markets at the time of disposition, all of which may differ from the assumptions on which Berkshire’s financial and performance data are based. Accordingly, the actual performance of these investments may differ materially from the information presented herein and may result in a partial or total loss of capital.

i.“Number of Investments” includes all investments made by each entity, including joint venture investments made with affiliated Berkshire entities. Where appropriate, the subtotal and total amounts have been adjusted to appropriately reflect joint venture investments made between Berkshire entities, including those described in endnote xiv.

ii. “Acquisition Price” or “Total Gross Investments” represents the contract price, including closing costs, for all assets, with the exception of 21 assets contributed to BRI or BIR at the respective times of their formation from entities affiliated with Berkshire and seven assets that were originally acquired as mortgage loans that were converted to real estate ownership. For the 21 contributed assets, Acquisition Price represents the contributed values at the time of contribution, as determined by independent third‑party appraisals. In the aggregate, the contributed values exceeded the initial acquisition costs of the assets. For the seven mortgage loans acquired by BRI, described in endnote xv, Acquisition Price represents an allocation of the total purchase price for the two pools of mortgage loans, including applicable closing costs. For development investments, the Acquisition Price reflects construction costs incurred as of June 30, 2024.

iii. “Realized Proceeds’” represents the unleveraged cash flow generated by each property from the acquisition or contribution date through June 30, 2024, including the sales prices

iv. “Unrealized Proceeds” represents the pro forma cash flow generated by a hypothetical sale as of June 30, 2024, for assets that have not been sold as of June 30, 2024 (“Unrealized Investments”). Such cash flows include each asset’s disposition value (“Disposition Value”) and any necessary closing adjustments required at the time of sale. The Disposition Value represents the estimated fair value as determined by appraisals prepared by an independent valuation firm or the general partner, where applicable, as of June 30, 2024, using generally accepted valuation techniques and methods that include, among other procedures, a discounted cash flow method and direct capitalization method using estimated net operating income and cash flow based on an analysis of market rent, occupancy and operating expenses, as well as assumptions on revenue and expense growth rates, discount rates and capitalization rates, among other assumptions, as well as analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties. There can be no assurance that unrealized investments will be realized at the appraised valuations used in the performance calculations, as actual realized sales proceeds will depend on, among other factors, future operating results, the market conditions at the time of disposition, the timing and manner of sale and any related transaction costs, all of which may differ from the assumptions on which the appraised valuations, were based.

v. “Gross Unleveraged IRR” was calculated based on the quarterly cash flow generated by each property, using historical financial information for each property from its acquisition or contribution date through the quarter ended June 30, 2024, including the cash flows associated with the Acquisition Price and Sales Value or Disposition Value. Quarterly operating cash flow for each property includes NOI, which reflects a management fee, less ordinary and rehabilitation capital expenditures. For the purposes of calculating the performance results, the quarterly cash flows were reflected as if they occurred on each quarter end date. Disposition Values for Unrealized Investments and any necessary closing adjustments were included in the performance calculations as of April 1, 2024. All “gross” numbers depicted herein are “gross of fees,” meaning that they do not reflect the deduction of any fund- level expenses, investment management fees or carried interests, which may be substantial in the aggregate. More detailed information about the financial and performance data contained herein is available upon request.

vi. “Gross Leveraged IRR” was calculated based on the quarterly leveraged cash flow for each asset after debt service payments of principal and interest as required by their respective mortgages for all funds except BRI and BRH. To the extent that any fund-level credit facility was used to provide temporary financing or funded rehabilitation capital for Fund II and Fund I assets, such proceeds and applicable interest expense were allocated to the assets and included in the leveraged cash flows. Gross Leveraged IRRs for BRI and BRH were calculated on the quarterly leveraged cash flow on a pro forma basis, assuming that each asset was leveraged at 65% of the Acquisition Price, on an interest-only basis, with a fixed interest rate of 140 basis points over the US Treasury Rate (5-, 7-, or 10-year), as published at the time of acquisition, corresponding to the actual hold period of the asset. In the event that the actual hold period did not match a specific US Treasury Rate, the rate for the next incremental term security was used. The pro forma weighted average interest rate for the Realized Investments was approximately 7.6%. The leveraged cash flow represents the cash flow generated by each property from the acquisition or contribution date through June 30, 2024, including Sales Value or Disposition Value and related closing adjustments, adjusted for loan proceeds and related principal and interest payments. For the purposes of calculating the performance results, the quarterly cash flows were reflected as if they occurred on each quarter end date. Disposition Values for Unrealized Investments and any necessary closing adjustments were included in the performance calculations as of April 1, 2024. All “gross” numbers depicted herein are “gross of fees,” meaning that they do not reflect the deduction of any fund-level expenses, investment management fees or carried interests, which may be substantial in the aggregate. More detailed information about the financial and performance data contained herein is available upon request.

