Investment case for TPGI

Thomas Properties Group
(Nasdaq: TPGI)

The Manual of Ideas
www.manualofideas.com
December 1, 2011

Table of Contents
• Overview
• Business Model
• Ownership and Management
• Market Valuation
• Intrinsic Value
• Risk
• Catalysts
• Appendix I — Valuation Detail
• Appendix II — Selected Property Data

2

What is TPGI?

• A real estate operating company that owns interests in
property assets, as well as operates a fee-based
business providing investment advisory, property
management, leasing and development services.

• Headquartered in Los Angeles, TPGI owns interests in
operating and development properties located in Austin,
Houston, Los Angeles, Philadelphia, and the D.C. metro
area.

4

Brief History
• 1996: Jim Thomas forms Thomas Properties as a
successor to Maguire Thomas Partners.
At the time, Thomas Properties owns interests in and manages nearly 2.0 million sq
ft of commercial office space at Commerce Square in the Philadelphia Central
Business District (CBD).

• 1999: Thomas adds investment advisory services for
institutional investors as a core business strategy.
CalSTRS* relationship begins with Thomas Properties managing the 800 South
Hope Street building in Los Angeles on behalf of CalSTRS.

* California State Teachers’ Retirement System.

5

Brief History (continued)
• 2002: Establishes the CalSTRS joint venture.
The JV buys 7.5+ million sq ft of wholly-owned office properties in 2003-07,
including the City National Plaza in Los Angeles CBD.

• 2004: IPO — sells 14 million shares at $12.00/share.
Additional share sales follow in 2007 (9M shares @ $16), 2009 (5M shares @
$2.55), and in 2010 (4M shares @ $3.67-5.03).

• 2007: CalSTRS JV acquires a 25% interest in the Austin
Portfolio JV.
The Portfolio comprises ten office properties with ~3.5 million sq ft in Austin, TX.

6

TPGI Today
• Operating Portfolio:
Owns interests in 23 operating properties with nearly 13 million sq ft, most of which
is Class A* office space.

• Development Pipeline:
Owns interests in five mixed-use developments as well as a completed, for-sale
residential condo project in Philadelphia.

• Fee-Based Business:
Provides asset/property management to the CalSTRS JV including the Austin
Portfolio (19 properties), as well as property management and other services to third
parties (five operating properties; three entitlement projects).

* Most prestigious buildings competing for premier office users with rents above average for the area
(http://www.boma.org/Resources/classifications/Pages/default.aspx).

7

Holding Company Structure
Thomas Properties CEO Jim Thomas
Group, Inc. (TPGI) (and other L.P.’s)

Owns ~25%
Owns ~75%
(reported under non-controlling
(TPGI consolidates TPG L.P)
interests by TPGI)

Operating Partnership
(TPG L.P.)

Consolidated JV Operations*
Operations - CalSTRS JV (9 op. and 2
- 3 operating properties development properties)
- 3 development properties - Austin JV (10 op. properties)
- For-sale condo project
- 1 operating property
- Fee-based business
(separate JV)

* Reported as “investments in unconsolidated real estate entities” on TPGI’s balance sheet with related “equity in net income/(loss) of
unconsolidated real estate entities” reported on TPGI’s income statement. 8

Business Model
“Full-service” real estate company with four
integrated areas of business focus:

1) Property operations
2) Property acquisitions
3) Property development
4) Investment management

10

Property Operations
Properties in which TPGI owns an interest in or
manages the property. Revenue derives from:
• Rental income, parking income, and tenant reimbursements
– Leases generally contain provisions that require tenants to reimburse TPGI for a portion of
property operating expenses and real estate related taxes associated with the property.

• Property management fees
– For the CalSTRS JV properties, based on 2-3% of property gross revenue plus
reimbursement of personnel costs for certain of TPGI’s employees; paid monthly based on
one-year agreements.

• Asset management fees
– For the CalSTRS JV properties, based on net operating income for “stabilized” properties
and percentage of appraised value for other properties; paid monthly.

• Leasing commissions
– Generally market-based leasing commission rates.

11

Property Acquisitions
TPGI has historically acquired properties both for
its own account and for third parties,* targeted at
three categories of properties:

• “Core” — properties that are stabilized (occupancy at ~95%) at the time of
purchase;
• “Core plus” — under-performing properties that can be brought to market
potential through improved management;
• “Value-add” — properties, requiring redevelopment, repositioning and
investment to achieve desired returns.

* Mainly on behalf of the CalSTRS joint venture (including a separate account relationship). When acting for third parties, TPGI typically earns
acquisition fees ( paid at the time the property is acquired, as a percentage of the acquisition price, and/or for a period depending on property
operating performance).

12

Property Development
TPGI has experience in developing/redeveloping
land for its own account and for third parties*:

• Own account — TPGI owns interests in development projects in Austin,
Houston, Los Angeles, and Philadelphia totalling 300+ acres of land and nearly six
million square feet of entitled space. Past developments include the Murano, a luxury
residential condo tower in Philadelphia (completed in 2008; TPGI still owns interests
in 70 units out of a total of 302 units)

• On behalf of third parties — TPGI is entitling third-party-owned land in Los
Angeles for NBC Universal and Korean Air. Past developments include the
headquarters building for the California Environmental Protection Agency in
Sacramento (completed in 2000; TPGI continues to property-manage the building).

* When acting for third parties, TPGI typically earns development fees (dependent, for example, on the progress of entitlements).
13

Investment management
TPGI advises institutional investors on property
portfolios:

• TPGI is an SEC-registered investment advisor since 2000.

