281 Garth Road, Suite 2JB, Scarsdale, NY 10583

LIONS GROUP

Assisted Living Facilities

Lions GroupAssisted Living Investing

In the recent financial crisis, healthcare businesses have emerged as one of the top global dependable business opportunities.

Consequently, investing in the assisted living industry has become a good practical business opportunity as well as a chance to help others in need.

This document will discuss how investing with Lions Group in the Assisted Living industry is a timely and financially beneficial business opportunity,

For many investors, the combined components of real estate, hospitality and needs-driven services give seniors housing and growth of the age 75+ population in the U.S. 2012‒2040 care properties a unique resiliency, offering the benefits of real estate investment along with the strength of the health care field.

This resiliency was evident during the real estate downturn of 2008‒2009 when seniors housing and care properties outperformed other commercial real estate property types in terms of both investment returns and rent growth.

Industry Performance

Much of the strength of the recent investment performance of seniors housing and care properties can be attributed to relatively steady leasing trends when compared to other real estate property types, especially during the recent recessionary period.

Investment performance

Asking rent growth for seniors housing reached a cyclical low of 1 percent in the fourth quarter of 2010, which was well above the cyclical lows the core commercial real estate types of apartments and offices of -2.3 percent and -4.8 percent, respectively.

As of the fourth quarter of 2011, asking rent growth in seniors housing properties was slightly slower than that of apartments, although seniors housing has shown more stability during the current market cycle.

As compared with the property types within the NPI, (National Provider Identifier) seniors housing and care is the only real estate property type that did not experience declining asking rents during the economic recession.

Market Elasticity

Currently, more than one million Americans live in an estimated 20,000 assisted living residences.

The Assisted Living Industry today, for the most part, caters to the top affluent 10% of the senior population of the country.

In statistics and demography, a cohort is a group of subjects who have shared a particular event together during a particular time span

Demand & Supply

The size of the age 75+ population is expected to increase during the next decade at a slightly higher rate (2.1 percent annually) than occurred from 1990 to 2009 (1.8 percent annually). The most significant period of growth for the age 75+ population is expected to occur between 2021 and 2039, when the baby boomers enter this demographic group.During the first five years that baby boomers enter the 75+ population (2021‒ 2025), the overall 75+ population is expected to grow cumulatively by 22.8 percent.

Demand & Supply

These facilities provide services which include meals, housekeeping services, transportation, health promotion and exercise programs, personal laundry services, social and recreational activities, on-site salon, memory care or dementia services.

Further, these facilities may provides access to health and medical services such as emergency call systems, bathing, dressing, medication management and needed assistance with eating, walking and toileting.

Assisted Living Facility Components

Returns in the seniors facilities sector are sizable. Capital providers generally favor the government’s consistent reimbursement policy and the sector’s stable occupancy rates. However, laws and reimbursement policies differ from state to state.

Competition among equity investors and Wall Street has resulted in significant capitalization rate compression leading to increased purchase prices for seniors housing properties. The higher prices are being supported by increased replacement costs caused by the rising costs of new construction.

The most important element of risk in a start-up* seniors project is the management of the initial fill-up period, which can consumes both time and capital, making the acquisition and renovation strategy a preferable way to enter in the space.

*Start up refers to acquiring or building a facility that as no occupancy or existing cash-flows.

Industry Risks & Returns

Investment OverviewHigh Cash-on-Cash Returns with High Internal Rates of ReturnDue to the varying combinations of real estate, service programming and facility designs, Lions Group investment structure for Assisted Living Solutions currently estimates a minimum cash-on-cash returns ranging from 7% to 11% free and clear. Internal rates of return will range from 15% to 22%.

Demand Drivers are Positive and More Certain than Other Property TypesThe significant growth in the senior population has begun as the aging baby boomers are entering their retirement years. The demographic growth of seniors is forecasted to affect over 25% of the population in the United States during the next decade, evidencing strong support for the demand for Assisted Living solutions.

The demand for Assisted Living Facilities is not only secular, that is, driven by demographics, but it is also need-influenced or need-driven not discretionary and required by the chronic care issues of aging. It is hard to make the same objective case for growing demand for office, retail and industrial properties.

