Houston Pearland

Pomona Sedona Lakes 2,000 Lots 900 Lots COUNTY ROAD 58

New Hope Church

Rodeo Palms 1,750 Lots PROPOSED MANVEL PARKWAY 800 Acres 288 CONNECTOR 1 . 5 M

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+/- 267.7 AND +/-13.8 ACRES ON S.H. 288 , OFFER PROCESS

Exclusive Representation ARA has been exclusively retained to represent the seller in the disposition of 267.73 acres on State Highway 288 and 13.8182 acres on Highway 6. All inquiries about the properties should be directed to ARA.

Offer Requirements Offers should be presented in the form of a non-binding Letter of Intent, and must include:

Pricing Due Diligence and Closing Timeframe Earnest Money Deposit Description of Debt/Equity Structure Qualifications to Close Development Plans

Purchase terms shall require cash to be paid at closing. Offers should be delivered to the attention of Tim Dosch, David Marshall, Tom Dosch, or Clark Dalton via fax or email.

Due Diligence Information To access the due diligence information please visit the property website at: arausa.listinglab.com/TX288Hwy6LandSites

Contacts Tim Dosch David Marshall Tom Dosch Clark Dalton Principal Principal Principal Associate [email protected] [email protected] [email protected] [email protected] O 713-955-3127 O 713-955-3126 O 713-955-3125 O 713-955-3122 M 713-459-8123 M 713-206-1574 M 713-557-4455 M 832-449-2223 CONTENTS

PROPERTY INFORMATION 4 Property Summary 4 Assemblage Opportunity 6 Houston Market Overview 8 Drive Times to Central Houston 9 Drive Times to Employment Centers 10 Nearby Residential Development 11 Property Access (267.7 Acres) 12 267.7 Acres Conceptual Land Plan 14 13.8 Acres Conceptual Land Plan 15 AREA HIGHLIGHTS 16 S.H. 288 Toll Lanes 16 Pearland 17 Texas Medical Center 18 NRG Park 20 Hobby Airport - International Expansion 21 Port of Houston Area 22 Houston Central Business District 24 NEWS ARTICLES 26 County, region top U.S. in population gains 26 Houston - Picking up the pace 27 Boom times on the bay 28 Housing boom spreads south 30 Sedona Lakes 31 APPENDIX 32 Information on Brokerage Relationships 32 Disclaimer 32

Property Summary

Property Information Acres: +/- 267.73 Acres +/- 13.8182 Acres Access & Frontage Approx. 1.5 Miles on S.H. 288 Approx. 600 feet on Highway 6 Utilities Brazoria County MUD #43 Can be annexed into Brazoria County MUD #43 School Zone Alvin ISD Alvin ISD Not in the floodplain Floodplain Partially in the floodplain No wetlands

Surveys and additional due diligence information available at arausa.listinglab.com/TX288Hwy6LandSites.

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288 CONNECTOR

SITE +/- 267.7 Acres

PROPOSED MANVEL PARKWAY

Planned access road to Highway 6 - see concept plan on page 15

SITE +/- 13.8 Acres

4 Property Overview Property Summary

Last large tract with extensive frontage on the S.H. 288 Corridor between Beltway 8 and Highway 6 ›› 267.7-acre tract features 1.5 miles of frontage on S.H. 288 ›› 13.8-acre tract provides additional frontage on Highway 6

Proposed S.H. 288 Toll Lanes will dramatically shorten commutes ›› Initial proposed toll lanes will extend from US-59 to C.R. 58; unofficial estimated completion in 2017 ›› Ultimate toll lane project will extend toll lanes from C.R. 58 to C.R. 60 ›› Interchanges at the Texas Medical Center and potentially I-610 ›› Two toll lanes in each direction within the existing S.H. 288 median

Booming single family development immediately north of the properties ›› Over 9,000 lots completed, under development, or planned within three miles of the properties ›› Fastest drive times to Central Houston of all suburban development hotspots (see map on page 9)

Taxing Authority 2014 Tax Rate City of Manvel 0.587863 Brazoria County Drainage District #4 0.156000 Brazoria County Emergency District #3 0.098322 Brazoria County 0.432020 0.199756 Road & Bridge Fund 0.060000 Alvin ISD 1.329100 Total 2.863061

Demographics 0-1 Mile 0-3 Miles 0-5 Miles 2014 Est. Population 1,464 21,662 77,029 Est. Population Growth 2014-2019 18.61% 14.96% 14.43% 2014 Est. Average Household Income $95,093 $103,284 $110,592 2014 Est. Median All Owner-Occupied Housing Values $168,736 $189,844 $203,005

Property Overview 5 Assemblage opportunity

›› Also available: +/- 600 acres adjoining the 267.7-acre subject property ›› The 13.8-acre subject property could provide the adjoining +/-600-acre tract with access to Highway 6

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288 CONNECTOR

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Available +/-600 Acres

PROPOSED MANVEL PARKWAY

Planned access road to Highway 6 - see concept plan on page 15

SITE +/- 13.8 Acres

6 Property Overview Assemblage Opportunity

13.8 Acres

Available +/- 600 Acres +/- 267.7 Acres

288 CONNECTOR*

FUTURE TOLL LANES

MANVEL PARKWAY*

ON/OFF RAMPS C.R. 58 / CROIX RD

*Proposed alignments of Manvel Parkway and 288 Connector

Property Overview 7 Houston Market Overview Strong Job Growth

Houston has seen phenomenal growth in recent years and 2013 was no exception. The Houston MSA has been a national leader in job creation adding 240,000 jobs since 2010, with over 80,000 of the jobs created in 2013. Houston has historically been an energy driven economy and the same held true for 2013. The three sectors with the most jobs gained were mining and logging, construction, and manufacturing. The mining and logging sector (primarily oil & gas) experienced the strongest job growth with 5.8%.

