TRADER JOE’S, PIER 1 IMPORTS, & HEALTHY LIVING ......2 Matthes Retail Advisors Trader Joe’s,...

Matthews Retail Advisors

Offer ing Memorandum

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TRADER JOE’S , P IER 1 IMPORTS, & HEALTHY L IVING MARKET

200-222 DORSET ST & 59 GARDEN ST. SOUTH BURLINGTON, VT 05403

CLICK HERE TO SEE PROPERTY VIDEO

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O F F E R I N G M E M O R A N D U M

https://youtu.be/1-bgDWNqxEc

2 Matthews Retail Advisors

Trader Joe’s, Healthy Living Market, Pier 1 | Burlington, Vermont

EL WARNERSVP & NATIONAL D IRECTOR

DIRECT +1 .3 10.579.9690MOBILE + 1 .858 .752 .3078 E l .Warner@mat thews .com

ARON CLINEVP & SENIOR DIRECTOR

DIRECT +1 .949.432 .4509MOBILE + 1 .3 10.403 .4984 Aron .C l ine@mat thews .com

™

E X C L U S I V E L Y L I S T E D B Y :

YVES BRADLEY BROKER OF RECORDPOMERLEAU REAL ESTATE 081 .0004317

KYLE MATTHEWSCHAIRMAN & CEO

DIRECT +1 .3 10.919.5757MOBILE + 1 .3 10.622 .3161 Ky le .Mat thews@mat thews .com



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E X E C U T I V E S U M M A R Y

P R O P E R T Y O V E R V I E W

A R E A O V E R V I E W

OFFERING SUMMARY / / INVESTMENT HIGHLIGHTS

FINANCIAL SUMMARY / / DEBT ASSUMPTIONS

PHYSICAL DESCRIPT ION / / REGIONAL MAP / / TENANT MAP / / AERIALS

SOUTH BURLINGTON, VT / / TOP EMPLOYERS / / DEMOGRAPHICS

32T E N A N T O V E R V I E WTRADER JOE’S OVERVIEW / / P IER 1 IMPORTS / / HEALTHY L IV ING MARKET

ECONOMIC DEVELOPMENT / / BURL INGTON MSA / / LOCAL ATTRACTIONS

UNIVERSITY OF VERMONT / / SOUTH BURLINGTON CITY CENTER

T A B L E O F C O N T E N T S

8F I N A N C I A L S U M M A R YRENT ROLL / / INCOME & EXPENSES / / LEASE EXPIRATION SCHEDULE / /

10 -YEAR ROLLOVER / / SUMMARY TENANT PROFILE / / CASH FLOW



Dorset St ± 8,000 ADT

E X E C U T I V E S U M M A R Y

±2 MILESBURLINGTON AIRPORT

C I T Y C E N T E RP R O P O S E D $ 3 0 0 M I L L I O N D E V E L O P M E N T



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Aron Cline and the Matthews Retail Advisors are pleased to exclusively offer forsale to qualified investors a prime trophy location dual grocery anchored shopping center located in South Burlington, VT. Trader Joe’s, Healthy Living Market, and Pier One Imports is located directly across the street from University Mall and within close proximity to the University of Vermont.

Trader Joe’s and Pier One Imports were built in 2014 and is of high quality construction while Healthy Living Market was built in 2008 and is the staple high end grocery store in town. The immediate trade area has incredibly high barriers to entry making it very difficult for tenant’s to relocate or for new construction to be approved. Trader Joe’s is a privately owned company with over 460 locations throughout the Country, has very strong brand recognition nationwide, and has larger profit margins than traditional grocery stores.

Trader Joe’s & Pier One Imports have approximately 8 years remaining on 10 year leases with 10% increases every 5 years while Healthy Living Market has approximately 11 years remaining with 3% annual increases. Trader Joe’s is performing incredibly well at this location as it benefits from its strategic location across the street from University Mall and up the street from the University of Vermont. Whole Foods and other Tenants such as Walmart, Lowe’s, and Home Depot have been trying to penetrate this market for years and have been unsuccessful.