vii. “Gross MOIC” represents the actual gross leveraged cash flow generated by each asset divided by the Invested Capital (where “Invested Capital” means the actual equity invested for all funds except BRI and BRH and reflects 35% of Acquisition Price, based on the leverage assumptions described in endnote vi for BRI and BRH). The Gross MOIC for BRI and BRH is based on pro forma leveraged cash flow described in endnote vi. All “gross” numbers depicted herein are “gross of fees,” meaning that they do not reflect the deduction of any fund-level expenses, investment management fees or carried interests, which may be substantial in the aggregate. More detailed information about the financial and performance data contained herein is available upon request.

viii. “Net Leveraged IRR” was calculated based on an IRR methodology net of fund-level expenses, investment management fees and carried interest. The Net Leveraged IRR is computed on a since-inception basis using annual compounding based on the actual dates of capital contributions received from and distributions made to investors and includes the net asset value of each fund as of June 30, 2024. Net asset value (“NAV”) includes the assets and liabilities of each fund as of June 30, 2024 and reflects real estate investments at estimated fair values as determined by appraisals prepared by an independent valuation firm or the general partner, as described in endnote iv. Since each fund has specific fund-level fee arrangements and incentive allocation plans, the net returns presented for each fund are not comparable to each other and are not indicative of the expected spread between gross and net return results for future fund offerings.

ix. “Net MOIC” represents the total distributions made to investors, net of expenses, investment management fees and carried interest, if applicable, including the NAV as of June 30, 2024, divided by the capital contributions made by investors as of June 30, 2024.

x. “Recently Acquired Investments/Early Stage Development” represents assets that have been owned and operated for a period less than six months as of June 30, 2024. Such assets are in the early stages of the value creation period and may be repositioned from an operating and capital improvement perspective. Accordingly, such assets have been reflected at historical cost and excluded from the performance calculations as the performance results would not be meaningful due to the abbreviated ownership period. For Bridge Loan Investors I, “Recently Originated” includes bridge loan investments intended for aggregation into a securitization as well as any securitization executed within the last 6 months ended June 30, 2024.

xx.Asset is in joint venture with an unaffiliated entity. The financial and performance data reflects the performance for the asset has been revised to reflect the partnership’s joint

venture ownership interest. Where applicable, the value of any promoted interest due to the general partner of the joint venture, based on the terms of the respective joint venture agreements, was calculated based on the Disposition Value of the asset and included in the closing adjustments in the performance calculations as of June 30, 2024.

xxiii. NoMa is owned through a joint venture between Fund II, BIR and an unaffiliated third party. Fund II and BIR have ownership interests in the property of 60% and 30%, respectively. For the purposes of presenting the financial and performance data in the performance tables, the asset has been included in the portfolio of each joint venture partner. The financial and performance data presented herein has been adjusted to reflect each joint venture partner’s ownership interest in the property.

xxiv. “Florida Joint Venture” represents JV BVF/Aptco, L.L.C. which is a joint venture between Fund I and Aptco, where each joint venture partner has a 50% ownership interest in the underlying assets. For the purposes of presenting the financial and performance data in the performance tables, Florida Joint Venture has been included in the portfolio of each joint venture partner. The financial and performance data presented in each joint venture partner’s investment performance summary herein has been adjusted to reflect each joint venture partner’s ownership interest in Florida Joint Venture and reflects any applicable allocation of fund level debt used in conjunction with the joint venture partner’s investment in Florida Joint Venture.

xxvii. Acquired as an entitlement-ready development whereby the developer had secured the appropriate permits prior to investment by Berkshire. These assets are currently in development or lease-up phase, but have yet to achieve full stabilization as a property from an operations or capital improvement perspective. The Disposition Value reflects the estimated fair value as determined by appraisals prepared by the General Partner as of June 30, 2024 and includes recognition of a portion of the development profits based on the asset’s level of completion. The significant value increase in conjunction with the short holding period results in unleveraged and leveraged returns which exceed Berkshire’s estimated returns.

