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1 | SAN ANTONIO, TX BLANCO SHOPPING CENTER OFFERING MEMORANDUM 12711 BLANCO RD, SAN ANTONIO, TX 78216

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Page 1: SAN ANTONIO, TX SHOPPING CENTER · San Antonio is one of the 25 largest MSA’s in the country with huge population growth. From 2010 to 2017, San Antonio has grown over 15% and high

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SAN ANTONIO, TX BLANCO SHOPPING CENTER

O F F E R I N G M E M O R A N D U M™

1 2 7 1 1 B L A N C O R D, S A N A N TO N I O, T X 78 2 1 6

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TABLE OF CONTENTS

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E X E C U T I V E O V E R V I E W0 3

TABLE OF CONTENTS

LISTED BY:

T E N A N T O V E R V I E W S1 2L E A S E A B S T R A C T S0 8

F I N A N C I A L O V E R V I E W0 6 P R O P E R T Y P H O T O S0 7

A R E A O V E R V I E W1 7

BROKER OF RECORDKYLE MATTHEWS

LIC # 9005919 (TX)

JOSH BISHOPVP & DIRECTOR

DIRECT (214) 692-2289MOBILE (315) [email protected]

LIC # 688810 (TX)

PETER SMELKOASSOCIATE

DIRECT (214) 692-2186MOBILE (972) 979-3349

[email protected] # 700049 (TX)

CHAD KURZSVP & NATIONAL DIRECTOR

DIRECT (214) 692-2927MOBILE (562) [email protected]

LIC # 01911198 (CA)

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SAN ANTONIO, TX

INVESTMENT HIGHLIGHTS

» Brand New Construction. The high quality construction was completed in 2017 and is a fully occupied strip center.

» Walmart Out-Parcel. The property benefits from being an out-parcel to a new Walmart Supercenter that is owned by Walmart. Walmart ranks the leading retailers in the world providing stability to the location.

» Top Metropolitan Area. San Antonio is one of the 25 largest MSA’s in the country with huge population growth. From 2010 to 2017, San Antonio has grown over 15% and high growth is expected to continue.

» Wealthy Infill Location. The 3-mile radius has over 100,000 residents with an average household income north of $100,000. The 5-mile radius has over 275,000 residents with an average household income greater than $90,000.

» Fully Occupied, Stabilized Investment. The property is 100% occupied anchored by Starbucks one of the largest retailers in the world. The investment provides great diversity with 4 tenants but operates as a NNN investment.

» High Traffic Counts. The property sits on Blanco Road, one of the busiest thoroughfares in all of San Antonio, which sees over 30,000 vehicles per day. It is also located next to Wurzbach Parkway which is a major artery through north San Antonio.

» Close Proximity to Hundreds of Multifamily Units. The property is next to Brand Oaks Apartment Complex, Winston Apartment Comlex, Lexington Apartment Complex, Las Brisas Townhomes, Biltmore Park Apartment Complex, The Abbey at Copper Creek Apartment Complex, The Grove Apartment Complex, Park West Apartment Complex, Elements Apartment Homes Complex, Summercreek Aparmetment Complex, and many more.

EXECUTIVE OVERVIEW

LIST PRICE:

$4,393,968CAP RATE:

6.35%SQUARE FOOTAGE:

±7,000 SFYEAR BUILT:

2016

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EXECUTIVE OVERVIEWPARCEL MAP

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SAN ANTONIO, TX

B L A N C O R D

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SITE PLAN

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EXECUTIVE OVERVIEW

Tenant Square Feet % of GLA Period Start Date End Date Annual Rent Monthly Rent Rent/SF

