The project manager is ROEL HOMES, a leading real estate developer in southern Spain with 50 years of experience on the Costa del Sol. Founded in 1974 and based in Marbella, it has more than 50 employees and has delivered assets worth over 215 M€ (298 units). The company is a 50% joint venture between Grupo Villarroel (technical partner) and Ibérica Capital Partners (financial partner), and operates in a vertically integrated manner, internally assuming the design, promotion and construction of its projects.

Roel Homes has developed and fully delivered Palo Alto Norte (298 apartments), achieving 50% pre-sales in 6-8 months in each of the phases and exceeding the business plan in all of them, with prices that have evolved from the initial 3,500 €/m² to the 7,500 €/m² of the last phase.

Currently, the manager is executing Palo Alto Sur, the phase of single-family villas of the same master plan, where it has already launched 15 villas: 7 villas practically finished —sold 100% off-plan before the start of construction— and 8 villas under construction, of which 2 have already been sold. This previous execution on the same land and with the same product offers a reliable benchmark of costs, deadlines and sales rhythms for the two villas subject to this financing.

Both plots have a valid Building License and the earthworks have already started, so the operation does not present urban or license risk before the loan is made available.

The estimated execution time of the works is 18 months, followed by a marketing and notarization period of 5-6 months.

The marketing of the villas will be carried out mainly through the manager's internal sales channels and marketing agencies in the area. The expected starting price is 4.0 M€ per villa (8.0 M€ in total), which means applying an off-plan price to a finished product and places the villas approximately 20% below the market price of a comparable finished villa in the development, offering a clear competitive advantage in the sales process.

The manager has committed own funds for an approximate amount of 2.1 M€, fully disbursed before the granting of the Urbanitae loan. Additionally, the developer commits to provide the necessary capital to cover any cost overrun not contemplated in the Business Plan contingencies.

Urbanitae investors will enter the project through the granting of a mortgage loan committed in 3 tranches, intended to finance the construction costs and the general costs of the project.

The Tranche A, for an amount of 1,560,000 €, will have a fixed annual rate of 10.5% and a term of 24 months, with the option of extending for an additional 6 months in month 24 (24+6).

The use of Tranche A funds will be used to finance the first phase of the construction costs of both villas, as well as the project's general costs associated with that period.

The exit of Urbanitae investors will occur through the revenues from the sale of the two villas.

STRUCTURE

This operation will be structured via debt, where Urbanitae Investors will grant a fixed-rate loan to the company GUY 2023, S.L.

The total amount of the gross loan will rise to an amount of 4,670,000 €, committed in three tranches, whose main characteristics are as follows (*you can find more information in the document "Fundamental Data of the Investment"*):

• Total loan amount: up to a maximum of €4,670,000, committed in three tranches:

- A first tranche or Tranche A, amounting to €1,560,000, fully provided by Urbanitae investors.

- A second tranche or Tranche B, amounting to €1,460,000, fully provided by Urbanitae investors.

- A third tranche or Tranche C, amounting to €1,650,000, fully provided by Urbanitae investors.

• Simple annual fixed interest rate: 10.5% for Tranche A.

• Loan term: 24 months, with the option to extend for 6 months in month 24 (24+6, up to month 30).

• Interest and principal of the loan will be paid at maturity ('bullet'), starting to accrue from the formalization of the loan contract. Early repayment, partial or total, is allowed at any time, subject to the payment of a minimum guaranteed interest of 18 months for Tranche A.

• Loan disbursements for construction costs will be made monthly against work certifications, subject to the review and validation of an external Project Monitor appointed by Urbanitae.

Regarding the loan guarantees, the following is established in the financing contract:

• First rank mortgage real guarantee on the two assets subject to financing, with Mortgage Responsibility of 135% of the principal.

• First rank pledge without fund intervention on the project's bank accounts, including the VAT account.

• First rank pledge on the shares of the Borrower company.

• Equity Commitment Letter, by which the developer commits to provide additional own funds to cover any cost overrun not contemplated in the Business Plan.

• 100% cash sweep of the revenues generated by the sale of the two villas, intended to repay the principal and interest of the Urbanitae loan.

• Cash sweep on the net cash flows generated by the sale of any other housing in the development owned by the manager or related companies, once the obligations of the creditors with preferential guarantee on these houses have been met.

• Irrevocable sales mandate, activatable in month 24 (or in month 30 in case of extension), which allows the lender to instruct the orderly sale of the assets at a minimum price equivalent to 80% of the updated appraisal value.

• Prohibition of granting additional guarantees (Negative Pledge) and subordination of any present or future debt of the Borrower against its partners, as well as deferral of the manager's management fees until the full repayment of the Urbanitae loan.

As in all debt projects, this project includes the figure of the Project Monitor, who will review the work certifications, the progress in construction, possible deviations in time/cost, and who will also approve the monthly disbursements of the loan.

WHY INVEST?

There are several reasons to invest in this project:

• First rank mortgage guarantee on both assets, reinforced with an extended cash sweep on the sale of the rest of the homes in the development owned by the manager and with an irrevocable sales mandate as an enforcement mechanism.

• No license risk: both plots have a valid Building License and earthworks have already started, so these are assets ready to build from day one.

