CONFIDENTIAL OFFERING MEMORANDUM North Pointe Plaza Shopping Center

Howard M. Schwartz Scott H. Cairns Gordon Denha p. 248.538.4800 p. 248.538.4800 p. 248.538.4800 c. 248.310.2025 c. 248.787.0292 c. 586.464.7615 1 e. [email protected] e. [email protected] e. [email protected] TableTable of Contents of Contents

Conditions of Offering ……….. 3 Close Up Aerial …...... 18 Overview …...... 4-5 Aerial Views …...... 19-22 Subject Offering …...... 6 Property Photos …...... 23-26 Key Features …...... 7 Zoning Information …...... 27-28 Site Plan ………………………… 8 Real Estate Taxes …...... 29-30 Demographics …...... 9-14 Insurance Information …...... 31 Property Description …...... 15 Survey …...... 32 Property Use Exclusives …...... 16 Recent Capital Improvements …...... 33 Location & Maps …...... 17 Expenses …...... 34

Financial Information …...... 35-37

Confidentiality, Limited Use and Legal Remedies Agreement …… See attached Exhibit “A” PDF

2 Conditions of Offering

Offering Memorandum Confidentiality, Limited Use and Legal Remedies

Receipt and use of this Offering Memorandum and any information provided by Howard Schwartz Commercial Real Estate, LLC (“HSCRE”) and/or EBTS-NPP, LLC. (“Owner”) is subject to the Confidentiality and Limited Use Agreement (attached hereto as Exhibit A and incorporated herein by this reference, “Confidentiality Agreement”). No receipt or use of this Offering Memorandum or other information provided by HSCRE or the Owner is authorized unless and until the recipient has furnished to HSCRE a duly executed Confidentiality Agreement in the form of Exhibit A.

3 Overview

The property is located in Bangor Township within the greater community known as Bay City, . It is known in Michigan as part of the Great Lakes Bay Region, or the Tri-Cities known as Midland, Saginaw, and Bay City. Bay City is approximately an hour and a half North on interstate 75 from Detroit, and the city has been in the midst of rejuvenation of its urban core and downtown situated on the Saginaw River. This asset is offered to the marketplace for the first time and priced at $7,600,000.00 representing a 9.25% cap rate. There is an additional significant value added component through lease up of the remaining vacancy 10.67% and many rents are below current market. Additionally, the ownership has just executed new leases with many of the tenants. The below market rental rates offer the Potential Purchaser an unique potential to increase rents in the future, which offers significant upside potential.

The Property was developed in phases beginning in 1978 and expanded with a multi tenant out lot in 1984. The property was improved in 2006 and updated in 2007 (mansard). The 97,100 SF (Approx.) shopping center has a fantastic location with high visibility and prominent signage. The asset is occupied by strong tenants: Staples, Goodwill, Advance Auto, State of Michigan, Sprint, Domino’s Pizza, Boral Resources, Grondins, Hallmark, Continental Rental, Souper Café, 5 Star Nails, Acupressure Healing, Batteries + Bulbs, Tropical Smoothie. A number of tenants have been at the center since the original development and many over 15-20 years. Most tenants are on a net, net, net lease structure, while others are gross leases, which also adds potential future value during lease renewal. Many tenants reimburse for administration fees and have rental increases during the current lease term providing future income growth. The development of the Property, coupled with its former shadow anchor Kmart, (which is currently (dark) and owned by others,) has created a very strategically located asset in the Bay City market.