In addition to the superb job growth experienced over the last two years, economists are expecting Houston to continue a similar trend over the next three years. Moody’s projects 423,500 jobs will be created in Houston from 2011-2016. Experts predict between 80,000 and 90,000 jobs are projected for 2014. With the combination of consistent and future job growth, Houston will be a top destination for investors in 2014.

Source: U.S. Labor Bureau of Statistics

August 2014 UPDATE

Excerpt from the Partnership

The Houston-Sugar Land-Baytown Metro Area created 112,200 jobs in the 12 months ending July ’14, according to the Texas Workforce Commission. Since the bottom of the recession, the metro area has added 420,000 net new jobs, or 273.1 percent of the 153,800 jobs lost during the recession. Houston’s 112,200 jobs equates to a 4.0 percent annual growth rate.

Population Growth Spurs Development

Due to the strong job growth, many individuals are making Houston their home. The Houston MSA population reached 6.2 million residents in 2012, increasing 31.0% since 2000 and leading all other major US metro markets. Houston was crowned the top destination for young professionals and in U-Haul’s National Migration Report, Houston was the top city for personal relocations. In addition to the strong population growth seen over the past ten years, Houston is expected to add 490,228 individuals (ranked #4 of US MSA’s) in the next five years.

Another report, released by the Manhattan Institute, highlights Houston as the largest city in one of the nation’s leading growth corridors. The report cites Houston and Dallas as having a higher rate of international immigration than Chicago, Washington, and Philadelphia.

8 Property Overview Drive Times to Central Houston

THE WOODLANDS KINGWOOD

CYPRESS 33 MINUTES

31 MINUTES 34 MINUTES

KATY 36 MINUTES

31 MINUTES CINCO RANCH

25 MINUTES 26 MINUTES 25 MINUTES

SUGAR LAND

CLEAR LAKE

23 MINUTES PEARLAND

267.7 ACRES

13.8 ACRES

Drive times during non-peak hours. During peak hours, S.H. 288 generally provides faster drive times than other major thoroughfares.

S.H. 288 carries over 180,000 vehicles per day and is one of the busiest corridors in Texas.

Property Overview 9 Drive Times to Employment Centers

Energy Corridor 32 Minutes

Central Business District 23 Minutes 25 Minutes

Greenway Plaza Port of Houston Texas Medical Center 25 Minutes Houston Ship Channel Westchase Business District 21 Minutes 26 Minutes 35 Minutes

Hobby Airport 25 Minutes

Shadow Creek Ranch Pearland Town Center Pearland 20 Minutes

2 4 3 1 +/- 270 Acres on S.H. 288 13 Acres on Highway 6 6 5

SF Development Lots Developer

1 Lakes of Savannah 3,400 Friendswood Development 2 Pomona 2,000 Hillwood Communities 3 Rodeo Palms 1,750 Clinton Wong 4 Sedona Lakes 900 Marlin Atlantis 5 Lakeland 650 - 6 The Presidio 500 Transwestern TOTAL 9,200 Homebuilders Perry Homes, Newmark Houston, Lennar, Coventry Homes, Cervelle Homes, Darling Homes, J. Patrick, Taylor Morrison, D.R. Horton, and more

Avg. Home Values $140,000 - $1,000,000+

Lake Jackson Dow Chemical Company 35 Minutes

10 Property Overview Nearby Residential Development

Houston Pearland Shadow Creek Ranch

Pomona Sedona Lakes 2,000 Lots 900 Lots

COUNTY ROAD 58

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Rodeo Palms 1,750 Lots PROPOSED MANVEL PARKWAY 800 Acres 288 CONNECTOR 1 . 5 M

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“The whole nature of Houston’s expansion is changing. We are moving from expanding north and west to expanding south and east.” -Bill Gilmer, Director of University of Houston’s Bauer College of Business’ Institute for Regional Forecasting

Property Overview 11 Access & Proposed Roads (267.7 Acres)

13.8 Acres

+/- 267.7 Acres

288 CONNECTOR*

FUTURE TOLL LANES

MANVEL PARKWAY*

ON/OFF RAMPS C.R. 58 / CROIX RD

*Proposed alignments of Manvel Parkway and 288 Connector

12 Property Overview Potential Land Plan (267.7 Acres)

Property Overview 13 Concept Plan - 267.7 Acres on S.H. 288

14 Property Overview Concept Plan - 13.8 Acres on Highway 6

Property Overview 15 Area Highlights S.H. 288 Toll Lanes Project Details Estimated timeline ›› Initial project limits: Construct toll lanes from US- ›› Harris County is expected to begin construction in early 59 south in Harris County terminating at C.R. 58 in summer 2015 Brazoria County ›› Brazoria County is expected to begin their portion of ›› Ultimate project limits: Continue toll lanes from C.R. the project in late 2015 58 to C.R. 60 ›› Unofficial expected completion date is late 2017 ›› 4 toll lanes (2 each direction) within existing S.H. 288 median ›› Interchanges at the Texas Medical Center and potentially I-610

267.7 ACRES 267.7 ACRES

13.8 ACRES 13.8 ACRES

16 Area Highlights Area Highlights Pearland Pearland is the second fastest growing city in Texas according to the 2010 census.