• CalSTRS — TPGI’s biggest mandate dates back to 1999. TPGI asset-manages
two properties under a separate account relationship with CalSTRS in addition to
asset-management services for properties within the CalSTRS joint venture (including
the Austin Portfolio). TPG L.P. is the general partner and owns 25% of the limited
partnership interests in the CalSTRS JV.

14

New Strategy Announced
in Mid-2011
Key parts of the updated strategy include:*

• Sell land and reduce development assets to ~10% of NAV.
• Sell non-core operating assets that have achieved their maximum value,
are underperforming, or do not fit into the long-term plan.
• Redeploy sales proceeds in “high barrier to entry” markets with a focus on
western U.S. cities and wholly-owned or controlled assets.
• Reduce leverage on the portfolio to a target of 50% loan-to-value.
• Convert to REIT status “at the appropriate time.”
• Continue to focus on maximizing the portfolio’s recurring cash flow and NOI
growth, creating value by repositioning value-add properties, and continue capital
relationships with institutional investors to acquire trophy quality office properties, with
a goal of increasing ownership interests in ventures.
* Based on the company presentation from June 2011 (slide 20): http://ir.tpgre.com/phoenix.zhtml?c=178549&p=irol-irhome
15

Equity Structure
Units in TPG L.P. are TPGI shareholders own ~75% of the operating
redeemable for partnership through which TPGI carries out all operations.
common stock on a
one-for-one basis. TPGI is the sole general partner in TPG L.P.

TPG L.P. — Ownership as of September 30, 2011:
% of Votes per
(in millions) Outstanding TPG L.P. Share/Unit
Common stock (TPGI) 37.1 74.7% 1
1
TPG L.P. operating partnership units (not listed) 12.3 25.3% 1 (limited) 2
Shares/Units Outstanding in TPG L.P. 49.4 100.0%

1 Excludes ~0.4 million incentive partnership units.
2 Each operating partnership unit issued in connection with the formation of the partnership at the time of TPGI's IPO in 2004 was paired with
one share of limited voting stock. These shares of limited voting stock are not transferable separate from the limited partnership units they are
paired with, and each operating partnership unit is redeemable together with one share of limited voting stock for cash, or, at TPGI's election,
one share of common stock on a one-for-one basis. A unit and a share of common stock have essentially the same economic characteristics as
they share equally in the total net income or loss and distributions of the operating partnership. Each share of limited voting stock entitles its
holder to one vote on the election of directors, certain extraordinary transactions, including a merger or sale of TPGI, and amendments to the
certificate of incorporation. However, shares of limited voting stock are not entitled to any regular or special dividend payments or other
distributions.
17

Incentivized Management…
TPGI / TPG L.P. — Major Holders (excludes dilutive securities) 1

Com m on % of % of
Com m on Partnership & Com m on Partnership % of
(in millions) Stock Units Units Stock Units TPG L.P.
Chairman and CEO Jim Thomas 3.1 12.3 15.4 8% 100% 31%
Other insiders 1.7 0.0 1.7 5% 0% 3%
Total insiders 4.8 12.3 17.1 13% 100% 35%

Third Avenue Management 7.7 0.0 7.7 21% 0% 16%
Teachers Advisors / TIAA-CREF 5.2 0.0 5.2 14% 0% 11%
Lyle Weisman (filing group) 3.4 0.0 3.4 9% 0% 7%
Jennison Associates 2.2 0.0 2.2 6% 0% 4%

CEO Thomas owns
31% of the economics and has
been buying shares recently.

1Dilutive securities include restricted stock, phantom shares, stock options, and incentive partnership units. Based on the number of dilutive
securities and TPGI’s share price performance, we estimate the dilution to be not material to the investment case.

18

…with Experience…
• James Thomas (Chairman, President and CEO)
– 74 years old; founded TPGI’s predecessor in 1996 and led TPGI through its IPO
in 2004. Prior to TPGI, Thomas was co-managing partner of Maguire Thomas
Partners from 1983 until 1996. Thomas was also CEO and owner of the
Sacramento Kings and the ARCO Arena from 1992 until 1999.
• John Sischo (Co-COO)
– 54 years old; joined TPGI’s predecessor in 1998 as CFO after spending eight
years leading Bankers Trust's real estate practice in Los Angeles.
• Paul Rutter (Co-COO and General Counsel)
– 57 years old; joined TPGI in 2008; previously at Maguire Properties since 2006
and a managing shareholder of law firm Gilchrist & Rutter from 1983 until 2006.
• Diana Laing (CFO)
– 56 years old; joined TPGI in 2004; previously CFO at Triple Net Properties, New
Pacific Realty, Firstsource, Arden Realty, and Southwest Property Trust.

19

…and Concern for Equity Value
• New strategy announced in mid-2011 focuses on closing gap
between market value and NAV.

• $120,000 base salary of CEO Thomas.
Thomas’ total compensation, including stock awards, was ~$2 million cumulative for
the three years ended 2010.

• Less than $1 million of bonuses for top executives during
2008-10.

• Downsized equity offering in late 2009 due to a low share
price of $2-3 at the time.

20

Share Price Since IPO…
TPGI remains near 2009 lows despite only modest dilution*, a largely intact
property base and fee business, recovery in credit markets, as well as operational
progress (year-to-date NOI growth, 2010 property debt refinancings, asset sales).

