Whitmore Plaza

Newly Renovated Grocery Anchored Center | 87% National/Regional Tenants | Value-Add Through Break-Up Strategy

OFFERING MEMORANDUM CERES, Whitmore Plaza

OFFERING MEMORANDUM CERES, CALIFORNIA

EXCLUSIVELY LISTED BY: TABLE OF CONTENTS: Jeff Lefko Offering Summary 3 Executive Vice President Investment Highlights 4 [email protected] Rent Roll 7 949.585.7682 | BRE #01942025 Income & Expense 10 Site Plan 11 Bill Asher Parcel Map 12 Executive Vice President [email protected] Aerial Overview 14 949.585.7684 | BRE #01318078 Regional Map 17 Tenant Profiles 18 Greg Aguirre Area Overview 25 Capital Rivers Commercial Demographics 28 [email protected] 916.514.5225 | BRE #01337550 OFFERING SUMMARY WHITMORE PLAZA

LOCATION

Whitmore Plaza VIEW ON GOOGLE MAPS 2517-2617 Mitchell Road & 2908-2920 E. Whitmore Avenue Ceres, CA 95307

OFFERING SUMMARY

Price: Unpriced Current Net Operating Income @ 95% Occupancy: $1,149,688 Net Rentable Area: 115,396 Year Built: 1979; R-2017 Lot Size (Acres): 11.39

FINANCING SUMMARY

All Cash or Cash to New Financing (Contact Hanley Investmetn Group for Further Details)

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 3 INVESTMENT HIGHLIGHTS WHITMORE PLAZA

y Extremely Established High-Performing Save Mart Anchored Shopping Center: ο High-Volume Save Mart (207 locations across California and Northern ): Š Save Mart has occupied space at the subject property for over 40 years Š Save Mart signed a new 20-year lease in 2017 (and expanded) showing their historical success and long-term commitment to the location Š Save Mart is the dominant grocery chain in the Central Valley and excellent regional traffic generator to the subject property ο High-Volume, Low Rent Taco Bell and Bank of America: Š Taco Bell reports huge unit level sales and is operated by a large multi-unit franchisee Š Bank of America (NYSE: BAC; S&P: BBB+) has deposits of over $126 million and is one of the world's leading financial institutions

y Opportunity to Create Immediate Value by Implementing a Break-up Sale Strategy: The subject property is on 7 individual parcels that allows for immediate arbitrage in selling off each parcel separately (contact broker for further details)

y Daily-Needs Mix of Essential, Service-Based Tenants: 93% of the occupied square footage is leased to a service oriented, internet-resistant tenants

y 87% Leased to National/Regional Tenants: Save Mart, Planet Fitness, Ace Cash Express, Bank of America, Boost Mobile, Freeway Insurance, Golden Bear Physical Therapy, H&R Block, L&L Hawaiian BBQ, Mountain Mike’s Pizza, Rent-A-Center, Taco Bell, and The UPS Store

y Major 2017/2018 Renovation and Capital Improvements: The entire shopping center was upgraded with a new façade, parking lot, signage and lighting

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 4 INVESTMENT HIGHLIGHTS WHITMORE PLAZA

y Below Market, Pre-Renovation Rents for a Portion of the Existing Tenancy: Over 35% of the existing tenancy are paying below market rents based on the property’s condition before the 2017 / 2018 renovation; long-term upside potential to increase these rents to market

y Regional Central Valley Location: Whitmore Plaza serves the entire Ceres and Southwest Modesto trade area (88,000+ people) with over 1.45 million visitors per year, and a loyal customer base with approximately 80% of shopping center customers driving up to 20 miles to shop at the subject property

y Excellent Accessibility, Identity, and Visibility: Hard corner signalized intersection location (46,000+ cars per day) with four points of ingress/egress; Whitmore Avenue is a major east/west and commercial thoroughfare in the region

y Close Proximity to Highway 99, One of California’s Primary North/South Highways (92,000 Cars Per Day): Whitmore Avenue is a major exit off Highway 99, which allows people from neighboring communities to easily access the property

y Dense San Joaquin Valley Demographics: 170,000 People within a 5-Mile Radius

SUBJECT PROPERTY Whitmore Plaza

FUTURE NATIONAL QSR

46,000 CPD - INTERSECTION -

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 5 INVESTMENT HIGHLIGHTS WHITMORE PLAZA

y Site of Major Recent Developments: Ceres is one of the fastest growing suburbs in the Modesto area. Specifically, South Ceres is seeing huge growth and a significant increase in rental rates due to new development ο Ceres Gateway Center – Planned retail development at the southwest corner of Service Road and Mitchell Road (directly south of the planned Supercenter relocation) Š The project includes nine commercial buildings totaling approximately 54,000 square feet and a convenience store with a gas station and carwash Š Current tenants include Chipotle, Circle K, In-N-Out Burger, and Panda Express Š Phase II will include an 80-room hotel as well as buildings for three junior anchors

