BAYTOWN, TEXAS WhataburgerWhataburger SAN JACINTO MALL

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10 IH-10 | 83,389 VPD 10 I H - 1 0

G A R T H R O A D

2 INVESTMENT SUMMARY

HFF L.P., on behalf of the owner, is please to present the opportunity to MAIL BOX MONEY purchase the fee simple interest in Whataburger Real Estate LLC’s newly constructed, 15-year ground lease in Baytown, Texas. Whataburger recently relocated from just down the street and constructed a new prototype store with the lease commencing in March 2018. ABSOLUTE NNN Whataburger has a significant history of high volume sales out of the GROUND LEASE store that has served this trade area for nearly 30 years. LOCATION 4975 East Freeway, Baytown, TX 77521 TENANT Whataburger Real Estate LLC SITE AREA 1.19 Acres (51,952 SF) BUILDING AREA 3,914 SF COPORATE LEASE YEAR BUILT 2018 PARKING SPACES 49 Spaces (12.5/1,000 SF) LEASE TYPE Absolute NNN Ground Lease 15 YEAR LEASE COMMENCEMENT DATE March 20, 2018 REMAINING TERM LEASE EXPIRATION DATE March 31, 2033 MONTHLY NOI $10,416.67 ANNUAL NOI $125,000.00 $125,000 NOI OPTION PERIODS Three, 5-yr options to extend W/ 10% INCREASES TRAFFIC COUNT 83,389 Vehicles Per Day via I-10 EVERY 5 YEARS

3 WHATABURGER: THE DARLING OF TEXAS FAST FOOD

• Family owned and operated since 1950

• The chain now operates 820+ locations across the country

• Open 24/7, focusing on serving high quality food while focusing on exceptional cus- Thompson Road East Wallisville Road tomer service

• Aside from made-to-order burgers, chicken fingers/sandwiches, salads and shakes, 5.15 miles East Freeway

4.39 miles Whataburger also offers apparel, kids’ apparel, gifts, groceries, and gift cards through John Martin Road its online store and other 3rd party retailers

• Hamburger-focused restaurants have the largest market share amongst quick service

competitors in the United States (30+%) 3-Mile Radius

“WHATABURGER HAS A LARGER-THAN-LIFE PRESENCE IN THE LONE STAR STATE. IT’S A REGIONAL BURGER CHAIN THAT SHINES BRIGHT AS A POINT OF PRIDE IN A REGION THAT’S BETTER KNOWN FOR ITS TEX-MEX CUISINE” – BUSINESS INSIDER, JULY 2018

4 4 LEASE ABSTRACT

Address: 4975 East Freeway Baytown, TX 77521

Lessee: Whataburger Real Estate LLC

Trade Name: Whataburger

Site Area: 1.19 Acres (51,952 SF)

Building Size: 3,914 SF

Rent Commencement Date: March 20, 2018

Term: March 31, 2033

Renewal Options: Three, 5-year renewal options exercisable by giving Landlord at least 180 days notcie prior to the expiration of the current term

Base Rent: Years Monthly NOI Annual NOI Year 1 - Year 5 $10,416.67 $125,000.00 Year 6 - Year 10 $11,458.33 $137,500.00 Year 11 - Year 15 $12,604.17 $151,250.00 Year 16 - Year 20 (Option Period I) $13,864.58 $166,375.00 Year 21 - Year 25 (Option Period II) $15,251.04 $183,012.50 Year 26 - Year 30 (Option Period III) $16,776.15 $201,313.75

Ground Lease: Tenant is responsible for direct payment of all operating, insurance and property tax expenses. Tenant is responsible for repairs and maintenance of the roof & structure

Use: Tenant shall have the right to use the Premises for operation of a restaurant or any other lawful purpose

5 SITE PLAN

WHATABURGER

INTERSTATE 10 FEEDER ROAD 10

6 BAYTOWN TRADE AREA

SAN JACINTO MALL Fidelis Realty Partners recently acquired the San Jacinto Mall and plans to completely redevelop the property into the preeminent retail destination in east . The center will draw a wide variety of highly sought-after tenants and will not only become the area's premier shopping destination, but also a family-friendly center where the community can congregate to enjoy shopping, dining and entertainment options in an inviting, spacious and aesthetically pleasing environment.

