SAFEWAY & ACE HARDWARE

Offering Memorandum 541-599 WEST 4TH STREET BENSON, AZ 85602 SAFEWAY & ACE HARDWARE

541-599 WEST 4TH STREET BENSON, AZ 85602 BUTTERFIELD PLAZA TABLE OF CONTENTS 04. Executive Summary 06. Property Overview 10. Tenant Overview 14. Area Overview 20. Financial Overview PRESENTED BY Patrick Toomey Managing Partner DIRECT +1.310.919.5765 MOBILE +1.310.403.4984 patrick.toomey@matthews.com License No. 00881133 Ryan O Connell Broker of Record License No. BR575729000

EXECUTIVE SUMMARY

Offering Summary Matthews Retail Advisors is pleased to offer for sale Butterfield Plaza, a 91,403-square foot shopping center located in Benson (Tucson), Arizona. The center is anchored by Safeway and Ace Hardware, both having recently extended their leases. The center features 31,393-square feet of shop space which currently has high vacancy allowing future investors tremendous upside and flexibility. The property is situated nearby national retailers including a Walmart Supercenter. The property is less than one hour from Tucson and the University of Arizona. Investment Highlights Nationally recognized anchor tenants - Safeway (corporate lease) and Ace Hardware Safeway features healthy rent-to-sales ratio (contact listing broker) Recently extended anchor leases with low rental rates Ace Hardware (exp. 7/25) and Safeway (exp. 3/24) have recently executed early lease renewals Huge upside potential through lease-up of 26,991 SF of vacant shop space New roof on Ace Hardware and shops buildings with 15-year roof warranty; new HVAC for Ace Hardware space as well Easy access and excellent visibility at the signalized intersection of S. Ocotillo Ave. and W. 4th Street - the city s primary thoroughfare Proximity to Walmart Supercenter and other national retailers Strong population growth - Villages at Vigneto, a 12,300-acre master-planned community with 28,000 homes has been approved by the Benson Planning and Zoning Commission Financial Summary Price $4,510,000 Property Size (NRA) 91,403 SF Year Built/Renovated 1986/2013 Current Occupancy 70% Operating Data In Place NOI $349,666 Stabilized NOI $580,292 Matthews Retail Advisors 5

PROPERTY OVERVIEW 6 Butterfield Plaza

Physical Description Property Name Property Address Butterfield Plaza 541-599 West 4th Street Benson, AZ 85602 Assessor s Parcel Number 123-20-003J Site Description Number of Stories One Year Built 1986 Year Renovated 2013 Gross Leasable Area (GLA) 91,403 SF Lot Size ± 8.87 Acres Type of Ownership Fee Simple Parking ± 452 Surface Spaces Parking Ratio 4.95 : 1,000 SF Frontage (W. 4th St) 1,015 Zoning B-2 Landscaping Professional Topography Generally Level Construction Foundation Concrete Slab Exterior Masonry Parking Surface Asphalt Roof Flat Matthews Retail Advisors 7

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Site Plan 589 587 583-5 581 579 577 575 569-71 563 561 559 557 555 553 551 547-9 545 543 541 NAP 541 Adolfo s 543 Vacant 545 Vacant 547-9 Vacant 551 Vacant 553 MV Processing 555 Vacant 557 Vacant 559 Vacant 561 Vacant 563 Vacant 569-71 Vacant 575 Vacant 577 Vacant 579 Kayla s Nails 581 Vacant 583-5 Vacant 587 Vacant 589 Vacant Matthews Retail Advisors 9

TENANT OVERVIEW

Safeway Inc. operates as a food and drug retailer in the United States. The company s stores offer a selection of food and general merchandise and features various specialty departments, such as bakery, delicatessen, floral, seafood, and pharmacy, as well as Starbucks coffee shops and adjacent fuel centers. It also owns and operates online grocery channels, including Safeway.com and Vons.com, manufactures and processes private-label merchandise, and gift cards, prepaid telecom products and prepaid financial service products. In January 2015, the parent company, AB Acquisition LLC, and Safeway completed a merger that created one of the largest food and drug retailers in the country, with over 2,200 stores in 33 states and the District of Columbia, and employing approximately 265,000 people. Safeway is now a privately held company owned by Albertson Holdings LLC, an entity controlled by Cerberus Capital, L.P. Tenant Trade Name Safeway Ownership Private Tenant Safeway, Inc. Revenue $36 Billion Net Worth $5.8 Billion Credit Rating (S&P) B Number of Locations +2,200 Headquarters Pleasanton, CA Website www.safeway.com Matthews Retail Advisors 11