* ~25% more shares/units versus yearend 2007.
22

…Belies A More Stable NAV
(at period-end) 2005 2006 2007 2008 2009 2010 18-Nov-11
TPGI share price $12.50 $16.01 $10.78 $2.59 $2.96 $4.22 $2.78
Tangible book value per share/unit 1 $4.43 $4.34 $6.06 $5.55 $4.40 $4.02 $3.89
Premium/(discount) to tangible book 182% 269% 78% -53% -33% 5% -29%

• Net asset value per share/unit is down ~10% since yearend
2005.

• While TPGI trades at a nearly 30% discount to NAV, the latter
understates intrinsic value (see next slide), which implies
even greater undervaluation.

1 Latest figure is based on TPGI’s balance sheet as of September 30, 2011.
23

Market Valuation
Shortcomings of Traditional
Stock price (18-Nov-11) $2.78 Valuation Ratios Include:
1
Common stock/TPG L.P. units (millions) 49.8
Market value (100% of TPG L.P.) $138 million - Properties generally stated at
2 depreciated cost;
Plus: Pro-rata debt (30-Sep-11) $526 million
- JV’s carried at only ~$10M;
Minus: Pro-rata unrestricted cash (30-Sep-11) $52 million - Ignores value of fee business
Implied Enterprise Value $612 million
- Ignores development properties
3 - Ignores value of fee business
Tangible book (30-Sep-11) $194 million
Implied MV/TB 0.71x
- Ignores development properties

Pro-rata sq ft of operating property 3.7 million sq ft - Ignores development properties
Implied EV / sq ft ($) $164 - Ignores value of fee business

4
TTM pro-rata ATCF $12 million
Implied MV / ATCF (ann.) 11x
Traditional approaches do not
Oct-2011 annualized, pro-rata NOI
5
$53 million properly reflect intrinsic value.
Implied EV / NOI (ann.) 12x
Property-level, sum-of-the-parts
valuation is required !
1 Includes ~0.4 million incentive partnership units.
2 Pro-rata reflects consolidated financials plus TPG L.P.'s share of unconsolidated investments. Pro-rata debt excludes non-recourse debt controlled by a receiver.
3 Including share of TPG L.P. unitholders.
4 After-tax cash flow (Non-GAAP measure reported by the company).
5 Based on net operating income represented by the sum of i) NOI for October 2011, annualized; and ii) the annual straight-line rent adjustment for existing leases.
24
The ratio is based on an adjusted enterprise value to reflect TPG L.P.'s pro-rata share of currently committed leasing capital costs.

Perception and Reality
The “Market” Is Focused On: What the “Market” Is Missing:

• High Debt • Most Debt is Non-recourse
– ~$475 million of pro-rata net debt – No corporate debt, little exposure to
(nearly 4x market value). recourse debts/other commitments.

• GAAP Losses • Cash Flow Positive
– Consolidated net loss of $14 million – TTM pro-rata, after-tax cash flow of
for the TTM to Sep-2011 (due to D&A). $12 million (~10% yield).
• Capital Intensive and • Large Fee Business and
Commodity-Like Business Experienced, “Owner”-CEO
– TPGI lacks a competitive edge – CalSTRS relationship and strong
versus larger property companies. management are advantages.

• Exposed to U.S. Real Estate • Focus on Class A Office
– Entire industry remains “out-of- – Key assets include “trophy” buildings
favor.” in Philadelphia and L.A. CBD’s.

25

Valuation Approach
• Sum-of-the-Parts:

– Operating properties (by property)
– Development properties (by property)
– Fee business
– Net current assets

• Above structure based on TPGI’s net asset
value workbook as of September 30, 2011
http://ir.tpgre.com/phoenix.zhtml?c=178549&p=irol-NavWorkBook

27

NAV Workbook: Base Case
Base case assumptions/outputs using management’s NAV Workbook:
Outputs
Assumptions Net Asset Value NAV per Share/Unit
Asset Base Case Base Case Base Case
Capitalization Rate
Operating Properties: Applied to "Stabilized NOI" 1
Consolidated operating properties 8% $113 million $2.27
TPG/CalSTRS JV operating properties 8% $93 million 1.87
2121 Market Street, Philadelphia, JV 8% $6 million 0.12
Austin Portfolio JV operating properties 8% $4 million 0.08
Subtotal - Operating Properties $216 million $4.34

Development Properties: % of Book Carrying Value
Murano condominium project 100% $27 million $0.53 Up to 3x upside
% of Costs Incurred to Date using
Pre-development projects 100% $90 million $1.80 reasonable
Subtotal - Development Properties $116 million $2.33 inputs in
management’s
Multiple Applied to NAV workbook
Fee Business: TTM Net Fee Income
structure
TTM net fee income: $21M 8x $169 million $3.39
Subtotal - Fee Business $169 million $3.39

Consolidated Net Current Assets: % of Book Carrying Value
Net current assets (9/30/11): $48M 100% $48 million $0.96
Subtotal - Net Current Assets $48 million $0.96

Total Net Asset Value $549 million $11.02

1 Stabilized net operating income assumes occupancy at 95%. For properties less than 95% leased, this represents the sum of i) current annualized net operating income, and

ii) an upward adjustment to net operating income based on current market rent to achieve 95% occupancy. For properties that are more than 95% leased, this represents the 28
sum of i) current annualized net operating income, and ii) a downward adjustment to net operating income based on average in place rent to achieve 95% occupancy.