SUPER REGIONAL TRADE AREA The trade area caters to a large radius of people from East Houston to West Beaumont. With limited retail centers east of Baytown, the area’s convenient location on Interstate 10 caters to households from over 20 miles away. With H-E-B, Kroger, and Academy committing to the immediate trade area, there has been a significant push north towards the subject property and Interstate 10. Coupled with the redevelopment of the mall, traffic counts and activity are expected to increase dramatically.

GULF COAST REGION ECONOMIC ACTIVITY The Port of Houston is one of the busiest and most heavily employed ports in the world. PORT OF HOUSTON OVERVIEW It ranks 1st in foreign tonnage and 2nd in domestic tonnage among US ports. 68% of Source: Port Of Houston Authority the Gulf Coast container traffic flows through the Port of Houston. Aside from the Port The Port of Houston is made up of the Port of Houston Authority and the 150+ private of Houston, there has been $50 billion worth of chemical plant constructions since 2013 industrial companies along the 52-mile . All together, the port due to the petrochemical boom. The American Chemistry council predicts this industry authority and its neighbors along the ship channel are a large and vibrant component of will help create 195,000 jobs in the area by 2023. the regional economy. As one of the world’s largest seaports, The Port of Houston has been instrumental in Houston’s development as a center of international trade. About PETROCHEMICAL BOOM 100 steamship lines offer service linking Houston with 1,053 ports in 203 countries. Each The multibillion-dollar petrochemicals boom injects new life into Baytown. Significant year, more than 200 million tons of cargo move through the Port of Houston, carried by global demand for petrochemical products is feeding a $50 billion to $60 billion con- more than 8,000 vessel and 200,000 barge calls. Overall, it is a $15 billion petrochemical struction burst at east-side refineries and chemical plants now flush with reasonably complex, the largest in the nation and second largest worldwide. priced natural gas and oil - feedstock for plastics and other products they make. Develop- ers are building houses, apartments and stores from the ground up which will add critical EXXONMOBIL BAYTOWN OVERVIEW mass to the trade area. Source: ExxonMobil The ExxonMobil Baytown area is the largest petroleum & petrochemical complex in the OUTSTANDING DEMOGRAPHICS United States. Founded in 1920, the complex covers five square miles or 3,400 acres With an astounding 33% population growth over the last seven years, it is poised to grow along the Houston Ship Channel. The complex includes a refinery, two chemical plants, a by an additional 14% by 2022. The average household income is almost $85,000 due to regional engineering office and a global technology center. A plastics plant is located in the local oil and gas industries. nearby Mont Belvieu.

7 7 LOCATION MAPS & DEMOS

Grand Pkwy 69 LIBERTY Lake COUNTY The Woodlands Houston State Park Thompson Road East Wallisville Road MONTGOMERY ExxonMobil COUNTY Corporate Headquarters

Eastex Frwy

East Freeway

John Martin Road Garth Road

HARRIS COUNTY

North Main Street Proposed

George Bush Intercontinental West Baker Rd Greenspoint Airport Grand Pkwy Sam Houston Pkwy 69

Hardy Toll Road

Northwest Frwy North Frwy Sheldon Reservoir

DEMOGRAPHICS Beaumont Hwy North Baytown East Frwy Loop

Katy Frwy 1-Mile 3-Mile 5-Mile Energy Corridor POPULATION Westchase Downtown George Bush Park Westheimer Rd San East Loop Jacinto 2023 Projection 8,551 39,646 100,444 Bay Westpark Tollway Texas Pasadena Frwy Medical

2018 Estimate 7,575 36,021 92,664 Loop West Center Loop Southwest Frwy South Barbour’s Cut 2010 Census 5,533 28,699 78,855 Terminal

69 2000 Census 1,806 FORT18,920 BEND 64,691 William COUNTY P. Hobby Galveston Pkwy Airport Bay POPULATION Sam Houston Tollway Bayport Bend Terminal Gulf Frwy 2000 - 2010 206.4% 51.7% 21.9% Park