4 Overview - continued

The Property is located just off the hard corner of Euclid Ave. and Wilder Rd. in Bangor Township, which is located along the interstate I-75 corridor which begins in Michigan’s upper peninsula and continues through the Detroit Metropolitan Market and further continues south to Florida. The Property is situated in the heart of the Euclid Ave. and Wilder Rd. retail corridors and boasts 1,200,000 square feet with a high occupancy rate. Strategically located between Bay City Mall to the East and I-75 to the West. it is surrounded by several complementary retailers including Meijer, Super Walmart, Home Depot, J.C. Penney, Mennards, Tractor Supply Company, Dollar Tree, a Bay City 10 GDX Goodrich Theater, and many more. In addition, this submarket has been occupied by a significant number of services: Aspen Dental, Chemical Bank, O’Reilly Auto Parts, Chrysler, AutoZone, Enterprise, and UPS, As well as a large cluster of restaurants: Cracker Barrel, Culvers, Ponderosa Steakhouse, Panera, Burger King, Rally’s, Panda Express, Starbucks, Red Lobster, Bob Evans, Uno’s, Lucky’s Buffalo Wild Wings, Arby’s, Wendy’s, Subway, Taco Bell, KFC, McDonalds, Tim Hortons, and Applebee’s. Due to the concentration of retail and service businesses, the area draws from a minimum of 20 miles to the North as the closest trade is Gaylord which is 123 miles away and 1 hour and 40 minutes in drive time. This Bay City Location has become a main shopping destination for a large portion of Communities.

Positioned along the I-75 corridor, this retail destination is located in a strong residential community, with the median household income of $48,783 within five miles. The median home price $100,748. There is an average population of 68,687 people within five miles and 94,256 within ten miles. The population estimate for Bay County is 104,239. Median Resident Age is 37 years. Traffic counts surrounding the center are over 17,700 vehicles a day on Euclid and 23,500 on Wilder Rd, while traffic counts on I-75 are over 38,800 VPD. The property enjoys a highly strategic placement, along with the proximity of employees and residents. Bay County’s Employers include McLaren Bay Regional Healthcare Services, DowDuPont Inc., Delta College, Bay County Medical Care Facility, Fabiano Brothers, Consumers Energy, S.C. Johnson & Son, Heartland Home Health Care & Hospice, GM Powertrain, Chemical Financial Corporation, Independent Bank, F.P. Horak, Michigan Sugar Co., Tubular Metal Services, RWC Incorporated, Euclid Industries, Inc., Spectrum, Thelen Auto Group, Bay County, and Bay City Public Schools. The Great Lakes Bay Region (the Tri-Cities of Midland, Bay City and Saginaw) is also home to Delta College and Saginaw Valley State University. The Property is positioned as a high quality asset that is poised to continue to generate substantial return, for years to come. 5 INVESTMENT HIGHLIGHTS SUBJECT OFFERING

Howard Schwartz Commercial Real Estate (a licensed Michigan broker), has been retained on behalf of the owner to sell the 100% fee simple interest in North Pointe Plaza. The center is an attractive real estate investment based on the following attributes:

Location: Euclid Ave & Wilder Road, Bay City MI 48706

Gross Square Footage:97,100 sf (Approx.) GLA: 93,944 SF

Main Building: NLA: 79,670 SF North Pointe West Multi Tenant Out lot: NLA: 14,274 SF

Tenants: Goodwill, Staples, Hallmark, Bangor Township Schools Drop-in Virtual Classroom, Michigan Works!, Boral Resources, Region 7B, Sprint, Acupressure Healing, 5 Star Nails, Grondins Hair Center, Souper Café, Continental Home Centers, Financial Edge, Advance Auto, Domino’s Pizza, Batteries + Bulbs, Great Lakes Bay Orthodontics and Tropical Smoothie Café

Occupancy: 89.33%

Year Built: Main Building: 1978 Improved: 2006 Multi Tenant Mansard Out lot: 1984 Upgrade: 2007