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 6 RENT ROLL WHITMORE PLAZA

LEASE LEASE CURRENT CURRENT RENTAL LEASE RENEWAL TENANT SUITE SF START END RENT/SF RENT/MO. INCREASES TYPE OPTIONS 2517 MITCHELL ROAD 3% Annually L&L Hawaiian BBQ 2517-A 1,500 03/24/19 03/31/29 $1.80 $2,704 NNN None (4/21)

3% Annually One 3-Year @ 3% Ace Cash Express 2517-B 1,800 02/01/97 04/30/23 $1.51 $2,712 NNN (5/21) Annually (FMV Reset)

Freeway Insurance 2517-C 2,723 11/19/14 02/28/21 $1.54 $4,189 None NNN None

Rocio's Hair Salon & Barber 2517-D 1,070 10/01/09 MTM $1.24 $1,325 None NNN None

3% Annually Café Pressed 2517-E 1,200 01/31/19 01/30/24 $1.80 $2,163 NNN None (2/21)

Available 2517-F 3,510 ------

2617 MITCHELL ROAD Three 5-Year @ Bank of America 2617 4,576 06/01/92 05/31/22 $1.38 $6,292 None NNN 10% Increases 2908 & 2912 E. WHITMORE AVENUE

Dentist (Pending) 2908-A 4,000 TBD TBD $1.70 $6,800 TBD NNN TBD

3% Annually Bob's Coffee 2908-B 2,000 03/20/17 10/31/22 $1.43 $2,864 NNN None (11/20)

Nail Tech 2908-C 1,300 10/01/10 11/30/20 $1.49 $1,942 None NNN None

3% Annually Sub & Deli 2908-D 1,100 11/13/12 11/30/22 $1.33 $1,459 NNN None (12/20)

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 7 RENT ROLL WHITMORE PLAZA

LEASE LEASE CURRENT CURRENT RENTAL LEASE RENEWAL TENANT SUITE SF START END RENT/SF RENT/MO. INCREASES TYPE OPTIONS One 6-Year: Yrs. 1-2 - $3,780 Golden Bear Physical Therapy 2908-E 2,100 09/14/18 09/30/24 $1.57 $3,297 10/21 - $3,507 NNN Yrs. 3-4 - $4,011 Yrs. 5-6 - $4,368

H&R Block 2908-F/G 2,700 11/11/10 04/30/21 $1.42 $3,827 None NNN None

3% Annually One 3-Year @ 3% UPS Store 2908-H 1,640 05/01/18 04/30/25 $1.45 $2,384 NNN (5/21) Annually (FMV Reset)

Month 7 - $1,860 New Tenant 2908-I 1,200 TBD 5 Years $1.35 $1,620 NNN TBD Yr. 2 - 3% Annually

Boost Mobile 3% Annually 2908-J 1,200 12/26/17 12/31/22 $1.54 $1,846 NNN One 3-Year (Wireless Solutions) (1/21)

Available 2908-K 1,220 ------

3% Annually Rent-A-Center 2912-A 5,100 07/11/99 09/30/22 $1.02 $5,200 NNN None (10/20) Two 5-Year: 3% Annually Mountain Mike's 2912-B/C 2,840 07/30/18 07/31/28 $1.49 $4,218 NNN Opt. 1 - 3% Annually (8/21) Opt. 2 - FMV (3% Min)

Available 2912-D 1,440 ------

3% Annually Discount Liquor 2912-E 2,640 08/22/08 11/30/24 $1.45 $3,828 NNN None (12/20) 2918 E. WHITMORE AVENUE Absolute Four 5-Year Taco Bell 2918 2,404 11/01/83 10/24/24 $2.32 $5,583 None NNN Ground @ FMV Lease

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 8 RENT ROLL WHITMORE PLAZA

LEASE LEASE CURRENT CURRENT RENTAL LEASE RENEWAL TENANT SUITE SF START END RENT/SF RENT/MO. INCREASES TYPE OPTIONS 2916 E. WHITMORE AVENUE Two 5-Year @ Planet Fitness 2916 25,038 06/29/18 07/31/28 $0.67 $16,667 10% Every 5 Years NNN 10% Increases 2920 E. WHITMORE AVENUE

Save Mart Supermarkets (1) 2920 41,095 06/28/17 06/30/37 $0.45 $18,424 Fixed Each Option NNN Two 5-Year; One 4-Year

TOTAL SQUARE FOOTAGE: 115,396 $99,342 Total Monthly Rent

TOTAL AVAILABLE: 6,170 5% Vacancy $1,192,104 Total Annual Rent

TOTAL OCCUPIED: 109,226 95% Occupancy

(1) Save Mart Supermarkets has operated at the shopping center since 1980 and relocated within the shopping center in 2017. Monthly base rent increases to $22,397 (22%) in Option1, $23,527 (5%) in Option 2, and $24,691 (5%) in Option 3.

