Value Add Covered Land Opportunity in A+ Location

Offering Memorandum BRIARWEST 1950 Winrock Blvd, , TX 77057 OFFER PROCESS PRESENTED BY NKF INVESTMENT DOSCH MARSHALL NKF DEBT AND EXCLUSIVE REPRESENTATION SALES REAL ESTATE STRUCTURED FINANCE Newmark Knight Frank (Newmark Knight Frank) has been exclusively retained to represent the Seller in the disposition of Briarwest. All inquiries about the Offering ZACH SPRINGER DAVID MARSHALL ADAM ALLEN or the Property should be directed to Newmark Knight Frank. [email protected] [email protected] [email protected] T 713-425-5428 T 713-955-3126 T 713-425-5433 OFFERING PROCESS M 713-897-9670 M 713-824-6066 The Property is being offered on an All Cash basis to qualified purchasers. TIM DOSCH Prospective purchasers will have the opportunity to visit the Property through RUSSELL JONES [email protected] TIP STRICKLAND scheduled tours with Newmark Knight Frank. Please do not contact the on-site [email protected] T 713-955-3127 [email protected] management directly. T 713-425-5422 T 713-337-5810 M 832-541-1499 TOM DOSCH M 832-724-4288 OFFER REQUIREMENTS [email protected] Offers should be presented in the form of a non-binding Letter of Intent, and must MATT SAUNDERS T 713-955-3125 DAVID SCHWARZ include at least: [email protected] [email protected] T 713-554-1303 BECKY HAND T 713-337-5811 M 281-300-1468 [email protected] M 713-412-9055 Asset Pricing • T 713-955-3121 Due Diligence and Closing Time frame • DAVID MITCHELL PURVESH GOSALIA Earnest Money Deposit • [email protected] JP HAYES [email protected] Description of Debt/Equity Structure • T 713-425-5421 [email protected] T 713-300-7954 Qualifications to Close • M 713-503-2513 T 713-955-4473 M 313-570-5221 Purchase terms shall require cash to be paid at closing. Offers should be delivered DAVID WYLIE DAKOTA DOSCH to the attention of Zach Springer via fax or email. [email protected] [email protected] T 713-425-5410 T 713-955-4472 FINANCING M 832-526-5206 For parties interested in receiving debt quotes, please contact our Debt and Structured Finance team, Adam Allen, Tip Strickland, David Schwarz or Purvesh THOMAS ALLEMAN Gosalia. Newmark Knight Frank facilitates agency, life company, bank, bridge, and [email protected] mezzanine financing options. T 713-425-5434 M 713-305-3827 UNDERWRITING For questions regarding the underwriting presented in this offering memorandum please contact Anthony Likefahr at 713-337-5812 or [email protected]. Newmark Knight Frank PROPERTY TOURS 1700 Post Oak Blvd | 2 BLVD Place, Suite 400 | Houston, TX 77056 To accommodate the Property’s ongoing operations, Newmark Knight Frank T 713-599-1800 | F 713-599-1801 requests 24-hour advance notice to schedule a tour. Dosch Marshall Real Estate 777 Post Oak Blvd. | Suite 255 | Houston, TX 77056 T 713.955.3120 TABLE OF CONTENTS INVESTMENT PROPERTY MARKET APPENDIX 06HIGHLIGHTS 26 INFORMATION 36 OVERVIEW 40 EXECUTIVE SUMMARY

ADJACENT TO SOME OUTSTANDING VALUE- LOCATED NEAR OF ’ WEALTHIEST ADD OPPORTUNITY ABUNDANT RETAIL NEIGHBORHOODS

Outstanding Value-Add Opportunity Located Near Abundant Retail »» All units at the Property have received light upgrades consisting »» Briarwest is in close proximity to Houston’s premier retail of upgraded lighting, hardware, and kitchen faucets destinations including being within five miles of , River Oaks District, City Centre, Memorial City, & Woodlake Square »» A new owner has the potential to add granite countertops, black/ Shopping Center stainless steel appliances, tile backsplashes, and faux wood flooring in all units. »» The Property is within 1-mile of Kroger, Whole Foods, & H-E-B offering residents an abundance of grocery options »» Current effective rents are over $150 below the average for Galleria Class B properties & approximately $250 below the Surrounded by some of Houston’s Largest Employment Centers competitive set, indicating ample runway to increase rents. »» The Galleria (82,000 employees), Westchase District (93,000 Adjacent to some of Texas’ Wealthiest Neighborhoods employees), Memorial District (47,000 employees) & (25,000 employees) are all within 4 miles of Briarwest »» Five of Houston’s ten most expensive neighborhoods are within 3 miles of the Property »» Additionally, the Energy Corridor (94,000 employees), CBD (157,000 employees), and (106,000 »» Piney Point Village, which is 1.50 Miles from the Property, is employees) are all within a 20 minute commute Houston’s most expensive neighborhood with median home values in 2018 of $2.7M

SURROUNDED BY SOME OF HOUSTON’S LARGEST EMPLOYMENT CENTERS

4 BRIARWEST APARTMENTS PROPERTY SUMMARY

BRIARWEST APARTMENTS 1950 Winrock Blvd, ADDRESS Houston, TX 77057

NUMBER OF UNITS 379

YEAR COMPLETED 1969

NET RENTABLE SF 343,575 SF

AVERAGE UNIT SIZE 907 SF

MARKET RENT PER $1,023 UNIT

MARKET RENT PER SF $1.13

OCCUPANCY 93% Occupied

NUMBER OF 42 two-story residential buildings; 1 BUILDINGS clubhouse

ACREAGE & DENSITY 11.70 Acres | 32.39 Units/Acre

PARKING 506 total spaces

HOUSTON Briargrove Elementary School INDEPENDENT Tanglewood Middle School SCHOOL DISTRICT Wisdom High School

