The Fw Woolworth Estate 'Winfield Hall'

August 2020

OFFERING MEMORANDUM

THE F.W. WOOLWORTH ESTATE 'WINFIELD HALL'

GLEN COVE, LONG ISLAND CONTENTS 2

3 Aerial View Glen Cove F.W. Woolworth Estate 11 Demographics and Developments

Executive Summary 4 Gold Coast Portfolio Demographics Chart 12 1, 3 & 5 Mile Radius “Woolworth Site” 5 Woolworth Estate – 'Winfield Hall' History Bid Plan (Timeline) - Zoning Map 13 8 Site Detail Addendum Property and Long Island 14 Floor Plans 9 Luxury Market Opportunity - Real Estate Tax Bill Ordinances Glen Cove 21 About Newmark and Contacts 10 Development Opportunity

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND AERIAL VIEW F.W. WOOLWORTH ESTATE 3

WINFIELD HALL

CLOCKTOWER

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND EXECUTIVE SUMMARY 4

Newmark Knight Frank is representing the ownership in the sale of The Woolworth Estate, a rare “Gold Coast” luxury mansion property in Glen Cove, Long Island. Bids will be due on a date to be determined in October of 2020. However, the Owner reserves the right to accept any offers prior to that date.

F.W. WOOLWORTH ESTATE The Woolworth site is a 16+ acre site containing The Woolworth Estate aka 'Winfield Hall' located at 77 Crescent Beach Road in Glen Cove which is 40,000 square feet and was built in 1917 by F.W. Woolworth for a cost of $10 million. Winfield Hall has a marble façade with interior architectural craftmanship, materials and finishes from a bygone era of opulence where no cost was spared. The last 40 years have seen the property transition from a residence to more commercial uses such as educational facility, corporate headquarters, conference center, office and laboratory.

It continues to be an extremely desirable location for film, commercial and print shoots. The clock tower building is a 15,000 square foot auxiliary building that has had multiple uses throughout the years including staff residence, 18-car garage, office space and laboratory.

The purchaser has a unique opportunity to rehabilitate an existing Gilded Age mansion into a state-of-the art luxury residence/retreat or unique commercial enterprise. One can also unlock additional development potential on the 2-acre sub-dividable site, suitable for luxury estates. In accordance with current zoning guidelines, other potential uses include medical such as offices, rehabilitation center, VIP cosmetic surgery and recovery center. There is also an opportunity for development in the multi-family, hospitality, conference center, retreat and spa sectors.

The property's proximity to Manhattan allows for ease of transportation, including permissions for helicopter use and the upcoming expansion of ferry service from downtown Glen Cove to Manhattan's Battery Park.

If you are a broker representing a registered Purchaser as a Buyer’s Representative with the Exclusive Agent, it is understood and agreed that you shall not be entitled to commission and waive your right to any compensation in the event a sale is not consummated between your Purchaser and Owner, provided, however, that in the event that (i) the title to the Property is successfully transferred from Owner to Purchaser and (ii) Exclusive Agent agrees to pay you a commission pursuant to a fully and unconditionally executed brokerage agreement entered into between you and the Exclusive Agent, you shall then be entitled to a commission in an amount equal to two percent (2.00%) of the purchase price at close of sale. If you and the Exclusive Agent fail to enter into a written co-brokerage agreement, than such failure shall be deemed an acknowledgement by you that neither Owner nor Agent intended to pay you a commission and you are not entitled to a commission in connection with the transfer and final closing of sale of the subject Property.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND 5

F.W. WOOLWORTH ESTATE – 'WINFIELD HALL'

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND 6

F.W. WOOLWORTH ESTATE – 'WINFIELD HALL'

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND 7

F.W. WOOLWORTH ESTATE – 'WINFIELD HALL'