Wireless 2,500 36% Year 1-5 6/8/17 6/30/22 $90,000.00 $7,500.00 $36.00

Year 6-10 7/1/22 6/30/27 $99,000.00 $8,250.00 $39.60

Option 1 7/1/27 6/30/32 $108,900.00 $9,075.00 $43.56

Option 2 7/1/32 6/30/37 $119,799.96 $9,983.33 $47.92

Starbucks 1,850 26% Year 1-5 9/26/16 2/28/22 $99,500.00 $8,291.67 $53.78

Year 6-10 3/1/22 2/28/27 $109,450.00 $9,120.83 $59.16

Option 1 3/1/27 2/29/32 $120,395.00 $10,032.92 $65.08

Option 2 3/1/32 2/28/37 $132,435.00 $11,036.25 $71.59

Option 3 3/1/37 2/28/42 $145,678.00 $12,139.83 $78.74

Option 4 3/1/42 2/28/47 $160,246.00 $13,353.83 $86.62

Supercuts 1,050 15% Year 1-5 1/22/17 1/31/22 $36,750.00 $3,062.50 $35.00

Option 1 2/1/22 1/31/27 $40,425.00 $3,368.75 $38.50

Option 2 2/1/27 1/31/32 $44,467.50 $3,705.63 $42.35

Texas Relocation 1,599 23% Year 1-5 4/1/17 4/30/2022 $52,767.00 $4,397.25 $33.00

Year 6-10 5/1/22 4/30/2027 $55,965.00 $4,663.75 $35.00

Option 1 5/1/27 4/30/2032 $61,561.50 $5,130.13 $38.50

TOTAL ±7,000 100.0% IN PLACE RENTS $279,017.00 $23,251.42 $39.86

ANNUALIZED OPERATING DATA

FINANCIAL OVERVIEW

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SAN ANTONIO, TX

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EXECUTIVE OVERVIEWLEASE ABSTRACTS

Tenant: Starbucks Corporation

Guaranty of Lease: Starbucks Corporation (Corporate)

Property Address: 12711 Blanco Rd, San Antonio, TX

Lease Commencement: July 20, 2016

Rent Commencement: September 26, 2016

Lease Expiration: February 28, 2027

Initial Lease Term: 10+ years

Building Size: 7,000 square feet

Tenants Proportionate Share: 1,850 square feet (26.43%)

Current Minimum Rent: $99,500 per year

Renewal Options: Four, 5-year options

Extensions of Options: Tenant shall provide written notice to Landlord not less than one hundred eighty (180) days before the expiration date

Rent Schedule:

Years 1 – 5: $99,500

Years 6 – 10: $109,450 (10% Increase)

Option 1: $120,395 (10% Increase)

Option 2: $132,435 (10% Increase)

Option 3: $145,678 (10% Increase)

Option 4: $160,246 (10% Increase)

Common Area Expense: Tenant agrees to pay, in the form of “Additional Rent” in monthly installments, the Tenant’s Proportionate Share of the actual, reasonable, and necessary out of pocket costs incurred by Landlord directly attributable to maintaining, operating, and providing services to and for the Common Areas including the cost of utilities, maintenance, and supplies and wages. Common Area Expenses shall not include (i) the cost of any capital addition, repair, or replacement to the Shopping Center; (ii) structural repairs and replacements; (iii) administrative or management fees (in the aggregate) which exceed thirty percent (30%) of the Operating Expenses (excluding utilities, Insurance, and Real Estate Taxes).

Common Area Expense Increase: Tenant’s Pro Rata Share of Common Area Expenses from the Rent Commencement Date through the end of the first full calendar year shall not exceed on an annual basis $3.50 per square foot of Gross Leasable Area Premises (“Initial Cap”). Notwithstanding anything contained herein to the contrary, the increase in Tenant’s Proportionate Share of Operating Expenses for each subsequent calendar year shall not exceed a 5% increase of the greater of (i) the initial cap; or (ii) on a non-cumulative basis, of the portion of Tenant’s Annual Proportionate Share of Operating Expenses payable by Tenant for the previous calendar year.

A. Real Estate Taxes: In addition to Base Rent, Tenant agrees to pay Tenant’s Proportionate Share of the amount of property taxes and assessments levied against the center as part of “Additional Rent” to be paid monthly in addition to minimum rent.