NAV Workbook: Sensitivities
Scenario analysis using management’s NAV Workbook:
Outputs
Assumptions Net Asset Value ($mn) NAV Per Share/Unit
Asset Bear Base Bull Bear Base Bull Bear Base Bull
Capitalization Rate
Operating Properties: Applied to "Stabilized NOI" 1
Consolidated operating properties 10% 8% 6% $45 $113 $217 $0.90 $2.27 $4.35
TPG/CalSTRS JV operating properties 10% 8% 6% 41 93 188 0.82 1.87 3.77
2121 Market Street, Philadelphia, JV 10% 8% 6% 3 6 11 0.06 0.12 0.21
Austin Portfolio JV operating properties 10% 8% 6% 3 4 9 0.06 0.08 0.19
Subtotal - Operating Properties $91 $216 $425 $1.84 $4.34 $8.52

Development Properties: % of Book Carrying Value
Murano condominium project 50% 100% 150% $6 $27 $48 $0.12 $0.53 $0.97
% of Costs Incurred to Date
Pre-development projects 50% 100% 150% $36 $90 $143 $0.73 $1.80 $2.87 Wide range of
Subtotal - Development Properties $42 $116 $191 $0.85 $2.33 $3.84 values, but still
100%+ upside
Multiple Applied to in a “bear case”
Fee Business: TTM Net Fee Income
TTM net fee income: $21M 6x 8x 10x $126 $169 $211 $2.54 $3.39 $4.23
Subtotal - Fee Business $126 $169 $211 $2.54 $3.39 $4.23

Consolidated Net Current Assets: % of Book Carrying Value
Net current assets (9/30/11): $48M 75% 100% 100% $36 $48 $48 $0.72 $0.96 $0.96
Subtotal - Net Current Assets $36 $48 $48 $0.72 $0.96 $0.96

Total Net Asset Value $296 $549 $874 $5.95 $11.02 $17.55

1 Stabilized net operating income assumes occupancy at 95%. For properties less than 95% leased, this represents the sum of i) current annualized net operating income, and

ii) an upward adjustment to net operating income based on current market rent to achieve 95% occupancy. For properties that are more than 95% leased, this represents the
sum of i) current annualized net operating income, and ii) a downward adjustment to net operating income based on average in place rent to achieve 95% occupancy. 29

NAV Workbook: Conclusions
• Up to 3x upside from recent share price in a base case, using reasonable
inputs in management’s NAV workbook structure.
• NAV is highly sensitive to small changes in inputs (especially capitalization
rates)…
• …but still 100%+ upside even in a bear case.
• Management’s NAV workbook is the right valuation approach, as it is based
on a property-level build-up of net asset value.
• Includes value for high-margin, capital-light fee business.
• Shortcomings include: no consideration for corporate G&A costs; only partial
adjustment to reflect Brandywine’s preferred equity investment in Commerce Square;
and no explicit adjustments for corporate and other taxes.

Management’s NAV workbook highlights the favorable,
asymmetric return-to-risk profile of TPGI

30

Refining the Valuation
• Include G&A costs
– Due to the assumption that TPGI continues under present leadership and
corporate structure (assumes no potential sale to a trade buyer).

• Reduce common equity value for Commerce
Square property
– Due to a preferred equity investment by Brandywine Realty Trust (BDN) in 2010.

• Cross-check values versus comparable
transactions and implied property “FCF yields”
• Other adjustments to reflect more conservative
assumptions
• Tax considerations
31

Refining the Valuation:
G&A Costs
2006-10 TTM to
2006 2007 2008 2009 2010 Average Sep-2011
Corporate G&A ($mn) $17 $18 $17 $17 $14 $17 $16
Assumed multiple 5x
Estimated value drag from corporate G&A ($mn) -$83
Estimated value drag from corporate G&A - $ per TPGI share -$1.67

Employ ees (y earend) * 127 180 176 159 158 160 n/a

• G&A costs are corporate costs of TPGI and include, among others,
compensation for executive management, other employees and directors;
costs of being a public company; and rental expenses for leasing the
corporate office space.
• We reduce the base case valuation by $1.67 to account for this “value drag.”

* Includes employees involved in property management whose costs are reimbursed under relevant agreements with CalSTRS. These
reimbursable property personnel costs are excluded from G&A.
32

Commerce Square
• Single most valuable
property, based on
estimated value to TPGI

• Fully consolidated within
TPGI’s financials

• Accounted within
“consolidated operating
properties” in the NAV
calculation on slide 28*
One and Two Commerce Square * Represents $119 million ($2.39 per share/unit) of the base case
value of $113 million ($2.27 per share/unit). The value is greater
(Philadelphia CBD) than the total as the only other consolidated operating property -
Four Points Centre - is assumed to have a negative value to TPGI. 33

Commerce Square: Key Stats
Pro-forma Currently Estimated
Occupancy 2006-10 Oct-2011 NOI at 95% Committed Add'l Capital
Property Rentable as of Average Annualized Occupancy Leasing to Achieve
1
(Year Built / Renovated) Description Square Feet 30-Sep-11 Occupancy NOI ("Stabilized") Capital Stabilization
One Commerce Square High-rise office;
942,866 88% 93% $14 million $15 million $1 million $3 million
(1987) Philadelphia CBD
Tw o Commerce Square High-rise office;

1,896,142 87% 92% $28 million $31 million $2 million $8 million

• “Trophy” property in Philadelphia’s Central Business District.
• Tenants include PwC (~20% of sq ft at Two Commerce), E&Y, Grant
Thornton, Delaware Investments, Reliance Standard, IBM, Fiserv, Stevens
& Young, Wolters Kluwer, McCormick Taylor and others.
• No material near-term lease expiries (PwC lease expires in 2014).