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND HISTORY F.W. WOOLWORTH ESTATE – 'WINFIELD HALL' 8

The 16.4 acre site was originally improved with a Gold Coast Mansion that was built by the famous architect Charles Pierrepont Henry Gilbert, totaling 56 rooms for Dr. Alexander Crombie Humphreys in 1899. The original Mediterranean villa style house was then purchased by Emmet Queen in 1907, who eventually sold it to Frank Winfield Woolworth, founder of 'Woolworths' the iconic international 5 & Dime store chain. After the original mansion burned down in 1916, CPH Gilbert was once again commissioned, after building The Woolworth Building in NYC, to re-imagine its replacement. The result is the Italian and French Renaissance style 'Winfield Hall', completed in 1917 at 48,000+ square feet (32,098 SF above grade and 16,000 SF below grade). It was considered to be the nation's largest private residence at the time, costing an astronomical $10M to construct. The butterfly marble staircase adorning the grand entrance was valued at $2M when built and is currently estimated at $24M to reproduce. The mansion boasts 56 rooms with monumental era details, 12 bedrooms, 9.5 baths, 2 working elevators and 16 marble fireplaces. The site is laced with towering specimen trees, verdant lawn and many ornamental gardens in a conservatory like setting. Prominent auxiliary buildings include the 15,000 square foot Clock Tower building and teahouse. There are panoramic views of the Long Island Sound from the rooftop and housed just below is the world’s largest Aeolian pipe organ.

F.W. Woolworth died a few years after building this personal monument to his life and 'Winfield Hall’ became the residence of the Reynolds Family, where Reynolds Wrap was invented in the Clock Tower building. Grace Downs School re-invented the residence / laboratory as a modeling and airline stewardess school for young women. In 1976 the property was purchased at auction by Martin T Carey, brother of the former NY State Governor Hugh L. Carey. 'Winfield Hall' hosted a Designer's Showcase in 1977 and was placed on the National Register of Historic Places in 1979. It was then leased to the Pall Corporation which used the property for 25 years as their corporate headquarters and conference center. It is currently a highly sought after photo and film location.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND 9 ZONING MAP WOOLWORTH ESTATE – 'WINFIELD HALL' R1-A RESIDENTIAL ZONE 2-ACRE SINGLE FAMILY ZONING R1-A

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND ZONING DETAIL F.W. WOOLWORTH ESTATE 10

Winfield Hall’s 16.4 acre site is now located in a R1-A residential zone, which allows development as a 2-acre residence district subdivision. As noted previously, the past commercial uses on this site also allows for additional commercial buildings to be developed. The City of Glen Cove has indicated that it is supportive of potential commercial development uses including office uses and or medical facilities.

The City of Glen Cove R1-A ordinance is found under Section 280-54 (see Addendum). Here is a summary of the relevant allowable uses found under the code: Permitted principal uses allowed include: Single-family dwelling; any municipal building or use; Country estates or nurseries; public, parochial and private nonsectarian elementary and secondary schools. Permitted accessory uses include: Private garages; stables; farm buildings; Professional offices provided that the premises are the principal or main residence of such professional person; Servants quarters and guest houses; Site Plan Dining facilities for students or conference participants, Dormitories; outdoor recreation facilities. Special uses permitted at the discretion of the Planning Board are Nursing homes; Conversions of single-family residences to multiple-family use; Public utility installations; libraries, museums, art galleries, golf clubs as long as operated not-for-profit. Churches and other places of worship; Scientific and research labs, conference facilities, computer centers, resident corporate and professional training and administrative facilities, health spa, institutions for higher learning, including colleges and universities. All of the above mentioned uses are subject to normal lot coverage, height, parking requirements to conform with the R1-A zoning code listed under Section 280-54.

Any potential development uses outlined above would best be confirmed by a professional zoning attorney.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND PROPERTY AND LONG ISLAND LUXURY MARKET OPPORTUNITY 11 Long Island’s high-end market luxury residential market has now gotten a boost from NYC residents seeking to escape CBD densities and purchase luxury suburban homes. Also, there is a backlog of sales activity that was stalled by the nearly three-month COVID-19 prohibition on in-person showings. Long Island’s $1M and up home market saw twice as many contract signings as June of last year. Home purchasers executed contracts to purchase 68 homes with a price tag of $1M or more. Sales activity varied in June, but market data supports activity increasing at the top of the market. This bodes well for the mixed use residential/commercial development possibilities for Woolworth site.

The opportunity to sell high-end residential newly-built homes at this site as “sanctuaries” allows marketing homes as both a home and workplace. Newly built homes never lived in before would be offered at this site allowing for astute developers to market to first time purchasers completely “clean” properties in this age of PANDEMIC.