Pearland Medical Center - EXPECTED COMPLETION FALL 2014 ›› 144,000-square foot, 30-bed acute care center located on a 48-acre site ›› Under construction at the southwest corner of S.H. 288 and Shadow Creek Parkway ›› Surgical suites, intensive care, and a 24-hour emergency department

Memorial Hermann Hospital - EXPECTED TO OPEN IN 2015 ›› Located on S.H. 288 and F.M. 518 ›› New 64-bed hospital will be part of a medical complex on 40 acres ›› Expected to open in 2015

Pearland Town Center ›› Anchors include Macy’s, Barnes & Noble, Dillard’s, and Dick’s Sporting Goods ›› BJ’s Brewhouse

Shadow Creek Ranch Town Center Part of the 3,500 acre Shadow Creek Ranch master planned community, one of Houston’s Top 10 MPCs ›› Features a 125,000-square foot HEB ›› Other anchors include Academy, Ashley Furniture, Hobby Lobby

Area Highlights 17 Area Highlights Texas Medical Center: Largest Employer in the City of Houston

Though Houston is known as an energy industry epicenter, in recent years there has been substantial economic strength generated by the medical and healthcare industry. Houston’s Texas Medical Center is the largest medical center in the world and is the largest employer in the City of Houston. The Texas Medical Center has 106,000 employees including 10,000 doctors and 121,000 additional indirect jobs. This has created significant technological and medical advances while providing the best patient care.

People travel from all over the world to receive the superior medical care that Houston has to offer. Located in the Greater Houston area, the Texas Medical Center contains 50 medicine-related institutions, including 21 hospitals and two specialty institutions, three medical schools, and six nursing programs as well as schools of dentistry, pharmacy, public health, and other health-related practices. Of the top 20 employers in Houston, six are medical institutions. The Texas Medical Center will soon be the eighth largest business district in the United States, just behind Philadelphia and Seattle.

EMPLOYEES 106,000

VISITORS 160,000 Daily / 7.2 Million Yearly

STUDENTS 49,000

COMMERCIAL SPACE 45.8 Million SF

PARKING SPACES 27,500

BUILDINGS 290 Buildings & 1,345+ Acres

18 Area Highlights Area Highlights Memorial Hermann’s $650 Million Expansion Memorial Hermann was founded in 1925 and is Houston’s largest health care system. As one of only two certified Level I trauma centers in the greater Houston area, Memorial Hermann’s Life Flight® provides emergency rescue within a 150-mile radius. Memorial Hermann is the primary teaching hospital for UTHealth Medical School and provides leading edge care in heart, neuroscience, orthopedics, women’s health, general surgery, organ transplantation and much more.

Memorial Hermann plans to begin a $650 million expansion and renovation of its campus in the Texas Medical Center. The expansion includes:

›› An additional 1.34 million square feet (increasing its size by 50%) ›› An additional 160 beds (plus 71 replacement beds) EMPLOYEES 106,000 ›› 24 new operating rooms VISITORS 160,000 Daily / 7.2 Million Yearly ›› 16 additional emergency room bays ›› 750 new parking spaces STUDENTS 49,000 ›› A 333-seat café COMMERCIAL SPACE 45.8 Million SF ›› An additional six shelled floors and six shelled operating rooms will be constructed PARKING SPACES 27,500 to accommodate future growth - with the potential of adding 264 more beds BUILDINGS 290 Buildings & 1,345+ Acres

Area Highlights 19 Area Highlights NRG Park (former Reliant Park)

NRG Stadium was the first retractable roof natural grass stadium in the NFL and is the home of the Houston Texans football team. The state-of-the-art NRG Center has hosted major events such as the Super Bowl, MLB All Star and NBA All Star Games, and NCAA Final Four tournaments.

NRG Park is home to the world’s largest entertainment and livestock exhibition, the Houston Livestock Show & Rodeo. NRG Stadium seats 71,500, NRG Center seats 71,024, and NRG Arena seats 39,304.

20 Area Highlights Area Highlights Hobby Airport - International Terminal Under Construction

The construction of a new $156 million, 280,000 SF international terminal is set for completion before the end of 2015. New flights to Mexico, the Caribbean, and Central and South America are planned to begin by 2016.

••An international Hobby is estimated to have a $1.2 billion economic impact annually ••Estimated to create 10,000 new jobs ••Includes the addition of a $55 million parking garage with 2,500 spaces ••Estimated to bring 1.5 million new travelers to Hobby ••New terminal will have five new arrival and departure gates, six additional security checkpoint lanes, a new Federal Inspections Services facility for international travelers, a dedicated baggage claim, and a new ticketing area ••Hobby’s physical footprint will increase by 40% ••Project is accompanied by $12 million in roadway modifications

Area Highlights 21 Area Highlights The Port of Houston

The Port of Houston is strategically located as a gateway to all U.S. and North American markets as well as Mexico, the Caribbean, and Latin America. The Port features a unique business-friendly environment with low taxes and low government regulation. Houston’s extensive railway access and world class airport system contribute to a strong supporting infrastructure for the Port. The Port of Houston creates 1 million jobs in Texas and 2.1 million jobs throughout the U.S.

#1 U.S. port by foreign waterborne tonnage #1 port in North America for petroleum Total economic activity of the Port in Texas totals $178.5 billion Total economic activity of the Port in the U.S. totals $498.7 billion

Houston has 6 times more refinery operators than the average U.S. City

Houston has 17 times the average number of petroleum engineers in a U.S. city - a job that pays an average salary of $163,490

Houston has 10 times more marine engineers and naval architects than the average U.S. city - a job that pays an average salary of $109,000

22 Area Highlights Area Highlights Under Construction, Upcoming, and Proposed Developments Lake Jackson & Brazoria County

Source: The Economic Development Alliance for Brazoria County

Est. Est. New Capital Construction New Direct Location Company Project Completion Investment Jobs at Peak Company Jobs Production plant for emulsion Freeport BASF 2014 $90 Million - 25 polymers Sweeny Chevron Phillips Ethylene furnace 2014 - - -

Oyster Creek Dow Propane dehydrogenation plant 2015 $1 billion 1,000 80

Sweeny Phillips 66 Fractionation of natural gas liquids 2015 $600 Million 700 26

Freeport Alpha Olefin Linear alpha olefins plant 2016 $2.2 Billion 400 25

Lake Jackson Dow Texas Innovation Center 2016 - - - Sweeny & Liquefied petroleum gas export Phillips 66 2016 $1 Billion - - Freeport terminal Alvin Project Carl Ethylene oxide plant 2016 $700 Million 1,500 60