B. CAM Expenses: Landlord shall perform all necessary repairs and maintenance to keep the Shopping Center in good repair and condition throughout the term of this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant’s Proportionate Share of Common Area Maintenance Expense (“CAM Expense”). CAM Expenses are defined to mean, except as otherwise set forth herein, all costs and expenses of every kind and nature paid or incurred by Landlord in operating, maintaining, managing and/or repairing the Common Areas provided.

C. Insurance: In addition to Tenant’s insurance Landlord agrees to carry property damage insurance and maintain a policy of commercial general liability insurance. Tenant shall pay Tenant’s Proportionate Share of insurance premiums for such insurance as part of “Additional Rent”

Permitted Use: Coffee Store or any other lawful office, retail or restaurant use typically found in shopping centers.

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SAN ANTONIO, TXLEASE ABSTRACTS

Tenant: Supercuts, Inc

Guaranty of Lease: Supercuts, Inc (Corporate)

Property Address: 12711 Blanco Rd, San Antonio, TX

Lease Commencement: January 22, 2017

Rent Commencement: January 22, 2017

Lease Expiration: January 31, 2022

Initial Lease Term: 5 years

Building Size: 7,000 square feet

Tenants Proportionate Share: 1,050 square feet (15%)

Current Minimum Rent: $36,750 per year

Renewal Options: Two, 5-year options

Extensions of Options: Tenant shall provide written notice to Landlord not less than one hundred eighty (180) days before the expiration date

Rent Schedule:

Years 1 – 5: $36,750

Option 1: $40,425 (10% Increase)

Option 2: $44,467 (10% Increase)

Common Area Expense: Tenant agrees to pay, in the form of “Additional Rent” in monthly installments, the Tenant’s Proportionate Share of the actual, reasonable, and necessary out of pocket costs incurred by Landlord directly attributable to operation, maintenance, repair, and security of the shopping center (“Common Area Expenses”). Common Area Expenses include

but are not limited to the cost of all utilities, building supplies, janitorial and cleaning services, maintenance repairs, parking lot maintenance (including lighting, repairing, paint striping and resurfacing). Common Area Expenses includes a combined management and administration fee equal to 10% of the total Operating expenses (excluding Real Estate Taxes and Insurance) to cover the costs to manage, supervise and administer Shopping Center. Common Area Expenses shall not include roof membrane replacement, roof repairs, and repairs to the foundation and structural elements of the Shopping Center. Tenant shall repair and maintain all HVAC equipment and mechanical equipment serving the Premises exclusively.

Common Area Expense Increase: Tenant’s Proportionate Share of “Controllable Operating Expenses” shall not increase more than (i) five percent (5%) per year; or (ii) the amount of actual Operating Expenses for that year, whichever amount is less. Controllable Operating Expenses exclude (i) Real Estate Taxes; (ii) Insurance; and (iii) the cost of utilities, trash and recycling services, mowing and landscape services for the Common Areas, and parking lot maintenance.

A. Real Estate Taxes: In addition to Base Rent, Tenant agrees to pay Tenant’s Proportionate Share of the amount of property taxes and assessments levied against the center as part of “Additional Rent” to be paid monthly in addition to minimum rent.

B. CAM Expenses: Landlord shall perform all necessary repairs and maintenance to keep the Shopping Center in good repair and condition throughout the term of this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant’s Proportionate Share of Common Area Maintenance Expense (“CAM Expense”). CAM Expenses are defined to mean, except as otherwise set forth herein, all costs and expenses of every kind and nature paid or incurred by Landlord in operating, maintaining, managing and/or repairing the Common Areas provided.

C. Insurance: In addition to Tenant’s insurance Landlord agrees to carry property damage insurance and maintain a policy of commercial general liability insurance. Tenant shall pay Tenant’s Proportionate Share of insurance premiums for such insurance as part of “Additional Rent”

Permitted Use: Solely as a hair salon performing unisex hairstyling, hair coloring, and haircutting services.