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 9 INCOME & EXPENSE WHITMORE PLAZA

ANNUALIZED OPERATING DATA

Current Scheduled Gross Income (SGI): $1,187,251 Expense Reimbursement: $530,975 Effective Gross Revenue: $1,718,226 Total Operating Expenses: ($568,539) Net Operating Income (NOI): $1,149,688

OPERATING EXPENSES

Amount $/SF Taxes (1.13%): $182,291 $1.58 Insurance: $32,496 $0.28 CAM: $318,135 $2.76 Management (3.0% of SGI): $35,618 $0.31 Total Expenses: $568,539 $4.93 Annually Per SF $0.41 Monthly Per SF

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 10 SITE PLAN WHITMORE PLAZA

WHITMORE AVENUE SUITE TENANTS SF 2517-A L&L Hawaiian BBQ 1,500

SIGN 2517-B Ace Cash Express 1,800

SIGN SIGN 2517-C Freeway Insurance 2,723 2517-D Rocio's Hair Salon & Barber 1,070 Future National 2517-E Café Pressed 1,200 Quick Serve 2914 2914 2517-F Available 3,510 Restaurant 2617 Bank of America 4,576 2908-A Dentist (Pending) 4,000 2908-B Bob's Coffee 2,000 2908-C Nail Tech 1,300 2908-D Sub & Deli 1,100 2908-E Golden Bear Physical Therapy 2,100 2908-A 2908-F/G H&R Block 2,700 2908-H UPS Store 1,640 2517-B 2517-B 2517-C 2517-F 2517-F 2517-A 2517-A 2517-D 2517-D 2908-B 2517-E 2908-I New Tenant 1,200 2908-J Boost Mobile (Wireless Solutions) 1,200 2908-C 2908-K Available 1,220 2908-D ROAD MITCHELL 2912-A Rent-A-Center 5,100 2908-E 2912-B/C Mountain Mike's 2,840 2908-F/G 2912-D Available 1,440 2912-E Discount Liquor 2,640 2908-H 2918 Taco Bell 2,404 2908-I 2916 Planet Fitness 25,038 2920 Save Mart Supermarkets 41,095 2908-J TOTAL SQUARE FOOTAGE 115,396 2908-K

SIGN 2916 2920 SUBJECT PROPERTY 2912-E 2912-A 2912-D 2912-B/C

AVAILABLE 2617 NOT A PART N SIGN

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 11 PARCEL MAP WHITMORE PLAZA

WHITMORE AVENUE

SIGN

SIGN SIGN

Future National Quick Serve 2914 Restaurant 2914

053-009-006-000 053-009-013-000 PROPERTY PARCEL

APNS: 053-009-006-000 2908-A 053-009-008-000 053-009-009-000 2517-B 2517-B 2517-C 2517-F 2517-F 2517-A 2517-A 2517-D 2517-D 2908-B 2517-E 053-009-008-000 053-009-010-000 2908-C 053-009-012-000 2908-D ROAD MITCHELL 053-009-012-000 053-009-013-000 2908-E 053-009-014-000 2908-F/G

2908-H 2908-I The Property Has 7 2908-J Individual Parcels: 2908-K 053-009-014-000 053-009-010-000 Individual parcels provide

SIGN future flexibility to sell the 2916 2920 property in separate pieces. 2912-E 2912-A 2912-D 2912-B/C 2617 053-009-009-000 N SIGN

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 12 WHITMORE PLAZA

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 13 AERIAL OVERVIEW WHITMORE PLAZA

MODESTO CITY–COUNTY AIRPORT

SAMUEL VAUGHN SCHOOL - 650 Students -

MITCHELL ROAD

MAE HENSLEY JR. HIGH SCHOOL - 750 Students -

29,000 CPD

46,000 CPD - INTERSECTION -

FUTURE WHITMORE AVENUE 17,000 CPD NATIONAL QSR

SUBJECT PROPERTY N Whitmore Plaza

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 14 AERIAL OVERVIEW WHITMORE PLAZA

MODESTO JUNIOR COLLEGE WEST CAMPUS MODESTO CITY–COUNTY AIRPORT - 19,262 Students - MODESTO CENTRAL VALLEY CHRISTIAN ACADEMY 215,000 population - 205 Students -

92,000 CPD

CERES HIGH SCHOOL MAE HENSLEY JR. - 1,744 Students - HIGH SCHOOL - 750 Students -

