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After carefully reading the SoLa Impact Case, in one page (12pt Times New Roma or similar font, with 1” margins, and 1.5 spaced), answer the question below:

At the end of the case, Martin is faced with three choices.  Which choice would you make and why?  Please base your answer on what you learned reading the case.

S C G – X X X J u l y 2 5 , 2 0 2 1

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SoLa Impact and The Billion Dollar Social Impact Fund

Martin Muoto, the CEO and Founder of SoLa Impact, stepped into his car to return to his office in the heart of South Los Angeles. At that moment, he was likely the only investment fund manager who was raising a $1B fund and driving to an office next to boarded up

buildings. SoLa Impact was founded as a for-profit social-enterprise real estate developer and rental management company. Its mission was to increase the amount of high-quality affordable housing in low-income communities. Muoto had just finished reviewing progress on SoLa Impact’s newest project, a 92,000 square foot commercial space, called the Beehive. This latest project was made possible by the creation of the new Opportunity Zone tax-incentive program. Despite early success finding investors and commercial tenants, Muoto’s efforts to scale this real estate development model was off to a slow start and prospective tenants were harder to recruit. As he drove across town, it was easy to spot SoLa Impact’s residential properties amidst a sea of boarded-up and vacant buildings. SoLa’s buildings were like a breadth of fresh air. Their modern aesthetic and high-quality construction showed the care and dedication that the SoLa team had invested to fulfill the company’s mission. As he drove, Muoto considered what elements of his new fund he would have to adjust to attract institutional investors. He knew raising a $1B real estate fund would not be easy, especially when he had chosen to name the fund the “Black Impact Fund.” However, he felt with SoLa’s track record and the right pitch, success was just around the corner.

Laying the Foundation: Discovering an Opportunity Muoto grew up in Northern Nigeria. His father had instilled in him and his siblings an aspiration to

attend college abroad. During the Cold-War, his father had left Nigeria to study medicine in Poland as part of a good-will initiative by the Soviet Union and Eastern-Bloc countries. This educational opportunity enabled Muoto’s father to elevate his family’s standard of living and he had encouraged his children to follow a similar path. While in high school, Muoto set his sights on universities in the United States. “I knew that American schools would highly value standardized tests, so I bought a used SAT study guide. It may have been the only one in the whole country!”, he laughed. When he applied, for most schools, he could not afford to pay their application fees, so he had his high school principal write


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a letter asking colleges to consider his application without their required $50 application fee. His first acceptance letter was from the University of Southern California. “My brother had received a full scholarship, but I did not. So, I thought: ‘Okay, I guess, they can’t afford both of us… I understand,’” he shared. Fortunately, the undergraduate program at the Wharton School of Business at University of Pennsylvania (UPenn) offered him a full scholarship and admitted Muoto to Penn’s elite Benjamin Franklin Scholar’s program, representing the top 5% of the incoming class. Muoto was the only student in Nigeria that year to receive a full scholarship to an Ivy League University. “I felt like I was 1 out of the 80 million Nigerians that had just won the lottery!,” he extolled.

In 1989 he flew to Philadelphia, Pennsylvania to attend UPenn with a round trip ticket and $440. “I really cannot thank my parents enough for making great sacrifices to set me up for success,” he offered. On the rare occasions Muoto could afford to call his parents, he would sometimes complain to his father about the challenges of studying at an elite academic institution in a foreign country. He reminisced:

I would tell my dad: “I'm working 20 hours a week washing dishes in the school cafeteria and I'm getting my ass kicked academically by these very smart students”. My father would say: ‘Wait…hold on for a second, I was a black Nigerian man in the 60’s in Poland, going to Medical School…in Polish…and I graduated top of my class.’ … I would hang up the phone and think “I guess I have nothing to complain about. Time to get back to work!”

Muoto would not see his parents for the next seven years as they could not afford to come to the US to visit, and he could not afford a flight back to Nigeria.