Bay City Tenaris Steel pipe manufacturing facility 2016 $1.3 Billion 1800 600 Expansion to polyethylene units Old Ocean Chevron Phillips 2017 - - - and ethylene production Sweeny Chevron Phillips Polyethylene units & rail storage 2017 $1 Billion 1,000 92 Expansion of current complex - Freeport Dow Chemical new propylene production facility 2017 $4 Million 2,000 400-500 and a new ethylene unit Oyster Creek Dow Chemical Ethylene cracker 2017 $1.7 Billion 2,000 100

Oyster Creek Freeport LNG Natural Gas Liquefaction - Train 1 2017 $1.7 Billion 1,200 88

Oyster Creek Freeport LNG Natural Gas Liquefaction - Train 2 2018 $1.8 Billion 1,400 52

Oyster Creek Freeport LNG Natural Gas Liquefaction - Train 3 2019 $1.3 Billion 1,200 23

TOTALS

14,200+ Peak Construction Jobs 1,671+ Direct Company Jobs Over $14.4 Billion in Total New Capital Investment

Area Highlights 23 Area Highlights Houston Central Business District # of Company ›› 150,195 employees Employees ›› Hosts 12 of Houston’s 26 Fortune 500 companies CHEVRON 7,000 ›› Hosts the 1.2 million SF George R. Brown Convention Center SHELL OIL COMPANY 6,500

CHASE BANK 4,695 GreenStreet (formerly Houston Pavilions) EXXONMOBIL 3,000 ›› Encompasses 316,000 square feet of open-air retail space and is currently undergoing a rebranding campaign to KINDER MORGAN 2,200 launch new retail and dining ›› Thus far retail includes III Forks, McCormick & Schmick’s, CENTERPOINT ENERGY 2,040 House of Blues, Pete’s Piano Bar, and Forever XX1 HESS CORPORATION 1,870 Houston Theater District UNITED AIRLINES 1,840 ›› 2nd largest concentration of theatre seating in the nation; WELLS FARGO 1,695 spans 17 blocks ›› 9 performing arts organizations with more than 12,900 seats for live performances ›› Includes 130,000 square foot entertainment complex which offers popular restaurants, movies, and parks

Minute Maid Park

›› Home the Houston Astros, Houston Rockets, and Houston Aeros professional sports teams ›› Built in the year 2000, Minute Maid Park has a 242-foot high, retractable roof, attracting a record of more than 3,000,000 spectators through the turnstiles in 2000 ›› Minute Maid Park has a gross square footage of 28.97 acres, a total square footage of 1,263,240, and a total of 40,963 seats

Toyota Center

›› 750,000 square feet, with 18,300 seats available for basketball, 17,800 for hockey, and 19,000 for concerts, including 2,900 club seats and 103 luxury, court-side seats

Hines - 609 Main 24 Area Highlights Area Highlights

Houston CBD Office Projects - Under Construction Project Developer Improvements (SF) Est. Employment Major Tenants 609 Main at Texas Hines 1,050,000 5,250 Speculative Hilcorp Hilcorp 456,119 2,281 BTS for Hilcorp Under Construction Totals 1,506,119 7,531

Houston CBD Office Projects - Proposed Project Developer Improvements (SF) Est. Employment Major Tenants Chevron Tower Chevron 1,700,000 8,500 BTS for Chevron Capitol Tower Skanska 755,000 3,775 Speculative 6 Crescent 600,000 3,000 Speculative Five Allen Center Brookfield 1,000,000 5,000 Speculative International Tower Essex/Stream 750,000 3,750 Speculative Proposed Totals 4,805,000 31,556

Chevron - 1600 Skanska - Capitol Tower

Area Highlights 25 News Articles Census Bureau reports county, region top U.S. in population gains Alan Turner, Houston Chronicle Economist Robert Gilmer, director of the University of Houston’s MARCH 27, 2014 Bauer Institute for Regional Forecasting, said the Houston area’s With a booming oil industry greasing the wheels of economic economy is benefiting from “the greatest oil boom in American growth, Harris County and the Houston metropolitan area are history. leading the nation in population increases, according to a U.S. Census Bureau report released Thursday. Metro areas tend to grow no matter what their size, but the reason for job growth in Houston has three letters — O-I-L,” Gilmer said, During the year ending July 1, Harris County gained 83,000 adding that in the past decade the Houston area has added about residents, while the Houston-Woodlands-Sugar Land area added 420,000 jobs. 137,692. “That’s how many jobs are in Tulsa, Okla.,” he noted. In one year Harris County, with about 4.3 million residents, remains the alone — 2012 — local employment grew by 4 percent, according to nation’s third-largest county, and the Houston metro area, with 6.3 the Bauer Institute. million residents, maintains its ranking as the fifth-largest, one place behind Dallas-Fort Worth-Arlington. Earlier this month, the Federal Reserve Bank’s Dallas branch released a report saying that Texas topped the nation in creating Thursday’s report comes just days after a Federal Reserve Bank jobs between 2000 and 2013. Of those new jobs, 55 percent paid study found that Texas has led the nation in creating jobs since salaries in the top half of the wage scale. 2000 and that more than half of the new positions garnered salaries in the top half of the pay scale. “Underestimate Texas at your own peril,” intoned the Washington Post in reporting the study. The Census Bureau found that six of the top 10 fastestgrowing metro areas are in oil-rich states. Three of those — Odessa, While almost 25 percent of the new jobs fell into the lowest wage Midland and Austin-Round Rock — are in Texas. quartile, the study noted that Texas’ low cost of living “ensures that workers’ earnings will go further than in other large states.” Fort Bend County was listed as the nation’s ninth-fastest growing county, with a 4.2 percent population increase. Potential downside

State Demographer Lloyd Potter attributed Texas’ steady growth to The Houston area’s growth does not come without potential costs, a robust economy. said Harris County Judge Ed Emmett.