Fort

South Frwy Clear 2010 - 2018 36.9% 35.5% 17.5% Lake 2018 - 2023 12.9% 17.5% 8.4%

POPULATION Smithers Lake Avg. Household Income $99,395 $79,136 $75,941 GALVESTON COUNTY BRAZORIA Proposed Grand Pkwy POPULATION COUNTY Median Home Value $144,863 $140,788 $128,442

8 The Houston economy has recovered from the recent energy market correction and is back in full growth mode. Houston added 110,200 jobs in the 12 months trailing July 2018, driven by strong growth in professional and business services, education and health services, manufacturing and government. Houston outpaced Texas with 3.7% year over year employment growth (compared to 3.5% for the state). Additionally, 94,417 new residents migrated to Houston from July 2016 – July 2017 (2nd in the nation) and the Houston Business Cycle Index grew by 2.2% in 2017, solid evidence of a steadily growing economy.

RECOVERING HOUSTON ECONOMY AMONG U.S. CITIES WITH 46 FORTUNE 1000 #3 COMPANIES HEADQUARTERED IN THE CITY

POPULATION GROWTH AMONG U.S. METROS SINCE 2010 JOBS ADDED IN THE TRAILING 12 MONTHS #1 (#2 in forecasted population growth through 2030*) 110,200

GDP PER CAPITA IN THE WORLD (2016) NEW RESIDENTS FROM JULY 2016 THRU JULY 2017 #1 (#3 GDP growth since 2000 among U.S. metros) 94,417 (#2 in the U.S.)

JOB GROWTH AMONG U.S. METROS SINCE 2006 MEDIAN HOME VALUE AS OF AUGUST 2018 #1 (#3 in forecasted job growth for the next 10 years*) $236,000

9 ADDITIONAL INFORMATION

RYAN WEST Senior Managing Director | [email protected] | 713-852-3535 CHARLIE STRAUSS Analyst | [email protected] | 713-212-6574

This Offering Memorandum has been prepared by HFF for use by a limited number of recipients. All information contained herein has been obtained from sources other than HFF, and neither Owner nor HFF, nor their respective equity holders, officers, employees and agents makes any representations or warranties, expressed or implied, as to the accuracy or completeness of the information contained herein. Further, the Offering Memorandum does not constitute a representation that no change in the business or affairs of the property or the Owner has occurred since the date of the preparation of the Offering Memorandum. All analysis and verification of the information contained in the Offering Memorandum is solely the responsibility of the recipient. HFF and Owner and their respective officers, directors, employees, equity holders and agents expressly disclaim any and all liability that may be based upon or relate to the use of the information contained in this Offering Memorandum. Additional information and an opportunity to inspect the property will be made available upon written request to interested and qualified prospective investors.

Owner and HFF each expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offers regarding the property and/or terminate discussions with any entity at any time with or without notice. Owner shall have no legal commitment or obligations to any recipient reviewing this Offering Memorandum or making an offer to purchase the property unless and until such offer is approved by Owner, a written agreement for the purchase of the property has been fully executed, delivered and approved by Owner and its legal counsel, and any obligations set by Owner thereunder have been satisfied or waived.

The recipient (“Recipient”) agrees that (a) the Offering Memorandum and its contents are confidential information, except for such information contained in the Offering Memorandum, which is a matter of public record, or is provided from sources available to the public (b) the Recipient, the Recipient’s employees, agents and consultants (collectively, the “need to know parties”) will hold and treat it in the strictest of confidence, and the Recipient and the need to know parties will not, directly or indirectly, disclose or permit anyone else to disclose its contents to any other person, firm, or entity without the prior written authorization of HFF and the Owner, and (c) the Recipient and the need to know parties will not use or permit to be used this Offering Memorandum or its contents in any fashion or manner detrimental to the interest of the Owner or HFF or for any purpose other than use in considering whether to purchase the property. The Recipient and the need to know parties agree to keep this Offering Memorandum and all confidential information contained herein permanently confidential and further agree to use this Offering Memorandum for the purpose set forth above. If the Recipient has no interest in the property, or if in the future the Recipient or owner discontinue such negotiations, the Recipient will return this Offering Memorandum to HFF. 10.18