6 Key Features Strong National Credit Income Stream: Staples, Goodwill, Advance Auto, State of Michigan, Sprint, Domino’s Pizza, Boral Resources, Tropical Smoothie Café, Batteries + Bulbs, Hallmark and Bangor Township Schools Drop-in virtual classroom Solid Regional Trade Area: The property is located at the southeast corner of Euclid Ave And Wilder Road. Less than a mile from Bay City Town Center, 424,405 square foot regional mall. Market Dominant Retail Asset: North Pointe Plaza is located at the strategic intersection of Euclid and Wilder, which is a signalized intersection with: Super Walmart, Home Depot, J.C. Penney, Big R Stores, Goodrich Theaters, Marshalls, Dunham Sports, Ollie’s Bargain Outlet, Planet Fitness, PetSmart, Panera Bread, Art Van Furniture, ABC Warehouse, Mattress Firm, Dollar Tree, Buffalo Wild Wings, Starbucks, Panda Express, Encore Shoes, Label Shopper and Red Lobster, East of this property within one mile. Also West of this intersection lie Meijer, Menards, Tractor Supply Company, Cracker Barrel, Uno’s Pizzeria & Grill, Ponderosa, Lucky’s Steak House, Culvers, along with Holiday Inn Express, Hampton Inn, and a host of other independent businesses and services; as well as a full interchange servicing I-75 at Wilder Road (Exit 164), with 21,400 VPD. Great access to I-75/US-23 and M-13 is just 1.4 miles to the west. Excellent Visibility and Accessibility: The property situated on Euclid Avenue (M-13) offers 400 feet of road frontage, with three methods of unrestricted ingress and egress. The property lies adjacent to a former K-Mart store (94,637 SF) and includes a full reciprocal easement adjoining the subject property to the former K-Mart Building and parking lot, which holds approximately 275+ cars. As well as its four methods of full ingress and egress on both Euclid Rd and Wilder Rd.

Demographic Profile Within 10-Mile Radius

Population Median Home Value Daytime Population Average HH Income Average Age Housing Units 7 94,256 40,706 $107,091 46,234 $68,867 41.6 Site Plan Tenant Unit Square Tenant Unit Square Footage Footage Goodwill 4011 11,775 SF Souper Café 4093 2,780 SF Staples 4021 20,000 SF Continental Rental 4097 6,130 SF Lawler’s Hallmark 4029 4,345 SF Financial Edge (ATM) N/A N/A

Michigan Works! 4033 2,156 SF Advance Auto 4041A 7,143 SF Domino’s Pizza 4041B 1,773 SF Boral Resources 4037 4,250 SF Batteries + Bulbs 4041C 1,525 SF Vacant (mini-mall 4053 4,532 SF Great Lakes Bay 4041D 1,973 SF area) Orthodontics Region 7B 4057 827 SF Tropical Smoothie 4041E 1,860 SF Michigan Works! 4061 9,050 SF Café Total Gross Leasable 93,944 SF Sprint 4073 1,900 SF Total Building 97,100 Acupressure Healing 4075 1,900 SF Area (approx.)* SF

5 Star Nails 4077 1,900 SF * Including Common Areas, Electrical and Fire Suppression Rooms and Corridor at Front/West Vacant 4079 1,900 SF Building.

Vacant 4081 2,375 SF Bangor Twp Schools

Grondins Hair Center 4083 1,425 SF

Bangor Twp Schools - 4091 2,425 SF 8 Virtual Classroom Demographics

The below table summary details the established upper-middle income customer profile of the center: Distance from Subject 5 Miles 10 Miles 15 Miles 20 Miles 2018 Population 68,687 94,256 211,739 305,902 2018 Households 30,687 40,706 91,217 132,070 2018 Housing Units 32,509 43,043 97,883 141,379 2018 Daytime Demographics 3,150 4,041 9,395 13,172 (Total Business) 2018 Daytime Demographics 34,405 46,234 129,555 270,537 (Total Employees) 2018 Average $65,409 $68,867 $69,614 $72,752 Household Income 2018 Median Age 41.9 41.6 40.3 40.6

9 Demographics ***For larger documents please refer to the DropBox***

10 Demographics ***For larger documents please refer to the DropBox***

11 Demographics ***For larger documents please refer to the DropBox***

12 Demographics ***For larger documents please refer to the DropBox***

13 Demographics ***For larger documents please refer to the DropBox***

14 Property Description Environmental maps indicate that there are no sites of The subject property is located in Bangor Township, contamination within or adjacent to the subject land Bay County, Michigan. (See the Location Maps in the boundary. Be aware that appraisers are not qualified Addenda for further details.) The neighborhood environmental analysts capable of discernment in this includes residential and commercial uses as well as area. Seller obtained a clean Phase I environmental business highways, farm land and other features. assessment in December 2018.