Currently a developer and the city have a proposal to build a 300,000 shopping center which will consist of a new City Hall, restaurants, office space, apartments, along with parking, and many other retailers. One of the main access points to this new development will be Garden Street, which will take traffic and pedestrians past Trader Joe’s, Pier One Imports, and Healthy Living Market.

o f f e r i n g s u m m a r y



• Trophy Location Net Lease Trader Joe’s, Healthy Living Market, and Pier One Imports – Strong real estate fundamentals with incredibly high barriers to entry. The long term lease structures provide passive income and security – Trader Joe’s & Pier One have approximately 8 years remaining on their primary term with 10% rental increase in less than 3 years. Healthy Living Market has 3.0% annual increases giving this investment opportunity strong rental growth over the entire hold period.

• Excellent location – subject property is located across the street from University Mall along a main retail corridor.

• Located in a growing area of upper income households. Average Household income within a 5-mile radius is $77,252.

• Located near the only major airport in the State of Vermont. Strong tourist destination during ski season. South Burlington is close proximity to Smuggles ski resort, Stowe resort, and J peak resort and has approximately 1200 to 1300 hotels rooms for tourists to stay, shop, and dine while on vacation.

• Located about 2 miles from the University of Vermont which has approximately 13,000 students.

• The city and a developer are currently working through a massive development project with a proposed 300,000 SF City Center directly behind the Subject Property. The City Center will entail a Library, City Hall, a park, middle school, restaurants, shops, office, apartments, and parking.

i n v e s t m e n t h i g h l i g h t sHIGH QUALITY - RECENTLY NEW HIGH END CONSTRUCTION WITH HIGHLY SOUGHT AFTER NATIONAL TENANTS

STRONG INFILL LOCATION WITH AFFLUENT DEMOGRAPHICS

IDEAL 1031 EXCHANGE PROPERTY

• Over 9,344 people within a 1-mile radius, with Average Household Income of $71,847.



• Other dominant tenants in this trade area include: Kohl’s, Sears, Outback Steakhouse, AT&T, DMV, Vitamin Shoppe, Comcast, Sleep Number, Barnes & Noble, Rite Aid, UPS, Holiday Inn, Double Tree, Home Wood Suites.

• Net leased Trader Joe’s & Pier One Imports with minimal management responsibilities – Landlord only responsible for roof and structure. Both buildings have roof warranties. Healthy Living Market is absolute NNN where the Tenant self manages their own parcel and building.

• Trader Joe’s is one of America’s favorite grocery stores that is privately owned and has a history of being incredibly popular and successful.

• Pier One Imports is a public company on the New York Stock Exchange and has annual revenue exceeding 1.27 Billion

• Healthy Living Market is a family run organic grocery store that caters well to the demographics of S Burlington, VT.

• Pride of ownership asset with recent high quality construction.



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Price $29,290,000

Property Size (NRA) 55,152

Price Per SF $531

Current Occupancy 100%

Investment Returns

Cap Rate - Yr 1 5.25%

Cash on Cash - Yr 1 7.85%

Annual Depreciation $751,026

Debt

Debt $19,038,500

Required Equity (65% LTV) $10,251,500

Operating Data

Effective Gross Income $1,724,241

Operating Expenses $186,249

Net Operating Income - Yr 1 $1,537,991

Cash Flow Before Taxes - Yr 1 $805,009

Major Tenants

Healthy Living Market 28,938 SF

Pier 1 Imports 13,518 SF

Trader Joe’s 12,696 SF

F I N A N C I A L S U M M A R Y

Principle Loan Amount $19,038,500

Loan to Value 65%

Interest Rate 3.85%

Loan Term 10 Years

Interest Only 3 Years

Amortization (37th Month) 30 Years

Interest Only

Monthly Debt Service (Months 1- 36) $61,082

Annual Debt Service $732,982

Principle and Interest

Monthly Debt Service (37th Month) $89,254

Annual Debt Service - Amortized $1,071,049

d e b t a s s u m p t i o n s



F I N A N C I A L S U M M A R Y



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Unit Tenant Lease StartLease End

SF% of GLA

Contract Rental Rate Rent Per SF Rent IncreasesOptions

Yearly Monthly Year Month Date Increases

A Healthy Living Market Jan-08 Dec-27 28,938 52.5% $858,782 $71,565.15 $29.68 $2.47

Jan-18Jan-19Jan-20Jan-21Jan-22Jan-23Jan-24Jan-25Jan-26

$858,782$884,545$911,082$938,414$966,566$995,563

$1,025,430$1,056,193$1,087,879$1,120,515

2x5 yrs

B Pier 1 Imports Jul-14 Jul-24 13,518 24.5% $385,263 $32,105 $28.50 $2.38 Aug-19Aug-23

