Absolute NNN Land Lease Chicago MSA New Construction Convenience Store & Fuel Center Annual Rent $158,400 No Landlord Responsibilities Tenant pays all taxes, maintenance & insurance on the leased premises Pre-Listing Offer Price: $2,995,000 5.29% Cap Rate SWC 111TH Street & Ridgeland Avenue Worth, Illinois Opening September 2020 Wrigley Building | North Tower 410 North Michigan Avenue, Suite 850 Prototypical Tenant Facility Chicago, Illinois 60611 (312) 519-7100 www.bluestonestp.com Overview $569 billion 9.5 million GDP Population 0.9% (0.2%) GDP Growth Population Growth ~$55,600 5.2% Per Capita Personal Income Unemployment Rate With a population of over 9,500,000, the Chicago-Naperville-Joliet, IL-IN WI Metropolitan Statistical area is the third largest MSA in the United States after New York (with a population of nearly 20,000,000) and Los Angeles (population of 13,300,000). A world-class commercial, industrial and cultural city, Chicago functions as a major center for America’s heartland and remains the most important passenger and freight hub in the country with the largest annual number of air departures and the most rail traffic in the nation. The Village of Worth is a stable, middle-income southwest suburban community located approximately 15 miles south of downtown Chicago and is surrounded by the neighboring communities of Palos Hills, Palos Heights, Oak Lawn and Chicago Ridge. The Village of Worth has a train station serviced by the Southwest Service Metra commuter line (terminating at Union Station in downtown Chicago) and is serviced by the primary highway arterials of 111th Street, Southwest Highway (IL Route 7), Harlem Avenue (IL Route 43) and has access to Interstate 294 just 2 miles north at the 95th Street interchange. Dominant Market Leader in Chicagoland With more than $2 billion in annual retail sales, Thorntons is one of the nation’s most prominent convenience store and fuel center operators in the petroleum marketing industry. Founded in 1971 by James H. Thornton, the firm operates 200 high volume convenience stores and fuel centers in six states (KY, IL, IN, OH, TN, and FL). On February 11, 2019 the Thornton family sold its ownership interest in the company to a joint venture between BP Products of North America, Inc. and ArcLight Capital Partners, LLC for more than $1 billion. Thorntons has consistently ranked in the top five percent (5.0%) in its industry in fuel volume per unit, convenience store sales per unit, and EBITDA per unit. In the Chicago metropolitan market, Thorntons is the most dominant c-store and fuel retailer ranking #1 in average annual fuel gallons per unit, average annual c-store sales per unit, average store size (in square footage), and the average number of fueling positions per unit as illustrated on this page. The subject property is located approximately 15 miles from downtown Chicago on the southwest corner of the highly trafficked intersection of 111th Street (28,800 average daily traffic (ADT)) & Ridgeland Avenue (27,300 ADT) in the Village of Worth, Cook County, Illinois. The annual rent in years 1 – 5 is $158,400 and the primary term of the ground lease is 20 years. Thorntons’ retail facility is situated on a 1.71 acre parcel of land that features a new 4,400 square foot Thorntons c-store store with 10 multi-product fuel dispensers (20 fueling positions), and 24 parking stalls. Thorntons also obtained approval for one of only two available c-store video gaming licenses available in the Village of Worth which will generate approximately $250,000 of incremental profit per year for Thorntons. LEASE ABSTRACT PROPERTY HIGHLIGHTS Lease Summary SWC 111th & Ridgeland, Worth, Illinois SWC 111th Street & Ridgeland, Worth, Illinois Lease Type Ground Lease NNN Lot Size 1.71 acres Annual Rent: $158,400 Landlord Responsibilities None Building Size | G.L.A. 4,400 sqft 20 Year NNN Ground Lease Initial Lease Term 20 Years Multi-Product Dispensers 10 10% Rent Increases every 5 years Rent Commencement March 1, 2020 Parking Stalls 24 No Landlord Responsibilities Construction Start Date May 1, 2020 Daily Traffic – 111th Street 28,800 Tenant directly pays all taxes, maintenance & insurance Estimated Opening Date September 15, 2020 Daily Traffic – Ridgeland Ave. 27,300 Tenant’s Capital $ 4,400,000 City Population (2013 est.) 10,846 Investment Average Household Income $ 55,764 PARENT COMPANY Lease Expiration Date February 29, 2040 Percent of Population: TLK Operating Company, LLC Option Periods 6 x 5 Years White | Latino | Black 83% | 11.3% | 2.6% A joint venture between BP Products Right of First Refusal No North America, Inc. and ArcLight Capital Partners, LLC Right of First Offer Yes – After Year 10 TENANT | GUARANTOR ON LEASE Option to Purchase No Thorntons LLC, a Delaware