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 5 INVESTMENT HIGHLIGHTS

Briarwest Augusta Court Chateaux Dupre Creole on Yorktown Tanglebrook The Heritage 9900 Memorial Woodway Square YOC 1969 1982 1964 1971 1973 1965 1968 1992 Countertops Resurfaced Granite in Upgraded Units Granite Granite in Upgraded Units Resurfaced Granite Granite in Upgraded Units Quartz in Upgraded Units Appliances Black Stainless Steel in Upgraded Units Black Stainless Steel in Upgraded Units Stainless Steel in Upgraded Units Stainless Steel in Upgraded Units Stainless Steel in Upgraded Units Black OUTSTANDING VALUE-ADDCabinets White OPPORTUNITY with Pulls Dark with Pulls Beige with Pulls Wood Laminate with Pulls White with Pulls White with Pulls Cherry with Pulls Dark with Pulls Faux Wood Throughout In Select Units In Upgraded Units In Select Units In Upgraded Units In Upgraded Units In Upgraded Units In Wet Areas In Upgraded Units Property Performance Tile Backsplash No RENT COMPARISONNo No In Upgraded Units No Yes In Upgraded Units Yes

Average effective rents at Briarwest are over $150 below Effective Rent/Unit average rents in the Class B tranche of the Galleria/Uptown $1,500 submarket and are nearly $250 below Briarwest’s competitive $1,329 $1,332 set. The large rent delta between Briarwest and nearby $1,300 $1,271 $1,180 $1,144 competitors, coupled with strong demand for the area (avg. $1,091 $1,097 $1,109 occupancy for stabilized product within 1-mile of Briarwest $1,100 is 91%), signifies a large runway for a new owner to increase $937 $900 rents through a strategic value-add program.

$700

$500 Briarwest Chateaux Dupre Creole on Yorktown Tanglebrook 9900 Memorial Competitive Set August Court Woodway Square The Heritage Average

NEW CABINET FRONTS

TILE BACKSPLASH

UNDERMOUNT SINK WITH MODERN FIXTURES

MODERN GRANITE COUNTERTOPS STAINLESS STEEL APPLIANCES FAUX WOOD FLOORING

8 BRIARWEST APARTMENTS OUTSTANDING VALUE-ADD OPPORTUNITY BRIARWEST AUGUSTA COURT CHATEAUX DUPRE CREOLE ON YORKTOWN Excellent Value-Add Opportunity A new owner has the potential to upgrade all units to include stainless steel appliances, tile backsplashes, faux wood floors throughout, $334 HIGHER $154 HIGHER $160 HIGHER and updated cabinetry. The increased revenue from the TANGLEBROOK THE HERITAGE 9900 MEMORIAL WOODWAY SQUARE value-add scope will bring the Property in-line with Class B averages, while also allowing Briarwest to remain a discount to Class A product.

$172 HIGHER $394 HIGHER $207 HIGHER $392 HIGHER

INTERIOR COMPARISON

Creole on Briarwest Augusta Court Chateaux Dupre Yorktown Tanglebrook The Heritage 9900 Memorial Woodway Square

YOC 1969 1982 1964 1971 1973 1965 1968 1992

Granite in Upgraded Granite in Upgraded Granite in Upgraded Quartz in Upgraded Countertops Resurfaced Granite Resurfaced Granite Units Units Units Units

Stainless Steel in Stainless Steel in Stainless Steel in Stainless Steel in Stainless Steel in Appliances White/Almond Black Black Upgraded Units Upgraded Units Upgraded Units Upgraded Units Upgraded Units

Wood Laminate with Cabinets White with Pulls Dark with Pulls Beige with Pulls White with Pulls White with Pulls Cherry with Pulls Dark with Pulls Pulls

Faux Wood In Select Units In Upgraded Units In Select Units In Upgraded Units In Upgraded Units In Upgraded Units In Wet Areas In Upgraded Units Throughout

Tile Backsplash No No No In Upgraded Units No Yes In Upgraded Units Yes

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 9 ADJACENT TO SOME OF TEXAS’ WEALTHIEST NEIGHBORHOODS

Strong Single Family Anchor SPRING VALLEY HILSHIRE VILLAGE VILLAGE »» Five of Houston’s ten most expensive neighborhoods are HOMES TO $1.3 M HOMES TO $1.25 M located within 3 miles of the Property: 10 • Briargrove (0.20 Miles from Briarwest) – Home values up HEDWIG VILLAGE GESSNER RD HOMES TO $1.5 M to $2.3M HUNTER’S CREEK VILLAGE TANGLEWOOD • Riverbend (0.50 Miles from Briarwest) – Home values up HOMES TO $1.2 M HOMES TO $6 M 610 BUNKER HILL to $2.95M VILLAGE HOMES TO $3.5 M 3 MILES

• Tanglewood (1.50 Miles from Briarwest) – Home values VOSS RD PINEY POINT up to $6M VILLAGE

SAM HOUSTON PKWY HOMES TO $7 M BRIAR GROVE • Piney Point Village (1.50 Miles from Briarwest) – Home HOMES TO $2.3 M values up to $7M SAN FELIPE BRIAR FOREST 1 MILE RIVERBEND • Bunker Hill (2.00 Miles from Briarwest) – Home values up HOMES TO $2.95 M

to $3.5M WESTHEIMER

RICHMOND AVE

69

WESTPARK TOLLWAY BISSONNET ST

BRIARGROVE RIVERBEND TANGLEWOOD PINEY POINT VILLAGE

16% POPULATION GROWTH (1 mile radius) 17% POPULATION GROWTH (3 mile radius) $112K AVG HH INCOME (1 mile radius) $110K AVG HH INCOME (3 mile radius) $579K AVG HOME VALUE (1 mile radius) $722K AVG HOME VALUE (3 mile radius) 1,724 TOTAL BUSINESSES (1 mile radius) 15,735 TOTAL BUSINESSES (3 mile radius) 15,071 TOTAL EMPLOYEES (1 mile radius) 183,205 TOTAL EMPLOYEES (3 mile radius)