$423,789$466,236

3x5 yrs

C Trader Joe’s Jul-14 Jun-24 12,696 23.0% $290,104 $24,175 $22.85 $1.90 Jun-19Jun-23

$319,114$351,025

3x5 yrs

Occupied Totals - In Place 55,152 100.0% $1,534,148 $127,846 $27.82 $2.32

Vacant Totals 0 0.0% 0 0 0.00 $0.00

Totals 55,152 100.0% $1,534,148 $127,846 $27.82 $2.32

r e n t r o l l

*The total NOI we are using is factoring in the 3.0% rental increase that takes place on January 1 2017 for Healthy Living Market. The rent is currently $833,769 and will increase to $858,782 in January of 2017.

“Pricing based off the rent increase for Healthy Living on 1/1/2017.



l e a s e e x p i r a t i o n s c h e d u l e

1 0 - y e a r r o l l o v e r

i n c o m e & e x p e n s e s

YearYear 1

Total $/SF

Income

Rental Income $1,534,148 $27.82

Expense Reimbursements $190,092 $3.45

Effective Gross Income $1,724,241 $31.26

Expenses

CAM $38,427 $0.70

Insurance $12,082 $0.22

Real Estate Taxes $135,741 $2.46

Non-Reimbursable Expenses $0 $0.00

Operating Expenses $186,249 $3.38

Net Operating Income $1,537,991 $27.89

Operating Expense Ratio 10.8%

Year Ending Sq. Ft.Annual % of Total

Aggregate % of Total

1 Dec-17 0 0.00% 0.00%

2 Dec-18 0 0.00% 0.00%

3 Dec-19 0 0.00% 0.00%

4 Dec-20 0 0.00% 0.00%

5 Dec-21 0 0.00% 0.00%

6 Dec-22 0 0.00% 0.00%

7 Dec-23 0 0.00% 0.00%

8 Dec-24 26,214 47.53% 47.53%

9 Dec-25 0 0.00% 47.53%

10 Dec-26 0 0.00% 47.53%

11 Dec-27 28,938 52.47% 100.00%

Total 55,152 100.00%

20.00%

60.00%

100.00%

40.00%

80.00%

0.00%1 2 3 4 5 6 7 8 9 10 11

Year

Aggregate % of TotalAnnual % of Total

*Note expenses and reimbursements shown above are for Trader Joe’s and Pier 1 Imports only. Healthy Living Market pays operating expenses directly as they self-manage their parcel.



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S U M M A R Y T E N A N T P R O F I L E

N AT I O N A L / C R E D I T T E N A N T

LO C A L / R E G I O N A L T E N A N T

INCOME DISTRIBUTION

Tenant Name In Place Rent % of Income Expiration Date

Anchors/Junior Anchors

Healthy Living Market $858,782 55.98% Dec-27

Pier 1 Imports $385,263 25.11% Jul-24

Trader Joe’s $290,104 18.91% Jun-24

Subtotal $1,534,148 100.00%

Total $1,534,148 100.00%Weighed Avg.