A Career in Venture Capital At UPenn, Muoto majored in industrial sociology and multinational management at the Wharton

School. After graduating in 1993, he remained in the United States and set his sights on a career in venture capital (VC). “While my classmates sought jobs in investment banking or consulting, I saw technology as the great equalizer and venture capital as the top of the technology food chain,” he explained. He first worked as an analyst at the Gartner Group and, three years later, he secured a position at General Atlantic Partners (GA). GA has been one of the largest private equity firms in the country and based in one of the wealthiest cities in the United States, Greenwich, Connecticut. In contrast at the time, UPenn was located in a low-income, predominantly African American area of West Philadelphia. “In hindsight, working in Greenwich, Connecticut and being exposed to partners that flew first class, sometimes even on private jets, was a bigger cultural shock than moving to West Philadelphia and going to UPenn. It was just completely out of my world,” he admitted.

After two years at GA, he moved to New York City to become a founding member and principal at Accretive Partners. Accretive was a private equity firm founded by a former GA partner, Michael Cline. At Accretive, Muoto participated in the founding of Fandango (a leading movie ticket website purchased by Comcast in 2009) and led investments in several other technology and outsourcing companies. In 2004, he moved to Los Angeles to help turnaround a troubled logistics and distribution company that had been acquired by Accretive. “I was sent out to a tough area of the San Fernando Valley to turn a

Adlai Wertman, David C. Bohnett Professor of Social Entrepreneurship, and Senior Case Fellow Benjamin Rostoker prepared this case. This case was developed from field research and published sources. Cases are developed solely as the basis for class discussion and are not intended to serve as endorsements, sources of primary data or illustrations of effective or ineffective management. Copyright © 2021 Lloyd Greif Center for Entrepreneurial Studies, Marshall School of Business, University of Southern California. For information about Greif Center cases, please contact us at [email protected] This publication may not be digitized, photocopied, or otherwise reproduced, posted or transmitted without the permission of The Lloyd Greif Center for Entrepreneurial Studies.

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distribution company around. That was the hardest job I ever had!” he shared. His hard work at the distribution firm was rewarded when it was acquired by eBay (a large e-commerce company). Although he had found the financial success that he aspired to, he often felt out-of-place. “Although ‘being a VC’ was stimulating and financially rewarding, I was never entirely comfortable as a venture capitalist. My soul just wasn’t in it.”

Finding Real Estate Seeking to diversify his personal investments, Muoto began to invest in real estate on nights and

weekends. He first purchased rental properties in gentrifying and trendy neighborhoods in Los Angeles: Venice and Echo Park. “My Cash-on-Cash yields in Venice and Echo Park started out very low, 2-5% during the hold period but, with appreciation, they turned out to be great deals for those areas (over a 20% IRR),” Muoto offered.

Rental investments are primarily analyzed on four metrics: Gross Yield (Yield) and Capitalization Rate (Cap Rate), Cash-on-Cash Return, and Internal Rate of Return (IRR).

• Gross Yield (Yield): Annual rental income divided by the property’s value, expressed as a percentage.

• Capitalization Rate (Cap Rate): Annual rental income minus operating expenses divided by the property’s value, expressed as a percentage. Operating expenses can include: legal fees, loan fees, building inspections, repairs and maintenance, management fees, vacancy costs, insurance costs, and other charges. Cap Rate assumes the properties Gross Yield without using any debt or leverage.

• Cash-on-Cash Return: A return-on-investment measure that includes any debt used in the purchase of the property. Cash-on-Cash represents the actual cash an investor receives annually after he or she has paid the properties mortgage, taxes, and other operating expenses.

• Internal Rate of Return (IRR): Measures the annualized rate of return given an expected future cash flow or eventual sale of the property.