Demand for senior housing is also much less impacted by "technology risk". This very real risk will impact retail, commercial, and industrial property types to a much greater extent over the foreseeable future, and cause the investment analysis to be much less certain with regard to understanding and measuring demand.

Like all industries, assisted living has its own business cycle. Demand for assisted living solutions is much less affected by the rise and fall in employment and the expansion and contraction of GNP. Today's seniors are better equipped financially to live out their senior years with the support of retirement plans, stock portfolios, insurance benefits and 401K programs.

While demand is moderately impacted by severe inflation and temporary fluctuations of real estate and financial markets, social security payments received by seniors and the need-driven element of the product are two substantial cushions to the traditional economic dislocations that affect other industries. The business cycle for assisted living solutions is almost exclusively dependent upon the supply and demand of capital and for the various product types. For the assisted living facilities and CCRC (Continuing Care Retirement Communities) demand exceeds supply in most markets nationwide.

Even in markets that have reached temporary saturation for assisted living, many of the national operators have maintained 88% occupancy rates or better.

Furthermore, there is considerable evidence that the more sophisticated companies with newer properties are taking market share from the smaller, older properties.

The Independent Business Cycle

Industry Cost Structure Creates Excess Returns for Additions and ExpansionsThe industry's high fixed-cost structure, which can create problems where there is a large drop in occupancy, also provides significant, value-added opportunities.

Lions Group estimates that small additions to a property can create significant increases to net operating income and produce leveraged internal rates of return well over 20% with little additional risk to the property.

For example, an existing 100-unit independent living property that adds a 30-unit assisted living wing has very little fixed or variable operating expense other than incremental nurse's aide wages, utilities and food. Due to the extremely high revenue per unit, there is a significant increase to net operating income.

In our specific example on slides 29 and 30 we show the acquisition of a property for $ 14 M and renovating it for another $ 3 M. Adding in our management team and marketing programs we increase EBIDTA from 33% to 48% and eventually almost tripling the value of the property / business in six years

The Current Market is Highly Inefficient which Provides Opportunities To Make Above-Market Returns Through Sophisticated ResearchUnlike the other businesses which have several national information reporting and data tracking services at both the national and local market levels, senior housing has been slow to develop these efforts. There are few, if any, companies or consultants other than NIC seeking to understand the true interrelationships of the key drivers of supply and demand and their impact on investment performance. For these reasons there are strong barriers to enter for inexperienced players and a general absence of “know how”as there generally is in the greater real estate market.

•Development •Acquisition•Renovation•Management Solution•Program Managment•Operational Services•Asset Management•Marketing

Lions Group Pillars

Market and Sub-Market Selection

• Growth focused on key markets based on demographics, ease of access, abundant labor, favorable regulatory environment and competitors’ likely operating margins.

• Site Identification• Compatibility of surrounding land use• Ease of access to site and proximity to services and places of interest• Access to public transportation and main arteries

Development Due Diligence

• Market analysis of competition• Zoning and political analyses• Site control & entitlement

Cost & Quality Containment

• Specific nuances to designing housing for seniors• Design oversight of Specialized Consulting Architect and Interior Designer• SIS Construction oversight and Renovations.

Development

Lions Group Finds Opportunity in Every Challenge.

Our in-house acquisitions team has carefully studied the New York market to uncover and capitalize on the hidden opportunities of potential properties through:

• Market, sub-market and site analyses• Researching specific product types and niches• Detailed due diligence

Lions Group growth strategy in finding acquisitions is to focus on opportunities in the tristate area, where has already located a few advantageous opportunities in the New York Metropolitan Area.

Acquisition

•Lions Group will take over under-performing facilities and to reorient their operations with new capital and management expertise thereby enabling them to expand to increase their financial returns in the short and medium terms.

•For this purpose Lions Group will acquire facilities that are highly undervalued, in financial distress or have untapped potential. Such facilities offer the highest possible returns for new capital investment.

•The owners want to retire and want to sell the company to a group they trust (and with whom they have worked already. Many of this facilities are family run but later generations have chosen not to enter this business.

•The owners need to restructure the business for it to be profitable again, however, they rather sell it and let someone else deal with capital injections (who believes in the future of the business).

