Anatomy of a fund structure using a Dutch Auction technique to buy asset from other funds facing receivership, distress and bankruptcy.

1. PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION
Q4 2011 INVESETOR PRESENTATION
10091 PARK RUN DRIVE SUITE 130 LAS VEGAS, NV 89145 TEL: 702.485.6437 FAX: 702.939.9596 WWW.OASISCAPMGT.COM
Oasis Fractionalized Real Estate Equity Fund
(“OFREE”)

2. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 1
Disclaimer
The summary description of a fractionalized real estate equity fund (the “Fund”) to be formed by Oasis Capital Management LLC (“OCM”) included herein,
and any other materials provided to you, are intended only for discussion purposes and are not intended as an offer to buy or a solicitation of an offer to sell
with respect to the purchase or sale of any security and should not be relied upon by you in evaluating the merits of investing in any securities. These
materials are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use is contrary to local
law or regulation.
Distribution of this summary to any person other than the person to whom this information was originally delivered and to such person’s advisers is
unauthorized and any reproduction of these materials, in whole or in part, or the disclosure of any of the contents, without the prior consent of OCM in each
such instance is prohibited. Notwithstanding anything to the contrary herein, each recipient of this summary (and each employee, representative or agent
of such recipient) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of (i) the Fund and (ii) any of its
transactions, and all materials of any kind (including opinions or other tax analysis) relating to such tax treatment and tax structure. This summary is not
intended to be complete, and material aspects of the descriptions contained herein may change at any time. You must review the Fund Documents and
risk factors disclosed in the Fund Documents prior to making a decision to invest. You should rely only on the information contained in the Fund Documents
in making your decision to invest.
This summary is not intended to provide, and should not be relied upon for, accounting, legal or tax advice or investment recommendations. You should
consult your tax, legal, accounting or other advisors about the matters discussed herein.
The Fund will not register as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Company Act”) in reliance upon
the exclusion provided under Section 3(c)(7) thereunder, and, accordingly, the provisions of the Company Act will not be applicable to the Fund. The Fund
will be a newly formed entity and has no operating history. An investment in the Fund will be suitable only for certain sophisticated investors who have no
need for immediate liquidity in their investment. Such an investment will provide limited liquidity because interests in the Fund will not be freely transferable
and may be withdrawn infrequently and only under certain limited circumstances. There will be no public or secondary market for interests in the Fund, and
it is not expected that a public or secondary market will develop.
Investing in real estate and real estate-related products involves a substantial degree of risk. There can be no assurance that the investment objectives
described herein will be achieved. Investment losses may occur, and investors could lose some or all of their investment. Nothing herein is intended to imply
that an investment in the Fund or the Fund’s investment strategies may be considered “conservative,” “safe,” “risk free” or “risk averse.” No regulatory
authority has passed upon or endorsed this summary or the merits of an investment in the Fund.

3. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 2
What is OFREE?
Oasis Fractionalized Real Estate Equity (“OFREE”) is an opportunistic fund that balances unique real estate positions with
immediate appreciation combined with upside potential and corporate governance strategies to acquire at a very low basis
majority interests in fractionally owned distressed commercial real estate assets.
Repositioning and
Appreciation
Very Low
Investment Basis
OFREE is an unique fund oriented solely towards the
acquisition, management and redemption of privately-
held broken hard money mortgage pool assets with an eye
towards corrective development oriented solutions to
capture equity opportunities that are traditionally
unavailable to a classic liquidator, where a majority of
these asset types typically end their
distressed lifecycle.
OFREE's strategy engages a very
refined set of aggressive
corporate governance strategies
in the acquisition of a majority
interest in each asset (subject to
management of same).
The inherent illiquidity of
fractionalized interests
accommodates OFREE's mandate
of buying-in at a fraction of the
cumulative ownership interest's
liquidation value, thus creating an
immediate value add for OFREE
from the date of acquisition.
Identification of fractionally owned assets through its
uniquely refined deal sourcing
Low investment
basis
Emphasis on capturing legal
control and authority
Safeguards on fiduciary
responsibility
OFREE’s management has been successful thus far principally due to its core strengths in the
following:

4. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 3
Anatomy of a Fractionalized Trust Deed Asset
Historical Structural Comparison
2005- 2008 Today
Investors (1-200+)
Asset
• LLC or Tenants-in-common structure
• No debt
• Lack of or weak organization
• Limited or no ability to make
capital calls
• Various stages of development/
entitlement/distress
Fractionalized Investors
Asset Collateral
Hard Money Lender
Borrower
Ownership

5. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 4
Historical Sourcing of Deal Flow:
Common Profiles of Distressed Mortgage Pool Opportunities
I. Member-Led Transition II. Manager-Led Control Relinquishment
III. Involuntary Assignment of
Management
• Adversarial to the current asset
manager
• Usually troubled REITs, or Reg D
funds under regulatory investigation
• Gross economic inefficiency,
more fragmented; apathetic
members allow for steep discounts
at the fractional level
• Value created by providing
unexpected liquidity to the
members and release from
future liability (capital calls)
• OFREE’s requisite bidding criteria is
based on a 90 day liquidation
valuation that would allow OFREE to
achieve a 3x + lift at acquisition of
majority of interest in the asset
Areas of Focus
• Target pool managers are weak,
inexperienced at the operator-level
and are unable to maintain or
create value
• Manager is looking to preserve
credibility as a driver for relinquishing
control
• Manager recognizes shortcomings
and seeks qualified solution for
members/investors
• Benign process, typically smoother
transition to new management
• Regulatory Agency Assignment
• Court Appointment
• Third-Party Assignment
Regulatory Agencies Action:
OFREE Management Approved to
Manage Troubled or Bankrupted
Mortgage Pools

6. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 5
Relationship Sourcing of Deal Flow:
Our Process in Practice
Representative Examples
Portfolio Name Date
Member-Led
Member Target
Pool I
Q1 2012
Member Target
Pool II
Q1 2012
Manager-Led
Manager Target
Pool I
Q1 2012
Manager Target
Pool II
Q1 2012
Regulatory
Agency-Led
None to date TBD
Estimated Deal Flow by Source

7. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 6
Investment Strategy
Immediate Value Creation and Calculated Appreciation
Majority control ensures disposition at will and future acquisition of remaining beneficial interests.
Hypothetical Durational Performance of an Asset Stressed as a Function of Market Dynamics Over A Time Horizon and Value Created at
the Asset Level
0
50
100
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
0
5
10
15
20
25
Value(%)/($mm)
Value of 100% at the time of original funding,
which was typically established via an
appraisal.
These vintage hard money loans
were typically funded at an LTV
of up to 50% of value
Represents the adjustment that
occurred between funding and
market fade
Represents both the
additional fade in market
value and terminates with
the current 90 day quick
sale value.
Denotes the lift that
OFREE benefits from that
occurs from having
captured both a
majority interest as well
as absolute control of
the asset.
Lift(x)
Reflects the current value of a
fractionalized Tenant-in-
Common interest.
Reflects the continued lift resulting from the
application of a concise exit strategy and
execution of same.
1.0 mm
4.0 mm
1.0 mm
0.2 mm

8. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 7
Investment Strategy
Understanding How Value Is Extracted At The Asset Level
Year
2006
2009
2010
2011
$4 million
Appraisal value at time loan
was originally funded
$2 million
Loan amount originally
funded by 20 Fractionalized
interest holders
(Beneficiaries/Members) at
$100,000 each
$1 million
Current FMV
(based on 90 Day Liquidation
Value)
$510,000
$220,000
$0
2x
5x
10x
51%
Equity lost during the time loan was funded and
when legal was initiated
Fractionalized Beneficiaries/Members lose $1 million.
Various legal actions performed (BK, Foreclosure,
Deed-in-Lieu)
Asset manager stops making coupon payments to
Beneficiaries/Members
OFREE has the option to purchase remaining interests
below the $20,000 strike price
Additional profit to OFREE if asset is sold at FMV
$290,000
Immediate profit realized by OFREE
(131.8% cash-on-cash return)
$220,000
OFREE’s investment basis to acquire 51% majority
control represents OFREE purchasing interests from 11
Beneficiaries at $20,000 each.
Illustration of a vintage hard money loan and how OFREE extracts value immediately

9. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 8
Understanding Beneficiary-Led Transition Transactions:
The Fractionalized Beneficiary / Member Model
• Retail investors
• 55 and older age group
• Professional, educated
• Not usually an accredited investor as
defined by Regulation D
Demographic
Many investors are cross-pollinated across several other assets
Motivations to Sell to OCM
Range of Beneficiary
Attitudes
• Immediate need for liquidity
• Emotional closure
• Strategic removal
• Estate planning / tax loss capture
• Liquid, generally wealthy
• Experienced investors
• Emotionally fatigued
• Detached / requires instigating
• Insolvent / illiquid
• Misdirected anger towards
anything associated with their
failed investment.
• Lack of personal investment
diversification
Angry Apathetic Cooperative

10. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 9
Understanding Beneficiary-Led Transition Transactions:
Utilization of Dutch Auction
Management-Led Liquidity Event (Unsolicited Proxy)
Process to acquire assets at low basis
Pre-Auction
Post-Auction Asset Management
and Equity Recognition
Auction
• Notice to asset holders
• Price discovery (response from
asset holders)
• Election to execution / establish
strike price
• Notification of strike price
• Execution and closing
• Portfolio and or asset-level
identification
• Asset(s) meets internal investment
criteria test
• Individual real estate asset
evaluation
• Legal and title review
• Establish strike price range
• Strategically harvest investments
• Immediate liquidation
• Immediate yield
• Reposition via:
• Entitlement
• Limited improvements
• Completion of
construction
• Joint venture options
• Sale at market recovery and / or
return of capital markets

11. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 10
Understanding Beneficiary-Led Transition Transactions:
Step-by-Step Execution to Value Creation
Beneficiaries either approach or are approached by
OCM seeking for viable solutions to their current
investment dilemma
• OCM and Beneficiaries/Members shall refer to existing, if any, governing
documents to determine which course of action to take.
OCM Determines the Appropriate Structure Which in Turn
Evidences the Available Alternatives Open to
Shareholders/Members
OCM Advises the Shareholders/Members a
Recommended Course of Action and Shareholders/
Members Advise Their Desire to Execute a
Recommended Strategy
OCM Engages into a Limited Engagement Contingent
Upon Success with the Requisite Representative Quorum
of Shareholders/Members
OCM Assists Shareholders/Members with the Approved
Plan. If Successful, OCM is Appointed as the New
Manager with Specific Authority to Manage the Assets
Towards Maintaining and Creating Value
• The members of new LLC employ OCM and OCM can be terminated
at any time upon a majority of the economic membership interests
indicating their wish to do so.
• During the initial management period, OCM will determine a proposed
strategy for each individual asset, along with a budget to accomplish
this objective and a means of underwriting that budget.
• Each plan is put to the membership in the form of a ballot seeking
approval. If approved by the economic majority of the members,
OCM then executes on each asset’s approved plan.

12. Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION 11
Acquisition Options
Dutch Auction
Establish strike price for
each individual asset
Limited Individual Transactions
Present asset and
price / terms
If approved, execute
Debtor-in-Possession
(usually pools of notes)
Pitch price and terms
If approved, issue
term sheet
Execute
Price discovery
Execute or Pass
Fractionalized interests in assets are acquired one of three ways:

13. 12Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION
Investment Strategy:
Asset Approval and Monitoring
Deal Sourcing
• Leverage management’s success and expertise with existing mortgage pool servicing client
base
• Multiple potential investment opportunities sourced by or presented to OFREE managers from
2009 to present
• Aggregate deal flow to OFREE has increased materially as a direct result of the negative
impact of asset-level repricing, reduced market liquidity and diminished ability for retail
investors to make additional capital contributions
Evaluate Structure and
Execute Investment
• Review multiple investment opportunities and through a highly selective investment process,
secure management, complete legal and title review
• Conduct extensive due diligence and complete reports for investment committee review
Construct
Diversified Portfolio
• Organize asset acquisition to capture appreciation potential in key assets while limiting
downside risk through careful and meaningful valuations at the asset level prior to acquisition
• Coordinate closings via national title company account
Reporting
• Acquisition Team and Post-Acquisition Management Team direct and monitor each investment
• Conduct quarterly reviews for each investment to evaluate performance and confirm
disposition strategy / amend accordingly
Strategically
Harvest Investments
• Acquisition/Deal Team and Post-Acquisition Management Team work together to implement
hold or exit decision plan
• Utilize institutional sources to obtain attractive leverage where appropriate at the asset level

14. 13Q4 2011 INVESTOR PRESENTATION // PROPRIETARY AND TRADE SECRET // NOT FOR DISTRIBUTION
Options at the Asset Level
Unlevered
Levered LLC
(<25% LTV)
LLC
(<25% LTV)
LLC
(<25% LTV)
Chosen assets can be levered at very
low LTV’s with proceeds used to
develop assets to highest value.
Greatest
Appreciation
Potential
Oasis Capital
Management
LLC
Investor/
Capital Partner
Oasis Fractionalized Real
Estate Equity Fund (“OFREE”)
LLC LLC LLC
Some assets sold off immediately.
Capital is recaptured.
Immediate
Appreciation
Management
Management Control
Fees Preferred Return$
$
LLC
Leverage applied at the asset-level only
All assets are placed into bankruptcy – remote
single purpose entities with OFREE holding a majority
of the voting control.
Deal Flow