Muoto was surprised at how tangible the work of real estate development and management felt and how quickly he took to it. “It was very unlike what I did in my corporate life which was write emails, analyze financials, and put together PowerPoint presentations. In real estate, when you say put a wall here, a few days later there was a wall! It was so gratifying because it was such an immediate manifestation of one’s decisions.” Excited by this new investment avenue, he applied some of the skills he gained as a VC. “I had gained an appreciation through private equity investing to analyze opportunities from a quantitative standpoint. The first thing I did was download the entire MLS and I developed a bunch of algorithms to help me analyze the data. I looked at every metric that could be indictive of value: price per square foot, rent per square foot, gross yield, current CAP rate, pro forma cap rate, etc.,” he stated. The results of his analysis surprised him:

In South Los Angeles, I found incredibly undervalued real estate assets relative to their potential rent. CAP Rates of 7-9%, which didn’t exist anywhere else in Los Angeles. And I asked myself: why are people not investing in this area?

Muoto began to explore investing in South Los Angeles. South Los Angeles generally referred to the area immediately south of downtown Los Angeles. Historically, this area was commonly referred to as “South Central”, and included parts of Watts and Compton. In South Los Angeles, 68% of the 1,000,000 residents identified as Latino and 27% as African American. Additionally, 37% had income below the federal poverty level, unemployment was 17%, and 42% of adults had an education less than a high school level. (See Exhibit 1: South Los Angeles Demographics and Geography).

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Muoto spoke with real estate agents and developers to hear their experiences in South Los Angeles. “Every broker I spoke to said: I wouldn't invest there if I were you; you're going to lose your shirt; you're going to deal with bad tenants, drug dealers, and prostitutes; you're going to deal with delinquencies; and they are going to trash the place,” he described. But Muoto wanted to see for himself. He shared:

I found dozens of properties that ‘on paper’ looked like good investments. I would drive down during the weekends, often at night, to see first-hand if these stereotypes were true. Ultimately, I walked over 100 properties before I made my first investment. And I didn’t just ‘drive by.’ I stopped, I knocked on doors, and I talked with the tenants and residents. The brokers were only about 5% right. But it was on the margins. South LA lives with the stigma of the 80s and 90s crack cocaine epidemic, gang violence, and race riots. Few other communities are judged by the way they looked 30-40 years ago. Most people here are honest, hard-working people who just want a safe place to raise their kids.

In 2009, he made his first purchase in South Los Angeles: a triplex multifamily building at 94th Street and Vermont for $215,000. Over the next three years, he purchased ten more buildings.

Learning the Business “I learned the business, the honest way–but also the hard way–which is you use your own money

before you use somebody else's money,” Muoto stated. He would personally host open houses, screen tenants, sign leases, oversee the property renovation projects, and collect rents. Often, at the beginning of each month, he would collect much of rent in cash. He recounted one particularly eventful Sunday after collecting rent:

One Sunday, I was driving back from South LA and I was pulled over by LAPD [Los Angeles Police Department] for speeding on the highway, one of the only two times in my life. I opened the glove compartment to get my registration and $9,000 in cash fell out, rents that I had just collected. The cop looked suspiciously at me and asked, ‘Do you always carry that much cash?!’ As a black man, I thought, I’m going to jail! Fortunately, I have a spotless record and the police officer let me go saying: ‘Sir, I have advice for you: Don’t drive around with so much dough!!’

Despite the many challenges, Muoto embraced real estate and property management. “It started as a hobby, and I found a real passion for it. I never really felt that I was ‘working.” Real estate investing selected me as much as I selected it,” he confided. Muoto had developed a personal framework for evaluating new life opportunities. He termed them the Four P’s: Profit, Passion, Pragmatism, and Purpose. “I think if you balance all four P’s in your professional life, then you really get into the flow and can make real impact.” In 2012, Muoto decided to follow his Four P’s and pursue real estate full time.

Drafting the Architecture of SoLa Impact As Muoto began networking with other property managers, he found a kindship with Gray Lusk.