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EXECUTIVE OVERVIEWLEASE ABSTRACTS

Tenant: Sprint Spectrum, LP

Guaranty of Lease: Sprint Spectrum, LP (Corporate)

Property Address: 12711 Blanco Rd, Suite 104, San Antonio, TX

Lease Commencement: June 8, 2017

Rent Commencement: June 8, 2017

Lease Expiration: June 30, 2027

Initial Lease Term: 10 years

Early Termination: : Tenant shall have a one-time right to terminate the lease at the end of the seventh (7th) Lease Year by proving six (6) months’ prior written notice of termination to the Landlord. Tenant shall pay an amount equal to the sum of the unamortized portion of all costs incurred by Landlord in connection with the Lease, including without limitation the Tenant Improvement Allowance and leasing commissions incurred or provided by the Landlord in connection with this Lease.

Building Size: 7,000 square feet

Tenants Proportionate Share: 2,500 square feet (35.71%)

Current Minimum Rent: $90,000 per year

Renewal Options: Two, 5-year options

Extensions of Options: Tenant shall provide written notice to Landlord not less than one hundred eighty (180) days before the expiration date

Rent Schedule:

Years 1 – 5: $90,000

Years 6 – 10: $99,000 (10% Increase)

Option 1: $108,900 (10% Increase)

Option 2: $119,800 (10% Increase)

Common Area Expense: Tenant agrees to pay, in the form of “Additional Rent” in monthly installments, the Tenant’s Proportionate Share of the actual, reasonable, and necessary out of pocket costs incurred by Landlord directly attributable to operation, maintenance, repair, and security of the shopping center (“Common Area Expenses”). Common Area Expenses include but are not limited to the cost of all utilities, building supplies, janitorial and cleaning services, maintenance repairs, parking lot maintenance (including lighting, repairing, paint striping and resurfacing), and fees to manage, supervise, and administer the Shopping Center. Common Area Expenses shall not include: (i) the cost of repair to the roof, foundation or exterior walls; (ii) capital expenditures. Tenant shall repair and maintain all HVAC equipment and mechanical equipment serving the Premises exclusively.

Common Area Expense Increase: Tenant’s Proportionate Share of Controllable Operating Expenses shall not increase by (i) seven percent (7%) per year (non-cumulatively); or (ii) the amount of actual Operating Expenses for the prior year, whichever amount is less. “Controllable Operating Expenses” shall mean all other fees to manage, supervise, and administer the Shopping Center including but not limited to, management or administrative fees as may be paid to a third party.

A. Real Estate Taxes: In addition to Base Rent, Tenant agrees to pay Tenant’s Proportionate Share of the amount of property taxes and assessments levied against the center as part of “Additional Rent” to be paid monthly in addition to minimum rent.

B. CAM Expenses: Landlord shall perform all necessary repairs and maintenance to keep the Shopping Center in good repair and condition throughout the term of this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant’s Proportionate Share of Common Area Maintenance Expense (“CAM Expense”). CAM Expenses are defined to mean, except as otherwise set forth herein, all costs and expenses of every kind and nature paid or incurred by Landlord in operating, maintaining, managing and/or repairing the Common Areas provided.

C. Insurance: In addition to Tenant’s insurance Landlord agrees to carry property damage insurance and maintain a policy of commercial general liability insurance. Tenant shall pay Tenant’s Proportionate Share of insurance premiums for such insurance as part of “Additional Rent”

Permitted Use: Retail sale and/or service and repair of Sprint, Nextel, Boost Mobile or Virgin Mobile branded merchandise.