The property comprises about 10.08 Acres of land, Two separate buildings are shown on the Site and more or less, per the legal description contained in Building Sketch. A total of about 97,100 square feet of the Addenda for two contiguous parcels: the main gross building area above grade is constructed on a building #010-017-100-040-00 (4011 N Euclid Ave) and slab foundation for the structure associated with 4011 the multi tenant out lot building #010-017-100-045-00 North Euclid Avenue. Construction completed in 1978 (4041 N Euclid Ave.) See the Site and Building Sketch, and improved in 2006, and 2007. The Masonry/structural also included in the Addenda, for specific boundary steel building is separated into multiple tenant units, dimensions and access to vehicular travel on North with a common concourse in an interior mall serving Euclid Ave, also known as State Highway 13. This site several of the units. Site Improvements include parking is served with conventional municipal utilities. areas, vehicle access and signs.

According to the flood map data, this site location A second out-lot building was constructed in 1984 and does not appear to lie within or adjacent to a 100 year is known as 4041 N. Euclid Ave. This out-lot building is or 500 year floodplain hazard zone. see the flood fully leased containing five (5) tenant spaces. Both search specifics contained in the Addenda. A buildings were recently re-roofed and carry a Topography map shows elevations typically used for manufacturer’s (Firestone) 20 year material and labor long term structural development. warranty. Other pertinent capital improvements are identified in this OM. 15 Property Use Exclusives • Staples: See Exhibit “A”, Attached, and Drop-Box for more details.

• Radio Shack (now Sprint): lease Extension of 1998, paragraph 9. Product Exclusivity: “Landlord covenants that during the Lease Term, no space within the Shopping Center (other than the Demised Premises) or any adjacent property owned by Landlord shall be used for the retail sale or display of electronic equipment and components, including, but not limited to, all types of telecommunication and transmitting equipment, computers and related accessories, and audio/video equipment and accessories (the “Protected Merchandise”).

• Lawler’s Hallmark: Exclusivity for “the sale of greeting cards”.

• Tropical Smoothie: Exclusivity for “smoothies or any kind for consumption on and/or off the premises, pre-made or made to order, including, but not limited to Jamba Juice, Smoothie King, and Planet Smoothie.”

• Souper Café: Exclusivity for the sale of soups (as primary product). 16

Location & Maps

Bangor Charter Twp. Midland

Portsmouth Charter Twp

Saginaw

17 Close-Up Aerial

Former Kmart

18 North Aerial View

Former Kmart

19 19 West & South Aerial View

20 East Aerial View

Former Kmart

21 21 South Aerial View

22 22 Property Photos

23 Property Photos

24 24 Property Photos

25 Property Photos

26 Zoning Information / C-2 General Commercial District ***For larger documents please refer to the DropBox***

27 Zoning Information / C-2 General Commercial District ***For larger documents please refer to the DropBox*** Bangor Township Contacts

28 Real Estate Taxes And Insurance Information NPP Main Building

2017 Winter Tax 2018 Summer Tax

29 Real Estate Taxes And Insurance Information NPW Multi Tenant Out Lot Building

2017 Winter Tax 2018 Summer Tax

30 Insurance Information

Re: North Pointe Plaza 10/4/2018 to 10/4/2019 Line of Annual Premium Annual Premium Coverage w/ Paid in Full Discount NPP Main Building Property $4,952.20 $4,502.00 Liability $3,290.10 $2,991.00 Umbrella $1,428.54 $1,428.54 Total: $9,670.84 $8,921.54

Re: North Pointe West 10/4/2018 to 10/4/2019 Line of Annual Premium Annual Premium Coverage w/ Paid in Full NPW Multi Tenant Discount Out Lot Building Property $1,622.50 $1475.00 Liability $355.30 $323.00 Umbrella $252.10 $252.10 Total: $2,229.90 $2,050.10 31 Original Survey – (Updated August 8, 1996)