Lusk was running a portfolio of around 300 units in North Hollywood—another low-income community in Los Angeles—for a family office. Lusk and Muoto would compare notes on struggling to find good contractors for rehabs or negotiating with difficult tenants. Muoto recalled, “There was this white guy from South Carolina who was managing buildings in minority communities with just as much compassion and nimbleness as I was. I thought we could do great things together.” In 2013, they began their first joint business idea: a third-party property management business for rentals in South Los Angeles. They planned to charge a fee to manage South LA properties for absentee landlords, most of whom live in upscale areas or out of state, and rarely if ever visit their properties. “We quickly learned

SoLa Impact and The Billion Dollar Social Impact Fund SCG-XXX


that most of the landlords in South LA technically speaking, suck, and didn't want anything to do with their tenants. They had this unwritten rule of: if you don't bother us, we won't bother you,” Muoto shared sadly. “I was spending $15-$20,000 to renovate apartments and I couldn’t convince our clients to spend $2,000.” It was clear to Muoto and Lusk that they would have to own their real estate assets to ensure the quality apartments that they wanted to provide.

Finding an Investment Thesis Over the next year, Muoto and Lusk contemplated the idea of raising a real estate fund “The simple

thesis was: if we give tenants an incredibly good product, we will attract the best tenants and they will treat and care for the property as if it was their own home,” Muoto stated proudly. As an example: instead of installing $49 sinks and $12 faucets from Home Depot, they would select $275 stainless steel apron sinks and $79 industrial faucets; instead of pre-molded backsplashes, they would install tile backsplashes in the bathrooms and in the kitchens; instead of laminate, they would install engineered hardwood floors. “We wanted our tenants to feel a sense of ‘accessible luxury’ and give them things they had seen on TV, but never felt they would have,” Muoto summarized (see Exhibit 2: Example of SoLa Rehab). This thesis generally attracted higher quality tenants who became invested in maintaining their units being considerate of their neighbors.

Social Impact Mission “I have a motto: go to where you are celebrated, not where you are tolerated,” Muoto declared. Even

from the beginning Muoto saw his work as part of a personal social mission. He saw parallels between the poverty in South Los Angeles and the poverty in Northern Nigeria. Muoto had grown up in the impoverished and predominantly minority-Muslim northern part of Nigeria. He expounded on this parallel:

If you put people in an environment where they feel they have no opportunity, no outlet, and with poor education, they become disenfranchised and hopeless and often resort to desperate measures. In Nigeria, this led to the rise of Boko Haram [a militant extremist group]. Boko Harm, ironically, translates to “Western education is bad”. In South LA it was very clear to me, that the combination of disenfranchisement due to systemic racism, the lack of opportunity, and the rising level of income inequality created a hotbed for discouragement and despondency. It leads to potentially very bad outcomes.

In addition to the risks, Muoto also saw a possibility for positive changes. “It became apparent to me that working on four pillars could reverse the trajectory of disenfranchisement: affordable housing; access to education; business ownership; and access to capital.” Muoto admitted, “I would like to say I had an incredible vision of how the social and financial mission would come together, but in reality, it was a Darwinian process.” Finding a model to fulfill this social mission would evolve over the next few years. He first developed partnerships with over 15 non-profits to provide referrals for at-risk residents. These partners included: Gettlove, PATH, Good Shepherd Center, FirstFive, HOPICS, the Veterans Administration, and Housing and Urban Development Administration.

Fund I: First Outside Investors In late 2014, a year after joining forces, Muoto and Lusk raised their first fund from outside

investors. Muoto led the fundraising and the fund management, and Lusk led the real estate development and property management. “My personal capital was starting to run out, and we wanted to demonstrate that, if we owned the assets and implemented our investment strategy, that we could produce demonstrable market rate financial results alongside true social impact,” Muoto stated.

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One of the first prospective investors Muoto contacted was an accomplished mentor when he worked in venture capital. Muoto reached out after losing touch for 10 years. The mentor agreed to meet and Muoto shared, “As I was talking to him about what I was doing, I could tell he was thinking: how did you go from Greenwich, Connecticut to South Central Los Angeles…what the hell happened to your career!?” The mentor was at first skeptical that Martin could perform true social impact and get market rate returns. Martin recalled him saying, “You have to pick one–either you are a for-profit, maximizing returns, or you’re a non-profit focused on fixing social problems.” But Muoto persisted and eventually convinced him. “At one point, I said, ‘It's incredibly important to me that you invest. If I lose you a penny, I will come and work for you until I make up the money.’ He said, ‘Well, that’s a win-win!’ and committed to the fund.”