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SAN ANTONIO, TXLEASE ABSTRACTS

Tenant: Gilbert Costello d/b/a Texas Relocation Experts

Guaranty of Lease: Personal Guaranty

Property Address: 12711 Blanco Rd, San Antonio, TX

Lease Commencement: April 1, 2017

Rent Commencement: April 1, 2017

Lease Expiration: April 30, 2027

Initial Lease Term: 10 years

Building Size: 7,000 square feet

Tenants Proportionate Share: 1,599 square feet (22.84%)

Current Minimum Rent: $52,767 per year

Renewal Options: One, 5-year options

Extensions of Options: Tenant shall provide written notice to Landlord not less than one hundred eighty (180) days before the expiration date

Rent Schedule:

Years 1 – 5: $52,767

Years 6 – 10: $55,965 (6% Increase)

Option 1: $61,561 (10% Increase)

Common Area Expense: Tenant agrees to pay, in the form of “Additional Rent” in monthly installments, the Tenant’s Proportionate Share of the actual, reasonable, and necessary out of pocket costs incurred by Landlord directly attributable to operation, maintenance, repair, and security of the shopping center (“Common Area Expenses”). Common Area Expenses include but are not limited to the cost of all utilities, building supplies, janitorial and cleaning services, maintenance repairs, parking lot maintenance (including lighting, repairing, paint striping and resurfacing), and fees to manage, supervise, and administer the Shopping Center. Common Area Expenses shall not include the cost of maintaining structural integrity of the roof, foundation and exterior walls. Tenant shall repair and maintain all HVAC equipment and mechanical equipment serving the Premises exclusively.

Common Area Expense Increase: N/A

A. Real Estate Taxes: In addition to Base Rent, Tenant agrees to pay Tenant’s Proportionate Share of the amount of property taxes and assessments levied against the center as part of “Additional Rent” to be paid monthly in addition to minimum rent.

B. CAM Expenses: Landlord shall perform all necessary repairs and maintenance to keep the Shopping Center in good repair and condition throughout the term of this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant’s Proportionate Share of Common Area Maintenance Expense (“CAM Expense”). CAM Expenses are defined to mean, except as otherwise set forth herein, all costs and expenses of every kind and nature paid or incurred by Landlord in operating, maintaining, managing and/or repairing the Common Areas provided.

C. Insurance: In addition to Tenant’s insurance Landlord agrees to carry property damage insurance and maintain a policy of commercial general liability insurance. Tenant shall pay Tenant’s Proportionate Share of insurance premiums for such insurance as part of “Additional Rent”

Permitted Use: Solely to provide apartment locating services

Texas Relocation Experts

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EXECUTIVE OVERVIEW

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Starbucks Corporation operates as a roaster, marketer, and retailer of specialty coffee worldwide. Its stores offer coffee and tea beverages, packaged roasted whole bean and ground coffees, single-serve and ready-to-drink coffee and tea products, juices, and bottled water. The company’s stores also provide fresh food and snack offerings; and various food products, such as pastries, and breakfast sandwiches and lunch items, as well as serve ware, beverage making equipment, and accessories.

TENANT OVERVIEWS

Supercuts is a hair salon franchise with more than 2,400 locations across the United States. The company was founded in the San Francisco Bay Area in 1975, by Geoffrey M. Rappaport and Frank E. Emmett. The company’s first location was in Albany, California. Its headquarters are in Minneapolis, Minnesota. It is a wholly owned subsidiary of Regis Corporation, which also owns Regis Salons, Mia & Maxx, MasterCuts, Cost Cutters, SmartStyle, and First Choice Haircutters in the United States and Canada.

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SAN ANTONIO, TXTENANT OVERVIEWS

TEXAS RELOCATIONTexas Relocation Experts has grown to be the largest free apartment-locating firm in Texas and is still growing. They now have agents located in Houston, Austin, and Dallas and keep up-to-date information on hundreds of San Antonio, Houston, Dallas, and Austin apartments and know when they are offering move-in specials or rent discounts. Their service is fast, free, and courteous.

Sprint Corporation is an American telecommunications company that provides wireless services and is an internet service provider. It is the fourth-largest mobile network operator in the United States and serves 54 million customers as of October 2017. The company also offers wireless voice, messaging, and broadband services through its various subsidiaries under the Boost Mobile, Virgin Mobile, and Assurance Wireless brands, and wholesale access to its wireless networks to mobile virtual network operators. The company is headquartered in Overland Park, Kansas.