xxxii. Berkshire Multifamily Equity Fund, L.P., a separate account, was restructured as of September 2016 and converted from a closed-end value-add fund to an open-end core fund at the direction of the client. The restructuring included a payout of the general partner’s promote and restructuring of investment management fee to reflect fees appropriate for open-end core vehicles. For purposes of the investment performance, BMEF (Value-Add) assumes a disposition of all assets as of December 31, 2016 at their respective fair market values at the time of the portfolio conversion for the value-add fund time period. The performance for BMEF (Core) assumes an acquisition of all assets as of December 31, 2016 at their respective fair market values at the time of the portfolio conversion for the core fund time period.

xxxiii.BMEF (Core), Berkshire Core Fund, DK and GK’s returns are reported on a time-weighted basis. Inception through June 30, 2024, BMEF (Core) had gross and net fund-level average annual returns of 10.59% and 9.44%, respectively. Inception through June 30, 2024, Berkshire Core Fund had gross and net fund-level average annual returns of 5.37% and 4.63%, respectively. Inception through June 30, 2024, DK had gross and net fund-level average annual returns of 9.11% and 7.97%, respectively. Inception through June 30, 2024, GK had gross and net fund-level average annual returns of 12.78% and 11.62%, respectively. The aforementioned vehicles’ net returns are derived using actual management fees, performance fees and expenses charged by the vehicles. Net returns for individual investors may vary. Additional information regarding BMEF (Core), Berkshire Core Fund, DK and GK’s returns are available upon request.

xxxiv.Fund IV co-investment equity is included in ‘invested equity’ but excluded for purposes of the performance metrics shown. The performance metrics for the 3 Fund IV co-investments are as follows: KJ 08 has gross and net realized returns of 15.5% and 13.6%, K 726 has gross and net realized returns of 21.5% and 18.4%, and K 728 has gross and net realized returns of 22.9% and 19.5%, respectively.

xxxv. Fund V acquired 5 portfolios of multifamily investments that required co-investment capital. (1) Sophia Coinvestment has gross and net projected returns of -0.9% and -1.5%, (2) Columbus Coinvestment has gross and net projected returns of 10.3% and 9.9%, (3) Project Journey is n/m, (4) W3 2.0 Coinvestment has gross and net projected returns of 9.7% and 9.1% and (5) W3 1.0 Coinvestment has gross and net projected returns of 19.1% and 17.9%, respectively. The aforementioned vehicles’ net returns are derived using actual management fees, performance fees and expenses charged by the vehicles. Net returns for individual investors may vary. Additional information regarding the Fund V Co-investments are available upon request.

xxxvi. Projected performance is neither a guarantee nor a prediction of future results. Projected Fund-level IRR, MOIC and distribution yield are calculated using fund-level cash flows. For the Fund’s retained position in its securitizations, the cashflows are inclusive of cash flows for loans intended for securitization during the loan aggregation period. Material assumptions in Berkshire’s fund models for the Credit Funds (FF Co-Investment Fund, Debt Fund II, Debt Fund III) include the General Partner’s best estimate of maturity dates for the underlying loans (subject to prepayment and extension variability) and the deployment of capital into hypothetical investments through the remainder of the Fund’s investment period (if applicable). The Berkshire-sponsored funds in which these investments were made charge fund-level fees and expenses in accordance with relevant governing documents, including potential carried interest payments that are calculated using a pooled distribution waterfall. As such, net returns represent returns net of management fees and fund expenses. The investment management fee percentage applied to the fund model represents a weighted average of the actual investment management fee percentage applicable to each commitment that comprises the Fund’s total capital commitments in accordance with relevant governing documents, including side letters, of such Berkshire-sponsored fund. The carried interest or performance fee applied to the fund model is calculated using the actual carried interest or performance fee terms applicable to each commitment that comprises the Fund’s total capital commitments that are subject to the fee in accordance with relevant governing documents, including side letters, of such Berkshire-sponsored fund.