10 BRIARWEST APARTMENTS 10 10 MEMORIAL DR MEMORIAL DR

STRONG SUBMARKET FUNDAMENTALS 2014 - 2017 SUPPLY 2018 - 2019 SUPPLY

SPRING VALLEY HILSHIRE VILLAGE VILLAGE HOMES TO $1.3 M

HOMES TO $1.25 M VOSS RD VOSS RD 10

WOODWAY DR SAGE DR WOODWAY DR SAGE DR HEDWIG VILLAGE

GESSNER RD HOMES TO $1.5 M HUNTER’S CREEK VILLAGE TANGLEWOOD SAN FELIPE 610 SAN FELIPE 610 HOMES TO $1.2 M HOMES TO $6 M 610 BUNKER HILL

POST OAK BLVD POST OAK BLVD

VILLAGE CHIMNEY ROCK RD CHIMNEY ROCK RD HOMES TO $3.5 M 3 MILES

VOSS RD PINEY POINT VILLAGE

SAM HOUSTON PKWY HOMES TO $7 M

BRIAR GROVE WESLAYAN ST WESLAYAN ST HOMES TO $2.3 M WESTHEIMER WESTHEIMER SAN FELIPE BRIAR FOREST 1 MILE RIVERBEND HOMES TO $2.95 M

WESTHEIMER HILLCROFT AVE HILLCROFT AVE RICHMOND AVE 69 RICHMOND AVE 69

RICHMOND AVE From 2014 – 2017 over 3,000 units delivered in the Galleria/Uptown submarket.There were no deliveries in 2018 and only 281 units are currently Under Construction

69 Class B Historical Effective Rents $1,200 3.0% $1,183 WESTPARK TOLLWAY BISSONNET ST 2018 RENT GROWTH (AXIO)

$1,150 93% $1,109 SUBMARKET OCCUPANCY (AXIO) $1,100

611 UNITS $1,050 T24 AVERAGE ANNUAL ABSORPTION

$1,000 Jun-13 Dec-13 Jun-14 Dec-14 Jun-15 Dec-15 Jun-16 Dec-16 Jun-17 Dec-17 Jun-18 Dec-18 281 UNITS With strong occupancy in the Galleria/Uptown submarket and limited supply coming to the market over the next 24-36 months, rental rates are well positioned to bridge the 7% gap back to peak levels. UNDER CONSTRUCTION

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 11 LOCATED NEAR ABUNDANT RETAIL

VOSS RD

SAGE DR

MEMORIAL DR

SAN FELIPE

BRIAR FOREST

S GESSNER RD

1 MILE

POST OAK BLVD

610 WESTHEIMER

THE GALLERIA 5M sf retail - 1,000 stores 2 MILES

HILLCROFT AVE RICHMOND AVE

69

12 BRIARWEST APARTMENTS LOCATED NEAR ABUNDANT RETAIL

THE PLAZA ON SAN FELIPE WOODWAY COLLECTION

The Plaza on San Felipe »» Shopping center anchored by Kroger adjacent to the property »» Tenants include Methodist ER Center, Five Guys, GNC, Starbucks Coffee, Richard’s, Marble Slab Creamery, Bullritos, and Sushi Choo Choo

Shoppes at San Felipe »» Shopping center anchored by CVS Pharmacy 0.4 miles from the property

»» Tenants include Wells Fargo Bank, Pei Wei, Isle Pedispa and European Wax Center SHOPPES AT SAN FELIPE

Woodway Collection »» Shopping center anchored by Whole Foods 0.6 miles from the property »» Tenants include The Boardroom Salon for Men, Carrabba’s Italian Grill, Chico’s, Hearts Home Early Learning, Sharon Enderson DVM, and Ella Eyes

Westheimer Crossing »» 94,053 square feet shopping center 0.9 miles from the property

»» Tenants include Academy Sports and Outdoors, REI, Michael’s, Petco and DSW WESTHEIMER CROSSING

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 13 AREA MAP

Long Point Rd T C Jester Blvd

Hempstead Rd Westview Dr 13 12 15 14 Memorial Dr 16 MEMORIAL 10 4 DISTRICT

MEMORIAL PARK Washington Ave

Shepherd Dr

HOUSTON COUNTRY CLUBWoodway Dr

Gessner Rd Voss Rd 6

GALLERIA/ 11 San Felipe St 1

Chimney Rock Rd UPTOWN PARK Briar Forest Dr

7 8 10 9 Westheimer Rd 5

Weslayan St Weslayan Kirby Dr GREENWAY WESTCHASE Richmond Ave 2 PLAZA 3 DISTRICT

Westpark Dr RICE UNIVERSITY Harwin Dr

Bissonnet Dr

SHARPSTOWN COUNTRY CLUB

14 BRIARWEST APARTMENTS AREA MAP LEGEND 1 2 3 4 Long Point Rd T C Jester Blvd

Hempstead Rd Westview Dr 13 12 15 14 Memorial Dr 16 MEMORIAL 10 4 DISTRICT

MEMORIAL PARK Washington Ave

Shepherd Dr

HOUSTON COUNTRY CLUBWoodway Dr

Gessner Rd Voss Rd 6 5 6 7 8 GALLERIA/ 11 San Felipe St 1

Chimney Rock Rd UPTOWN PARK Briar Forest Dr GALLERIA MALL UPTOWN PARK RIVER OAKS DISTRICT HIGHLAND VILLAGE 7 8 10 9 9 10 11 12 Westheimer Rd 5