•Lions Group sees a value in the business that the current owners do not see and do not want to pursue.

Acquisition

AcquisitionMarket, Sub-Market and Site Analyses

• Inorganic growth strategy follows similar drivers as our development strategy• Ensure sufficient market demand above existing and planned supply.

Product Types Sought by Lions Group

• Free-standing assisted living (with or without memory care)• Senior apartment buildings that can be repositioned to add independent living services and amenities, or be converted to assisted living

• Independent living communities that may need repositioning as assisted living

Ideal Acquisition Opportunities

• Existing Communities with 60 to 200 units• Older Buildings that can be effectively modernized for leveraged returns.

Detailed Due Diligence

• Clear investment strategy enables Lions Group to quickly evaluate returns on potential acquisitions• Lions Group’s due diligence process leaves no stone unturned

Lions Group construction and renovation arm “SIS” understands the operational and functional needs of existing healthcare facility with a thorough grasp of the needs, safety and expectations of patients, residents and staff, as well as the purpose and practices of the health care facility.

The special attentions and procedures SIS has developed in this line of work has positioned it in a unique position of strength in an industry where the demand is high, the supply is very limited and reputation goes a long way.

Constructions & Renovations

SIS Assisted Living Design-Build approach further maximizes the value added of our strategic plan by relying on an in-house single point of responsibility contract. This model is used to minimize risks for the project investors as well as reduce the delivery schedule by overlapping the design phase and construction phase of a project. Design-Build, with its single point responsibility carries the clearest contractual remedies for the clients because the DB contractor (SIS) will be responsible for all of the work on the project, regardless of the nature of the fault. Furthermore, by performing all work with in-house construction teams we reduce third party interference and liability."

Constructions & Renovations Design Build Solutions

Management Solutions Assisted Living Facilities Management

The Lions Group Team already owns and operates existing facilities with proven above average performance to maximize returns through exceptional asset management. The company continuously looks for ways to leverage its size and bring recognized “best practices” to each of its communities to help improve resident and employee satisfaction and enhance financial performance. Our systematic approach of integrating market, product, pricing and promotion coupled with an experienced focus on census development dramatically impact the bottom line.

Even the best-planned communities are only as good as the staff who operate them. That’s why Lions Group is focused on ensuring that community staff are well-prepared to deliver exceptional customer service and are motivated to consistently look for ways to improve both satisfaction and efficiency. In addition to a comprehensive operational program, Lions Group also monitors industry trends to gain a competitive edge for your communities to succeed in a constantly changing environment.

Lions Group Assisted Living offers a full spectrum of expertise for operating the complex and multi-faceted arena of senior housing.

Our community and corporate experiences span a multitude of scenarios from start-up, transition (post-acquisition), lease-up, stabilization and even turn-around, resulting in unsurpassed guidance and support in attaining and maintaining occupancy goals, customer satisfaction targets and financial results.

Support is provided for the following operations services that directly impact residents:

• Fiscal Management and Reporting• Food Service• Resident Care/Clinical Services• Regulatory Compliance• Community Life/Activities Programs• Facilities Management• Human Resources and Employee Benefits• Information Systems and Technology• Sales and Marketing• Acquisition, Development, Re-development and Financing

Management Services A Full Spectrum of Operational Services

Management Solutions Asset Management

•Capital spending/planning, coordination, cost control and quality.•Integration with Procurement ‒ online requisition and approval, reporting.•In-house interior design services and renovation project management.•Preventive maintenance and life-safety support (cost and risk preparedness). •Hurricane and disaster preparedness.

Lions Group will first hand manage the take over of existing assisted living facilities in need of major restructuring and operational changes.

Lions Group provides and orchestrates all the elements necessary to transition the business to new management team.

Lions Group covers the spectrum: the details of the deal, the investment vehicle, the acquisition, as well as the physical renovations necessary to deliver the infrastructure to the new management and optimize operations.

Management SolutionProgram Managment

MarketingLions Group works from experience in every facet of marketing in senior housing understanding each community’s unique benefits and challenges demand an individually tailored marketing program to find the right fit. The marketing process not only involves a multi-faceted campaign to attract the right prospects, it also involves the incorporation of pricing, detailed knowledge of the competition, strategic marketing plans, budgets and perhaps most importantly, sales. Lions Group is committed to providing well-planned, well-executed and cost-effective marketing services that deliver results.