Texas Relocation Experts

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AERIAL MAP

SUBJECTPROPERTY

BLANCO RD±30,000 VPD

WURZBACH PKWY±30,000 VPD

SUMMERCREEK APARTMENTS

±180 UNITS

SIERRA RIDGEAPARTMENTS

±230 UNITS

LEXINGTONAPARTMENTS

±72 UNITS

UNIVERSITY HEALTH SYSTEM9 MILES FROM SUBJECT PROPERTY

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AERIAL MAP

SUBJECTPROPERTY

BLANCO RD±30,000 VPD

WURZBACH PKWY±30,000 VPD

SAN ANTONIOINTERNATIONAL AIRPORT3 MILES FROM SUBJECT PROPERTY

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EXECUTIVE OVERVIEW

5 0 M i l e s 1 5 0 M i l e s 2 5 0 M i l e s

LOCATION MAP

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SAN ANTONIO, TX

San Antonio officially the City of San Antonio, is the seventh most populous city in the United States and the second most populous city in both Texas and the Southern United States. Straddling the regional divide between South and Central Texas, San Antonio anchors the southwestern corner of an urban megaregion colloquially known as the “Texas Triangle”.

San Antonio is the center of the San Antonio–New Braunfels metropolitan statistical area. Commonly called Greater San Antonio, the metro area has a population of 2,473,974 based on the 2017 U.S. census estimate, making it the 24th-largest metropolitan area in the United States and third-largest in Texas. Growth along the Interstate 35 and Interstate 10 corridors to the north, west, and east make it likely that the metropolitan area will continue to expand.

The city contains five 18th-century Spanish frontier missions, including The Alamo and San Antonio Missions National Historical Park, which together were designated UNESCO World Heritage sites in 2015. Other notable attractions include the River Walk, the Tower of the Americas, SeaWorld, the Alamo Bowl, and Marriage Island. Commercial entertainment includes Six Flags Fiesta Texas and Morgan’s Wonderland amusement parks. According to the San Antonio Convention and Visitors Bureau, the city is visited by about 32 million tourists a year. It is home to the five-time NBA champion San Antonio Spurs and hosts the annual San Antonio Stock Show & Rodeo, one of the largest such events in the U.S.

The U.S. Armed Forces have numerous facilities in and around San Antonio; Fort Sam Houston is the only one within the city limits. Lackland Air Force Base, Randolph Air Force Base, Lackland AFB/Kelly Field Annex, Camp Bullis, and Camp Stanley are outside the city limits. Kelly Air Force Base operated out of San Antonio until 2001, when the airfield was transferred to Lackland AFB. The remaining parts of the base were developed as Port San Antonio, an industrial/business park and aerospace complex. San Antonio is home to six Fortune 500 companies and the South Texas Medical Center, the only medical research and care provider in the South Texas region.

SAN ANTONIO, TEXAS

AREA OVERVIEW

DEMOGRAPHICSPOPULATION 1 - MILE 3 - MILE 5 - MILE

2023 Projection 24,137 109,235 313,137

2018 Estimate 22,213 101,243 290,639

2011 Census 20,256 91,286 254,042

Growth 2018-2023 8.66% 7.89% 7.74%

Growth 2011-2018 9.66% 10.91% 14.41%

HOUSEHOLDS 1 - MILE 3 - MILE 5 - MILE

2023 Projection 10,973 45,164 126,469

2018 Estimate 10,518 43,333 121,433

2011 Census 10,093 41,111 110,897

Growth 2018-2023 4.33% 4.23% 4.15%

Growth 2011-2018 4.21% 5.41% 9.50%

INCOME 1 - MILE 3 - MILE 5 - MILE

Average Household Income $65,241 $105,572 $92,699

Median Household Income $46,263 $62,770 $59,880

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AREA OVERVIEW

The City of San Antonio maintains a strong financial position with a “AAA” general obligation bond rating from all three major rating agencies. The Milken Institute has ranked San Antonio No. 1 on its Best-Performing Cities list.