The Ace Hardware Corporation is a retailers cooperative based in Oak Brook, Illinois. Ace dealer-owners operate more than 4,600 of Ace s 4,700 hardware stores, home centers and lumber and building materials with locations in all 50 U.S. states and about 60 other countries. Stores range in size from small, urban shops to large rural locations. From about 15 warehouses Ace distributes such products as electrical and plumbing supplies, garden equipment, hand tools, housewares and power tools. Ace was founded in 1924 by a group of Chicago hardware store owners. The tenant at Butterfield Plaza is Sierra Vista Ace, which has been recognized with Ace Corporation s President s Cup, a level of recognition reserved for the best ACE stores in the world. Sierra Vista Ace also continues to earn Ace Hardware s Platinum Retailer status that only the best of the best achieve. Tenant Trade Name Ace Hardware Ownership Franchisee Tenant Sierra Vista Ace Hardware, Inc. Guarantor Personal Guarantee Headquartered Sierra Vista, AZ No. of Location 3 Website www.sierravistaace.com/hist.html 12 Butterfield Plaza

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AREA OVERVIEW 14 Butterfield Plaza

Benson, Arizona Benson is a city within Cochise County, Arizona just south east of Tucson. The city was originally founded as a rail terminal for the area in 1880 when the Southern Pacific Railroad came through. In the early 1900 s, Benson was the railroad hub of southern Arizona, a way of life that still characterizes much of the city s culture today. Easily accessible by either plane or highway, Benson is situated along several trade routes, Interstate 10, State route 80, State Route 90 and the main line of the Union Pacific Railroad, serving as a major rail terminal in south eastern Arizona. As well as trade, ranching and agriculture have also been a major part of Benson s past and still hold major influences in the city today. When it comes to site seeing, Benson is home to some of the world s most visually stunning caverns located within Kartchner Caverns State Park. Coming from Tucson and Phoenix, Benson is the regions gateway to the park. Gammons Gulch, a famous movie set where many western movies were filmed is located within Benson and offers wonderful tours. Big plans for Benson, Arizona are on the horizon. The City of Benson s Economic Committee has developed a strategic plan to enhance economic development within Benson. The plan outlines several goals to improve economic development within Benson of which include establishing a GIS database of commercial property, enhancing the regional airport to target cluster employment and focus on event retention and promotion of tourism. Benson Top Employers # Employer 1 Arizona Electric Power Cooperative, Inc. 2 Apache Nitrogen Products 3 Benson School District 4 Benson Hospital Demographics Population 3-Mile 5-Mile 10-Mile 2021 Projection 5,923 7,221 8,513 2016 Estimate 5,938 7,212 8,567 2010 Census 5,937 7,179 8,669 2000 Census 4,629 5,927 7,840 Households 3-Mile 5-Mile 10-Mile 2021 Projection 2,615 3,178 3,740 2016 Estimate 2,638 3,191 3,773 2010 Census 2,662 3,193 3,814 2000 Census 2,008 2,547 3,304 Income 3-Mile 5-Mile 10-Mile Income < $15,000 19.95% 18.19% 17.10% Income $15,000 - $24,999 14.85% 14.11% 14.07% Income $25,000 - $34,999 15.14% 14.73% 14.54% Income $35,000 - $49,999 13.00% 13.22% 13.31% Income $50,000 - $74,999 18.50% 18.77% 18.97% Income $75,000 - $99,999 9.71% 10.11% 10.42% Income $100,000 - $124,999 3.82% 4.58% 4.80% Income $125,000 - $149,999 3.19% 3.71% 3.86% Income $150,000 - $199,999 0.95% 1.49% 1.76% Income $200,000 - $249,999 0.33% 0.48% 0.57% Income $250,000 - $499,999 0.39% 0.46% 0.48% Income $500,000+ 0.15% 0.14% 0.12% 2016 Est. Average Household Income $47,233 $50,489 $51,883 2016 Est. Median Household Income $35,069 $38,361 $39,832 Matthews Retail Advisors 15