“The fact is that Texas has outperformed the rest of the country in “If we are going to continue to accommodate growth — and I job growth,” Potter declared, saying that stands in stark contrast to think that’s a good thing — we are going to have to invest in the economically moribund areas such as the Midwest. infrastructure to take care of it,” he said.

Another factor, he said, is the relative youth of the Lone Star State’s Emmett said the “vast majority” of Harris County’s growth is population. About half of Texas’ population growth, he said, is the occurring in unincorporated areas. result of natural increase. About one-fourth comes from domestic migration, and the remaining fourth is attributable to international “That is why we have to make the Legislature understand that migration. In Harris County, births accounted for 142,820 new Harris is an urban environment and the county is not geared to residents; international migration for 62,599; and domestic urban issues,” he said. migration for 40,006. “It is important that Harris County and Houston and other Where we live jurisdictions find ways to cooperate and do things together,” the Nationwide, the Census Bureau study shows the United States county judge said. “We need to look at things as a region, rather increasingly becoming metropolitan. Metro areas grew by only 0.1 than at arbitrary county lines.” percent during the year examined, but that seemingly paltry gain amounted to 2.3 million people. Topping Emmett’s list of concerns is transportation, an issue that may necessitate new roads, enhanced bus service and commuter Almost one-third of Americans live in the country’s 10 largest rail. metro areas. The study found that smaller metro areas grew less dramatically and that communities with fewer than 10,000 residents typically lost population.

26 News Articles A publication of the Greater Houston Partnership Volume 23, Number 7  July 2014 Picking Up the Pace — The Houston-Sugar Land-Baytown Metro Area created 93,300 jobs in the 12 months ending May ’14, according to the Texas Workforce Commission. Growth has accelerated recently. Houston grew at a 2.8 percent annual rate in December, 2.9 percent in March, 3.2 percent in April and 3.3 percent in May. Houston’s job growth remains above the long-term trend. Over the past 10 years, nonfarm payroll employment has grown at a 2.4 percent compound annual growth rate. As noted below, several sectors continue to grow above long-term trend (notably construction, engineering, computer sys- tems, and education), while others are growing near their long-termNews trend (ene Articlesrgy, retail). Houston’s 3.3 percent overall growth rate is second fastest among the nation’s 20 most The Economy atpopulous a Glance: metro areas.Houston The Dallas-Fort - Picking Worth upMetr theo ranks pace first, growing at a 3.7 percent Excerpt, Greater Houston rate,Partnership and Miami-Fort Lauderdale third, with a 2.9 percent rate. JULY 2014 Since January ’10, the NONFARM PAYROLL EMPLOYMENT The Houston-Sugar Land-Baytown Metro Area created bottom of the recession Houston Metro Area 93,300 jobs in the 12 monthsfor ending Houston, May ’14, the according region 2.9 to the Texas Workforce Commission. has gained 407,300 2.8 Growth has accelerated recently.jobs, Houston or 2.6 grewjobs atfor a 2.8eve- 2.7 percent annual rate in December,ry one 2.9 lostpercent in inthe March, reces- 2.6 3.2 percent in April and 3.3 percentsion. Putin May. another Houston’s way, 2.5 job growth remains above the long-term trend. Over the

Houston has created (Millions) 2.4 past 10 years, nonfarm payrollmore employment jobs than has currently grown at a 2.4 percent compound annual growth rate. As noted Jobs 2.3 exist in the Beaumont- below, several sectors continue to grow above long-term 2.2 trend (notably construction, Portengineering, Arthur, computer McAllen- systems, and education), whileEdinburg-Mission, others are growing near and 2.1 their long-term trend (energy,College retail). Station-Bryan '00 '02 '04 '06 '08 '10 '12 '14 metro areas combined. Source: Texas Workfrce Commission Houston’s 3.3 percent overall growth rate is second fastest among the nation’s 20Total most populousnonfarm metro payroll employment stands at 2,883,000 jobs, the highest point in Houston’s areas. The Dallas-Fort Worthhistory. Metro ranks Employment first, growing typically experiences a seasonal drop in the summer and then recoups at a 3.7 percent rate, and Miami-Fortthe losses, Lauderdale usually third, 10,000 to 20,000 jobs, by early fall. The region should surpass 2.9 mil- with a 2.9 percent rate. Houston’s 3.3 percent lion jobs by October ’14 and 3.0 million in late ’15 or early ’16. Here’s an overview of job Since January ’10, the bottomgrowth of the recession by sector: for Houston, the region has gained 407,300 jobs, or 2.6 jobs overall growth rate is for every one lost in the recession. Put another way, Houston has created moreJuly jobs 2014 than currently exist ©2014, Greater Houston Partnership Page 1 in the Beaumont- Port Arthur, McAllen- Edinburg- second fastest Mission, and College Station-Bryan metro areas combined. among the nation’s 20 most Total nonfarm payroll employment stands at 2,883,000 jobs, the highest point in Houston’s history. Employment typically experiences a seasonal drop in the summer and populous metro areas. then recoups the losses, usually 10,000 to 20,000 jobs, by

JOB GROWTH BY SECTOR (12 MONTHS ENDING MAY ‘14) Sector Jobs Added Increase Professional, Scientific, & Technical Services 12,900 6.4% Energy 6,100 5.8% Education 2,800 5.7% Trade, Transportation, & Utilities (Wholesale) 6,800 4.6% Accommodation & Food Services 11,000 4.5% Other Services 4,000 4.0% Construction 7,300 3.9% Local Government 10,300 3.8% Health Services 8,500 3.0% Manufacturing 7,200 2.9% Trade, Transportation, & Utilities (Retail) 5,400 1.9% Financial Services 2,500 1.8%