Weslayan St Weslayan Kirby Dr GREENWAY WESTCHASE Richmond Ave 2 PLAZA 3 DISTRICT WESTHEIMER CROSSING WOODLAKE SQUARE WOODWAY COLLECTION CENTRE AT BUNKER HILL Westpark Dr 13 14 15 16 RICE UNIVERSITY Harwin Dr

Bissonnet Dr

SHARPSTOWN COUNTRY CLUB VILLAGE PLAZA AT BUNKER HILL CITYCENTRE TOWN & COUNTRY VILLAGE

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 15 UPTOWN PARK/GALLERIA

2,000 »» 1.50 miles away from Briarwest COMPANIES »» One of the largest US business districts outside of a historic core; 82,000+ 14th largest business district in nation EMPLOYEES »» 26 million square feet of commercial office space »» Contains the second most square footage of Class A office space 14TH LARGEST (17 million) behind BUSINESS DISTRICT »» Signature buildings (NRA) include (1.3 IN THE NATION million SF), (1.8 million SF), the Galleria Towers and 26M SF Financial Center (1 million SF) , and the post-modern triumph of the 64-story (1.4 million SF) OFFICE SPACE »» Hosts over 82,000 employees and 2,000 companies »» Contains Fortune 500 companies including Cameron 5M SF International, Apache, Spectra Energy RETAIL SPACE »» Other major employers include Air Liquide, GE Energy, Williams, Hines REIT, BHP Billiton, and GDF SUEZ Energy 1,000+ North America, to name a few STORES »» Several projects (mixed-use and office) recently delivered have brought an increase in renter demand: • Galleria (mall) Renovation/Expansion: $250 million project including a new 200,000 SF Saks 5th Avenue • River Oaks District: 650,000 SF mixed-use development by Oliver McMillan which includes luxury retail, boutique office, and multifamily • The Post Oak: 650,000 SF mixed-use tower which includes 120,000 SF of Class A office space, 240 luxury hotel rooms, multifamily, and multiple restaurants • ­BHP Billiton Tower: 30-story, 600,000 SF office tower (Opened in 2016) BHP CAMPUS WILLIAMS TOWER

16 BRIARWEST APARTMENTS GREENWAY PLAZA

Galleria/Uptown District Greenway Plaza

»» 3.75 miles away from 10 BUILDING COMPLEX Briarwest »» Ten-building complex 2,000 82,000+ 26M SF OF 10 BUILDING 25,000+ 4.25M SF totaling over 4.25 million COMPANIES EMPLOYEES CLASS A OFFICE 25,000+COMPLEX EMPLOYEESEMPLOYEESOF CLASS A OFFICE MASTER-PLANNED MIXED-USE 52-ACRE SITE 106, 000 5, 000 50,000 square feet of Class A LARGEST EMPLOYEES DOCTORS STUDENTS office space PREMIER FRONTAGE ALONG U.S. HIGHWAY 59 MEDICAL COMPLEX 4.25M SF CLASS A OFFICE SPACE IN THE WORLD »» 25,000 employees 5M SF 1,000+ 14TH LARGEST $5 MILLION OF RETAIL STORES BUSINESS DISTRICT IN RENOVATIONS »» Master-planned mixed- IN NATION $5M RENOVATIONRECENTLY RECENTLY COMPLETED COMPLETED use 52-acre site with 21 15,000 45.6M SF OF 5,700 7.2M+ VISITORS premier frontage along HOSPITALS NURSES COMMERCIAL RESEARCHERS PER YEAR U.S. Highway 59 SPACE »» $5 million in renovations recently completed

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 17 Galleria/Uptown District WESTCHASEWestchase BUSINESS DISTRICT

»» 3.50 miles away from Briarwest 1,500 energy corridor »» Home to more than 1,500 businesses and 93,000 employees with over 18 million SF of office space and COMPANIES approximately 2.11,500 million SF of93,000+ retail companies employees 2,000 82,000+ 16M SF »» Major employers include Phillips 66, Lockton Companies, National Oilwell Varco, BMC Software, Jacobs 93,000+ companies employees of Class A office Engineering, M-I SWACO, and ABB EMPLOYEES »» Home to several multinational companies, CityWestPlace is a 1.5 million SF office campus located on 35 acres with frontage onto the Sam Houston Tollway 18.3M SF 2.1M SF 18.3M SF 15th largest • Equinor (formerlyof office Statoil), space Sojitz,of retailChiyoda International, ION, American Midstream Partners, BMC Software, business district 5M SF 1,000+ SABIC OFFICE SPACE in nation of retail stores »» Phillips 66 – 1.1 million SF campus 94,000+ 2.9M SF 20.3M SF • Featured amenities include medical and dental offices, a yoga studio, a full-size basketball court, and a employees of retail of office 2.1M SF parking garage97 with building a soccer2.5M field SFon top complex under construction RETAIL SPACE