WHITMORE AVENUE WALTER WHITE SCHOOL - 549 Students -

17,000 CPD 46,000 CPD 29,000 CPD FUTURE - INTERSECTION - NATIONAL QSR

MITCHELL ROAD

SUBJECT PROPERTY Whitmore Plaza

FUTURE WALMART SUPERCENTER RELOCATION N

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 15 AERIAL OVERVIEW WHITMORE PLAZA

DIRECT HIGHWAY ACCESS DISTRIBUTION CENTER Located on the direct route to the most BLAKER-KINSER trafficked CA-99 entrance/exit JR HIGH SCHOOL - 729 Students -

CENTRAL VALLEY HIGH SCHOOL - 2,079 Students - CERES HIGH SCHOOL - 1,744 Students -

92,000 CPD WALTER WHITE SCHOOL ARGUS HIGH - 549 Students - SCHOOL - 210 Students -

SUBJECT PROPERTY

Whitmore WHITMORE AVENUE Plaza

FUTURE NATIONAL QSR DEMOGRAPHICS

Population: 1-Mile Radius 17,883 3-Mile Radius 66,098 5-Mile Radius 170,444 MITCHELL ROAD 46,000 CPD Household Income: - INTERSECTION - 1-Mile Radius $70,056 3-Mile Radius $65,952 N 5-Mile Radius $65,001

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 16 REGIONAL MAP WHITMORE PLAZA

SUBJECT PROPERTY Whitmore Plaza

N

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 17 TENANT PROFILE WHITMORE PLAZA

The Save Mart Companies is the largest family-owned grocer in California and operates under the brands Save Mart, S-Mart Foods, Lucky, Lucky California, FoodMaxx, and MaxxValue. Founded in 1952 by Nick Tocco and Mike Piccinini with their first store opening in Modesto, California, Save Mart stores are full-service grocery stores with a broad product offering, including fresh produce, bakery goods, deli foods, and ethnic foods. With its home in the heart of the Central Valley, the Save Mart Companies makes it a priority to source local products and deliver them fresh to communities throughout California and Northern Nevada. In addition to its retail operation, the company also operates Smart Refrigerated Transport and is a partner in Super Store Industries (SSI). The Save Mart Companies currently have 207 stores across California and Northern Nevada with more than 16,000 employees. In 2019, the company invested $1.6 million back into communities throughout California and Northern Nevada. The Save Mart Cos. debuted a fast-casual restaurant concept in October as part of the opening of a Save Mart flagship store in Modesto, California called The Tipping Point. The in-store restaurant features a signature entrée of tri-tip barbecued steak served in a wet or dry sandwich, torta, taco, or salad, as well as whole. The menu also includes street corn and other side dishes, handmade churros with chocolate and caramel dipping sauces, soda, water, and a range of local beers and wines on tap. According to Forbes, the company had a reported $4.6B in revenue for the fiscal year 2019, a 2.2% increase from the prior year.

TOP HONORS

y #99 "America's Largest Private Companies" - Forbes (2019)

Company Type: Private Locations: 207 Website: www.savemart.com

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 18 TENANT PROFILE WHITMORE PLAZA

Bank of America is a multinational banking and financial service corporation headquartered in Charlotte, North Carolina that serves individual consumers, small and middle-market businesses, and large corporations. It is the 2nd largest bank in the nation by total assets, deposits, loans, revenue, and number of employees. This financial institution provides a full range of banking, investing, asset management, and other financial and risk management products and services. As one of the "Big Four" banks in the United States, the $2.3 trillion asset bank holds an estimated 11% of all bank deposits in the nation. The company's retail branch network covers more than 80% of the U.S. population. The Bank's business segments include retail banking, preferred and small business banking, U.S. trust, commercial, corporate and investment banking, global markets, and Merrill Lynch wealth management. With 208,000 employees, it serves over 65 million retail and SME customers through 16,800 ATMs and 4,300 branches and financial centers nationwide. Bank of America serves clients through its operations in all 50 states, the District of Columbia, the U.S. Virgin Islands, Puerto Rico, and more than 35 countries.

TOP HONORS

y #1 "Best Bank in the World" - Global Finance (2019) y #2 "10 Largest Banks in America" - Market Cap (2020) y #2 "America's Top 250 Wealth Advisors" - Forbes (2018) y #6 "America's Largest Public Companies" - Forbes (2018)

Company Type: Public (NYSE: BAC) Locations: 4,300 banking centers Website: www.bankofamerica.com

REPRESENTATIVE PHOTOS

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 19 TENANT PROFILE WHITMORE PLAZA

Planet Fitness is a national chain of fitness centers and one of the fastest-growing franchise operators in the United States. The company aims to provide a unique gym environment centered on low-cost and friendly service. Planet Fitness was founded in 1992 and operated like other gyms until it quickly transitioned its focus to first-time and casual gym users. Their trademarked environment is called the Judgement Free Zone. The facilities are open 24 hours a day and include cardio, strength equipment, locker rooms, and showers.