News Articles 27 News Articles Boom times on the bay: Dow, other firms fuel development south of Houston Molly Ryan, Houston Business Journal growth possible. … We can handle this growth.” MARCH 21, 2014 The downstream dynamic

Interspersed between farmland dotted with grazing cows and quaint Ultimately, the Brazosport boom is the next part of the shale story. residential subdivisions in the Brazosport area — the southern part of Brazoria County — there is massive construction. First came the discovery of hydraulic fracturing, which allowed exploration and production companies to release oil and gas from Industrial plants, homes, offices, restaurants, roadways — there is an shale rock formations in the U.S. The overwhelming amount of gas overwhelming amount of dirt turning on dozens of these projects from these formations caused gas prices to sink, which has been throughout what 10 years ago was a fairly sleepy area. great for chemical companies, since many of them use natural gas liquids as feedstock for their products and use natural gas to power Right now, the taxable value of Brazoria County is around $21 their plants. billion, said Robert Worley, president and CEO of the Economic Development Alliance for Brazoria County. In the next 10 years, Starting around 2012, chemical companies like -based there is expected to be $21 billion of industrial investment in The Dow Chemical Co. (NYSE: DOW), Germany-based BASF SE, Brazoria County, he said, and almost all because of shale gas. and the Woodlands-based Chevron Phillips Chemical Company LP all rushed to take advantage of the low price of natural gas and “It took us 150 years to get to a value of $21 billion, and we are going announced billion-dollar expansions. Since these companies, along to double the taxable value of the county in the next 10 years,” he with many others, had existing chemical plants in Brazoria County, it said. “And that’s only direct capital investment — not retail shopping made sense for them to expand there. centers, new roadways, etc. The trailing investments for these projects will go on for the next 15 years. A dry cleaning business When Brazoria County experts talk about the billions of dollars’ could open 15 years from now as a direct result of the investment worth of industrial expansion projects, the bulk of them are happening here now.” related to chemicals. However, there are other downstream-related investments in the area. For example, Houston-based Freeport Overall, the feeling is that it’s a good time to be in Brazoria County. LNG Expansion LP plans to spend more than $13 billion to The many industrial projects underway (listed at end of story) have export liquefied natural gas to countries where natural gas costs led to an early trickle of new jobs, houses and shops. In the coming significantly more. Even with the transportation and liquefaction months, this trickle is expected to lead to an all-out flood of business costs, Freeport LNG still argues that it can make a sizeable profit opportunity — a classic boomtown. by selling U.S. shale gas overseas.

However, at the heart of the development — which is about an hour’s And, companies that manufacture products for both the downstream drive from the center of Houston down Highway 288 — there are and upstream companies taking advantage of shale drilling are also also concerns about overbuilding and a potential bust. looking to get in on the action. Tenaris SA, a Luxembourg-based steel pipe company that has its North American headquarters in Houston, “The whole nature of Houston’s expansion is changing,” explained is building a $1.5 billion pipe mill in the area. Although Tenaris’ mill Bill Gilmer, director of the University of Houston’s Bauer College of is technically in Bay City, which is not in Brazoria County, both Business’ Institute for Regional Forecasting. “We are moving from Tenaris and Brazoria County officials say many employees and expanding north and west to expanding south and east. We are construction workers will choose to live in Brazoria. going from upstream to downstream — more white-collar jobs to more blue-collar construction jobs. This is a fundamental shift.” Because these industrial companies announced intentions for their The problem is that exploration and production — or upstream — projects well before they broke ground, local officials argue that jobs that were, and still in many cases are, increasing in number there has been ample time to prepare for their arrival. from the shale boom are longer lasting than many downstream jobs, Gilmer said. For example, upstream companies are investing Although no one could have predicted the scope of the investment, in geologists and engineers for their Houston-area corporate office officials such as Lake Jackson’s Yenne credit the area’s continuous expansions. Downstream companies, or refiners and chemical investment in infrastructure throughout the past 20 years, even in producers, require huge amounts of construction workers to build rough economic times, in an attempt to attract industry. new plants in the Houston area, but only require a fraction of these workers to keep their plants up and running. “We have really been working on improving our infrastructure for the past 25 years,” Yenne said. “We have the wastewater capacity Still, Brazoria County is optimistic that this economic prosperity is to handle this growth. We have the roads, especially with the here for the long term. improvement of (Highway) 288. We have been preparing for this (growth) for a long time.” “It’s a rejuvenation,” said Bill Yenne, city manager for Lake Jackson, the city at the heart of the Brazosport boom. “There is a synergy that Build baby, build is happening here. Many things have come together to make this

28 News Articles News Articles Boom times on the bay: Dow, other firms fuel development south of Houston

Now that the industrial expansion has kicked off, the next industry to come into play in Brazosport is commercial and residential real estate.

“Real estate is the ultimate follower,” UH’s Gilmer said. “You always have to play catch-up in real estate, and they are usually the last to know when to start and the last one to know when to quit.”

Now, about two years after initial industrial plant announcements, real estate is finally following.

For the corporate office sector, one of the key projects under development is Dow’s Texas Innovation Center. The chemical company’s investment, the cost of which is unknown, in a five-building, 2,000-person research and development campus is a key commitment to the Brazosport area.

The project, located in the heart of Lake Jackson, combined with the nearby industrial plant expansions, will influence more permanent residential developments in the area, said Joe Rinehart, Lake Jackson’s mayor.

More than two dozen housing developments are under consideration in Brazoria County, according to the Economic Alliance. One of the largest is already under construction — a $700 million Hillwood Communities development with more than 2,000 planned single-family homes in northern Brazoria County.