18 BRIARWEST APARTMENTS PROXIMITY TO MAJOR EMPLOYMENT CENTERS Memorial City Plaza »» 3.50 miles away from Briarwest »» Seven Class A office towers encompassing more than 2 million NEXEN TOWER AIR LIQUIDE CENTER NORTH square feet »» Tenants include Air Liquide, Waste Management, Paradigm, Cabot Oil & Gas, USI, and Group 1 Automotive »» MetroNational opened the 2nd of two 920 MEMORIAL CITY WAY AIR LIQUIDE CENTER SOUTH office towers in the 597,000 SF Air Liquide Center in 2015 »» A six story Class A office building, home to CEMEX, was completed in the Fall of 2016 10100 KATY FWY MURPHY BUILDING Memorial Hermann Memorial City »» 3.50 miles away from Briarwest Energy Corridor »» Hosts Memorial Hermann Healthcare »» 6.25 miles away from Briarwest campus, totals 2.5 million square feet »» Over 300 multinational, national, and local companies with over 94,000 employees »» Recently underwent $92 million »» Comprised of nearly 22 million square feet of office space, 4 million square feet of retail, expansion, adding 1.5 million square feet and 2.6 million square feet of industrial space »» More than 1,600 employees, 1,000 medical »» Over 5,000 employees are moving over the next 3 years as OXY, Marathon, Transocean, staff physicians and 300 volunteers and McDermott are relocating their headquarters to the area »» Four medical plazas including award »» Major employers (employees) include British Petroleum (9,537), ConocoPhillips (2,600), winning heart and vascular institute Sysco Corporation (1,800), Technip USA Corp. (1,800), Shell Oil Company (3,000), Mustang and a newly constructed 33-story Class Engineering/Wood Group (8,500), Shaw Group (1,500), Dow Chemical (950), and Exxon A medical office tower comprised of Mobil Chemical (750) 915,034 square feet »» By 2025, population is projected to increase 29%, and number of employees to 97,028 »» Offers local residents 434-bed facility with ER services, a Women’s Center, and a Cancer Center »» Newly finished 22-story Westin hotel offering 267 guest rooms and upscale 94,000 4M SF 22M SF 2.6M SF 300 amenities employees of retail of office space of industrial space companies

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 19 PROXIMITY TO MAJOR EMPLOYMENT CENTERS

CityCentre

»» 4.25 miles away from Briarwest »» Over 700,000 SF Class A, Silver LEED Certified space • CityCentre 1 - 120,000 SF, 5-story class A office building • CityCentre 2 – 150,000 SF, 6-story class A office building • CityCentre 3 – 120,000 SF, 5-story class A office building • CityCentre 4 – 120,000 SF, 5-story class A office building • CityCentre 5 – 200,000 SF, 15-story class A office building • Future home of Marathon Oil’s 600,000 SF build to suit HQ »» Tenants include: Amegy Bank of Texas, Amazon, RBC Wealth Management, Cargill, Wells Fargo Bank, etc.

CITYCENTRE 5

Town & Country Village

»» 4.25 miles away from Briarwest »» Town Centre One – 270,000 SF, 10-story office building »» Tenants include: Microsoft, Mercantil, Argus Software • UBS Group relocating 60 employees from Galleria office to a 19,000 SF office at 750 Town and Country Blvd in March 2019

TOWN CENTRE ONE

20 BRIARWEST APARTMENTS PROXIMITY TO MAJOR RETAIL CENTERS

Galleria Mall Uptown Park River Oaks District Highland Village 2.0 miles 2.6 miles 3.0 miles 3.9 miles

»» Part of a retail complex, »» More than 160,000 square feet »» 14-acre development »» One of Houston’s most among the Galleria Office of high-end retail boutiques delivered in October of 2015 established and exclusive Towers, two Westin hotels, as well as multiple dining »» 252,000 SF of high end retail shopping venues built in 1952 and a private health club. options and restaurants »» “Highland Village has a great »» 26M visitors annually »» Retailers include: »» 92,000 SF of Class A+ Office combination of stores on a »» Retailers include: Nordstrom, Embajadores Fine Cigars, space great retail thoroughfare. It all Dillard’s, Macy’s, Saks Fifth Francesca’s Collections, just works.” – Howard Lester Gittings, Lewis Jewelers, High »» Retailers include: iPic (CEO & Chairman of the Board Avenue, Louis Vuitton, Kate Theaters, Dolce & Gabbana, Spade New York, Neiman Gloss, Drybar, Bill Walker Williams-Sonoma, Inc.) Clothier, Crave Cupcakes, Cartier, Baccarat, & Tom Ford, Marcus, Tesla, LOFT, Adidas, to name a few »» Retailers include: Vineyard Gap, Banana Republic, Coach, Elizabeth Anthony, Longoria Vines, Williams Sonoma, Giorgio Armani, Tiffany & Co, Collection, Top Drawer Apple, Crate & Barrel, Banana J. Crew, to name a few Lingerie, Uptown Sushi, and Republic, Pottery Barn, & J. McCormick & Schmick’s, to Crew, to name a few name a few

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 21 NORTHEAST AERIAL

eorge Bush ntercontinental Airport 45 45

610 290 290

10

MAR-E 10 ETERTAMET CETER TAEWOOD Home Values Up To HTERS CREE AE 6M Home Values Up To 1.2M

Houston Country Club

BRIARGROVE Home Values Up To $2.3M

Covered Land Play

SA FEE STREET

OSS ROAD RERBED Home Values Up To 2.95M

22 BRIARWEST APARTMENTS SOUTH AERIAL

HOSTO BATST BraeBurn ERSTY Country Club Bayland ark 69

Burnett Bayland ark 69

HCROFT AEE 69

WESTHEMER ROAD BRARROE AA

WESTHEMER CROSS

Covered Land Play

OSS ROAD

RERBED Home Values Up To 2.95M

SA FEE RD

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 23 EAST AERIAL

DOWNTOWN CBD 150,000 employees GREENWAY PLAZA 4.9 M SF office space and mixed-use