Lease Term 9.48 Yrs

4 5 %5 5 %



a s s u m p t i o n s

Analysis Period

Cash Flow Projection Begin Date January 1, 2017

Holding Period for Net Present Value 10 Years

Area Measures

Net Rentable Area in SF 55,152

General Projection Assumptions

Cost of Living Growth per Annum 3.00%

General Expense Growth per Annum 3.00%

Real Estate Tax Growth per Annum 3.00%

Market Rent Growth per Annum 3.00%

Exit Cost of Sale 1.00%

Leasing Assumptions - Shops and Restaurants

Market Rent $22.00 - $28.50/SF/Yr

Renewal Probability 75.00%

Downtime 9 Months

Tenant Improvement Allowance $25/SF

Leasing Commissions 6.00%

Free Rent None

EscalationsAnnual 3%/10 Increase

each 5-year period

Operating Expenses NNN

Term 10 Years



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Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Year 11 For the Years Ending Dec-2017 Dec-2018 Dec-2019 Dec-2020 Dec-2021 Dec-2022 Dec-2023 Dec-2024 Dec-2025 Dec-2026 Dec-2027 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Potential Gross Revenue Base Rental Revenue $1,534,149 $1,559,912 $1,617,007 $1,681,317 $1,709,469 $1,738,466 $1,768,333 $1,832,738 $1,905,141 $1,937,777 $1,971,393 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Scheduled Base Rental Revenue 1,534,149 1,559,912 1,617,007 1,681,317 1,709,469 1,738,466 1,768,333 1,832,738 1,905,141 1,937,777 1,971,393 Expense Reimbursement Revenue Common Area Maintenance 42,270 43,538 44,844 46,189 47,575 49,002 50,472 51,986 53,546 55,152 56,807 Insurance 12,082 12,444 12,818 13,202 13,598 14,007 14,426 14,859 15,306 15,764 16,237 Real Estate Taxes 135,741 139,814 144,008 148,328 152,777 157,361 162,082 166,944 171,952 177,111 182,424 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Total Reimbursement Revenue 190,093 195,796 201,670 207,719 213,950 220,370 226,980 233,789 240,804 248,027 255,468 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Total Potential Gross Revenue 1,724,242 1,755,708 1,818,677 1,889,036 1,923,419 1,958,836 1,995,313 2,066,527 2,145,945 2,185,804 2,226,861 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Effective Gross Revenue 1,724,242 1,755,708 1,818,677 1,889,036 1,923,419 1,958,836 1,995,313 2,066,527 2,145,945 2,185,804 2,226,861 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Operating Expenses Common Area Maintenance 38,427 39,580 40,767 41,990 43,250 44,547 45,884 47,260 48,678 50,139 51,643 Insurance 12,082 12,444 12,818 13,202 13,598 14,006 14,427 14,859 15,305 15,764 16,237 Real Estate Taxes 135,741 139,813 144,008 148,328 152,778 157,361 162,082 166,944 171,953 177,111 182,425 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Total Operating Expenses 186,250 191,837 197,593 203,520 209,626 215,914 222,393 229,063 235,936 243,014 250,305 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Net Operating Income 1,537,992 1,563,871 1,621,084 1,685,516 1,713,793 1,742,922 1,772,920 1,837,464 1,910,009 1,942,790 1,976,556 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Cash Flow Before Debt Service 1,537,992 1,563,871 1,621,084 1,685,516 1,713,793 1,742,922 1,772,920 1,837,464 1,910,009 1,942,790 & Taxes =========== =========== =========== =========== =========== =========== =========== =========== =========== ===========

1.DebtService $732,982 $732,982 $732,982 $1,071,049 $1,071,049 $1,071,049 $1,071,049 $1,071,049 $1,071,049 $1,071,049CashFlowafterDebtService $805,010 $830,889 $888,102 $614,467 $642,744 $671,873 $701,871 $766,415 $838,960 $871,741Cash/Cash 7.85% 8.11% 8.66% 5.99% 6.27% 6.55% 6.85% 7.48% 8.18% 8.50%CapRate 5.25% 5.34% 5.53% 5.75% 5.85% 5.95% 6.05% 6.27% 6.52% 6.63%

Notes1. Please note we have assumed interest only payments in years 1 -3 of the analysis.

Value $29,290,000 $29,782,848 $30,872,430 $32,099,493 $32,638,009 $33,192,751 $33,764,042 $34,993,238 $36,374,808 $36,999,100 $ Return - $492,848 $1,582,430 $2,809,493 $3,348,009 $3,902,751 $4,474,042 $5,703,238 $7,084,808 $7,709,100

NOI Growth 1.7% 3.7% 4.0% 1.7% 1.7% 1.7% 3.6% 3.9% 1.7%NOI Growth TerminalValue

(OAR + 75 Bps) $32,937,613Selling Costs $329,376

Resale Value$32,608,237

InvestmentReturns

c a s h f l o w

1. Please note we have assumed interest only payments in years in years 1-30 of the analysis



P R O P E R T Y O V E R V I E W



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Property NameTrader Joe’s, Pier 1 Imports &

Healthy Living Market

Address 200-222 Dorset St. & 59 Garden St.

Location South Burlington, VT 05403

Cross Street Market Street

Square Footage (GLA) 55,152

Land Area ±215,938 SF (±4.96 Acres)

APN(s) 0570-00222 & 0570-00200

Year Built / Renovated

Healthy Living Market 2008

Trader Joe's/Pier One Imports 2014

Zoning C1

Parking Spaces (Approximate) ±300

Parking Ratio 5:45:1,000

S I T E D E S C R I P T I O N

P A R C E L M A P

0 5 7 0 - 0 0 2 2 2

D O R S E T S T R E E T

0 5 7 0 - 0 0 2 2 0



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D O R S E T T S T R E E T

GA

RD

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s i t e p l a n



L O C A L M A P

R E G I O N A L M A P



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T E N A N T M A P



S O U T H B O U N D





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N O R T H B O U N D



Located between the shores of beautiful Lake Champlain and the Green Mountains, South Burlington is Vermont’s second largest city. Often considered one of the best places for outdoor enthusiasts to live and play. The City supports a vibrant hospitality, retail, medical, and corporate business community with regional and national reach.