For the fourth quarter of 2019, total revenue increased by 9.8% to $191.5 million from the prior year. For the fiscal year 2019, Planet Fitness reported total revenue increased from the prior year by 20.2% to $688.8 million. They opened a company record of 261 new stores in 2019 bringing the total to 2,001 and approximately 14.4 million members as of December 31, 2019. Planet Fitness was recently ranked #7 in Entrepreneur magazine's Franchise 500® for its outstanding performance in areas including unit growth, financial strength and stability, and brand power.

TOP HONORS

y #7 "Franchise 500" - Entrepenuer (2020) y "100 Fastest-Growing Companies" - Fortune (2019) y "America's Best Franchises" - Forbes (2019) y "America's Best Companies for Customer Service" - Newsweek (2019)

Company Type: Public (NYSE: PLNT) Locations: 2,001 Website: www.planetfitness.com

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 20 TENANT PROFILE WHITMORE PLAZA

Taco Bell is the nation's leading Mexican-inspired quick service restaurant, operating in 20 countries around the world. There are currently 7,363 Taco Bell locations that serve over 42 million customers weekly, primarily within the United States. Taco Bell opened a record number of new restaurants in 2015, an additional 300 new restaurants in 2016, and has plans to add 2,000 more internationally in the next decade. The division generates over $9 billion in global sales on an annual basis. 2019 was the brand’s eighth consecutive year of positive same-store sales growth, a testament to the strength of the leadership team and its partnerships with franchisees. Taco Bell is a subsidiary of Yum! Brands, a company with more than 50,000 restaurants in 135 countries and territories. Yum! reported a record $50 billion in system sales and opened its 50,000th restaurant in 2019. The Company’s restaurant brands, KFC, Pizza Hut, and Taco Bell, are the global leaders of the chicken, pizza and Mexican-style food categories. Worldwide, the Yum! Brands system opens over 6 new restaurants per day on average, making it a leader in global retail development.

TOP HONORS

y #4 "The QSR 50" - QSR Magazine (2019) y #8 "32 Biggest Fast Food Chains in America" - QSR Magazine (2019) y "America's Favorite Mexican Restaurant" - Harris Poll EquiTrend Study (2018)

Company Type: Public (NYSE: YUM) Locations: 7,363 (50,170 Yum! Locations) Website: www.tacobell.com

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 21 TENANT PROFILES WHITMORE PLAZA

H&R Block is a global consumer The UPS Store, Boost Mobile is a prepaid tax preparation company and Inc. is the world’s wireless service used by two is one of the most popular largest franchisor independent operators in the U.S. services used for filing taxes. of retail shipping, and Australia. In the U.S., Boost They have company-owned postal, printing, and Worldwide, Inc. is headquartered and franchise locations in all business service in Irvine, California, and is a 50 states. The company reports centers. The stores are locally owned and operated. subsidiary of Sprint Corporation. that an H&R Block branded retail Entrepreneur‘s annual "Franchise 500," rated The UPS Sprint is a communications services company serving office is located within five miles of 95% of Americans. Store #1 in the postal and business services category for more than 57 million connections. The company is The company serves clients through approximately the 23rd consecutive year. widely recognized for developing, engineering, and 11,000 company-owned and franchise retail tax offices, United Parcel Service, Inc. a package delivery company, deploying innovative technologies, including the first including more than 1,600 offices in Canada, Australia provides transportation, logistics, and financial services wireless 4G service from a national carrier in the United and India, and on U.S. military bases around the world. in the United States and internationally. It operates States; leading no-contract brands including Virgin In fiscal 2019, H&R Block had revenues of $3.1 billion a fleet of approximately 106,000 package cars, vans, Mobile USA and Boost Mobile; instant national and with over 23 million tax returns prepared worldwide. tractors, and motorcycles, and owns 33,000 containers international push-to-talk capabilities; and a global Tier H&R Block began in 1955 with two brothers who had used to transport cargo in its aircraft. The company 1 Internet backbone. Sprint has been named to the Dow an idea and a $5,000 loan and has since prepared more reported most recent revenue of $58.2 billion and Jones Sustainability Index (DJSI) North America each of than 720 million tax returns. employs 435,000. the past five years. The company reported most recent annual revenue of $34.5 billion.