69 59 10 River Oaks Memorial Park Country Club Golf Course & Driving Range 69 TEXAS MEDICAL CENTER 610 106,000 employees | 4.8 M SF 610 50,000 students | 21 hospitals Largest medical center in the world 8th largest business district in the country UPTOWN / GALLERIA 200,000 employees 2,000 companies GALLERIA 5M SF retail | 1,000 stores

BRIARGROVE Home Values Up To $2.3M

VOSS ROAD

SAN FELIPE STREET Covered Land Play RIVERBEND Home Values Up To $2.95M

24 BRIARWEST APARTMENTS WEST AERIAL

CTY CETRE 425 K SF o ce | 500 K SF retail EERY CORRDOR 84,000 empolyees | 300 companies 19 M SF o ce | 4 M SF retail MEMORA HERMA MEMORA CTY 10 1,600 employees | 2.5M SF

GESSNER ROAD WESTHEIMER ROAD TOW COTRY AE MEMORA CTY MA BER H WESTCHASE DSTRCT Home Values Up To 93,000+ employees, 1,500 companies, 3.5M 18.3M SF o ce space, 2.1M SF retail space

EY OT AE Home Values Up To 7M RERBED Home Values Up To 2.95M

VOSS ROAD

VOSS ROAD SAN FELIPE STREET

BRIARGROVE Home Values Up To $2.3M

Covered Land Play

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 25 PROPERTY INFORMATION

PROPERTY DETAILS

ELECTRICITY Individually metered STYLE WATER/SEWER Garden-Style RUBS NUMBER OF BUILDINGS HOT WATER 42 two-story residential, Six boilers 1 clubhouse HVAC FOUNDATION Individual climate controlled Concrete post tension slab units EXTERIOR WALLS Brick and wood siding ROOF TYPE COVERED PARKING Flat, 3 pitched 403 FLOOR COVERING OPEN SURFACE Carpeting, vinyl tile, faux wood 103 PAVING TOTAL Concrete paved with curbs 506 spaces WIRING Aluminum with CO/ALR devices PIPING Galvanized

28 BRIARWEST APARTMENTS PROPERTY DETAILS

APPLICATION FEE $55 1-BEDROOM DEPOSIT MANAGER $100 1 Full-time 2-BEDROOM DEPOSIT ASSISTANT MANAGER $200 1 Full-time 3-BEDROOM DEPOSIT LEASING CONSULTANT $300 2 Full-time ADMINISTRATIVE FEE MAINTENANCE LEAD $75 1 Full-time PET FEE MAINTENANCE TECHNICIAN $300 first pet 2 Full-time $150 second pet GROUNDSKEEPER PET RENT 1 Full-time $10/month first pet HOUSEKEEPER $20/month second pet 1 Full-time PET RESTRICTIONS TOTAL 2, 60 lbs. max, Breed restricted 9 Employees

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 29 SURVEY

30 BRIARWEST APARTMENTS CLOSE UP AERIAL

Covered Land Play

WROC BOEARD

Briarwest 1950 Winrock Houston, TX 77057 Survey Date Jan-00 # of Units 379 NRA 343,575 Year Completed 1969 Occupancy 0% Rent/Unit $1,023 Rent PSF $1.13 Management Greystar UNIT MIX UNIT MIX MONTHLY ANNUAL UNIT % MKT RENT/ MKT RENT/ UNITS UNIT SF TOTAL SF MARKET MARKET DESCRIPTION TYPE UNIT/MO SF/MO TOTAL TOTAL

1 BEDROOM / 1 BATHROOM brwa10a 96 25.33% 630 $824 OSS$1.31 ROAD 60,480 $79,094 $949,128 1 BEDROOM / 1 BATHROOM brwa10b 80 21.11% 830 $942 $1.13 66,400 $75,330 $903,960 1 BEDROOM / 1.5 BATHROOMS brwa15a 77 20.32% 930 $1,012 $1.09 71,610 $77,933 $935,196 2 BEDROOMS / 1 BATHROOM brwb10a 64 16.89% 1,035 $1,140 $1.10 66,240 $72,930 $875,160 2 BEDROOMS / 2 BATHROOMS brwb20a 36 9.50% 1,100 $1,230 $1.12 39,600 $44,270 $531,240 2 BEDROOMS / 2.5 BATHROOMS brwb25a 21 5.54% 1,395 $1,416 $1.02 29,295 $29,735 $356,820 3 BEDROOMS / 2.5 BATHROOMS brwc25a 5 1.32% 1,990 $1,699 $0.85 9,950 $8,495 $101,940 TOTALS/AVERAGES 379 100% 907 $1,023 $1.13 343,575 $387,787 $4,653,444 CONCESSIONS/SPECIALS NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 31 None FLOOR PLANS THE WILD RYE SORRELL BERMUDA

1 BEDROOM - 1 BATH | 630 SF 1 BEDROOM - 1 BATH | 830 SF 1 BEDROOM - 1.5 BATH | 930 SF

32 BRIARWEST APARTMENTS 2 & 3 BEDROOM FLOOR PLANS ST. AGUSTINE BLUESTEM

2 BEDROOM - 1 BATH | 1,037 SF 2 BEDROOM - 2 BATH | 1,100 SF

RED FESCUE CATALINA

2 BEDROOM - 2.5 BATH | 1,400 SF 3 BEDROOM - 2.5 BATH | 1,990 SF

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 33 COMMUNITY AMENITIES

»» 3 Swimming Pools with Tanning Decks »» Carport »» Clubhouse »» Fitness Center »» Gated Community »» Green Community »» Six On-Site Laundry Facilities »» 24Hr. Emergency Maintenance »» Mature Landscaping with Courtyards »» Night Patrol

