LIMITED OFFERING

This limited offering may expire or be modified at any time without notice.

Corporate Antecedents

In 2006, Mexican and international investors established a Mexican corporate entity named Haciendas de Bacalar S.A.P.I. de C.V. (HDB) with the express purpose of making large-scale raw-land acquisitions in the Riviera Maya and Bacalar regions in the southeastern state of Quintana Roo, Mexico.

Corporate Acquisitions

Since its inception, HDB has acquired 942 hectares (2,327 acres) of titled land.

HDB’s acquisitions include multiple parcels totaling 777 hectares (1,920 acres) located near the town of Puerto Aventuras

In the Riviera Maya there are only three urban centers.  These include Playa del Carmen and the town of Puerto Aventuras in the municipality of Solidaridad and Tulum in the municipality of Tulum.

HDB’s acquisitions include a single 433 hectare parcel named Rancho Texcoco Fraccion III Lote 1. This 1,070 acre parcel is located adjacent to Puerto Aventuras’ now obsolete 2011 urban city limits.

For marketing purposes, this parcel will further be referred to as Rancho Santa Selva (RSS).

In 2022 HDB sold 9 hectares of RSS to the Tren Maya project resulting in Mexico’s flagship $10 billion USD project intersecting this once singular parcel.

This important infrastructure, transportation, and tourism project includes the construction of dual two-lane federal highways paralleling each side of the Tren Maya, further referred to herein as the “train and highway path”.

Going forward, because the train and highway path intersects RSS, we will distinguish RSS as being two individual parcels… RSS West, located west of the train and highway path, and RSS East located east of the train and highway path.

Legal Status of Rancho Santa Selva

  • RSS is titled to HDB via Public Title number 44723 dated 12/12/2007 and title was registered in national registry (RPPC) on 2/21/2008.
  • RSS is free of liens and encumbrances (certificate provided on LOI).
  • Measurements and boundaries were certified and registered on 3/13/2009 and property taxes are current thru 12/31/2023.
  • Property’s 9 km perimeter is cleared, delineated with barbed wire, and patrolled by a private security firm.
  • Since 2014, HDB has maintained complete and uncontested physical possession of RSS.

 

 

Legal Documentation

Potential buyers who submit a Letter of Intent (LOI); complete a Know Your Client (KYC) form; and sign a Non-Circumvention, Non-Disclosure (NCNDA) agreement, will be provided copies of all legal documentation to facilitate their due diligence review.

Consequential Current Events

Tren Maya: In March of 2022, FONATUR, the agency responsible for the federal government’s flagship $10 billion USD dollar Tren Maya project, purchased from HDB a 60 meter wide by 1,500 meter long swath across the middle of RSS.

The train and highway path will greatly facilitate transit from Cancun to and throughout the entire Riviera Maya further fueling the exponential growth the area is already experiencing.

The Tren Maya will obviously increase real estate values in the Riviera Maya but especially for properties with frontage on the train and highway path.  However, properties with frontage on the train and highway path which are also located within any of the three major urban zones in the Riviera Maya will experience the highest appreciation.

New Urban Development Plan (UDP) for Puerto Aventuras (PA): Of even greater consequence, the entirety of RSS will be included within the new urban zone envelope of Puerto Aventuras expected to be approved by mid 2023.

Simply put, the entirety of RSS will be inside the expanded urban center of PA. Once inside PA’s expanded urban footprint, RSS will have urban land use classification and its density designation will be of the highest available.

Based on RSS being included in PA’s new UDP, Carlos Veloz, a highly regarded urban specialist has generated a 29 page prefeasibility report for HDB which includes a value projection of between $100 and $200 USD per m2. Mr. Veloz’s curriculum vitae and a copy of his prefeasibility report are available against an LOI.

Tulum International Airport: Tulum’s new $550 million USD international airport is scheduled to begin operating in May of 2024. Upon completion, Tulum’s new international airport is projected to serve as many as 4 million passengers per year.

Conveying Opportunity

Over the last 17 years HDB has invested millions of dollars in acquiring, securing, maintaining, and safeguarding its substantial titled land holdings (a total 942 hectares).

In this offering, in order to expedite and facilitate a capital raise, HDB is providing investors and developers an opportunity to acquire up to 100 hectares (247 acres) of titled land, within a southwestern polygon of RSS West.

Because buyers can determine the desired number of hectares they want to purchase (minimum 20 – maximum 100), and HDB is open to negotiating financing terms, HDB is not pre-establishing a set price point per m2.

However, depending on configuration of buyer’s specific purchase, it is reasonable to assume that ultimate price points would range between $25 and $45 USD per m2 including financing interest see Hypothetical Transaction Summary

Importantly, HDB will only offer and honor this opportunity prior to the new Urban Development Plan of Puerto Aventuras being approved.

As explained, once PA’s new UDP is approved and published, hectares purchased through this offering will be included in the expanded urban envelope of PA.

Upon the UDP’s approval, the value of the purchased hectares will greatly appreciate… possibly by up to a factor of five.

After signing Promise to Buy/Sell Contract, should PA’s new UDP not be approved within 12 months of signing, buyer will reserve the options of either receiving a full refund of the down payment with interest (rate depends on investment options offered by trust and selected buy buyer) OR keep funds in trust account for an additional negotiated term.

This limited offering provides a singular opportunity to acquire and finance the purchase of up to 100 titled hectares of raw land for under $45 USD per m2, within what will become one of only three major urban centers in the Riviera Maya BEFORE…

– the expanded urban footprint of Puerto Aventuras is approved (2023)

– the Tren Maya and dual federal highway project is completed (2024)

– the Tulum International airport is inaugurated (2024)

– the town of Puerto Aventuras is re-branded Ciudad Aventuras (2023)

– the area around Puerto Aventuras (to be renamed Ciudad Aventuras) becomes its own independent municipality (2025)

All five of these important and consequential events are expected to take place within the next three years.  Any one of these five events alone would certainly propel substantial property appreciation over the same, very short-term!