Website: www.hrblock.com Website: www.theupsstore.com Website: www.boostmobile.com Company Type: Public (NYSE: HRB: S&P: BBB) Company Type: Public (NYSE: UPS; S&P: A+) Company Type: Public (NYSE: S; S&P: B) Locations: 11,000+ Locations: 4,800 Independently-Owned Locations: 4,500

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 22 TENANT PROFILES WHITMORE PLAZA

Rent-A-Center stores rent name Mountain Mike’s Pizza Golden Bear Physical brand furniture, electronics, is a leading family-style Therapy and Sports appliances, and computers. pizza chain known for its Injury Center is a Many of the rental agreements legendary crispy, curly private practice allow customers to obtain pepperoni, Mountain- established in 1981 ownership of the merchandise sized pizzas and dough that offers outpatient physical therapy. The practice at the end of the rental period. made fresh daily for over 40 years. The restaurant ranked specializes in treatment in orthopedic, neurological, The store's services also include same-day delivery, in- #187 of the nation’s highest-grossing restaurant chains musculoskeletal and sports injuries. They currently have home setup, and merchandise repair. The company's in Restaurant Business’ coveted 2020 Top 500 Chains 23 branch locations throughout Central and Northern mission is to provide an affordable way for people Report, up 16 spots from 2019. This annual ranking, California and one location opening soon in Arizona. to furnish their homes with high-quality products in partnership with Technomic, also places Mountain without incurring long-term obligations. Rent-A- Mike’s at #17 of the Largest Pizza Chains in the U.S. The Center reported revenues of $2.6 billion in 2019. They brand ended its fiscal year 2019 with total system sales are ranked #266 on Entrepreneur's 2018 Franchise 500 up nearly 12%, same-store sales up close to 5%, and the list. Rent-A-Center also operates several subsidiaries, number of locations doubled over the past 3 years. such as Get it Now!, Home Choice, Acceptance Now, and RAC Mexico.

Website: www.rentacenter.com Website: www.mountainmikes.com Website: www.goldenbearpt.com Company Type: Public (NASDAQ: RCII; S&P: CCC+) Company Type: Private Company Type: Private Locations: 3,000+ Locations: 227 Locations: 23

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 23 TENANT PROFILES WHITMORE PLAZA

ACE Cash Express, Inc. Freeway Insurance L&L Hawaiian Barbecue is a financial services offers a variety of is a Hawaiian-themed provider headquartered insurance policies franchise restaurant in Irving, Texas. ACE from the most basic chain headquartered in serves customers in 24 plans to premium Honolulu, Hawaii, centered states and the District of coverage for vehicle, home, business, and life, on the Hawaiian plate lunch Columbia both online and through a network of among others. Freeway Insurance is a part of the (Hawaiian: pā mea ai). Johnson Kam and Eddie stores. Founded in 1968, ACE provides a range of Confie family of companies, one of the largest Flores, Jr., purchased the original L&L Drive-In in retail financial products and services including privately-held insurance brokers in the United 1976. The company expanded from its original short-term consumer loans, check cashing, debit States and captured the #1 spot for the third base of Hawaii in 1999 into Californian markets. card services, money transfers, bill payments, and year in a row in the annual Top 50 Personal Lines There are now approximately 200 locations money orders. ACE Cash Express is one of the Leaders report by Insurance Journal West. Freeway throughout Alaska, Arizona, Colorado, Nevada, largest owners and operators of check cashing Insurance has been in business for more than 35 New York, Oregon, Tennessee, Texas, Florida, stores in the United States. ACE serves consumers years and offers 500+ convenient office locations Utah, Washington, and Guam. Entrepreneur seeking alternatives to traditional banking across the country with English and Spanish- Magazine ranked L & L Hawaiian Barbecue as relationships by providing convenient, immediate speaking agents available in-person or over the the #1 Asian food franchise four years in a row access to financial services. phone. (2020, 2019, 2018, 2017).

Website: www.acecashexpress.com Website: www.freewayinsurance.com Website: www.hawaiianbarbecue.com Company Type: Private Company Type: Private Company Type: Private Locations: 950+ Locations: 500+ Locations: 200+

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 24 AREA OVERVIEW WHITMORE PLAZA

Ceres, California y Suburb located just south of downtown Modesto; strategically located on Highway 99 y 47,878 population; 555,793 people in the Stanislaus County y 80 miles south of Sacramento and 95 miles east of , in the heart of Stanislaus County y #6 "Most Diverse Suburbs in Stanislaus County" - Niche (2020) y 55 miles from San Jose International Airport