34 BRIARWEST APARTMENTS INTERIOR FEATURES

»» Large Windows with Mini-blinds »» Storage Closets* »» Large Closets »» Private Patio or Balcony »» Fully Equipped Kitchens »» Front & Back Entrance Doors* »» Built-In Vanities & Bookcases* »» Disposal »» Washer & Dryer* »» Ceiling Fans

* Select Units

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 35 MARKET OVERVIEW

RENT COMPARABLES

# OF AVG. MARKET MARKET EFFECTIVE EFFECTIVE EFF. RENT # PROPERTY YOC OCC. UNIT TYPE UNITS SQ FT RENT RENT PSF RENT RENT PSF DELTA (Comp vs. Subject) 1-Bed 126 975 $1,215 $1.25 $1,215 $1.25 $380 1 Augusta Court 1982 92% 2-Bed 24 1,350 $1,567 $1.16 $1,567 $1.16 $439 Total/Avg. 150 1,035 $1,271 $1.23 $1,271 $1.23 $334

1-Bed 178 726 $955 $1.32 $932 $1.28 $97 2-Bed 137 1,087 $1,270 $1.17 $1,238 $1.14 $110 2 Chateaux Dupre 1964 92% 3-Bed 15 1,458 $1,668 $1.14 $1,627 $1.12 -$45 AUGUSTA COURT Total/Avg. 330 909 $1,118 $1.23 $1,091 $1.20 $154

1-Bed 314 753 $1,074 $1.43 $1,074 $1.43 $239 Creole On 2-Bed 192 1,059 $1,257 $1.19 $1,048 $0.99 -$80 3 1971 96% Yorktown 3-Bed 34 1,353 $1,591 $1.18 $1,591 $1.18 -$81 Total/Avg. 540 900 $1,172 $1.30 $1,097 $1.22 $160

1-Bed 106 933 $1,045 $1.12 $1,045 $1.12 $210 4 Tanglebrook 1973 94% 2-Bed 21 1,226 $1,433 $1.17 $1,433 $1.17 $305 Total/Avg. 127 981 $1,109 $1.13 $1,109 $1.13 $172

1-Bed 59 908 $1,372 $1.51 $1,282 $1.41 $447 CHATEAUX DUPRE 2-Bed 56 1,307 $1,463 $1.12 $1,366 $1.05 $238 5 Heritage, The 1965 90% 3-Bed 4 1,450 $1,695 $1.17 $1,579 $1.09 -$93 Total/Avg. 119 1,114 $1,426 $1.28 $1,332 $1.20 $394 Efficiency 0 0 $0 $0.00 $0 $0.00 N/A 1-Bed 336 698 $1,015 $1.45 $931 $1.33 $96 6 9900 Memorial 1968 89% 2-Bed 344 1,106 $1,421 $1.28 $1,303 $1.18 $175 3-Bed 26 2,034 $1,958 $0.96 $1,795 $0.88 $124 Total/Avg. 706 946 $1,248 $1.32 $1,144 $1.21 $207

1-Bed 423 892 $1,289 $1.45 $1,268 $1.42 $433 Woodway 7 1992 98% 2-Bed 84 1,320 $1,660 $1.26 $1,639 $1.24 $511 CREOLE ON YORKTOWN Square Total/Avg. 507 963 $1,350 $1.40 $1,329 $1.38 $392

1-Bed 220 812 $1,127 $1.39 $1,097 $1.35 $262 TOTALS/ 2-Bed 123 1,136 $1,391 $1.22 $1,283 $1.13 $155 93% AVERAGES 3-Bed 20 1,602 $1,732 $1.08 $1,664 $1.04 -$7 Total/Avg. 354 950 $1,238 $1.30 $1,180 $1.24 $243

1-Bed 253 788 $918 $1.16 $835 $1.06 2-Bed 121 1,117 $1,214 $1.09 $1,128 $1.01 Briarwest 1969 93% 3-Bed 5 1,990 $1,699 $0.85 $1,672 $0.84 SUBJECT Total/Avg. 379 907 $1,023 $1.13 $937 $1.04 TANGLEBROOK

38 BRIARWEST APARTMENTS RENT COMPARABLES MAP

10 9900 MEMORIAL

THE HERITAGE

Memorial Dr

610

Voss d d Voss Voss 9900 MEMORIAL WOODWAY SQUARE TANGLEBROOK

San Felipe d BRIARWEST AUGUSTA COURT

CREOLE ON YORKTOWN

THE HERITAGE Westheimer d WOODWAY SQUARE

CHATEAUX DUPRE

Gessner d d Gessner Gessner

BRIARWEST

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 39 APPENDIX

INFORMATION ON BROKERAGE RELATIONSHIPS TEXAS LAW REQUIRES ALL REAL ESTATE LICENSE HOLDERS TO GIVE THE FOLLOWING INFORMATION ABOUT BROKERAGE SERVICES TO PROSPECTIVE BUYERS, TENANTS, SELLERS AND LANDLORDS

TYPES OF REAL ESTATE LICENSE HOLDERS: AS AGENT FOR BOTH - INTERMEDIARY: To act as an intermediary between the parties the broker must first obtain the written agreement of each party to the transaction. The written agreement must state who will pay the • A BROKER is responsible for all brokerage activities, including acts performed by sales agents sponsored by broker and, in conspicuous bold or underlined print, set forth the broker’s obligations as an intermediary. A broker the broker. who acts as an intermediary: • A SALES AGENT must be sponsored by a broker and works with clients on behalf of the broker. • Must treat all parties to the transaction impartially and fairly; • May, with the parties’ written consent, appoint a different license holder associated with the broker to each A BROKER’S MINIMUM DUTIES REQUIRED BY LAW (A client is the person or party that the broker party (owner and buyer) to communicate with, provide opinions and advice to, and carry out the instructions of represents): each party to the transaction. • Put the interests of the client above all others, including the broker’s own interests; • Must not, unless specifically authorized in writing to do so by the party, disclose: • Inform the client of any material information about the property or transaction received by the broker; ЄЄ that the owner will accept a price less than the written asking price; • Answer the client’s questions and present any offer to or counter-offer from the client; and ЄЄ that the buyer/tenant will pay a price greater than the price submitted in a written offer; • Treat all parties to a real estate transaction honestly and fairly. ЄЄ andᴑ any confidential information or any other information that a party specifically instructs the broker in writing not to disclose, unless required to do so by law.