There have been several recent notable sales/listings of high-end luxury mansion and estate properties here on the Gold Coast of Long Island are worth mentioning.

75 Post Road in Old Westbury named “Erchless” was built in 1936 and is a 16,000 square foot, 26-room, 15 bedroom, 12 bath, 2 garage Gold Coast Mansion listed at $29,995,000 and sale is now pending per listing agent. The site totals a sprawling 93-acres with additional buildings and structures including: 2 bath houses, a horse stable, farm barn, corn barn, dairy barn, caretaker’s house, greenhouses and inground pool.

Finally, 313 McCouns Lane in Oyster Bay Cove, built in 1915 in an Italian Renaissance style. This Gold Coast estate with water views of Oyster Bay harbor located on 43.5 acres of open fields and rolling hills, sold and closed in July 2019 for $9,035,000. The property included an outdoor pool/cabana, Pond, Tennis Court, 2 Barns, a large Carriage House with 4 Apartments, also located in a 2-acre residential subdivision zone.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND GLEN COVE DEVELOPMENT OPPORTUNITY 12 STRENGTHS

• Glen Cove is a vibrant city located on the North Shore or Gold Coast of Long Island • Glen Cove is home to some of the most famous vintage estate mansions formerly homes to history’s wealthy entrepreneurs, business men, and politicians OPPORTUNITIES • Iconic mansions and estates with irreplaceable • Potential to acquire a significant estate tract improvements and history • Potential residential development on luxury estate tract • Glen Cove is within close proximity of the Long Island Expressway, LI Railroad station and • ‘Winfield Hall’ 16.4 acres of sub dividable residential land ferry service facilitating direct transportation to with preexisting commercial zoning uses enables multiple Midtown ManhattanOPPORTUNITIES possible redevelopment scenarios • Glen Cove is in close proximity to Manhattan and • The site offers long-term phased development build out NYC’s major regional airports: LaGuardia, JFK and • Potential hospitality/catering/corporate event uses in the MacArthur Airport under supplied luxury hotel market here in LI’s Gold Coast • The property's proximity to Manhattan allows for • Medical, office, not-for-profit, conference and training ease of transportation, including permissions for facilities and religious are all potential uses helicopter use and the upcoming expansion of ferry service from downtown Glen Cove to • Film, video and music production uses have been a Manhattan's Battery Park mainstay due to the unique character of ‘Winfield Hall’

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND GLEN COVE DEMOGRAPHICS AND DEVELOPMENTS 13

Active Luxury Residential development in Glen Cove submarket at the present time:

RXR Realty is the developer behind two new large residential developments located in Glen Cove, both deemed to be “luxury for sale or luxury rental projects”. They will create a new dynamic addition to Glen Cove which will add value to the existing stock of real estate in Glen Cove.

First, there is “Garvies Point”, a 56-acre luxury residential community being developed on the waterfront in Glen Cove (formerly an unusable superfund site). The initial phase includes: The Beacon, 569 luxury for sale condominium units with sale prices ranging from $600 to $1,200 per square foot per unit and Harbor Landing, 541 luxury rental apartments with asking rents ranging from $3.80 to $5.00 per square foot per month per unit. There will be over 75,000 square feet of commercial/retail space on site along with parking for over 2,831 cars. New amenities include: a 1 mile long waterfront esplanade, bike and dog paths, amphitheater, marina with boat launches, terminal with future commuter ferry service to New York City.

Second, there is also RXR’s “Village Square” a mixed-use development located in the CBD of Glen Cove totaling 146 studio, one and two bedroom luxury rental apartments with a 16,500 square foot public plaza, 15,600 square feet of retail space on a 2.8 acre prime infill downtown Glen Cove site that lay underdeveloped for many years.