Cochise County Cochise County, also named the Land of Legends is a county in south-eastern Arizona. Deep rooted in history and culture, Cochise was given its nick name because of the many legendary figures that once inhabited the land such as Wyatt Earp, Doc Holiday and other historic figures from Apache, Cochise and Geronimo Tribes. Major tourist attractions throughout the county include the old western time traveling town of Tombstone, the pristine preserved mining town of Bisbee and the caves of Kartchner Caverns State Park. In addition to walking in the footsteps of legendary cowboys, the County is home to many beautiful outdoor attractions. People come from afar to experience the bountiful outdoor activities that Cochise has to offer, which include caving, mountain biking, hiking, hang gliding, and ballooning, all with spectacular views of mountain ranges, plains and fields. If the outdoors and adventure are not appealing enough, Cochise is also home to an abundance of music and culture. Many events are held throughout the year including rodeos, symphonies, ballets, music gatherings, vintage car shoes, golf tournaments, festivals and all around mid-western fun. To top it all off, Cochise County is also known for its award winning wines and vineyards. 16 Butterfield Plaza

Fort Huachuca Cochise County is home to Fort Huachuca, a United States Army Post which was once home to the Buffalo Soldiers of the 10th Calvary in 1913. Because of its strategic positioning nestled in between the hills, the base was originally formed to counter the Chiricahua Apache threat and to secure the border in the late 1800 s. Today, Fort Huachuca has over 18,000 people on duty during peak working hours, making it one of the busiest army installations. Fort Huachuca s major units are the United States Army Network Enterprise Technology Command (NETCOM) and the United States Army Intelligence Center. The Fort is also the headquarters for the Army s MARS program (Military Auxiliary Radio System) and is home to Libby Army Airfield, which shares a runway with the Sierra Vista Municipal Airport. Cochise College Founded in 1964, Cochise College has campuses in Douglas, Sierra Vista and centers in Benson, Fort Huachuca, Nogales and Wilcox. Along with transfer programs, the collage offers Associates Degrees in Art, Applied Science, Business, Elementary Education, General Studies and over 30 different certificates. Today, the college offers education to about 8,000 students. The Cochise College Rodeo, held every year is one of many Rodeos that features saddle, bareback bronc horse riding, bull riding, steer wrestling, barrel racing, roping, and many more fun activities! Tombstone Cochise County, is where many tourists will find the famous city of Tombstone, Arizona. Tombstone is a historic western city founded in 1879 that has been frozen in time, taking people back to the old wild-west. It was one of the last wide-open frontier boomtowns in the American Old west and much of it is still there today. Tombstone brings in tourists and visitors with attractions like the world-renowned O.K Corral and the Birdcage Theatre, where old western celebrities such as Billy the Kid and Wyatt Earp once dueled in the streets, some for their last time. Today, the streets of Tombstone are said to be haunted by the ghosts of famous western cowboys, bringing many tourists from afar in hopes of possibly catching a glance of old Doc Holiday and Wyatt Earp wandering from saloon to saloon. Matthews Retail Advisors 17

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Regional Map Local Map Matthews Retail Advisors 19