ECONOMY y The infamous “Two Buck Chuck” is grown, stored and bottled by #6 The Bronco Wine Company y The largest industries are retail trade, manufacturing, MOST DIVERSE SUBURBS y Home of the $14 million Stanislaus County Agriculture Center health care, and social assistance IN THE COUNTY y Top employers include Ceres Unified School District, ο Houses the University of California Stanislaus Cooperative M. A. Garcia Agrilabor, WinCo Foods, The Bronco Wine Extension which provides educational opportunities in Company and Wal-Mart agriculture, 4-H, nutrition, family, and consumer science y 12,473 daytime population in the city; 189,182 in the ο Houses The Department of Environmental Resources and the County office of the Agricultural Commissioner y Central Valley’s most rich and diverse agricultural area y 4th Street Improvement Project - The city recently completed a $3.6 producing crops including figs, peaches, walnuts, million infrastructure replacement and streetscape beautification 47k+ almonds, and vegetables project in the heart of downtown TOTAL y $72,787 average household income y Ceres Unified School District - Consists of 23 elementary, junior POPULATION high, and high schools; 14,848 students in 2018-2019; 1,709 faculty y $297,340 median home value and staff

WINCO FOODS WEST COAST DISTRIBUTION

CERES COMMUNITY CENTER THE BRONCO WINE COMPANY STANISLAUS COUNTY AGRICULTURE CENTER

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 25 AREA OVERVIEW WHITMORE PLAZA

Modesto, California City of y Located in the heart of California's San Joaquin Valley and is the County Seat of Stanislaus County Modesto y 217,908 population; 18th largest city in the state and is part of the Modesto–Merced combined statistical area y Retail, service and financial center of Stanislaus County Highlights y With adjoining San Joaquin and Merced Counties, the North San Joaquin Valley region has a population of 1.5 million and a combined workforce of 518,000

ECONOMY y MSA Employment growth projection by 2026: Total non-farm employment is projected to grow by 21,300 217,908 y The economy is anchored by core traded and local ο clusters that include food processing, manufacturing, jobs to 192,800 TOTAL distribution, electronic commerce, healthcare, and ο Health Care and Social Assistance industry projected to grow POPULATION business services 31.9% (9,400 job) y Major employers include E & J Gallo Winery (6,700, ο Educational Services is projected to grow by 30.9% and add Stanislaus County (4,048), Modesto City Schools 9,600 jobs (3,200), Doctors Medical Center (2,600), and Del Transportation, Warehousing and Utilities is expected to grow Monte Foods (2,010) ο by 29.3% and add 2,400 jobs. y Major hub for domestic and export food and Federal Government, Leisure and Hospitality, Mining, Lodging beverage production ο and Construction forecasted to add 4,700 jobs Home to regional and brand-name manufacturers ο y $319,950 average home listing price (up 4% from 2018) 30% PROJECTED GROWTH like Frito-Lay, Del Monte, Stanislaus Foods, Pacific Southwest Container, Bell Carter Packaging, and y Datapath - Technology management company headquartered RATE IN JOBS BY 2026 Blue Diamond Cookware here, has been recognized by Inc. Magazine as one of the fastest- growing private companies in America

HOUSES FRITO LAY'S MANUFACTURING PLANT

E&J GALLO WINERY DOCTORS MEDICAL CENTER OF MODESTO DOWNTOWN MODESTO

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 26 AREA OVERVIEW WHITMORE PLAZA

Modesto, California City of y Within 90 minutes of the major cities of the and Sacramento Modesto y Year-round outdoor activities and easy access to Yosemite, Lake Tahoe, multiple rivers and the Pacific Ocean y Gallo Center for the Arts - World-class facility that hosts regional, national and international performers and events Highlights

y E&J Gallo Winery - The world’s largest privately y Within one hour of downtown is California State University, owned winery and the leading U.S. exporter of Stanislaus and Modesto Junior College California wines TRANSPORTATION $112M y The Gallo Glass Company - State of the art glass manufacturer and a leading producer of wine and y Interstate 5 and California State Route 99 provide major highway VALUE IN BUILDING spirits glass bottles in the US. access PERMITS IN FY 2018-2019 y $112 million valuation in building permit activity y Three public transit systems serve Modesto: Modesto Area Express during the fiscal year 2018-2019 (4,335 permits) (MAX), StaRT, and San Joaquin Regional Transit District y The Marketplace - 54,000 square foot Save Mart, y Amtrak San Joaquin - One of the busiest rail corridors in the 78,000 square foot retail strip and a completed country; makes eight daily stops on the route between Oakland and 10,000 square foot space next to Save Mart Bakersfield, and four stops daily on the route between Sacramento and Bakersfield EDUCATION y Modesto and Empire Traction Company - 5-mile short line railroad 91K y Modesto City Schools - Serves 30,000+ students, that serves the industrial region employees 3,200+ faculty and staff and is one of the TOTAL DAYTIME y Altamont Corridor Express commuter rail is planned to recommence largest workforces in the county POPULATION rail service to the Southern Pacific Railroad Depot in 2023

