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UPTOWN ORANGE

UC IRVINEMEDICAL CENTER

OUTLETS AT ORANGE± 778,000 SQ.FT. RETAIL

GATEWAYAPARTMENTS

ALLUREAPARTMENTSUPTOWN ORANGE

APARTMENTS

UC IRVINEHEALTH

PLATINUM TRIANGLE

OFFERING MEMORANDUMDEVELOPMENT OPPORTUNITY

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DOWNTOWN DISTRICT

ENTERTAINMENTPARK

P R O P E R T Y O V E R V I E WPROPERTY SUMMARY

Existing Improvements Motel 6 and Denny’s Restaurant

Addresses:2920 & 3000 W Chapman Ave

Orange, CA 92868

Parcel Numbers andSquare Footage:

APN SF Acres

231-641-05 218 0.005

231-641-09 5,750 0.132

231-641-10 52,795 1.212

231-641-11 89,864 2.063

231-641-12 49,310 1.132

TOTAL: 197,937 4.544

Current Zoning: C-2

Proposed Zoning:UMU (Urban Mixed Use). Proposed zoning will

require General Plan Amendment and zone change.

School District: Orange Unified School District

Existing Denny’s Restaurant

Existing Motel 6

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A C C E S S A N D S T R E E T SUNPARALLELED ACCESSABIL ITY

Three Thousand West enjoys a prime location surrounded by Interstate 5 and State Routes 22 and 57 (the “Orange Crush”), giving it unparalleled access to greater Orange County, as well as

Los Angeles and San Diego counties. The site has almost immediate access to the Interstate 5 on/off ramps by way of West Chapman Avenue. The on/off ramps to State Route 57 are also

one minute east of the site by way of West Chapman Avenue. Access to State Route 22 is a mile away by taking State Route 57 south. Less than two miles east is the Orange Metrolink

Station, which is a stop for both the Orange Line (running from Oceanside to Los Angeles Union Station) and the Inland Empire – OC Line (running from Oceanside to Sn Bernardino). The site is

a short 15 minute drive to John Wayne International Airport and a 45 minute commute to the Los Angeles International Airport.

Street Cross Street Avg. Daily Traffic5 Freeway W Chapman Ave 299,000W Chapman Ave 5 Freeway 33,000

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UC IRVINEMEDICAL CENTER

LOCAL TRAFFIC COUNT

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UNMATCHED CENTRAL LOCATION:

RETAIL, ENTERTAINMENT, GROCERY, AND EMPLOYMENTThis irreplaceable site offers walking distance access to the tremendously successful and

continuously expanding Outlets at Orange. Three Thousand West is centrally located

between Ralph’s and Vons grocery stores. The 1.1 million square foot MainPlace mall

is only 0.8 miles away for additional retail and entertainment options and the Irvine

Business Complex is only 10 minutes away via State Route 55 or can be easily

accessed via surface streets.

POTENTIAL BILLBOARD OR SUPERGRAPHIC OPPORTUNITY

Three Thousand West offers an exceptionally central location at the “Orange Crush”

interchange of State Routes 22 and 57 with Interstate 5. The site is clearly visible from

Interstate 5 and State Route 57, creating the potential for significant additional income

from billboards or supergraphics.

TRANSIT ORIENTED DEVELOPMENT SITE

An Orange County Transit District bus stop is in front of the site, placing Three Thousand

West only an 11-minute bus ride (or 6-minute drive) from the Metrolink Orange Station.

This classic station is a destination for both the Orange Line (running from Union Station

in Downtown Los Angeles to Oceanside) and the Inland Empire-Orange County Line

(“IEOC,” running from San Bernardino to Oceanside).

MINIMAL REGULATORY HURDLES

Orange and Los Angeles are seeing tremendous voter-driven efforts to prevent

development. Huntington Beach, Dana Point, Newport Beach, Costa Mesa, Los

Angeles (city) among others have all enacted moratoriums on new development or

thrown significant roadblocks in the path of development. The City of Orange, where

Three Thousand West is located, remains one of a few developer-friendly cities in

Orange County.