Even with his personal connections, Muoto also needed to demonstrate the expected financial returns. Fortunately, he had several years of operating history based on his own properties. From 2010- 2014, he had purchased, rehabbed, and managed eight properties. Collectively they had earned a 10.4% cap rate and 21.5% cash-on-cash return. He further estimated that with a data driven approach and outsized value to renters he could provide higher returns to investors. In six months, Muoto had reached his goal of $10 M (see Exhibit 3: Overview of SoLa Funds).

The success of this first fund was notable. From 2015-2016, SoLa purchased 33 properties and expanded the number of units to 265 (see Exhibit 4: Locations of SoLa Properties). The average purchase price per unit was $84k. Fund I invested over $5.5M in Capex (capital expenditures) to renovate 158 units (~61% of the portfolio). Half of the tenants received rent assistance from the government, which was paid directly to SoLa and provided a stable revenue stream. Financially, SoLa achieved 7% cash-on-cash return in 2015 and 8.5% cash-on-cash return by the end of 2016. These returns were expected to improve as the properties stabilized and required less capital investment. SoLa had determined stabilization would require 12-24 months from acquisition. Based on third-party appraisals, the properties’ assessed market values increased an average of 15-18%. Muoto further discovered additional advantages to the SoLa’s model as he scaled the business. SoLa developed proprietary access to a pipeline of properties from repeat sellers and landlords. SoLa could also establish favorable lending terms with banks, as the investments fulfilled the banking regulatory requirements of the Community Reinvestment Act.

Delivering on the Social Mission To support this growth, SoLa increased the team from four professionals and eight contractors to

seven professional and 50+ contractors. (See Exhibit 5: Number of SoLa employees by year). Muoto was especially proud to announce that SoLa had housed 19 veterans, 36 formerly homeless, 5 women from domestic violence programs, 2 from gang violence protection programs, and 3 youths aging out of foster care.

During Q3 of 2015, Muoto was approached by an entrepreneurial hair salon manager. She had been renting a booth at a salon in Beverly Hills but was interested in creating a high-end salon in South Los Angeles. She explained that African American women in South Los Angeles were regularly traveling to more affluent neighborhoods to have their hair styled and she saw an opportunity to bring service to a more convenient location. Muoto embraced an opportunity to advance the SoLa’s double-bottom line. “Beauty shops are one of the few entrepreneurial opportunities available to women of color who do not possess extensive formal education. They can earn a livable wage, control their own hours, and reduce childcare costs by bringing their children to work,” he explained. He continued, “What many entrepreneurs in South LA lack is access to capital. And that is something we are fortunate enough to be able to help with!” SoLa invested around $30,000 in capital improvements to design, develop, and market the new salon. SoLa retained formal ownership of the brand (Studio Soul™) and entered into a profit-sharing arrangement with the entrepreneur on products sold (hair extensions, beauty products,

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etc.). The project exceeded expectations earning $2,500/month in combined rent and profit sharing, well above the projected $1,400/month. “Two guys with no beauty experience had built the most stylish hair salon in all of South LA,” Muoto chuckled. (See Exhibit 6: Construction of Studio Soul)

Fund II: Scaling the Model By 2017, SoLa began raising a $50M fund based on the returns of the first fund. The second fund

targeted a highly competitive IRR in the mid-teens over the 7-year life of the Fund (see Exhibit 3: Overview of SoLa Funds).

While raising this second fund, Muoto began reaching out beyond his professional network. He was proud to have recruited investors who worked at top-tier investment firms for Fund I, and he could now tout having existing investors from General Atlantic, Goldman Sachs, Oaktree, Colony Capital, and the founders of Riot Games. He explained his approach:

Our LPs [limited partner investors], while private individuals, were regarded as very disciplined and tough-minded investors. When you have happy investors, they're always happy to refer you to other high net worth investors. We were very fortunate to set realistic expectations of returns, which we've exceeded every year.