1 Represents the sum of i) net operating income for October 2011, annualized; and ii) the annual straight-line rent adjustment for existing
leases.
34

Commerce Square - Valuation
Implied Outstanding Debt (100%) Estimated Estimated Estimated Implied Implied
Cap Rate Estimated Asset Total Net TPG L.P. Value Value To "FCF Yield" Implied Years
Applied to Asset Value as of Recourse? Asset Share To TPG L.P. Per On Oct-2011 Loan-to- To Repay
Stabilized NOI Value Per Sq Ft 30-Sep-11 Rate / Maturity Value of NAV TPG L.P. Share/Unit Ann. NOI 1
Value Debt
Non-recourse;
9.0% $169 million $179 $129 million n/m 75% n/m n/m n/m 77% 23
5.7% / Jan-16
Non-recourse;
6.3% / May -13

9.0% $340 million $179 $236 million $79 million * 75% $59 million $1.19 15% 69% 20

Approximates the purchase price per After
sq ft, on a stabilized basis, of nearby adjustments, still
Three Logan Square, which worth nearly half
Brandywine (BDN) acquired in 2010. of TPGI’s recent
(Source: Brandywine CEO Sweeney on BDN’s market value.
4Q'10 earnings call)

Stated after the $25 million preferred equity investment by Brandywine (BDN) in 2010. In addition to a 9.25% accruing return on the preferred, BDN
gets a 25% interest in the Commerce Square LP's. The $25 million is to be used for property improvements. As such, we have assumed that the
investment is used for committed leasing costs of $1.7 million and incremental costs of $8.3 million, as estimated by management. This leaves
another ~$10 million to improve the competitive position of the property ($5 million has already been funded and spent as of September 30, 2011).

1 Defined as (TPG L.P.'s share of October 2011 annualized NOI less estimated annual interest payment) / (estimated value of the property to TPG L.P.). The interest

payment includes a charge for a return on Brandywine's preferred equity, even though this is not payable in cash. BDN will contribute a total of $25 million of preferred
equity to the partnerships, of which $5 million has been contributed as of September 30, 2011, with the balance to be contributed by December 31, 2012. 35

Commerce Square: Conclusion
• Estimated contribution of $1.19 to NAV:
– Reflects downward adjustment of $1.20 from NAV workbook base case
to account for:
• Estimated negative value drag from Brandywine preferred equity investment;
• Recent comparable transaction in Philadelphia CBD (implied asset value per square
foot of ~$180 is in-line with Brandywine’s acquisition of Three Logan Square (on a
“stabilized” basis).
– Mortgage interest payments are manageable based on current NOI.
• Commerce Square is solidly free cash flow positive.
– Implied LTV of our valuation is reasonable at ~70%.
• ~20 years to repay debt, even allowing for a return on the preferred equity.
– No significant near-term lease expiries.
– $25 million Brandywine investment more than enough to “stabilize” the
property, per management estimates.

36

Other Adjustments
• CalSTRS JV operating properties:
– Cap rates fine-tuned to reflect 2010 mortgage refinancings at five of the nine
properties (excl. Austin Portfolio); resulting values are cross-checked with implied
property “FCF yields” and LTVs.
– Results in an upward adjustment of $25 million ($0.49 per share/unit) relative to
the base case valuation.
• Development properties:
– Value revised downward by $16 million ($0.33 per share/unit) to reflect zero
value for the MetroStudio development in Los Angeles (only development with no
entitlements to date).

• Fee business:
– Value revised downward by $52 million ($1.04 per share/unit) to reflect a more
conservative “net contribution” based on the 2008-10 average net contribution.

• Net current assets:
– Applied a 10% discount to the base case valuation in the NAV workbook.

37

Tax Considerations
• Minimal cash taxes paid in 2008-10.
• Retains significant NOL’s.
– $23M of net operating loss carryforwards for federal purposes and $26M for
state purposes at yearend 2010 (subject to varying expirations from 2018
through 2031). The net deferred tax asset is $15M as of September 30, 2011.

• NOL’s are not explicitly included in our valuation…
• …neither are potential tax liabilities due on any asset
sales.

Potential future taxes should be mitigated by available
NOL’s, high D&A/G&A, and the high cost basis for
some properties (e.g. Austin Portfolio acquired in 2007)

38

Putting It All Together
Management’s NAV workbook revisited:
Management's NAV Workbook Adjusted Valuation
Net Asset Value NAV per Share/Unit Net Asset Value NAV per Share/Unit
Asset Base Case Base Case Adjusted Adjusted
Operating Properties:
Consolidated operating properties $113 million $2.27 $49 million $0.99
TPG/CalSTRS JV operating properties $93 million 1.87 $118 million 2.36
2121 Market Street, Philadelphia, JV $6 million 0.12 $6 million 0.12
Austin Portfolio JV operating properties $4 million 0.08 $4 million 0.08
Subtotal - Operating Properties $216 million $4.34 $176 million $3.55
Development Properties:
Murano condominium project $27 million $0.53 $27 million $0.53
Pre-development projects $90 million $1.80 $73 million $1.47
Subtotal - Development Properties $116 million $2.33 $100 million $2.00