STRATEGIC LOCATION

Orange is truly a great place to live, work and play. It is well-known for arts and

culture, and home to never-before-seen exhibits, world-acclaimed artists, attractions, and

classic architecture. It is a place for business, the world headquarters for global players,

the site of business centers serving Southern California, and the small business capital of

Orange County.

RETAIL MAP

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MAIN PLACE MALL± 1.1 MILLION SQ.FT. RETAIL

OUTLETS AT ORANGE± 778,000 SQ.FT. RETAIL

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HARBOR PLACE

STADIUM PROMENADE± 164,000 SQ.FT. RETAIL

ANAHEIM TOWN SQUARE

TUSKATELLA SHOPPING CENTER± 173,000 SQ.FT. RETAIL

THE VILLAGE AT ORANGE± 1 MILLION SQ.FT. RETAIL

Walmart

LEGENDARY ENTERTAINMENT

Three Thousand West is only moments away from an array of entertainment, dining, and

retail options at the nearby Outlets at Orange and the Main Place Mall (totaling

approximately 1.6 million square feet). The Outlets at Orange boasts more than 120 outlet

and value stores including Saks Fifth Avenue OFF 5TH, Neiman Marcus Last Call, Nordstrom

Rack, Banana Republic Factory Store, and Tommy Hilfiger Company Store. MainPlace Mall,

anchored by JCPenney, Macy’s and Nordstrom, offers plus 200 complementary stores and

restaurants. Angel Stadium (home of the Los Angeles Angels of Anaheim), Honda Center

(home of the Anaheim Ducks), Disneyland Park, and California Adventure Park are all less

than ten minutes away.

STRONG EMPLOYMENT GROWTH

Orange County gained over 31,300 payroll jobs in 2016; CBRE Econometric Advisors

forecast net employment growth of 0.7%, or 2,191 jobs in Orange County for 2016. The

region’s strong sectors in electronics and technology, bioscience and medical research,

health services and diverse professional sectors position Orange County to maintain its rapid

growth trajectory. Over the last five years, Orange County's total employment has grown at

an average annual rate of 2.8%, 36% higher than the United States’ average annual rate of

1.8%. Orange County's education & health employment sector will post the best job

performance over the next five years, specifically benefitting properties like Three Thousand

West that are in close proximity to these employers.

OFFERING PROCESS CONFIDENTIAL ITY

Three Thousand West is being offered on an unpriced basis to qualified developers as part

of a carefully defined process. Confidentiality of the process is paramount to the seller.

Investors are requested to not contact the city without the prior written consent of Seller.

At the call for offers date, submissions will be evaluated based on pricing, due diligence and

close of escrow timing, financial capability and track record in previous transactions.

*Investor should verify these fees through their own independent due diligence.

Disneyland California Adventure

The Outlets at Orange

Angel Stadium of Anaheim 5

Blake WoodwardFirst Vice President, CBRE+1 949 725 8547blake.woodward@cbre.com

We request that all potential bidders abstain

From contacting the City of Orange directly.

Please direct all property related questions to:

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E ORANGEWOOD AVE

ANAHEIM REGIONAL TRANSPORTATION

INTERMODAL CENTER

STADIUM PROMENADE± 164,000 SQ.FT. RETAIL

GATEWAYAPARTMENTS

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C

AFFIL IATED BUSINESS DISCLOSURECBRE, Inc. operates within a global family of companies with many subsidiaries and/or related

entities (each an “Affiliate”) engaging in a broad range of commercial real estate businesses

including, but not limited to, brokerage services, property and facilities management, valuation,

investment fund management and development. At times different Affiliates may represent various

clients with competing interests in the same transaction. For example, this Memorandum may be

received by our Affiliates, including CBRE Investors, Inc. or Trammell Crow Company. Those, or

other, Affiliates may express an interest in the property described in this Memorandum (the “Property”)

may submit an offer and may be the successful bidder for the Property. You hereby acknowledge that

possibility and agree that neither CBRE, Inc. nor any involved Affiliate will have any obligation to

disclose to you the involvement of any Affiliate in the Property transaction. In all instances, however,

CBRE, Inc. will act in the best interest of the client(s) it represents in the transaction described in this

Memorandum and will not act in concert with or otherwise conduct its business in a way that benefits

any Affiliate to the detriment of any other offeror or prospective offeror, but rather will conduct its

business in a manner consistent with the law and any fiduciary duties owed to the client(s) it

represents in the transaction described in this Memorandum.