Working with insightful investors also enhanced SoLa’s financial model. Muoto credits these investors input for setting a high bar and providing valuable advice. “Having these deeply experienced investors has always pushed us to raise our intellectual rigor, financial discipline, and reporting to meet their expectations,” he acknowledged.

Addressing investor concerns While on the road fundraising, Muoto would regularly receive two types of questions: Is your

primary focus on making money or performing a social good? And Is SoLa’s model scalable?

In response to the question regarding the dual social and financial mission, Muoto would reply: “We certainly believe in ‘Doing Well by ‘Doing Good’, but we are unapologetic about the fact that we have to make very good returns. We cannot attract and sustain intelligent and institutional capital unless we deliver superior returns.” He would then add to this answer: “We not only want capital, but we seek investment partners that are aligned with our long-term mission and vision to transform tough, neglected urban areas into viable economic centers.”

In response to the question regarding scalability, Muoto would reply: “There are so many great deals in areas that others think are ‘tough’ to manage because no one is investing there. I mean there are about a million people that live just in South LA, we were buying ten buildings a month and not even making a dent in available inventory.” He would follow up on this statement by explaining his strategic approach:

We are not focused on: if we can eventually sell a billion-dollar business. Rather we are focused on: building a business and a real estate portfolio brick-by-brick. In this sense, we are incredibly pragmatic. I’ve found that if are too focused on where you will be in 5 or 10 years, you don’t get anything done today…

By June 2017, SoLa had closed a $55M Fund II, which they had oversubscribed. Over the next 18 months (June 2017 – Dec. 2018), SoLa purchased 135 properties with 1,166 units. They renovated 38% of the units. By 2018, Fund II’s market rate double digit IRR.

A key expense as SoLa grew was the increasing number of employees. They had tripled the number of full-time professional employees from Fund I to Fund II. Muoto explained his thinking:

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The opportunity is too great and the responsibility is too important for the operating company to be profitable right now. So, we plow every single penny back into scaling the team. It's not quite the business model I envisioned, because it's very people intensive, but we're not asset allocators, we're operators … and we're control freaks. So, for all those reasons, we end up doing critical functions in house more than most other firms. For example, we don't want to explain our design model to every new architect, so we even brought a couple of architects and engineers in house.

Muoto found an unexpected ability to recruit talented employees based on SoLa’s social mission. “The rising desire by African American, Hispanic, and Latinx executives to do more for their community has given us an opportunity to recruit talent who we would not have normally appealed to…or been able to afford. But successful professionals are increasingly looking for purpose in their career and many minority executives want to find a way to ‘give back’ while they are still in their prime,” Muoto shared.

Measuring and Reporting Impact One of these key early SoLa recruits was Sherri Francois as Director of Social Impact. “Sherri came

to us after a successful career in New York. She was looking for something meaningful and started out by volunteering. After a week, we saw her incredible value and offered her a job. She has done incredible things for us and taken the impact side to the next level,” Muoto extolled.

During the deployment of Fund II, SoLa began allocating a portion of their profits to formalize the delivery, measurement, and reporting of their impact. This investment quickly rose to over a $1M a year on the social impact team and its programs. To expand the social mission, SoLa established a non-profit entity: the SoLa I CAN! Foundation. The impact team identified four key areas to focus their efforts: affordable housing, education, community development, and job creation. To deliver on these areas they would conduct an assessment during tenant onboarding to help connect tenants with, as of 2019, over 40 partner non-profits, government agencies, and local organizations. They also created and directly offered their tenants career development programs, financial literacy education, credit repair workshops, and financial stability mentorships. Through the I CAN! Foundation they provided the tenants’ children scholarship opportunities, financial literacy programs, and career awareness field trips. Finally, for the community they offered wellness and food distribution programs.

They reported in 2019:

• Affordable housing: o 30% previously unsheltered homeless o 90% of the formerly homeless remained housed o 33% Survivors of domestic violence o 80% Single Mothers

• Job Creation: o Created over 300 construction jobs o 80% Local contractors o 70% Local suppliers o 47% of employees identified as female and 77% identified as minorit

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