A LICENSE HOLDER CAN REPRESENT A PARTY IN A REAL ESTATE TRANSACTION: AS SUBAGENT: A license holder acts as a subagent when aiding a buyer in a transaction without an agreement to AS AGENT FOR OWNER (SELLER/LANDLORD): The broker becomes the property owner’s agent through an represent the buyer. A subagent can assist the buyer but does not represent the buyer and must place the interests agreement with the owner, usually in a written listing to sell or property management agreement. An owner’s agent of the owner first. must perform the broker’s minimum duties above and must inform the owner of any material information about the property or transaction known by the agent, including information disclosed to the agent or subagent by the buyer TO AVOID DISPUTES, ALL AGREEMENTS BETWEEN YOU AND A BROKER SHOULD BE IN WRITING or buyer’s agent. AND CLEARLY ESTABLISH: • The broker’s duties and responsibilities to you, and your obligations under the representation agreement. AS AGENT FOR BUYER/TENANT: The broker becomes the buyer/tenant’s agent by agreeing to represent the • Who will pay the broker for services provided to you, when payment will be made and how the payment will be buyer, usually through a written representation agreement. A buyer’s agent must perform the broker’s minimum calculated. duties above and must inform the buyer of any material information about the property or transaction known by the agent, including information disclosed to the agent by the seller or seller’s agent. LICENSE HOLDER CONTACT INFORMATION: This notice is being provided for information purposes. It does not create an obligation for you to use the broker’s services. Please acknowledge receipt of this notice below and retain a copy for your records.

Southwest Residential Partners, Inc. 345433 [email protected] 713-425-5430 Broker’s Licensed Name or Primary Assumed Business Name License No. Email Phone

David Oelfke 456477 [email protected] 713-425-5405 Designated Broker or Firm License No. Email Phone

Licensed Supervisor of Sales Agent/Associate License No. Email Phone

Sales Agent/Associate’s Name License No. Email Phone

42 BRIARWEST APARTMENTS DISCLAIMER Prospective purchasers are hereby advised the Owner (“Owner”) of Briarwest (“Property”) is soliciting offers through Newmark Knight Frank (“Newmark Knight Frank”), which may be accepted or rejected by the Owner at the Owner’s sole discretion.

Any solicitation of an offer for the Property 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 Owner will be evaluating several factors including the experience and financial qualifications of the purchasing entity.

The Owner shall have no obligation to accept any offer from any prospective purchaser. The Owner reserves the right to withdraw the Property 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 Property offered hereby. The information contained herein, or any other related information provided by the Owner, may not be reproduced, redistributed or used in whole or in part without the prior written consent of the Owner.

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 Owner and Newmark Knight Frank 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 Owner nor Newmark Knight Frank nor any of the Owner’s or Newmark Knight Frank’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 Property or any other matters set forth herein.

Any obligations to prospective purchasers that the Owner may have with respect to the Property 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 Owner, with respect to this prospective transaction, the Property, 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 Owner, Newmark Knight Frank, 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 Owner 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 Owner nor any affiliate or agent thereof in connection with the sale of the Property unless otherwise agreed to by the Owner in writing.

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

NEWMARK KNIGHT FRANK | DOSCH MARSHALL REAL ESTATE 43 Newmark Knight Frank 1700 Post Oak Boulevard, 2 BLVD Place, Suite 400, Houston, TX77056 713.599.1800 | 713.599.5801 Fax

Dosch Marshall Real Estate 777 Post Oak Blvd. | Suite 255 Houston, TX 77056 T 713.955.3120

More information is available on our website at: http://arausa.listinglab.com/ Briarwest © 2019 Newmark Knight Frank. All Rights Reserved. NKF INVESTMENT SALES DOSCH MARSHALL REAL ESTATE ZACH SPRINGER MATT SAUNDERS DAVID WYLIE DAVID MARSHALL TOM DOSCH JP HAYES [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] T 713-425-5428 T 713-554-1303 T 713-425-5410 T 713-955-3126 T 713-955-3125 T 713-955-4473 M 713-897-9670 M 281-300-1468 M 832-526-5206 TIM DOSCH BECKY HAND DAKOTA DOSCH RUSSELL JONES DAVID MITCHELL THOMAS ALLEMAN [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] T 713-955-3127 T 713-955-3121 T 713-955-4472 T 713-425-5422 T 713-425-5421 T 713-425-5434 M 832-541-1499 M 713-503-2513 M 713-305-3827

This information has been derived from sources deemed reliable. However, it is subject to errors, omissions, price change and/or withdrawal, and no warranty is made as to the accuracy. Further, no warranties or representation shall be made by Newmark Knight Frank and/or its agents, representatives or affiliates regarding oral statements which have been made in the discussion of the above property. This presentation, prepared byNewmark Knight Frank, was sent to the recipient under the assumption that s/ he is a buying principal. Any potential purchaser is advised that s/ he should either have the abstract covering the real estate which is the subject of the contract examined by an attorney of his/her selection, or be furnished a policy of title insurance.