Subtotal - Fee Business $169 million $3.39 $117 million $2.35

Subtotal - Net Current Assets $48 million $0.96 $43 million $0.86

Subtotal - Corporate Overheads $0 million $0.00 -$83 million -$1.67

Total Net Asset Value $549 million $11.02 $353 million $7.09

We estimate TPGI’s intrinsic
value at $7 per share

(see detailed assumptions in the Appendix)
39

Thoughts On Intrinsic Value
• Deleveraging benefits to the equity contribute to growth in intrinsic
value over time
– Most of TPGI’s operating properties are FCF-positive and have sustainable
capital structures. This is reinforced by the refinancings of five CalSTRS JV
properties in 2010 at average loan-to-values of ~50%, based on management.
• Hedge against potential inflation
– Most of the property-level debt is at fixed interest rates, and some of it has
recently been refinanced at 5-6% for terms extending up to 2020. Given TPGI’s
quality portfolio, including “trophy” properties at Commerce Square in
Philadelphia and City National Plaza in Los Angeles, inflation-adjusted rent
increases should be achievable.
• Significant fee-based platform relative to market value
– TPGI has a remarkable asset and property management platform for a company
of its size. Building on the relationship with CalSTRS, TPGI may be able to
secure other partners, including perhaps sovereign wealth funds, in the future.
The high-margin, capital-light nature of the business makes it very valuable.

40

Key Risks (and Mitigations)
to Our Investment Case
• Execution risk tied to the new strategy
– Asset sales may be realized at lower net values than estimated and/or may take longer to
close  mitigated by quality assets and our already conservative value assumptions.
– Capital allocation risk tied to potential acquisitions using existing cash or cash from sales
proceeds  mitigated by an incentivized management team intent on increasing NAV.

• Continuation risk tied to CalSTRS relationship
– TPGI’s fee income depends largely on the continuation of the CalSTRS JV and separate
account agreements. These may be terminated on short notice and depend on certain
factors, including on the role and ownership interest of CEO Thomas  this is mitigated by a
succession plan developed in discussions with CalSTRS; indications that the relationship
remains healthy (e.g. no onerous terms in recent capital structure changes at certain JV
properties); and TPGI’s success in attracting third-party fee-based clients (e.g. NBC
Universal, Korean Air, Lehman Brothers Holdings, city of Sacramento).

• Illiquidity risk tied to the shares
– TPGI’s removal from the Russell 2000 Index in June 2011 exacerbated an already low
trading volume  this is mitigated by a favorable, outsized return-to-risk profile of the shares.

42

Low Risk of
Permanent Capital Loss
Estim ated Value
to TPGI
Asset Per Share/Unit
Corporate net cash plus TPGI’s
Unrestricted pro-rata cash (30-Sep-11) $1.05 interest in two “trophy”
properties alone approximate
One/Tw o Commerce Square recent market value.
$1.19
(Philadelphia CBD)
TPGI has no corporate debt and
City National Plaza minimal loss exposure to
$0.44 property-level debts (most are
(Los Angeles CBD)
non-recourse) and unfunded
commitments.
$2.68

43

Closing the Discount to NAV…
• Asset monetizations due to new strategy
– 6 operating properties are currently marketed for sale (2500 City West and Brookhollow in
Houston, TX; Research Park Plaza and the retail space portion of Four Points Centre in
Austin, TX; Centerpointe in Fairfax, VA; and 2121 Market Street in Philadelphia, PA). 2500
City West is “in escrow” as of November 2011.
– Remaining 70 Murano condos in Philadelphia, PA, are for sale. 12 units have been sold YTD
through September 30, 2011.
– TPGI is “in discussions” to sell land parcels at various pre-developments including in Austin,
Houston (land at 2500 City West is “in escrow” as of November 2011), Los Angeles (El
Segundo; one parcel sold in October 2011) and Philadelphia.
• Conversion to REIT (dividend reintroduction) as part of new strategy
– Once non-income producing assets have been sold, TPGI will be able to convert into a REIT,
which is management’s stated strategy. Most office REIT’s in the U.S. have recently traded at
a premium to reported NAV. TPGI reintroduced a quarterly dividend of $0.015 per share
($0.06 annualized) in November. The dividend has significant potential to increase over time.

We estimate management’s new strategy should yield ~$2.70 per share/unit
from cash proceeds of announced asset sales over the next 2-3 years

45

…in CEO Jim Thomas’ words:*
• “Focused on the implementation of our new strategic plan and we’re
making steady progress in that regard.”

• “A priority under that plan is to dispose of operating properties that
have reached their maximum value, are underperforming, or do not
fit into our long-term plan.”

• “Another priority is to reduce the size of our non-income producing
development pipeline to approximately 10% of net asset value.”
– Sold El Segundo parcel in October 2011
– In the process of putting a land parcel in Philadelphia on the market
– Ongoing discussions regarding land sales in Houston, Austin and El Segundo

* Based on comments made during the company’s Q3 conference call on November 3, 2011.
46

Consolidated
Operating Properties
- One Commerce Square (75%*)
- Two Commerce Square (75%*)
- Four Points Centre (100%)

* Brandywine’s 25% share of Commerce Square is reported under non-controlling interests on TPGI’s balance sheet.