Additionally, the General Partner believes that its projected IRR reflects, in part, a measure of risk the Fund will be taking with respect to the investments it makes, and the targeted IRR is based on information and assumptions that the Investment Manager believes to be reasonable. The projected gross return is “gross of fees,” meaning it does not reflect the deduction of any fund-level expenses, investment management fees or carried interests, which may be substantial in the aggregate. The projected net return was calculated based on an IRR methodology net of fund-level expenses, investment management fees and carried interest. Important risk factors are set forth in the Fund’s PPM, (Risk Factors), and should be considered carefully by prospective investors.

The information contained herein is provided for informational and discussion purposes only and is not and may not be relied on in any manner as legal, tax or investment advice or as an offer to sell or a solicitation of an offer to buy an interest in Berkshire Bridge Loan Investors-MF1 III, L.P., any Berkshire fund, contemplated future fund or investment vehicle (the “Funds”). A private offering of interests in the Funds will only be made pursuant to the Funds’ Confidential Private Placement Memorandum (the “Memorandum”) and the Funds’ subscription documents, which will be furnished to qualified investors on a confidential basis at their request for their consideration in connection with such offering. The information contained herein will be qualified in its entirety by reference to the Memorandum, the Funds’ limited partnership agreement, and the other agreements and documents referred to therein, which contain additional information about the investment objective, terms and conditions of an investment in the Funds. Nothing contained herein shall be deemed to be binding against, or to create any obligations or commitment on the part of, any potential investor, the Funds or their Affiliates. The Funds’ sponsor reserves the right, in its sole and absolute discretion, with or without notice, to alter the terms or conditions of the Funds and/or to alter or terminate the potential investment opportunity described herein. No person has been authorized to give any information or make any representation or warranty regarding the subject matter hereof, either express or implied, and, if given or made in this document, in other materials or verbally, such information, representation or warranty cannot and should not be relied upon, nor is any representation or warranty made as to the accuracy, content, suitability or completeness of the information, analysis or conclusions or any information furnished in connection herewith contained in this document.

Statements made herein include forward-looking statements. Examples of forward-looking statements include, but are not limited to, estimates with respect to financial condition, results of operations, and success or lack of success of the Funds and investments described in this document. All are subject to various factors, including but not limited to general and local economic conditions, changing levels of competition within certain industries and markets, changes in interest rates, changes in legislation or regulation, and other economic, competitive, governmental, regulatory and technological factors affecting the Fund and the investments, any or all of which could cause actual results to differ materially from projected results. These statements, including those relating to future financial expectations, involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements.

Investment in the Funds will involve significant risks, including loss of the entire investment. Before deciding to invest in the Funds, prospective investors should read the Memorandum and pay particular attention to the risk factors contained in the Memorandum. Investors should have the financial ability and willingness to accept the risks characteristic of investments in entities such as the Funds. Each prospective investor should consult its own attorneys, business advisors and tax advisors as to the legal, business, tax and related matters concerning the information contained herein.

Prospective investors should bear in mind that target performance is not indicative of future results, and there can be no assurance that the Funds will achieve comparable results or that target returns will be met. Each prospective investor will have the sole responsibility for verifying the accuracy of all information furnished in this document and in any other due diligence information furnished to a prospective investor, and each prospective investor shall have the sole responsibility for determining the value of the potential investment based on assumptions said prospective investor believes to be reasonable. There shall be no recourse against any of the Funds, its sponsor or their respective affiliates in the event of any errors or omissions in the information furnished, the methodology used, the calculations of values or conclusions.

The case studies included in this presentation are for illustration purposes only. The case studies represent bridge loans that have been closed or may close in the near term based on our internal analysis and initial feedback from borrowers. It should not be assumed that the Fund will ultimately make an investment in these bridge loans or that the potential investments themselves will be profitable.

The information contained in this document is not intended to represent the rendering of accounting, tax, legal or regulatory advice. A change in the facts or circumstances of any transaction could materially affect the accounting, tax, legal or regulatory treatment for that transaction. The ultimate responsibility for the decision on the appropriate application of accounting, tax, legal and regulatory treatment rests with the investor and his or her accountants, tax and regulatory counsel. Potential investors should consult, and must rely on their own professional tax, legal and investment advisors as to matters concerning the Funds.