• Detailed market studies• Competitive analyses• Branding and positioning ‒ including structuring resident services and pricing

• Development of strategic marketing plans and budgets

• Sales compensation planning• Lead tracking systems and software support• Customer service training• Sales training

• Media planning, buying and production• Development of brochures, signage, advertising and other materials

• Public relations• Event planning• Referral development strategies• Online strategy ‒ including website development, web ads and unique visitor tracking

In addition to developing annual marketing plans which are updated quarterly, Lions Group is highly focused on the science of marketing. It is, after all, more science than art. Our management team reviews daily, weekly, monthly, quarterly and annual reports reflecting the key marketing drivers, and the conversion rates associated with each of the following drivers:

• Occupancy• Move-ins and move-outs• Sales (applications, deposits, etc.)• Tours (initial tours, repeat tours, etc.)• Outbound calls• Inquiries• Outreach activities

MarketingTargeted Marketing Aimed at Individual Opportunities

Such operators are typically one of two types:

• Large, Institutional groups (REIT based much of the time) • Private Family operators with hands on experience.

Industry LeadersLions Group has developed long-lasting relationships with major local (NY) facility operators who have

already benefited from the positive industry trends in the past 10 years and are now eager to working with Lions Group to raise the appropriate capital and take full advantage of the growing opportunitiesin the space.

Experience, Success & Competence

Most of our work has been in existing facilities where the “safety and comfort” of the residents as well as their daily routines has to be a priority. In such construction environments work schedules are adapted to the routines and needs of the residents, turning our work into a true specialty service.

Lions Group is intimately involved in the Assisted Living Industry having constructed many facilities in the New York market.

Lions Group

Growth ApproachProjected Gains

Organic Growth: It is a good indicator of how well management has used its internal resources to expand profits. Organic growth also identifies whether managers have used their skills to improve the business.

•Hands-on approach •Deep value investing•Quick Turnarounds •Mid-market focus•Industry-savvy professionals

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Lions Group has located several acquisition targets in the NY area and will have full documentation in the

near future.

Quick overview:

Investor Equity Ratio 70%Lions Group Carried Interest 30%IRR of the Project 21.87%

Typical Project Financials*

*This summary numbers represent an average of several potential targets and is not a specific property

Capital invested (acquisition) $14,000,000Renovation $3,000,000Total Invested $17,000,000Target EBITDA after 5 Years $4,377,600ALF Target Value after 5 Years @ 9% Cap Rate $48,640,000

Returns on Capital Invested $31,640,000Investor Portion of Sale Proceeds $25,123,000Cumulative Investor Returns $35,982,596

CONFIDENTIAL

TYPICAL PROJECT FINANCIALS*YEAR : 1 2 3 44 5 TotalTotal

CAPITAL INVESTED $17,000,000 0 0 00 0 $17,000,000$17,000,000REVENUES $6,384,000 $7,980,000 $9,120,000 $9,120,000$9,120,000 $9,120,000 $41,724,000$41,724,000EBITDA ( $ ) $2,106,720 $3,192,000 $4,377,600 $4,377,600$4,377,600 $4,377,600 $18,431,520$18,431,520EBIDTA Ratio 33% 40% 48% 48%48% 48%ROE 12.39% 18.78% 25.75% 25.75%25.75% 25.75%

Hurdle Rate 7% 7% 7% 7%7% 7%Preferred Return $ (when lower of 7%) $1,190,000Investor Equity Ratio 80% 80% 70% 70%70% 70%Lions Group Carried Interest 20% 20% 30% 30%30% 30%

Returns on Investment $1,190,000 $2,553,600 $3,064,320 $3,064,320$3,064,320 $3,064,320 $12,936,560$12,936,560Yearly ROI 7.00% 15.02% 18.03% 18.03%18.03% 18.03%

IRR Calculation: Internal Only -$15,810,000 $2,553,600 $3,064,320 $3,064,320$3,064,320 $3,064,320