The city includes a central hub called City Center, which serves as the main business district. Residential neighborhoods surround City Center to the east and south. A mix of strip commercial and residential neighborhoods border Lake Champlain to the southwest. There is shopping on Burlington’s Church Street Marketplace, theatre and music at the Flynn Center for the Performing Arts, and classes and lectures at the University of Vermont, Middlebury College and other nearby colleges and community centers.

The area is consistently one of the country’s most desirable places to live. South Burlington is known for excellent public schools, recreational opportunities, dedicated city services, and livable neighborhoods. South Burlington public schools rank in the top 1% nationally.

S O U T H B U R L I N G T O N , V T

A R E A O V E R V I E W

2nd

9th

9th

1%

6Largest city in Vermont

Best city to live in

City with the lowest unemployment

Public schools rank in the Top

Colleges and Universities



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• Public Schools rank in the top 1% nationally

• Outstanding restaurants

• Convenient access to world-class health care at Vermont’s University Hospital and Medical Center

• Nearby Burlington International Airport

• Several higher learning institutions

• Home to the largest shopping mall in Vermont

• One of the top 10 cities with lowest unemployment

• Named a top city for outside activities, the arts, safety and overall quality of life

# EMPLOYERS

1 Vermont National guard

2 GE Healthcare

3 Ben & Jerry’s

4 Fairpoint Communications

5 Lane Press

WHY SOUTH BURLINGTON, VT?

DEMOGRAPHICS

SOUTH BURLINGTON TOP EMPLOYERS

Population 1 Mile 3 Miles 5 Miles

2021 Projection 2,698 25,656 38,391

2016 Estimate 2,615 24,878 36,962

2010 Census 2,457 23,671 34,773

2000 Census 2,358 21,644 31,138

Growth 2016 - 2021 3.17% 3.12% 3.87%

Households 1 Miles 3 Miles 5 Miles

2021 Projection 1,330 10,974 18,992

2016 Estimate 1,293 10,600 18,228

2010 Census 1,221 10,018 17,056

2000 Census 1,269 9,846 16,280

Growth 2016 - 2021 2.87% 3.53% 4.19%

Income 1 Miles 3 Miles 5 Miles

2016 Est. Average Household Income

$71,847 $69,485 $77,252

2016 Est. MedianHousehold Income

$61,264 $49,649 $57,178



The city includes a central hub called City Center, which serves as the main business district. Residential neighborhoods surround City Center to the east and south. A mix of strip commercial and residential neighborhoods border Lake Champlain to the southwest. The city is in the planning and design phase of a redevelopment project to revitalize the City Center core.

The vision for City Center is to effectively blend existing neighborhoods, commercial areas, natural areas, undeveloped properties, and undeveloped lands into the true downtown of South Burlington. The downtown will provide increased connectivity through new cross streets; support an integrated mix of housing, retail, and employment; and be a primary focus point for compact, walkable development within the City.

City Center will have all of the characteristics of a downtown; housing, office, retail and civic uses as well as grid streets, bike and pedestrian facilities, public green and open spaces, Community Library and other public

E C O N O M I C D E V E L O P M E N Tbuildings and other features consistent with a downtown. Opportunities for more downtown development will also drive growth to City Center reducing development pressure on more environmentally sensitive areas.

Revitalizing the city center will focus not on the attraction of global companies, but instead on the nurturing of local, creative and environmentally friendly businesses. Environmentalism isn’t just ingrained in the city’s diverse economy; it’s the driver for much of its economic growth. For example, Seventh Generation, maker of eco-friendly household products, is headquartered on Burlington’s beautiful Lake Champlain waterfront. Outside the city, Green Mountain Power and Vermont Electric Cooperative are working together to build a new wind farm that will add jobs in the growing green sector.Creativity and entrepreneurship define Burlington. The town is a haven for writers and artists, and that innovative spirit energizes white-collar workers as well and creativity is the lifeblood of Burlington businesses.