limited Annual Rent Years 1 – 5 $ 158,400 liability company by statutory Annual Rent Years 6 – 10 $ 174,240 conversation from Thorntons Inc., a subchapter S corporation as of the date Annual Rent Years 11 – 15 $ 191,664 of acquisition on 2/11/2019 Annual Rent Years 16 – 20 $ 210,830 Option #1 | Years 21 – 25 $ 231,913 Option #2 | Years 26 – 30 $ 255,105 Option #3 | Years 31 – 35 $ 280,615 Option #4 | Years 36 – 40 $ 308,677 Option #5 | Years 41 – 45 $ 339,544 Option #6 | Years 46 - 50 $ 373,499 TenantTenant & Summary Lease Summary Thorntons is one of the nation’s most prominent operators of retail Thorntonsconvenience is one stores of the and nation’s fuel centers mostranking prominent #38 in operators CSP Top of 200 retailChains c-stores in its and Industry fuel centers - #38 in CSP Ranking of Top 200 Chains in Industry Recently Ranked in the Top 200 Privately Owned Companies in the PARENT COMPANY U.S. – Forbes Magazine TLK Operating Company, LLC AThorntons joint venture rankedbetween #1BP GasolineProducts NorthRetailer America, in Total Inc. and Customer ArcLight Capital Partners, LLC Satisfaction in 2018 – Energy Point TENANT | GUARANTOR ON LEASE As of 3/31/2020, Thorntons operated 202 Thorntonsstores across 6LLC states:, aKentucky,Delaware Illinois, limitedIndiana,liability Ohio,company Tennesseeby andstatutory Florida that conversationgenerated morefromthaThorntonsn $2 billionInc of., annuala subchapter S corporation as of the Thorntons Store Support Center retail sales in 2019 – Thorntons employs Louisville, Kentucky dateapproximatelyof acquisition 3,000on 2 team/11/2019 members HEADQUARTERS Thorntons LLC 2600 James Thornton Way Louisville, KY 40245 www.mythorntons.com A summary of Thorntons LLC financials will be provided to a prospective buyer upon the receipt of an acceptable written offer and a signed confidentiality agreement Joint Venture Summary BP Joint Venture Closes on Acquisition of Thorntons On February 11, 2019, a joint venture Courier Journal, Louisville, KY 2/13/2019 between BP North America, Inc. & ArcLight Capital Closed on the On February 11, 2019, the shareholders of Thorntons Inc., a Delaware subchapter S corporation, Acquisition of Thorntons closed on the sale of all of their rights, title and interests in the family and ESOP owned company to an entity formed by BP Products North America, Inc. and ArcLight Capital Partners, LLC, TLK Operating Company, LLC for an amount estimated to be in excess of $1 billion. JOINT VENTURE TLK Operating Company, LLC BP Products North America, Inc., an indirect and wholly-owned subsidiary of BP plc (NYSE: BP), operates the integrated U.S. Fuel Value Chain for BP that includes retail, refining and trading business PARTNERS IN JOINT VENTURE units. The retail business unit supplies fuel to 7,000 branded dealer units with its BP, ARCO and Amoco brands, operates 500 ARCO BP North America, Inc, branded convenience stores and fuel centers in the Pacific Northwest a wholly-owned subsidiary of BP plc and Northern California, and is the franchisor of 1,000 AMPM (NYSE: BP) convenience stores on the west coast. BP also operates 3 refineries in Houston, TX the U.S. that produce more than 800,000 barrels per day of refined petroleum products and is the global public face to the traded markets for oil, gas, power, refined products and foreign exchange serving more ArcLight Capital Partners through than 12,000 customers across the globe. ArcLight Energy Partners Fund VII Boston, MA Founded in 2001, ArcLight Capital Partners pioneered an asset-based private equity approach to investing in the dynamic global energy sector. Since its inception, ArcLight has invested approximately $22 billion in 108 transactions, generating strong realized returns for their limited partners for 68 exit transactions across diverse market cycles. Based in Boston, MA, their investment team targets midstream power and production opportunities with significant growth potential, current income and meaningful downside protection. Since the date of acquisition, Thorntons has opened 10 new stores and plans to build another 12 stores during 2020 (which is record growth for the company). The firm expects to build 15 – 20 units per year thereafter. SITE SWC 111th Street & Ridgeland Avenue, Worth, Illinois Pre-Listing Price: $2,995,000 5.29% Cap Rate Recent Comparable Sales for NNN Ground Leases C-Stores & Fuel Centers on Following Page FOR FURTHER INFORMATION CONTACT: Rick Claes Mike MacKinnon Managing Partner Partner BSTP Midwest, LLC BSTP Midwest, LLC Telephone: (312) 519-7100 Telephone (630) 388-8550 [email protected] [email protected] Wrigley Building | North Tower 410 North Michigan Avenue, Suite 850 Chicago, Illinois 60611 www.bluestonestp.com This information has been secured from sources