$319K MEDIAN HOME VALUE

GALLO CENTER FOR THE ARTS MODESTO HIGH SCHOOL THE MARKETPLACE SHOPPING CENTER

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 27 DEMOGRAPHICS WHITMORE PLAZA

1-Mile 3-Mile 5-Mile Population 2024 Projection 18,159 67,147 172,082 2019 Estimate 17,883 66,098 170,444 2010 Census 16,945 62,317 161,456 2000 Census 13,572 51,212 149,140 Growth 2000-2010 24.85% 21.68% 8.26% Growth 2010-2019 5.54% 6.07% 5.57% Growth 2019-2024 1.54% 1.59% 0.96%

Households 2024 Projection 5,456 18,750 51,874 2019 Estimate 5,383 18,452 51,258 2010 Census 5,053 17,248 47,985 2000 Census 4,386 15,106 45,359 Growth 2000-2010 15.21% 14.18% 5.79% Growth 2010-2019 6.53% 6.98% 6.82% Growth 2019-2024 1.36% 1.62% 1.20%

2019 Est. Population by Single-Classification Race White Alone 9,896 36,129 96,147 Black or African American Alone 485 1,626 5,130 American Indian and Alaska Native Alone 224 906 2,386 Asian Alone 1,273 4,098 9,119 Native Hawaiian and Other Pacific Islander Alone 152 476 1,278 Some Other Race Alone 4,707 19,076 46,224 Two or More Races 1,086 3,577 9,623

2019 Est. Population by Ethnicity (Hispanic or Latino) Hispanic or Latino 9,783 41,343 97,848 Not Hispanic or Latino 8,100 24,755 72,596

2019 Est. Average Household Income $70,056 $65,952 $65,001

The information contained herein has been obtained from sources we deem reliable. We cannot assume responsibility for its accuracy. 28 CONFIDENTIALITY AGREEMENT WHITMORE PLAZA

The information contained herein does not purport to provide a complete or fully accurate summary of the Property or any of the documents related thereto, nor does it purport to be all-inclusive or to contain all of the information which prospective buyers may need or desire. All financial projections are based on assumptions relating to the general economy, competition, and other factors beyond the control of the Owner and Broker and, therefore, are subject to material variation. This Marketing Package does not constitute an indication that there has been no change in the business or affairs of the Property or the Owner since the date of preparation of the information herein. Additional information and an opportunity to inspect the Property will be made available to interested and qualified prospective buyers. Neither Owner nor Broker nor any of their respective officers, Agents or principals has made or will make any representations or warranties, express or implied, as to the accuracy or completeness of this Marketing Package or any of its contents, and no legal commitment or obligation shall arise by reason of the Marketing Package or its contents. Analysis and verification of the information contained in the Marketing Package is solely the responsibility of the prospective buyer, with the Property to be sold on an as is, where-is basis without any representations as to the physical, financial or environmental condition of the Property. Owner and Broker expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offers to purchase the Property and/or terminate discussions with any entity at any time with or without notice. Owner has no legal commitment or obligations to any entity reviewing this Marketing Package or making an offer to purchase the Property unless and until such sale of the Property is approved by Owner in its sole discretion, a written agreement for purchase of the Property has been fully delivered, and approved by Owner, its legal counsel and any conditions to the Owner’s obligations thereunder have been satisfied or waived. This Marketing Package and its contents, except such information which is a matter of public record or is provided in sources available to the public (such contents as so limited herein called the Contents), are of a confidential nature. By accepting this Marketing Package, you unconditionally agree that you will hold and treat the Marketing Package and the Contents in the strictest confidence, that you will not photocopy or duplicate the Marketing Package or any part thereof, that you will not disclose the Marketing Package or any of the Contents to any other entity (except in the case of a principal, who shall be permitted to disclose to your employees, contractors, investors and outside advisors retained by you, or to third-party institutional lenders for financing sought by you, if necessary, in your opinion, to assist in your determination of whether or not to make a proposal) without the prior authorization of the Owner or Broker, and that you will not use the Marketing Package or any of the Contents in any fashion or manner detrimental to the interest of the Owner or Broker.

EXCLUSIVELY LISTED BY: Jeff Lefko Bill Asher Greg Aguirre Executive Vice President Executive Vice President Capital Rivers Commercial [email protected] [email protected] [email protected] 949.585.7682 | BRE #01942025 949.585.7684 | BRE #01318078 916.514.5225 | BRE #01337550

$6.6B POWER BROKER

$6.6 BILLION SHARED DATABASE GLOBEST. INFLUENCERS COSTAR POWER BROKER NATIONWIDE REACH retail sales nationwide collaborative proprietary database in retail & net lease sales top sales brokers & firm in OC retail & investors across the U.S.