This document is provided for your internal use only. The information contained herein must be kept strictly confidential and may not be reproduced or redistributed in any format without the approval of the Funds’ sponsor. Each investor and prospective investor (and each employee, representative or other agent thereof) may disclose to any and all persons, without limitation of any kind the tax treatment and tax structure of the Funds and their investments and all materials of any kind (including opinions or other tax analyses) that are provided to such investor or prospective investor relating to such tax treatment and tax structure; provided, however that such disclosure shall not include the name (or other identifying information not relevant to the tax structure or tax treatment) of any person and shall not include information for which nondisclosure is reasonably necessary in order to comply with applicable securities laws. Although the information provided herein has been obtained from sources which Berkshire believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. Berkshire and its affiliates shall not be liable for any damages arising out of any inaccuracy contained in this document.

The opinions expressed herein represent the current, good faith views of Berkshire at the time of publication and are provided for limited purposes. The information presented herein has been developed internally and/or obtained from sources believed to be reliable; however, Berkshire does not guarantee the accuracy, adequacy or completeness of such information. Predictions, opinions, classifications, use of common industry terms, and other information contained herein are subject to change continually and without notice of any kind and may no longer be true after the date indicated. Any forward-looking statements speak only as of the date they are made, and Berkshire assumes no duty to and does not undertake to update forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Actual results could differ materially from those anticipated in forward-looking statements.

Berkshire provides investment management services to advisory clients that invest in the residential housing sector. In respect of its investment management services, Berkshire may receive performance-based compensation from such advisory clients. Accordingly, Berkshire may financially benefit from the appreciation of residential housing units.

There is no guarantee that the proposed bridge loan strategy referenced herein will have the same terms or similar performance of Berkshire’s prior bridge loan strategy.

AUM for our Bridge Loan II and II-A investment vehicles as it relates to the co-investment vehicle represents their ownership share of the gross loans receivable of the co-investment vehicle, not their share of the net asset value in the co-investment vehicle, to most accurately reflect the assets we manage in the strategy. Berkshire’s regulatory asset under management reported as instructed on Form ADV as of 12/31/2022 was approximately $23B.

The investments underlying this financial product do not take into account the EU criteria for environmentally sustainable economic activities.

Notice to investors in Australia

Berkshire is exempt from the requirement to hold an Australian financial services licence under the Corporations Act 2001 (Cth) in respect of the financial services provided in this document and is regulated by the SEC under US laws, which differ from Australian laws.

Notice to investors in Hong Kong

You are advised to exercise caution in relation to the offer. If you are in any doubt about any of the contents of this document, you should obtain independent professional advice.

This document and its contents have not been reviewed by any regulatory authority in Hong Kong. Accordingly, no person may issue any invitation, advertisement or other document relating to the interests in the Fund whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the interests in the Fund which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) and the Securities and Futures (Professional Investor) Rules made thereunder.

Notice to investors in Israel

Investments in our funds (“Interests”) are only being offered, in the state of Israel, based on an exemption under the Israeli Securities Law, 1968 (the “Securities Law”) and the Joint Investment Trusts Law, 1994. The offering of the Interests does not therefore constitute an offer made to the public in Israel within the meaning given to it in such legislation. The Interests are being offered only to investors listed in the first schedule of the Securities Law and to no more than 35 retail investors.

The Interests have not been registered and a prospectus was not issued under the Securities Law and our funds are not regulated under the provisions of the Joint Investment Trusts Law, 1994. Neither the Interests nor the advertising materials about our funds have been approved by any Israeli authority. No action has been or will be taken in the state of Israel that would permit a public offering of the Interests or distribution of offering material in connection with the Interests to the public in Israel. It is the responsibility of any person wishing to purchase Interests to satisfy himself as to the full observance of the laws of the state of Israel in connection with any such purchase, including obtaining any governmental or other consent, if required.

Neither our funds nor its advisers are licensed under the Regulation of Investment Advice, Investment Marketing and Portfolio Management Law, 1995, and the information regarding our funds do not constitute investment advice or investment marketing as defined therein. In making an investment decision, investors must only rely on their own examination of a fund and the terms of the offering, including the merits and risks involved, and should seek advice from appropriate advisors with respect to the legal, accounting, tax and financial ramifications of purchasing Interests.

Notice to investors in South Korea

Neither Berkshire Bridge Loan Investors-MF1 III, L.P., nor Berkshire Property Advisors is making any representations with respect to the eligibility of any recipients of this Fund to acquire an interest therein under the laws of Korea, including but without limitation the Foreign Exchange Transaction Act and Regulations thereunder. An investment may only be offered to Qualified Professional Investors, as such term is defined under the Financial Investment Services and Capital Markets Act, and none of the interests may be offered, sold, or delivered, or offered or sold to any person for re-offering or resale, directly or indirectly, in Korea or to any resident of Korea except pursuant to applicable laws and regulations of Korea.