Capital investedCapital investedCapital invested $17,000,000 Investor Equity RatioInvestor Equity RatioInvestor Equity Ratio 70%Target EBITDA after 5 YearsTarget EBITDA after 5 YearsTarget EBITDA after 5 Years $4,377,600 Lions Group Carried InterestLions Group Carried InterestLions Group Carried Interest 30%ALF Target Value after 5 Years @ 9% Cap Rate :ALF Target Value after 5 Years @ 9% Cap Rate :ALF Target Value after 5 Years @ 9% Cap Rate : $48,640,000 IRR of the Project IRR of the Project IRR of the Project 21.87%

Returns on Capital InvestedReturns on Capital InvestedReturns on Capital Invested $31,640,000Investor Portion of Sale ProceedsInvestor Portion of Sale ProceedsInvestor Portion of Sale Proceeds $25,123,000Cumulative Investor ReturnsCumulative Investor ReturnsCumulative Investor Returns $38,059,560

*This summary numbers represent an average of several potential targets and is not a specific property

CONFIDENTIAL

OPERATOR

INVESTOR ASSISTED LIVING FACILITY

ARCHITECT/DESIGN

Acquisition Renovation

LionsRealty

Operations

Reporting & Monitoring

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THIRD PARTY AUDITORS

Investor Relations

Lions Group

Lions GroupSTRUCTURE

The ALF will be independent LLC entities for each facility (SPE)

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The auditor’s risk assessment will consider various factors, including, but not limited to:•The compliance with stated acquisition objectives of of the investment, the nature and extent of management process and related controls associated with the investment.•The degree of transparency available to the investor entity to support its valuation process and related conclusions. (including audit reports)•The nature, complexity and liquidity of the investors funds and underlying investment.

•The investment strategies and the manner in which they are employed.•The underlying investment portfolio of Assisted Living Facilities and reliability of the inputs and methodologies used in their valuations.

Reporting - 3rd Party Auditing

Management of the investor entity will have an effective process and related internal controls in place to ensure a sufficient understanding of the investment. This will include a clear understanding of:

Investor RelationsLions Group team understands the investors needs and will use a combination of control tools to ensure the interest of its investors. Our primary objective is controlled and secured growth. Investor capital is always secured by the underlying value of the asset and existing revenue stream.

For this reason Lions Group will hire third parties who will monitor and independently supervise the quality of asset management accounts with the aim of ensuring performance and quality reducing of unintended business risks through early addressing of potential performance issues.

Regular reports will be issued monitoring risk and return of accounts against their designated benchmark and objectives, capturing any performance dispersion.

Term of the partnershipThe partnership is a SPV with a maximum fixed life investment of 10 years though our financial projections are based on a Five Year earning period and a sale of the asset in the sixth year. Each case will be specifically defined in the document regarding each SPV.

Management feesThere will be no fees for capital accumulation, however 1.5% will be charged annually and collected monthly after the target amount will be raised.

Hurdle Rate or preferred returnA minimum rate of return seven percent (7%), which must be achieved before the fund manager can receive any carried interest payments.

Carried interest (Performance Bonus)Once the Hurdle rate is paid out, the remaining profit to be distributed will be done on the specifics of each SPV document. The plan is for the initial rate to be 20% to management and then 30% after Investors have earned above 15% ROI in any one given year. The same 30% applies upon sale of the asset as a performance bonus.

Exit StrategyEach SPV will have a targeted period of operation and expected exit timing in place with a defined financial and time target to maximize the return. Certain high performing assets will be offered to the investors as a first right of refusal for those that might want to continue to own the asset for the current return.

Restrictions on the General PartnerInitial documents will restrict any use of funds in any SPV until ALL funds required are in escrow. No activity will take place until such point and each SPV will have well defined restrictions and controls to confine any commitment of capital to an asset with specific existing valuations and future performance targets. These controls will be monitored by the third party legal group.

CONTACT INFO:

Lions Group GroupRick SableCell: +1 914 -522-4669E-Fax: +1 914.513.2768 Office: +1 631.329.5943Office fax- 631.329.8320Email: Rick@siservicesgroup.com

281 Garth Road, Suite 2JB, Scarsdale, NY 10583