» As the seventh-largest city in the United States, San Antonio is experiencing solid economic growth in 21st-century industries such as bioscience and healthcare, aerospace, IT and cybersecurity, and green technologies.

» Biotech companies and healthcare systems in San Antonio contribute billions to the local economy.

» The Aerospace industry remains a dominant economic strength in San Antonio with the presence of several aviation and aerospace corporations, including the military. The military has had a significant relationship with San Antonio for more than 200 years and is home to several military commands.

» The city is also a cybersecurity hub; nationally recognized as a leader in the field of information security.

» San Antonio is positioning itself to be at the forefront of the New Energy Economy in the United States, committed to investing and creating employment opportunities in green industries.

San Antonio’s economy has remained steady and prosperous by successfully attracting new businesses and helping existing companies grow. The city has focused on creating new employment opportunities in 21st-century industries, maintaining a great quality of life, and facilitating business growth at the local and international level.

ECONOMY

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AREA OVERVIEW

San Antonio is a popular tourist destination. The Alamo Mission in San Antonio (“The Alamo”), located in Downtown, is Texas’ top tourist attraction. Because of the mission, San Antonio is often called “Alamo City”.

CULTURE

The River Walk, which meanders through the Downtown area, is the city’s second-most-visited attraction, giving it the additional nickname of “River City”. Extended an additional 13 miles between 2009–2013, the landscaped walking and bike path line the San Antonio River from the “Museum Reach” beginning in Brackenridge Park through downtown, “Downtown Reach”, past the Blue Star’s “Eagleland” to the “Mission Reach” ending near Loop 410 South past Mission Espada.

The Downtown area also features San Fernando Cathedral, The Majestic Theatre, Hemisfair (home of the Tower of the Americas, and UTSA’s Institute of Texan Cultures), La Villita, Market Square, the Spanish Governor’s Palace, and the historic Menger Hotel. The Fairmount Hotel, built in 1906 and San Antonio’s second oldest hotel, is in the Guinness World Records as one of the heaviest buildings ever moved intact. It was placed in its new location, three blocks south of the Alamo, over four days in 1985, and cost $650,000 to move.

The city is home to three animal attractions. SeaWorld, 16 miles west of Downtown in the city’s Westover Hills district, is the number 3 attraction and one of the largest marine life parks in the world. The very popular and historic San Antonio Zoo is in the city’s Brackenridge Park. A third animal attraction is in development by British company Merlin Entertainments to accompany SeaWorld as a second aquarium attraction and indoor counterpart. The new attraction will be inside the Shops at Rivercenter in Downtown San Antonio and will be one of Merlin’s Sea Life Aquariums. It is expected to open by summer 2018. The San Antonio Aquarium is the third and final attraction.

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SAN ANTONIO, TX

CONFIDENTIALITY AGREEMENT & DISCLAIMERThis Offering Memorandum contains select information pertaining to the business and affairs of Blanco Shopping Center located at 12711 Blanco Rd, San Antonio, TX 75216 (“Property”). It has been prepared by Matthews Real Estate Investment Services. 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 Real Estate Investment Services. 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; and3. 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 Real Estate Investment Services 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 Real Estate Investment Services 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.

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BLANCO SHOPPING CENTER

S A N A N TO N I O, T E X A SO F F E R I N G M E M O R A N D U M

BROKER OF RECORDKYLE MATTHEWS

LIC # 9005919 (TX)

JOSH BISHOPVP & DIRECTOR

DIRECT (214) 692-2289MOBILE (315) [email protected]

LIC # 688810 (TX)

PETER SMELKOASSOCIATE

DIRECT (214) 692-2186MOBILE (972) 979-3349

[email protected] # 700049 (TX)

CHAD KURZSVP & NATIONAL DIRECTOR

DIRECT (214) 692-2927MOBILE (562) [email protected]

LIC # 01911198 (CA)

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11-2-2015

Information About Brokerage ServicesTexas law requires all real estate license holders to give the following informaƟon about

brokerage services to prospecƟve buyers, tenants, sellers and landlords.