CONFIDENTIALT IY AGREEMENTThis is a confidential Memorandum intended solely for your limited use and benefit in determining

whether you desire to express further interest in the acquisition of the Property.

this Memorandum contains selected information pertaining to the Property and does not purport to be

a representation of the state of affairs of the Property or the owner of the Property (the “Owner”), to

be all-inclusive or to contain all or part of the information which prospective investors may require to

evaluate a purchase of real property. All financial projections and information are provided for

general reference purposes only and are based on assumptions relating to the general economy,

market conditions, competition and other factors beyond the control of the Owner and CBRE, Inc.

Therefore, all projections, assumptions and other information provided and made herein are subject

to material variation. All references to acreages, square footages, and other measurements are

approximations. Additional information and an opportunity to inspect the Property will be made

available to interested and qualified parties. In this Memorandum, certain documents, including

leases and other materials, are described in summary form. These summaries do not purport to be

complete nor necessarily accurate descriptions of the full agreements referenced. Interested parties

are expected to review all such summaries and other documents of whatever nature independently

and not rely on the contents of this Memorandum in any manner.

Neither the Owner or CBRE, Inc, nor any of their respective directors, officers, Affiliates or

representatives make any representation or warranty, expressed or implied, as to the accuracy or

completeness of this Memorandum or any of its contents, and no legal commitment or obligation shall

arise by reason of your receipt of this Memorandum or use of its contents; and you are to rely solely

on your investigations and inspections of the Property in evaluating a possible purchase of the real

property.

The Owner expressly reserved the right, at its sole discretion, to reject any or all expressions of

interest on the Property, and/or to terminate discussions with any entity at any time with or without

notice which may arise as a result of review of this Memorandum. The Owner shall have no legal

commitment or obligation to any entity reviewing this Memorandum or making an offer on the

Property unless and until written agreement(s) for the transaction of the Property have been fully

executed, delivered and approved by the Owner and any conditions to the Owner’s obligations

therein have been satisfied or waived.

By receipt of this Memorandum, you agree that this Memorandum and its contents are of a

confidential nature, that you will hold and treat it in the strictest confidence and that you will not

disclose this Memorandum or any of its contents to any other entity without the prior written

authorization of the Owner or CBRE, Inc. You also agree that you will not use this Memorandum or

any of its contents in any manner detrimental to the interest of the Owner or CBRE, Inc.

If after reviewing this Memorandum, you have no further interest in the Property, kindly return thisMemorandum to CBRE, Inc.

DISCLAIMER© 2017 CBRE, Inc. The information contained in this document has been obtained from sources

believed reliable. While CBRE, Inc. does not doubt its accuracy, CBRE, Inc. has not verified it and

makes no guarantee, warranty or representation about it. It is your responsibility to independently

confirm its accuracy and completeness. Any projections, opinions, assumptions or estimates used are

for example only and do not represent the current or future performance of the property. The value of

this transaction to you depends on tax and other factors which should be evaluated by your tax,

financial and legal advisors. You and your advisors should conduct a careful, independent

investigation of the property to determine to your satisfaction the suitability of the property for your

needs.

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C O N T A C T SMULTIFAMILY

Bob PattersonF i r s t V ice P res iden t , CBRE+1 949 725 8569rober t .pa t te r son@cbre.comLicense: 01222163

RETAIL

Blake WoodwardF i r s t V ice P res iden t , CBRE+1 949 725 8547blake.woodward@cbre.comLicense: 00761235

HOTEL

Rod ApodacaSenior V ice P res iden t , CBRE+1 949 725 8540rod.apodaca@cbre.comLicense: 01254293

OFFICE

Rick WarnerSenior V ice P res iden t , CBRE+1 714 371 9250r ick.warner@cbre.comLicense: 00645389

CBRE, Inc.3501 Jamboree Road, Su i te 100Newpor t Beach, CA 92660+1 949 725 8500www.cbre.com