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The Burlington Metropolitan Area is the largest metropolitan area in Vermont and has an estimated population of 216,300, approximately one third of Vermont’s total population. The Burlington area has a largely service-based economy. There are 191 businesses in retail trade, mainly concentrated around the City Center near Dorset St and Williston Rd. Burlington’s major industries include tourism, health care, and financial services. Important economic forces in South Burlington include the University Mall, four grocery stores centrally located in City Center, and the Development plan for City Center.

There are 131 establishments in health care and assistance and 116 in professional, scientific, and technical service industries. In 2015, South Burlington was first in the state for gross retail and use sales with $1,888,48 The area had a gross metro product of $12.1 billion in 2015. Burlington is home to Fletcher Allen Health Care and The University of Vermont, two of the city’s largest employers. The city is known for ice cream maker Ben & Jerry’s, which was founded there in 1978. Corporate headquarters located there include: Burton Snowboards, Bruegger’s, Seventh Generation and Lake Champlain Chocolates. The city has been listed as one of the Best Small places for Business and Careers.

# EMPLOYERS

1 Fletcher Allen Health Care

2 University of Vermont

3 Chittenden Bank

4 Adecco

5 HowardCenter

6 GE Healthcare

7 Ben & Jerry’s Homemade, Inc

8 FairPoint Communications

9 Westaff

10 TD Bank

B U R L I N G T O N A R E ABURLINGTON AREA TOP EMPLOYERS



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More than 100 shops and restaurants line this four-block cobblestone pedestrian mall, but Burlington’s hub is about more than bistros and boutiques — it’s also the cultural center for impromptu political marches, street performers and events. The Marketplace is recognized as one of the most successful pedestrian malls in the country.

CHURCH ST MARKETPLACE

This former movie theater features live music an annual Discover Jazz Festival in June, comedy, Broadway shows and dance performances. Its downtown location makes it an ideal spot for dinner and a show. It is one of the largest theaters in New England and has been the beating heart of culture in Burlington.

FLYNN CENTER

Just outside of Burlington, rolling foothills rise up to create world-class hiking and skiing terrain. In the warmer months, visit the peaks at Mount Mansfield and Camel’s Hump; once the snow falls, grab your skis to carve your way down the mountain at the nearby resorts — Bolton Valley, Stowe, Mad River Glen, Sugarbush and Smugglers’ Notch are all within a one-hour drive.

THE GREEN MOUNTAINS

Some 120 miles long and up to 12 miles wide, the sixth largest body of fresh water in the United States sits directly west of Burlington. It serves as a glittering backdrop to the city year-round, but is primarily a playground May through October. Begin with a stroll through scenic Waterfront Park before taking a cruise on the Spirit of Ethan Allen III and see some spectacular vistas of the lake and beyond.

LAKE CHAMPLAIN

The University Mall, often referred to as the U-Mall, is an enclosed shopping mall in South Burlington, Vermont. At 610,693 square feet it is the largest shopping mall in Vermont, and is one of two enclosed malls serving the Burlington metropolitan area. The mall encompasses approximately 75 shops, including two sit-down restaurants, and a food court.

UNIVERSITY MALL

The South’s finest ballroom opens its oak dance floor for everything from ballroom dancing to corporate functions. The historic Coliseum was built in 1924, and purchased by the City of St. Petersburg in 1989. The Coliseum has undergone extensive renovations, making it one of the Tampa Bay area’s most unique multi-use facilities. The Coliseum is located in downtown St. Petersburg in the local historic district.

MAGIC HAT BREWING COMPANY

L O C A L A T T R A C T I O N S



subject property PROPOSED SOUTH BURLINGTON CITY CENTER



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s o u t h b u r l i n g t o n c i t y c e n t e rSituated directly behind the Subject Property, the vision for City Center is to effectively blend existing neighborhoods, commercial areas, natural areas, undeveloped properties, and undeveloped lands into the true downtown of South Burlington. The downtown will provide increased connectivity through new cross streets; support an integrated mix of housing, retail, and employment; and be a primary focus point for compact, walkable development within the City.

A 300 million dollar project, South Burlington’s City Center initiative, which encompasses much of this District [Central District], will support this objective by establishing and enhancing public buildings and gathering spaces, and building or reconstructing a series of streets that would connect to the principal corridors of the area. Combined, these provide opportunities for housing and employment in an area well served by public transit and existing public utilities, and create linkages to existing neighborhoods in the area.