There are also many smaller developments planned closer to the heart of the industrial action. In Lake Jackson, for example, Rinehart estimates there are about 3,000 new housing units planned. And, throughout Brazoria County, Worley of the county’s Economic Development Alliance estimates there are about 20,000 residential lots planned for development.

“I would say Brazoria County could very easily grow between 8 to 10 percent in population in the next five years,” Worley said. “Right now, we have around 320,000 people.”

As for the concern about overbuilding or a boom and bust, Worley explained that Brazoria has plenty of available land on which to build, so prices probably won’t go up dramatically.

However, there is some concern about how fast housing units can be built for the thousands of construction workers coming in to build industrial plants and other developments.

“There won’t be any man camps in Brazoria County,” insisted Worley. “The future for dealing with the demand for construction workers will be met by RV parks, single-family residential houses, and some are considering building cabins that are like apartments. There will probably be one or two extended-stay hotels to go up, too.”

When the work is done and construction workers have to move on to the next booming area, Worley believes Brazosport and all of Brazoria County will still be able to support the houses and complexes it builds.

News Articles 29 News Articles Houston area’s housing boom spreads south Nancy Sarnoff, Houston Chronicle “It’s right off (Texas) 288 and has FEBRUARY 10, 2014 great access to the medical district,” Houston’s housing boom is spreading south as builders and master-planned community developers launch projects with said Fred Balda, president of a reasonable commute to downtown and the Texas Medical Hillwood Communities Center. Metro-study regional director David Jarvis. Dallas-based Hillwood Communities announced Monday that it will start a 1,000-acre project in the city of Manvel, just “There’s definitely a need for more housing in that 288 south of Pearland. The planned community could include corridor,” he said. 2,100 single-family homes when it’s completed in perhaps 10 years. On the east side of Texas 288 at the Sedona Lakes community, model homes are under construction and the developer is “It’s right off (Texas) 288 and has great access to the medical spending nearly $1 million on amenities and other upgrades district,” said Fred Balda, president of Hillwood Communities, like playgrounds and a 1.5-mile lake trail with places to stop which is partnering on the project with Houston-based and sit along the way. McGuyer Homebuilders. Last year, Tampa, Fla.-based Landeavor purchased the 535- As home construction in nearby Shadow Creek Ranch, a acre development. It was started several years ago, but little 3,500-acre master-planned community in Pearland, winds progress had been made since 2012. down, activity is starting to move south, farther from Houston’s center, a housing analyst said. Since purchasing the project, also in Manvel, Landeavor has developed 189 homesites and more builders are acquiring While activity in the area is nowhere near its pre-recession lots, the company said Monday. The master plan calls for 900 peak, there are signs of an upswing. homes. About 220 are now occupied. Last year, there were 3,630 single-family housing starts in the Hillwood calls its project Pomona. It’s designed to evoke Manvel/Pearland/Alvin area, research and consulting firm “charming Gulf Coast communities of the South.” Metrostudy reports. “The idea of this master plan is we’re really getting back Buyers are attracted to the area because of its schools and its to the basis,” said Tom Woliver, director of planning and direct link to major business centers via Texas 288, said development at Hillcorp, which is part of Ross Perot Jr.’s Hillwood Development Co. “A lot of others are more formal and manicured. We’re really getting back to nature, embracing waterways, trees and tying it in to a southern coastal theme that’s right there in its backyard.” Just west of Texas 288 and north of Croix Road, the site includes a stretch of Mustang Bayou, along which the developers will plant native grasses and trees. The $700 million project will break ground this spring with the first 300 homes to be built by Highland Homes, David Weekley Homes, Coventry Homes, Plantation Homes and Trendmaker Homes. McGuyer Homebuilders acquired the land before the recession and put development on hold until the market improved. The company later brought on the well- funded Hillwood for its expertise in master-planned communities, Jarvis said. Hillwood’s Balda said the name for the project came from Manvel’s original name from the mid-1800s: Pomona.

30 News Articles News Articles Sedona Lakes adds builders, model homes Katherine Feser, Houston Chronicle

APRIL 14, 2014 Home building is back on track in Sedona Lakes, a 535-acre community along the Texas 288 corridor in Manvel just south of Pearland. Opened in 2010, Sedona Lakes enjoyed initial success before development halted during the housing downturn. Tampa-based developer Landeavor purchased the 535-acre community last year and has invested nearly $1 million in landscaping and amenities since then. Trendmaker Homes and Emerald Homes have joined the builder lineup, which also includes Highland Homes, J. Patrick Homes and Coventry Homes. Trendmaker, Emerald, Coventry and J. Patrick are opening model homes this month. Homes in the community at Texas 288 at County Road 101 are priced from about $280,000 to more than $600,000. “Builders see the potential of this well-located development and are not only moving forward with construction of model homes, but inventory homes, as well,” Buck Driggers, senior vice president for Landeavor’s Texas division, said in a company statement. “We’ve made dramatic changes in a very short time and Sedona Lakes now offers an appealing package to home buyers — a natural setting along Mustang Bayou, inviting amenities and a coveted location.” Sedona Lakes is planned to contain about 900 homes when completed. So far, about 220 are occupied. Just west of Texas 288, Hillwood Communities is developing a 1,000-acre community named Pomona. Like Sedona Lakes, a portion of the community will also lie along Mustang Bayou.

News Articles 31 Information on Brokerage Relationships

Before working with a real estate broker, you should know that the duties of a broker depend on whom the broker represents. If you are a prospective seller or landlord (owner) or a prospective buyer or tenant (buyer), you should know that the broker who lists the property for sale or lease is the owner’s agent. A broker who acts as a subagent represents the owner in cooperation with the listing broker. A broker who acts as a buyer’s agent represents the buyer. A broker may act as an intermediary between the parties if the parties consent in writing. A broker can assist you in locating a property, preparing a contract or lease, or obtaining financing without representing you. A broker is obligated by law to treat you honestly.