TYPES OF REAL ESTATE LICENSE HOLDERS: .• A BROKER is responsible for all brokerage acƟviƟes, including acts performed by sales agents sponsored by the broker. • A SALES AGENT must be sponsored by a broker and works with clients on behalf of the broker.

A BROKER’S MINIMUM DUTIES REQUIRED BY LAW (A client is the person or party that the broker represents): • Put the interests of the client above all others, including the broker’s own interests; • Inform the client of any material informaƟon about the property or transacƟon received by the broker; • Answer the client’s quesƟons and present any offer to or counter-offer from the client; and • Treat all parƟes to a real estate transacƟon honestly and fairly.

A LICENSE HOLDER CAN REPRESENT A PARTY IN A REAL ESTATE TRANSACTION:

AS AGENT FOR OWNER (SELLER/LANDLORD): The broker becomes the property owner's agent through an agreement with the owner, usually in a wriƩen lisƟng to sell or property management agreement. An owner's agent must perform the broker’s minimum duƟes above and must inform the owner of any material informaƟon about the property or transacƟon known by the agent, including informaƟon disclosed to the agent or subagent by the buyer or buyer’s agent.

AS AGENT FOR BUYER/TENANT: The broker becomes the buyer/tenant's agent by agreeing to represent the buyer, usually through a wriƩen representaƟon agreement. A buyer's agent must perform the broker’s minimum duƟes above and must inform the buyer of any material informaƟon about the property or transacƟon known by the agent, including informaƟon disclosed to the agent by the seller or seller’s agent.

AS AGENT FOR BOTH - INTERMEDIARY: To act as an intermediary between the parƟes the broker must first obtain the wriƩen agreement of each party to the transacƟon. The wriƩen agreement must state who will pay the broker and, in conspicuous bold or underlined print, set forth the broker's obligaƟons as an intermediary. A broker who acts as an intermediary:

• Must treat all parƟes to the transacƟon imparƟally and fairly; • May, with the parƟes' wriƩen consent, appoint a different license holder associated with the broker to each party (owner and

buyer) to communicate with, provide opinions and advice to, and carry out the instrucƟons of each party to the transacƟon. • Must not, unless specifically authorized in wriƟng to do so by the party, disclose:

ᴑ that the owner will accept a price less than the wriƩen asking price; ᴑ that the buyer/tenant will pay a price greater than the price submiƩed in a wriƩen offer; and ᴑ any confidenƟal informaƟon or any other informaƟon that a party specifically instructs the broker in wriƟng not to

disclose, unless required to do so by law.

AS SUBAGENT: A license holder acts as a subagent when aiding a buyer in a transacƟon without an agreement to represent the buyer. A subagent can assist the buyer but does not represent the buyer and must place the interests of the owner first.

TO AVOID DISPUTES, ALL AGREEMENTS BETWEEN YOU AND A BROKER SHOULD BE IN WRITING AND CLEARLY ESTABLISH: • The broker’s duƟes and responsibiliƟes to you, and your obligaƟons under the representaƟon agreement. • Who will pay the broker for services provided to you, when payment will be made and how the payment will be calculated.

LICENSE HOLDER CONTACT INFORMATION: This noƟce is being provided for informaƟon purposes. It does not create an obligaƟon for you to use the broker’s services. Please acknowledge receipt of this noƟce below and retain a copy for your records.

Licensed Broker /Broker Firm Name or Primary Assumed Business Name

License No. Email Phone

Designated Broker of Firm License No. Email Phone

Licensed Supervisor of Sales Agent/Associate

License No. Email Phone

Sales Agent/Associate’s Name License No. Email Phone

Regulated by the Texas Real Estate Commission

Buyer/Tenant/Seller/Landlord Initials

InformaƟon available at www.trec.texas.gov IABS 1-0

Date

Kyle Matthews/Matthews Retail Group Inc. 678067 [email protected] (310) 919-5757

Kyle Matthews 678067 [email protected] (310) 919-5757