FINANCIAL OVERVIEW 20 Butterfield Plaza

Rent Roll Tenant Lease Start Lease End SF % of GLA Date $ PSF Rent Recovery On Expiration MLA Sierra Ace Hardware, Inc. 12/1/99 7/31/25 20,450 22.37% 4/1/16 $9.00 $184,056 Ace Hardware Option Ace Hardware 8/1/20 $9.50 Sierra Ace Hardware, Inc.-option 8/1/25 7/31/30 20,450 8/1/25 $10.00 Ace Hardware Option Ace Hardware Sierra Ace Hardware, Inc.-option 8/1/30 7/31/35 20,450 $7.00 Ace Hardware Market Ace Hardware Safeway Inc. 4/1/99 3/31/24 39,560 43.28% 4/1/16 $4.92 $194,676 Safeway Option MLA Safeway, Inc.-option 4/1/24 3/31/29 39,560 4/1/24 $4.92 Safeway Option MLA Safeway, Inc.-option 4/1/29 3/31/34 39,560 $4.92 Safeway Market MLA Adolfo's Taco Shop 10/1/04 12/31/19 1,612 1.76% 4/1/16 $12.36 $19,920 Adolfo s Market Adolfo 10/1/17 $12.73 Rent increases 3% every October Motor Vehicle Processing 12/1/10 6/30/17 1,240 1.36% 4/1/16 $8.50 $10,536 DMV Market DMV Lease expires 10/31/2106; analysis assumes tenant remains in place through end of first year of analysis (6/2017) Vacant 11/1/17 10/31/22 2,480 2.71% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Kayla's Nails 3/1/05 2/28/21 1,550 1.70% 4/1/16 $9.55 $14,808 Kaylas Market Kayla's Nails Vacant 11/1/17 8/31/22 930 1.02% 11/1/17 $9.26 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 1,550 1.70% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 2,480 2.71% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 1,240 1.36% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 2,501 2.74% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 1,240 1.36% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 930 1.02% 11/1/17 $9.26 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 930 1.02% 11/1/17 $9.26 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 1,860 2.03% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 2,480 2.71% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 2,480 2.71% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Matthews Retail Advisors 21

Rent Roll, cont. Tenant Lease Start Lease End SF % of GLA Date $ PSF Rent Recovery On Expiration MLA Vacant 11/1/17 8/31/22 930 1.02% 11/1/17 $9.26 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 2,480 2.71% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 930 1.02% 11/1/17 $9.26 NNN + 5% Admin Market $9.00 MLA Vacant 11/1/17 8/31/22 1,550 1.70% 11/1/17 $9.27 NNN + 5% Admin Market $9.00 MLA Wendy s CAM Only Wendy s OCCUPIED 64,413 70% $423,996 VACANT 26,991 30% TOTAL 91,403 100% Summary Tenant Profile Tenant Name In Place % of Income Expiration Date Safeway Inc. $194,676 55% 3/31/24 Sierra Ace Hardware, Inc. $112,476 32% 7/31/25 Adolfo's Taco Shop $19,344 5% 12/31/19 Motor Vehicle Processing $10,536 3% 6/30/17 Kayla's Nails $14,808 4% 2/28/21 13% 20% 87% 80% National/Regional Tenants Local Tenants 22 Butterfield Plaza

Cash Flow EFFECTIVE GROSS REVENUE Mar-2017 Mar-2018 Mar-2019 Mar-2020 Mar-2021 Mar-2022 Mar-2023 Mar-2024 Mar-2025 Mar-2026 Mar-2027 Base Rental Revenue $666,906 $675,468 $680,763 $689,115 $706,253 $718,898 $728,798 $736,720 $747,151 $767,033 $779,761 Absorption & Turnover Vacancy (242,919) (107,125) 0 (5,284) (4,143) 0 (75,847) 0 (4,084) (2,103) (4,947) Scheduled Base Rental Revenue 423,987 568,343 680,763 683,831 702,110 718,898 652,951 736,720 743,067 764,930 774,814 Expense Reimbursement Revenue 96,207 149,470 173,449 166,855 167,150 172,572 159,205 174,952 173,324 178,644 183,337 Total Potential Gross Revenue 520,194 717,813 854,212 850,686 869,260 891,470 812,156 911,672 916,391 943,574 958,151 General Vacancy 0 0 (85,421) (80,313) (83,197) (89,147) (12,953) (91,167) (87,964) (92,465) (91,363) TOTAL EFFECTIVE GROSS REVENUE 520,194 717,813 768,791 770,373 786,063 802,323 799,203 820,505 828,427 851,109 866,788 OPERATING EXPENSES Real Estate Taxes 65,829 67,804 69,838 71,933 74,091 76,314 78,603 80,961 83,390 85,892 88,469 Insurance 8,462 8,716 8,977 9,247 9,524 9,810 10,104 10,407 10,719 11,041 11,372 CAM 77,433 79,756 82,149 84,613 87,152 89,766 92,459 95,233 98,090 101,033 104,063 Management 18,207 25,123 26,908 26,963 27,512 28,081 27,972 28,718 28,995 29,789 30,338 Miscellaneous Admin 597 609 627 646 652 652 652 652 652 652 652 TOTAL OPERATING EXPENSES 170,528 182,008 188,499 193,402 198,931 204,623 209,790 215,971 221,846 228,407 234,894 NET OPERATING INCOME $349,666 $535,805 $580,292 $576,971 $587,132 $597,700 $589,413 $604,534 $606,581 $622,702 $631,894 LEASING & CAPITAL COSTS Tenant Improvements 0 571,980 0 22,018 0 22,461 421,370 0 0 26,291 26,038 Leasing Commissions 0 81,989 0 4,208 0 3,399 60,402 0 0 5,025 3,940 Capital Reserves 13,710 13,710 13,710 13,710 13,710 13,710 13,710 13,710 13,710 13,710 13,710 TOTAL LEASING & CAPITAL COSTS 13,710 667,679 13,710 39,936 13,710 39,570 495,482 13,710 13,710 45,026 43,688 CASH FLOW $335,956 ($131,874) $566,582 $537,035 $573,422 $558,130 $93,931 $590,824 $592,871 $577,676 $588,206 Matthews Retail Advisors 23