HDB’s 777 Hectare 2006 Purchase

In the Riviera Maya, HDB owns more than 90 parcels totaling 777 hectares (parcels shaded in red). These parcels are located near the town of Puerto Aventuras, arguably in the geographical center of the Riviera Maya.

At 424 hectares, Rancho Santa Selva is HDB’s largest individual parcel (far right) and is located close to the town of Puerto Aventuras (not illustrated).

Attachment 2

Three Urban Centers in the Riviera Maya

In the municipality of Solidaridad, there are the only two major urban centers… Playa del Carmen and the town or Puerto Aventuras (soon to be re-named Ciudad Aventuras).  In the municipality of Tulum, Tulum is the only major urban center. Combined, the Riviera Maya only has three major urban centers.

Attachment 3

The Tren Maya and Dual Two-Lane Federal Two-Lane Parallel Highways will Intersect Rancho Santa Selva

The train and highway path, represented by a double line under Rancho Santa Selva’s logo, effectively divided RSS into two parcels… RSS West located west of the train and highway path and RSS East located east of the train and highway path.

Attachment 4

Train and Highway Path Intersecting Rancho Santa Selva

In 2022, HDB sold 9 hectares, a 60 meter wide by 1.5 km long swath of property

to FONATUR for the $10 billion USD dollar Tren Maya project.

Attachment 5

The Tren Maya Project

In 2022, HDB sold a 60 meter wide by 1.5 km long path through Rancho Santa Selva for Tren Maya project.  The project includes the construction of dual two-lane federal highways paralleling each side of the train.

This fact, combined with RSS being including in PA’s new urban development plan, ensure both RSS East and RSS West will benefit greatly from this $10 billion dollar infrastructure and transportation project.

Attachment 6

RSS is Titled & Registered

Rancho Santa Selva is titled and registered in the Public Registry of Property and Commerce and the property is free of liens or any encumbrance.

Attachment 7

Notarized Certificate of Measurements and Boundaries and Property Tax Receipt for 2023

The municipal cadastral office of Solidaridad has certified and notarized the measurements and boundaries of the Rancho Santa Selva Parcel and property taxes are paid through December 2023.

Attachment 8

New 2022 Urban Development Plan for Puerto Aventuras

The new urban development plan (UDP) for Puerto Aventuras (PA) is expected to be approved by mid 2023 and will include the entirety of Rancho Santa Selva within the urban footprint.

Attachment 9

Expanded Urban Footprint in PA’s 2022 Urban Development Plan

The entirety of Rancho Santa Selva (solid red outline) will be located within the Floating Primary Zone of Puerto Aventuras’ population center (orange dashed outline) in PA’s new urban development plan.

Effectively, once PA’s new UDP’s is approved, RSS will have urban land use classification and its density designation will be of the highest available.

Attachment 10

Property Value Projection

Based solely on RSS being included in the Floating Primary Zone in PA’s 2022 Urban Development Plan, Carlos Veloz, a highly qualified urbanist out of Cancun, projects, in the 29-page Prefeasibility Analysis he authored, an average value for Rancho Santa Selva’s raw land of $162 USD per m2.

This professional and substantiated projection would value a 50 hectare parcel at $81 million USD. His most conservative projection would value a 50 hectare parcel at $51.5 million USD.

Regardless of these projections, any knowledgeable investor, developer, or realtor in the Riviera Maya will instantly recognize the tremendous opportunity HDB’s offering represents.

Attachment 11

100 Hectare Polygon (subject of this limited offering)

In order to expedite and facilitate a capital raise, HDB has opted to market up to 100 hectares (1,000,000 m2) of titled property, slated to be included in PA’s expanded urban footprint, for $25 to $45 USD per square meter… a demonstrably low price range for raw land in a major urban population center.

Attachment 12

Hypothetical Buy/Sell Transaction Summary

The following hypothetical example is only meant to illustrate how a transaction would look if HDB and buyer reached the terms indicated in the example. All amounts are in USD and all payments would be deposited into the trust account.

Number of Hectares/m2 HDB Sells to Buyer: 50 hectares equal to 500,000 m2

Negotiated Price Per m2: $30.00

Total Purchase Price: $15,000,000

20% Down Payment: $3,000,000

Purchase Balance for HDB to Finance: $12,000,000          

Financing Term: 5 years (60 months)

Annual Interest Rate: 12%

Monthly Financed Payments (to begin 30 days after UDP is approved): $266,933

Total of 60 Financed Monthly Payments: $16,016,002

Total Interest Over 5 Year Term: $4,016,002

Final Purchase Price After 5 Year Term: $19,016,002

Final Price Per m2 After 5 Year Term: $38.03

Down Payment Released to HDB: Upon approval of PA’s new PDU

Down Payment Refund: If PA’s new UDP is not approved within 12 months of signing Promise to Buy/Sell Contract, buyer retains option to cancel purchase and have down payment refunded by trust with interest (rate depends on investment options offered by trust and selected buy buyer) or extend UDP approval date for an additional timeframe.

Title Signing Holdback: 20% held in trust

Holdback Amount: $3,000,000

Holdback Released by Trust to HDB: At title signing

Other Terms: Any and all terms negotiated and agreed upon by buyer and seller including, future options, obligations, responsibilities, penalties, late fees, remedies, jurisdiction, arbitration, etc. will be included in the Promise to Buy/Sell Contract and in the trust.