IF THE BROKER REPRESENTS THE OWNER: The broker becomes the owner’s agent by entering into an agreement with the owner, usually through a written listing agreement, or by agreeing to act as a subagent by accepting an offer of subagency from the listing broker. A subagent may work in a different real estate office. A listing broker or subagent can assist the buyer but does not represent the buyer and must place the interests of the owner first. The buyer should not tell the owner’s agent anything the buyer would not want the owner to know because an owner’s agent must disclose to the owner any material information known to the agent.

IF THE BROKER REPRESENTS THE BUYER: The broker becomes the buyer’s agent by entering into an agreement to represent the buyer, usually through a written buyer representation agreement. A buyer’s agent can assist the owner but does not represent the owner and must place the interests of the buyer first. The owner should not tell a buyer’s agent anything the owner would not want the buyer to know, because a buyer’s agent must disclose to the buyer any material information known to the agent.

IF THE BROKER ACTS AS AN INTERMEDIARY: A broker may act as an intermediary between the parties if the broker complies with The Texas Real Estate License Act. The broker must obtain the written consent of each party to the transaction to act as an intermediary. The written consent must state who will pay the broker and, in conspicuous bold or underlined print, set forth the broker’s obligations as an intermediary. The broker is required to treat each party honestly and fairly and to comply with The Texas Real Estate License Act. A broker who acts as an intermediary in a transaction: (1) shall treat all parties honestly; (2) may not disclose that the owner will accept a price less than the asking price unless authorized in writing to do so by the owner; (3) may not disclose that the buyer will pay a price greater than the price submitted in a written offer unless authorized in writing to do so by the buyer; and (4) may not disclose any confidential information or any information that a party specifically instructs the broker in writing not to disclose unless authorized in writing to disclose the information or required to do so by The Texas Real Estate License Act or a court order or if the information materially relates to the condition of the property.

With the parties’ consent, a broker acting as an intermediary between the parties may appoint a person who is licensed under The Texas Real Estate License Act and associated with the broker to communicate with and carry out instructions of one party and another person who is licensed under that Act and associated with the broker to communicate with and carry out instructions of the other party.

If you choose to have a broker represent you, you should enter into a written agreement with the broker that clearly establishes the broker’s obligations and your obligations. The agreement should state how and by whom the broker will be paid. You have the right to choose the type of representation, if any, you wish to receive. Your payment of a fee to a broker does not necessarily establish that the broker represents you. If you have any questions regarding the duties and responsibilities of the broker, you should resolve those questions before proceeding.

TEXAS LAW REQUIRES THAT ALL REAL ESTATE LICENSEE’S PRESENT THIS INFORMATION TO PROSPECTIVE SELLERS, LANDLORDS, BUYERS OR TENANTS.

ACKNOWLEDGMENT: Please acknowledge your receipt of this information, for Broker’s records:

OWNER OR BUYER OR AUTHORIZED REPRESENTATIVE Date:

32 Appendix Disclaimer

Prospective purchasers are hereby advised the Owners (“Owner”) of the Property are soliciting offers through Apartment Realty Advisors (“ARA”), which may be accepted or rejected by the Owners at the Owners’ sole discretion.

Any solicitation of an offer for the Properties offered hereunder will be governed by this Offering, as it may be modified or supplemented. Prospective purchasers are advised that as part of the offer process, the Owners will be evaluating several factors including the experience and financial qualifications of the purchasing entity.

The Owners shall have no obligation to accept any offer from any prospective purchaser. The Owners reserve the right to withdraw the Properties from consideration at any time prior to final execution of a Purchase Agreement.

This Offering document is furnished to prospective purchasers for the purpose of determining whether to invest in the Properties offered hereby. The information contained herein, or any other related information provided by the Owners, may not be reproduced, redistributed or used in whole or in part without the prior written consent of the Owners.

No person has been authorized to give any information or make any representation or warranty, either expressed or implied and, if given or made, such information or representation must not be relied upon.

While the Owners and ARA have no reason to believe that the information provided herein or in subsequent information updates delivered to potential purchasers hereunder contains any material inaccuracies, neither the Owners nor ARA nor any of the Owners’ or ARA’s respective subsidiaries, affiliates, companies, or the officers, directors, employees, agents and representatives of any such entities, etc., make any representations or warranties, expressed or implied, as to the validity, accuracy or completeness of the information provided or to be provided, and nothing herein shall be deemed to constitute a representation, warranty or promise by any such parties as to the future performance of the Properties or any other matters set forth herein.

Any obligations to prospective purchasers that the Owners may have with respect to the Properties are limited to those expressly set forth in a fully executed Purchase Agreement between the parties. Prospective purchaser’s sole and exclusive rights against the Owners, with respect to this prospective transaction, the Properties, or information provided herein or subsequently, shall be limited to those remedies expressly provided in an executed Purchase Agreement, which shall not survive the closing. Further, in no event shall prospective purchasers have any claims against the Owners, ARA, or any of their respective affiliates for any damages, liability, or causes of action relating to the Purchase Agreement.

Prospective purchasers are not to construe the contents of this Offering or any prior or subsequent information communications from the Owners or any of their respective officers, employees or agents as legal, tax or other advice. Prior to purchasing, prospective purchasers should consult with their own legal counsel and personal and tax advisors to determine the consequences of an investment in the Property and arrive at an independent evaluation of such investment.

No commission or finder’s fee shall be payable to any party by the Owners nor any affiliate or agent thereof in connection with the sale of the Properties unless otherwise agreed to by the Owners in writing.

Acquisition of properties such as the these offered hereunder involves a high degree of risk and are suitable only for persons and entities of substantial financial means.

Appendix 33