CONFIDENTIALITY & DISCLAIMER STATEMENT This Offering Memorandum contains select information pertaining to the business and affairs of Butterfield Plaza located at 541-599 West 4th Street, Benson, AZ 85602 ( Property ). It has been prepared by Matthews Retail Advisors. This Offering Memorandum may not be all-inclusive or contain all of the information a prospective purchaser may desire. The information contained in this Offering Memorandum is confidential and furnished solely for the purpose of a review by a prospective purchaser of the Property. It is not to be used for any other purpose or made available to any other person without the written consent of Seller or Matthews Retail Advisors. The material is based in part upon information supplied by the Seller and in part upon financial information obtained from sources it deems reliable. Owner, nor their officers, employees, or agents makes any representation or warranty, express or implied, as to the accuracy or completeness of this Offering Memorandum or any of its contents and no legal liability is assumed or shall be implied with respect thereto. Prospective purchasers should make their own projections and form their own conclusions without reliance upon the material contained herein and conduct their own due diligence. By acknowledging your receipt of this Offering Memorandum for the Property, you agree: 1. The Offering Memorandum and its contents are confidential; 2. You will hold it and treat it in the strictest of confidence; and 3. You will not, directly or indirectly, disclose or permit anyone else to disclose this Offering Memorandum or its contents in any fashion or manner detrimental to the interest of the Seller. Owner and Matthews Retail Advisors expressly reserve the right, at their sole discretion, to reject any and all expressions of interest or offers to purchase the Property and to terminate discussions with any person or entity reviewing this Offering Memorandum or making an offer to purchase the Property unless and until a written agreement for the purchase and sale of the Property has been fully executed and delivered. If you wish not to pursue negotiations leading to the acquisition of the Property or in the future you discontinue such negotiations, then you agree to purge all materials relating to this Property including this Offering Memorandum. A prospective purchaser s sole and exclusive rights with respect to this prospective transaction, the Property, or information provided herein or in connection with the sale of the Property shall be limited to those expressly provided in an executed Purchase Agreement and shall be subject to the terms thereof. In no event shall a prospective purchaser have any other claims against Seller or Matthews Retail Advisors or any of their affiliates or any of their respective officers, Directors, shareholders, owners, employees, or agents for any damages, liability, or causes of action relating to this solicitation process or the marketing or sale of the Property. This Offering Memorandum shall not be deemed to represent the state of affairs of the Property or constitute an indication that there has been no change in the state of affairs of the Property since the date this Offering Memorandum. 24 Butterfield Plaza

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Patrick Toomey Managing Partner DIRECT +1.310.919.5765 MOBILE +1.310.403.4984 patrick.toomey@matthews.com License No. 00881133 Ryan O Connell Broker of Record License No. BR575729000