• Developer with 50 years of experience and deep knowledge of the site: Roel Homes has delivered Palo Alto Norte (298 apartments) and is currently executing 15 villas within the same master plan, which offers a proven benchmark of costs, deadlines and quality.

• Premium location: Palo Alto, Ojén (Marbella), one of Spain's most internationally demanded luxury second home markets, 10 minutes from downtown Marbella.

• c. 2M€ of developer's capital already contributed before any loan disbursement, with a gross LTC of 45% at the grant of Tranche A and a total LTC of 69.0% once the entire loan has been disbursed. 

• Proven commercial absorption: Phase 1 (7 villas) was sold 100% off-plan before the start of construction and, of Phase 2 (8 villas under construction), 2 have already been sold.

• The annual return of 10.5% for Tranche A, with a minimum guaranteed return equivalent to 18 months of interest (15.75%).

MARKET

A market study has been carried out to determine whether the sales prices proposed by the manager are reasonable. In turn, a Commercial Due Diligence has been carried out which has issued a favorable report corroborating the proposed prices and the developer's business plan.

*There is information available on the market within the "Sales Witnesses" documentation, where you will find a list of homes for sale in the area.*

WHEN WILL I RECOVER THE INVESTED MONEY?

The estimated term of this project is 24 months, with a possible extension of an additional 6 months in month 24 (24+6, up to month 30).

• September 2026, loan grant by Urbanitae investors, disbursement of Tranche A and continuation of construction works.

• First quarter of 2028, completion of construction works (18 months), obtaining the Final Work Certificate and application for the First Occupation License.

• Third quarter of 2028, notarization of the sale of the villas and repayment of the loan to Urbanitae, within the 24-month period (estimated maturity in September 2028).

RISKS

All investments carry a risk. Below are the main risks identified for this project:

• Business risk derived from a possible delay in the sale of the villas, which could cause delays in the repayment of the debt. This risk is mitigated by several factors: Phase 1 of the project (7 villas) was sold 100% off-plan before the start of construction and 2 of Phase 2 (8 villas) have already been sold; the starting price is 20% below the market price of a finished villa; and a Commercial Due Diligence has been carried out that has validated both the prices of the Business Plan and the expected sales schedule. Additionally, the guarantee package includes an irrevocable sales mandate activatable in month 24 (or 30 in case of extension).

• Risk of deviations in construction costs. The Business Plan includes a 10% contingency on execution costs. Additionally, the developer commits, through an Equity Commitment Letter, to provide the necessary capital to cover any cost overrun not contemplated in these contingencies. The manager also has the cost benchmark of the 15 identical villas already executed in the same location, and an independent Technical Due Diligence has been carried out to audit the cost plan.

• Risk of deviations in construction deadlines. The estimated execution time for the works is 18 months, which leaves, within the total loan term of 24 months, a 6-month margin for marketing, notarization of the villas and repayment of the loan before its maturity, extendable by an additional 6 months through the extension option. This time cushion allows for possible moderate deviations in the work schedule without compromising the timely repayment of the financing.

• Possibility of change of the agreed conditions. This risk includes potential substantial changes that take place from the start of the financing campaign until the formalization of the loan contract, in which case the project would be canceled and the investment returned.

*Warnings and Risks*

Urbanitae Real Estate Platform S.L. (Urbanitae) does not hold the status of an investment services company, nor a credit institution and is not attached to any investment guarantee fund or deposit guarantee fund. The information published by Urbanitae Real Estate Platform on its Website is for informational purposes only and can in no case be considered as an investment recommendation to potential investors.

The crowdfunding projects published by Urbanitae on its Website are not subject to authorization or supervision by the National Securities Market Commission or the Bank of Spain, therefore, all the information provided by the manager in relation to the projects has not been reviewed by them.

Urbanitae expressly informs that, in case of non-compliance with the total volume of investment of the project, the period for raising funds may be exceeded by up to 25%, maintaining the same investment conditions. Likewise, the project may be financed by Urbanitae when at least 90 percent of the financing objective has been reached, once the participation in the project that the platform itself may have is discounted.

Investing in the projects published on this Website may entail certain risks, such as, the risk of total or partial loss of the invested capital, of not obtaining the expected monetary return or of lack of liquidity. Therefore, we warn investors to only invest an amount they are willing to lose and we suggest they diversify their investments to minimize and mitigate potential risks. In the event that the manager is unable to return or remunerate the funds received, Urbanitae will not return the investors their investment made.

This project will be open to any investor registered in Urbanitae, and any of the following registered persons may invest in it:

• Urbanitae partners who own at least 20% of the share capital or voting rights;

• Directors or employees of Urbanitae;

• Individuals or legal entities linked to these partners, directors or employees by control.

In this regard, Urbanitae guarantees that the investments of any of these individuals will be made through the platform, under the same terms and conditions as any other investor, without receiving any preferential treatment, or privileged access to information compared to the rest of the investors registered in Urbanitae. In accordance with the Internal Conduct Regulation of Urbanitae, these investors are obliged to internally communicate these operations.

Once the investment in the project is closed, Urbanitae will provide in the project's investment area information about the amount invested by these investors, the type of investor who has made the investment, and the percentage it represents with respect to the total financed, always complying with the data protection policy.