Within a 5-mile circle of the F.W. Woolworth Estate population totals 92,318 persons with 83% white persons; 4.83% black or African American and 9.71% persons of Asian origin. There are a total of 33,233 households with 71% of those households owner occupied. The 2020 average household income in this radius was $150,239 with approximately 29% of these households having a greater than $200,000 per annum household income.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND DEMOGRAPHIC CHART 1, 3 & 5 MILE RADIUS WOOLWORTH SITE 14

2020 Population by Hispanic Origin 2,874 10,368 17,142

77 CRESCENT BEACH RD., GLEN COVE SOURCE: NEWMARK RESEARCH DEPARTMENT RESEARCH NEWMARK SOURCE:

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND BID PLAN 15 Timeline The following details our investment sales process and timeline for the sale of Woolworth property:

1. Distribute confidentiality/registration 1. Review all initial buyer qualifications agreements & initial marketing letter 2. Reduce list to qualified to potential purchasers as discussed potential buyers 2. Conduct property tours 3. Final Request best & final offers 3. Communicate deadlines for first 4. Choose best & final offers phase offers 5. We reserve the right to either move up 4. Collect all initial offers Bid Date Deadline and/or accept any 5. All Bids TBD, estimated date – bid PRIOR TO deadline date, TBD – mid-October 2020 mid-October 2020

OCTOBER 2020 Outside Broker If you are a broker representing a registered Purchaser as a Buyer’s Representative with the Exclusive Agent, it is understood and agreed that you shall not be entitled to commission and waive your right to any compensation in the event a sale is not consummated between your Purchaser and Owner, provided, however, that in the event that (i) the title to the Property is successfully transferred from Owner to Purchaser and (ii) Exclusive Agent agrees to pay you a commission pursuant to a fully and unconditionally executed brokerage agreement entered into between you and the Exclusive Agent, you shall then be entitled to a commission in an amount equal to two percent (2.00%) of the purchase price at close of sale. If you and the Exclusive Agent fail to enter into a written co- brokerage agreement, than such failure shall be deemed an acknowledgement by you that neither Owner nor Agent intended to pay you a commission and you are not entitled to a commission in connection with the transfer and final closing of sale of the subject Property.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND 16 THE F.W. WOOLWORTH ESTATE 'WINFIELD HALL'

GLEN COVE, LONG ISLAND

ADDENDUM

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND FLOOR PLANS WOOLWORTH MANSION 17

Clock Tower Bldg. Second Floor (Current Plan) With Skylight, Garage Ceiling Second Floor Height at approximately 22’

Clock Tower Bldg. First Floor First Floor (Current Plan)

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND REAL ESTATE TAX BILL 77 CRESCENT BEACH ROAD 18

Section 31 Block 45 Lot 1 Total 2020 Taxes Due $257,436.20

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND ORDINANCES

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND ORDINANCES 22

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND ABOUT NEWMARK 23 One of the World’s Leading Real Estate Service Firms

18,000 400M 480 $3.3B PROFESSIONALS SQUARE FEET MANAGED OFFICES INTERNATIONALLY REVENUE

U.S. EUROPE 5,613 people 3,475 people 144 offices 151 offices countrie 20 ASIA s PACIFIC 8,266 people 154 offices 15 countries

AMERICAS* AFRICA 214 people 631 people MIDDLE 16 offices 21 offices 10 countries EAST 10 countries 80 people Includes Knight Frank and 3 offices Independently owned offices 2 countries

* Excludes the U.S.

F.W. WOOLWORTH ESTATE 'WINFIELD HALL' GLEN COVE, LONG ISLAND North America Latin America Africa New York City Canada Argentina Botswana HEADQUARTERS United States Brazil Kenya 125 Park Avenue New York, NY 10017 Chile Malawi 212.372.2000 Europe Colombia Nigeria Austria Costa Rica South Africa Long Island Belgium Peru Tanzania 290 Broadhollow Road Czech Republic Puerto Rico Uganda Suite #103E Melville, NY 11747 France Zambia 631.424.4800 Germany Asia-Pacific Zimbabwe Hungary Australia Brian D. Lee Ireland Cambodia Middle East Italy China Saudi Arabia Principal Netherlands India United Arab Emirates 631.673.0888 Poland Indonesia [email protected] Romania Malaysia Russia New Zealand Jeffrey Avo Uvezian Spain Philippines Managing Director Switzerland Singapore 631.673.0801 United Kingdom South Korea 516.637.1948 Taiwan [email protected] Thailand

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