32 Recent Capital Improvements • Replaced roofs on large building in Fall of 2015 and Spring 2016 : cost for re-roofing the large building including additional insulation was $255,421 • Note: 1” of isocyanurate (ISO) insulation ADDED • Replaced Roof on North Pointe West Building in Spring 2017: $47,324.39

• Installation of an additional bathroom drain line at space 4091: $3,900

• Removal/Disposal of former tenants trash compactor and installation of chain link pallet enclosure behind Goodwill: $5,000

• Lighting for parking lot and exterior – all parking lot light pole fixtures and wall packs (more than half) were replaced with LED fixtures in 2015: $28,000

• Addition of Rope Accent Lighting in 2014:$11,000

33 Rear Entrance to the interior mall Interior Mall Space Expenses From 2017 actual: Taxes $91,246 Insurance $11,224 CAM only $43,175

CAM only items : • Snow plowing and salting of lot • Shoveling and salting of sidewalks • Debris pick up and disposal throughout the year on the property • Mowing of grass out front and behind the shopping center • Consumers Power – electricity for site lighting • MUZAK music system at large building • Floor washing of mini-mall tile floor • TruGreen grass fertilizing and weed control out front • Pylon and digital sign maintenance • Window cleaning of vacant spaces and mini-mall entrances • Pavement striping as needed • Misc. material and labor for miscellaneous repairs that occur or required (pro-active maintenance) 34 • Waste Management dumpster cost

Financial Information - 2017

Rental Income $766,127.00 Tax Reimbursement Income $90,035.00 Interest Income $606.00 Insurance Reimbursement Income $11,224.00 CAM Reimbursement Income $43,175.00 Total Gross Income $913,378.00 Expenses Cost PSF Real Estate Taxes $0.96 $91,246.00 Insurance $0.12 $11,224.00 Common Area Maintenance $0.45 $43,175.00

Management Fee 3% $27,401.34 Instore Utilities $0.08 $7,931.00 Legal & Accounting Expenses $0.06 $5,000.00 Reserve for Replacement $0.20 $18,788.80 Total Expenses $204,766.14 Net Operating Income before Debt Service $708,611.86 35 Financial Information - 2018 Main Building Out Lot Building Total Rental Income 624,786.10 150,431.42 775,217.52 Tax Reimbursement Income 53,488.40 9,789.72 63,278.12 Insurance Reimbursement Income 6,549.60 1,489.74 8,039.34 CAM Reimbursement Income 25,106.80 4,788.45 29,895.25 Total Gross Income 709,930.90 166,499.33 876,430.23 Expenses Cost PSF Real Estate Taxes $0.96 $91,246.00 Insurance $0.12 $10,971.64 Common Area Maintenance $0.45 $43,175.00 Management Fee 3% $27,401.34

Instore Utilities $0.08 $7,931.00

Legal & Accounting Expenses $0.06 $5,000.00

Reserve for Replacement $0.20 $18,788.80

Total Expenses $204,513.78 Net Operating Income before Debt 36 Service $671,916.45 Financial Information - 2019

Main Building Out Lot Building Total Rental Income 629,199.10 176,007.25 805,206.35 Tax Reimbursement Income 55,816.40 9,789.72 65,606.12 Insurance Reimbursement Income 6,840.60 1,489.74 8,330.34 CAM Reimbursement Income 26198.05 4,788.45 30,986.50 Total Gross Income 718,054.15 192,075.16 910,129.31

Expenses Cost PSF Real Estate Taxes $0.96 $91,246.00 Insurance $0.12 $10,971.64 Common Area Maintenance $0.45 $43,175.00 Management Fee 3% $26,382.50 Instore Utilities $0.08 $7,931.00 Legal & Accounting Expenses $0.06 $5,000.00 Reserve for Replacement $0.20 $18,788.80 Total Expenses $203,494.94 Net Operating Income before Debt 37 Service $706,634.37 EXHIBIT “A” See separate Attachment (Confidentiality Agreement PDF)