Notice to investors in The UAE

The information in this document does not constitute, or form part of, any offer to sell or issue or the solicitation or promotion of any offer to purchase shares or any other securities. The information contained herein has been prepared for circulation only to the recipient and it is not intended for use by any other person. It is a highly confidential communication. By accepting delivery of this document, the recipient pledges to use the document solely for the stated purpose and not to share it with any other person. By receiving this material, the recipient acknowledges and agrees that the contents of this material have not been approved, disapproved or passed in any way by the Central Bank of the UAE, the SCA or any other authority in the UAE, nor has the entity received authorization or licensing from the Central Bank of the UAE, the SCA or any other authority in the UAE. The information contained herein is for “information purposes” only and is subject to amendment.

Notice to investors in the Kingdom of Saudi Arabia

This document may not be distributed in the Kingdom of Saudi Arabia except to such persons as are permitted under the Investment Funds Regulations and the Securities Business Regulations issued by the Capital Market Authority. The Capital Market Authority does not make any representation as to the accuracy or completeness of this document, and expressly disclaims any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this document. Prospective subscribers of the securities offered hereby should conduct their own due diligence on the accuracy of the information relating to the securities to be offered. If you do not understand the contents of this document, you should consult an authorized financial adviser.

Notice to investors in the State of Kuwait

Berkshire has represented and agreed that it has not managed, offered, or sold and will not manage, market, offer or sell, directly or indirectly, the limited partnership interest to the public in the State of Kuwait, and has not distributed or caused to be distributed and will not distribute or cause to be distributed to the public in the State of Kuwait, the Private Placement Memorandum, the relevant Fund Terms or any other offering material relating to the limited partnership interest, and that such offers, sales and distributions have been and will be made in the State of Kuwait only: (i) to professional clients by nature or qualified professional clients, and (ii) after the formalities required by the Kuwaiti laws and regulations have been carried out and the CMA’s approval to offer, sell and distribute the limited partnership interest in the State of Kuwait have been obtained.

For the purposes of this provision:

a)the expression “professional client by nature” means:

1)any government, public authority, central bank or international institute (such as the World Bank or the International Monetary Fund);

2)any natural person or corporate entity that has a license from the CMA to practice one or more of the securities activities provided for in Article 1-2 of Module Five of the CMA’s Executive Bylaws (a “Licensed Person”), any investment funds and other financial institutions that are subject to a supervisory authority inside or outside the State of Kuwait; or

3)a company with a paid-up capital of at least one million Kuwaiti Dinars or its equivalent in a foreign currency, and

b)the expression “qualified professional client” means:

1)a client that has transactions of large sizes with an average of not less than two hundred fifty thousand Kuwaiti Dinars or its equivalent in a foreign currency every quarter for the past two years,

2)the size of money and assets a client has with one or more Licensed Persons is not less than one hundred thousand Kuwaiti Dinars, or

3)a client who works or has previously worked in the financial sector for at least one year in a professional position that requires knowledge in dealing and in the services to be provided to him. For the purpose of the foregoing, “client” has the meaning ascribed to it in Module 1 of the CMA’s Executive Bylaws.

Notice to investors in Bahrain

Berkshire has represented, warranted and undertaken that it has not and will not make this offer available to the public. Limited partnership interests have not been licensed for offering in Bahrain by the central bank of Bahrain (“CBB”) or any other relevant Bahraini government agency. The offering of the limited partnership interests in Bahrain on the basis a private placement or public offering is, therefore, restricted in accordance with the central bank of Bahrain and financial institutions law of 2006. Fund materials have not been reviewed by the CBB and the CBB takes no responsibility for the accuracy of the statements or the information contained in the Fund materials or for the performance of the limited partnership interests or related investment, nor shall the CBB have any liability to any person for damage or loss resulting from reliance on any statement or information contained herein. No private or public offering of the limited partnership interests is being made in Bahrain, and no agreement relating to the sale of the limited partnership interests will be concluded in Bahrain. No marketing or solicitation or inducement activities are being used to offer or market the limited partnership interests in Bahrain.

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