Commerce Square — Snapshot

1
One Commerce Square High-rise office;
Tw o Commerce Square High-rise office;


leases. 49

Commerce Square — Valuation
Applied to Asset Value as of Recourse? Asset Share To TPG L.P. Per On Oct-2011 Loan-to- To Repay
Stabilized NOI Value Per Sq Ft 30-Sep-11 Rate / Maturity Value of NAV TPG L.P. Share/Unit Ann. NOI 1
Value Debt
Non-recourse;
5.7% / Jan-16
Non-recourse;
6.3% / May -13

9.0% $340 million $179 $236 million $79 million * 75% $59 million $1.19 15% 69% 20

Approximates the purchase price per sq ft, on a Worth nearly half
stabilized basis, of nearby Three Logan Square, of TPGI’s recent
which Brandywine (BDN) acquired in 2010. market value.
(Source: Brandywine CEO Sweeney on BDN’s 4Q'10 earnings call)

* Stated after the $25 million preferred equity investment by Brandywine (BDN) in 2010. In addition to a 9.25% accruing return on the preferred, BDN gets
a 25% interest in the Commerce Square LP's. The $25 million is to be used for property improvements. As such, we have assumed that the investment is
used for committed leasing costs of $1.7 million and incremental costs of $8.3 million, as estimated by management. This leaves another ~$10 million to
improve the competitive position of the property ($5 million has already been funded and spent as of September 30, 2011).

1Defined as (TPG L.P.'s share of October 2011 annualized NOI less estimated annual interest payment) / (estimated value of the
property to TPG L.P.). The interest payment includes a charge for a return on Brandywine's preferred equity even though it is not in
cash. 50

Four Points Centre — Snapshot

1

Four Points Centre 2 Suburban office; 3
192,062 29% n/m $0 million $2 million $0 million $6 million
(2008) Austin, TX

leases.
2 Excludes wholly-owned retail space with 6,600 rentable square feet. The retail project, which has no related debt outstanding, is

contracted to sell. Also excluded is entitled, but undeveloped land at the location (see development properties).
3 The property was completed only in 2008. Occupancy was 17% in 2009 and 18% in 2010.
51

Four Points Centre — Valuation
Applied to Asset Value as of Recourse? Asset Share To TPG L.P. Per on Current Loan-to- To Repay
Stabilized NOI Value 1
Per Sq Ft 30-Sep-11 Rate / Maturity Value of NAV TPG L.P. Share/Unit NOI 2
Value Debt
Recourse ov er
47% of debt
9.0% $13 million $70 $23 million -$10 million 100% -$10 million -$0.20 n/m 174% n/m
(~$11M);
L+3.5% / Jul-12

Negative NAV due to debt exceeding estimated asset
value. TPGI has liability as the lender has recourse on
~47% of the debt. Maximum liability is $11 million.

1Stated after currently committed and estimated incremental leasing capital costs to achieve stabilization (per management estimates).
property to TPG L.P.).

52

Held in
Joint Ventures
(2121 Market Street JV)

2121 Market Street — Snapshot

1

2121 Market Street Residential/retail;
154,959 100% 2 100% 2 $2 million $2 million $0 million $0 million
(2001) Philadelphia

leases.
2 The occupancy figures represent the retail/office tenants only, and excludes the 168 residential units at the property. The property
54
includes 133k sq ft of residential and 21k sq ft of retail space in total.

2121 Market Street — Valuation
Value Debt

Recourse $3M
8.0% $29 million $190 $18 million max imum; $11 million 50% $6 million $0.12 12% 61% 13
6.1% / Jan-33

Property is actively
marketed for sale based on
management’s new strategy


55

Held in
CalSTRS JV*
(9 properties**)
* TPG L.P. is the general partner and owns 25% of the limited partnership interests in TPG/CalSTRS, LLC, a joint venture with the California State Teachers’
Retirement System. This gives TPG an indirect 25% interest in the common equity of properties owned by TPG/CalSTRS, except for City National Plaza of
which TPG owns 8%. TPG/CalSTRS was formed in December 2002, with most of the properties acquired in 2004/05 (City National Plaza was acquired in
2003). TPG acts as the managing member of TPG/CalSTRS.

** Excludes three Pennsylvania-based properties with defaulted loans. As the loans are non-recourse to both TPGI/TPG L.P. and the TPG/CalSTRS JV, and
the entities do not anticipate making any further payments or equity contributions, these properties are excluded here.

City National Plaza — Snapshot

1

City National Plaza High-rise office;
(1973) Los Angeles CBD

leases.
57

City National Plaza — Valuation
Value Debt
$350M mortgage:
non-rec.; 5.9% / Jul-20
7.0% $715 million $286 $370 million $345 million 8% $27 million $0.55 7% 52% 14
$20M note:
non-rec.; 5.8% / Jul-12

LBA Realty bought nearby 550 South
Hope at ~$280/sq ft in a distressed deal
in May 2011.
Mortgage refinanced in 2010,
extending the maturity to 2020 at a
KBS Realty bought nearby 445
5.9% fixed interest rate
Figueroa St. at ~$330/sq ft in
September 2010.

58

City West Place — Snapshot

1

Suburban office;
City West Place 2
Westchase, 1,473,020 99% 98% $25 million $24 million $0 million $0 million
(1993/1998/2001)
Houston

leases.
2 Excludes entitled, but undeveloped land at the location (see development properties). 59

City West Place — Valuation
Stabilized NOI Value 1 Per Sq Ft 30-Sep-11 Rate / Maturity Value of NAV TPG L.P. Share/Unit NOI 2
Value Debt
Buildings I & II ($121M):
non-rec.; 6.2% / Jul-16;
7.0% $344 million $234 $216M $129 million 25% $32 million $0.65 10% 63% 17
Buildings III & IV ($95M):
non-rec.; 5.0% / Mar-20

Refinanced buildings III & IV in 2nd most valuable
October 2010 at a "50% loan to operating property
value," which implies a to TPGI, based on
~$260/sq ft asset value. our estimates

60

San Felipe Plaza — Snapshot

1

High-rise office;
San Felipe Plaza
San Felipe/Voss, 980,472 88% 91% $14 million $16 million $2 million $3 million
(1984)
Houston

leases.
61

San Felipe Plaza — Valuation
Value Debt

Non-recourse;
4.8% / Dec-18

Refinanced in July 2010 at an
"average loan to value of
50%" (including concurrent
refinancings at 2500 City
West / Brookhollow)

62

2500 City West — Snapshot

1

Suburban office;
2500 City West 2
Westchase, 578,284 94% 94% $9 million $10 million $2 million $1 million
(1982)
Houston

leases.
2 Excludes entitled, but undeveloped land at the location (see development properties). 63

2500 City West — Valuation
Stabilized NOI Value 1 Per Sq Ft 30-Sep-11 Rate / Maturity Value of NAV TPG L.P. Share/Unit NOI 2
Value Debt

Non-recourse;
5.5% / Dec-19

Refinanced in July 2010 at an Property is actively
"average loan to value of marketed for sale based on
50%" (including concurrent management’s new strategy
refinancings at San Felipe /
Brookhollow)

64

Brookhollow I-III — Snapshot

1

Suburban office;
Brookhollow I-III
Northw est, 806,004 66.6% 2 64% 2 $5 million $9 million $0 million $20 million
(I:'72/ II:'79 / III:'81)
Houston

leases.
2 The low occupancy is due to a lack of tenants at building #I, which needs to be redeveloped. 65

Brookhollow I-III — Valuation
Value Debt

Non-recourse;
L+2.6% / Jul-13

Refinanced in July
2010 at an "average
Low value per square foot relative to loan to value of 50%"
other Houston properties is warranted (including concurrent
due to need to redevelop building I (no refinancings at San
tenants currently) Felipe / 2500 City
West )

66

Centerpointe I&II — Snapshot

1

Suburban office;
Centerpointe I&II
Fairfax (w ithin 421,859 92% 71% 2 $9 million $9 million $1 million $1 million
(I:1987 / II:1989)
D.C. metro area)

leases.
2 Occupancy is an average for 2007-10 as the building was acquired in 2007. 67

Centerpointe I&II — Valuation
Value Debt
$55M mortgage: non- common:
rec.; L+0.6% / Feb-12 25%
9.0% $102 million $241 $66M $0 million $2 million $0.04 n/m 65% 16
$11M mezz loan: non- preferred:
rec.; L+3.3% / Feb-12 5%

The NAV estimate is stated after
allocations to preferred equity.
The $2 million ($0.04 per share/unit) of
estimated value reflects a 5% preferred
equity interest.

68

Fair Oaks Plaza — Snapshot

1

Suburban office;
Fair Oaks Plaza
Fairfax (w ithin 179,688 89% 85% 2 $3 million $3 million $1 million $0 million
(1986)
D.C. metro area)

leases.
2 Occupancy is an average for 2007-10 as the building was acquired in 2007. 69

Fair Oaks Plaza — Valuation
Value Debt

Non-recourse;
9.0% $37 million $208 $44M -$7 million 25% $0 million $0.00 n/m 118% 57
5.5% / Feb-17

Negative NAV due to debt exceeding
estimated asset value. TPGI has no
liability, however, as the mortgage is
non-recourse to TPGI, TPG L.P. and the
TPG/CalSTRS JV.

70

Reflections I —
Snapshot & Valuation
1

Suburban office;
Reflections I
Reston (w ithin 123,546 0% 2 80% 2 $0 million $3 million $0 million $8 million
(2000)
D.C. metro area)

1 Represents the sum of i) net operating income for October 2011, annualized;
Zero NAV due to debt approximating estimated
and ii) the annual straight-line rent adjustment for existing leases.
2 Long-time tenant Raytheon Company left in 2010. asset value. The mortgage is non-recourse.

Value Debt

Non-recourse;
9.0% $21 million $173 $21M $0 million 25% $0 million $0.00 n/m 99% n/m
5.2% / Apr-15

1 Stated after currently committed and estimated incremental leasing capital costs to achieve stabilization (per management
estimates).
2 Defined as (TPG L.P.'s share of October 2011 annualized NOI less estimated annual interest payment) / (estimated value of the

property to TPG L.P.). 71

Reflections II —
Snapshot & Valuation
1

Suburban office;
Reflections II
Reston (w ithin 64,253 100% 2 100% 2 $1 million $1 million $0 million $0 million
(1984/2001)
D.C. metro area)

1 Represents the sum of i) net operating income for October 2011, annualized; and ii) the annual straight-line rent adjustment for existing leases.
2 Solely occupied by the Bureau of Indian Affairs, who rents on a month-to-month basis after the lease expired in 2010.

Value Debt

Non-recourse;
5.2% / Apr-15

1 Stated after currently committed and estimated incremental leasing capital costs to achieve stabilization (per management
estimates).
2 Defined as (TPG L.P.'s share of October 2011 annualized NOI less estimated annual interest payment) / (estimated value of the

property to TPG L.P.). 72

Held in
Austin Portfolio JV*
(10 properties)

* The CalSTRS JV is the general partner and holds a 25% interest in the Austin Portfolio, which includes ten properties in Austin, Texas. TPG's
indirect interest in the ten Austin properties is 6.25%. The Austin Portfolio is a joint venture among the CalSTRS JV, an affiliate of Lehman Brothers
(which owns 50%), and another institutional investor (which owns 25%). The Austin Portfolio was acquired from Blackstone in 2007.

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