Plans are in the works for a 300,000-square-foot mixed-used building on Market Street; work on roads and parks in the 106-acre downtown zone between Williston Road and Dorset Street is set to start in 2016. The project would include a public library, a recreation center, a sports arena, a new city hall, among many other public buildings.



University of Vermont is a public research university situated along the shores of Lake Champlain and minutes from the trails, outdoor activities and country vistas of the Green Mountains. The school has established a national reputation with most students being out of state students. It draws students from 40 states and 65 countries.

Known for its academic and research opportunities in the health professions and environmental sciences, UVM receives $132 million in research and external grant funding, and over 90% of seniors are engaged in research, an internship or other experience-based learning.

With its $348 million in annual expenditures and more than 3,300 employees, the University of Vermont is an economic engine at full throttle. The money and brains supplied drive growth in Burlington and Vermont.

UNIVERSITY OF VERMONT

UVM - COLLEGE OF MEDIC INE & MEDICAL CENTER

The largest hospital complex in the state, the UVM Medical Center, has its primary facility on the UVM campus and is affiliated with the UVM College of Medicine. Both UVM College of Medicine and the Medical Center are highly ranked institutions in the nation.

The University of Vermont College of Medicine was ranked by U.S. News & World Report as 4th on the “Top Medical Schools — Primary Care” list and 8th on the “Top Medical Schools — Rural Medicine” list. The University has also been ranked as the most beautiful medical school in the US.

The University of Vermont Medical Center has been rated as “high performing” in heart failure care in the U.S. News & World Report “Best Hospitals for Common Care” ratings. The magazine also named twenty-one physicians to its Top Doctors list and recognized five specialties as High Performing for 2012-2013. Twelve of the physicians on the Top Doctors list were ranked in the best 1% of specialists in the nation.



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$60 MILL ION MULTI -PURPOSE ARENA FOR UVM PROPOSED IN SOUTH BURLINGTON

The University of Vermont and the City of South Burlington announced a joint study to consider the feasibility of constructing a multi-purpose arena on a site in South Burlington. As envisioned, the arena would provide a high quality venue for UVM athletic events and other university programs, as well as concerts, family entertainment, like Disney on Ice, and could serve as a site for conventions and trade shows.

The arena would also serve as an important recreational facility for South Burlington residents. The arena would not be on the UVM campus but across the interstate near or on Dorset Street. Two locations were suggested: Somewhat adjacent to the current University Mall or on the other side of the street in what is envisioned as the City Center (the large undeveloped area running behind the Blue Mall and San Remo Drive). The UMall is separately considering a major redevelopment of its space which could be integrated with the UVM arena project.

Such a multi-purpose arena would provide significant benefits beyond UVM and the City of South Burlington. The multi-purpose arena will serve as a powerful economic stimulus to the whole region and be a high quality venue that all Vermonters can enjoy.

Area Overview



TENANT OVERVIEW



33

Trader Joe’s is an American privately held chain of specialty grocery stores based in Los Angeles, California. Approximately half of the stores are located in California, with the highest prevalence in Southern California. It is a market leader in organic and fresh food groceries in the United States. Trader Joe’s stocks about 4,000 items, 80% of which bear one of its own brand names.

GEOGRAPHIC REACHTrader Joe’s largest market is California, home to about 175 of its stores. Illinois, Massachusetts, New York, and Washington are also important market for the ever-expanding chain, as each is home to about 20 Trader Joe’s supermarket.

STRATEGYOriginally a West Coast company, more than a third of its stores are in California. Trader Joe’s under CEO Dan Bane has been aggressively adding stores and expanding into new market, including Florida, Texas, and upstate New York. In fiscal 2013 it added more than 30 stores. Deep-discount giant ALDI has taught Trader Joe’s a lesson in offering a limited assortment of specialty foods and low prices. Trader Joe’s and other non-traditional grocery retailers, such as Costco Wholesale and organic giant Whole Foods, have been adept at stealing market share from the big supermarket chains. Trader Joe’s exotic mix of private-label and imported specialty products and hip vibe draws shoppers into its stores despite its limited selection relative to traditional grocery chains.

Tenant Trader Joe’s

Company Name Trader Joe’s

Ownership Private

Revenue $9.37 B

No. of Locations ±457

No. of Employees ±10,000

Headquartered Monrovia, CA

Web Site www.traderjoes.com

Year Founded 1958

t e n a n t o v e r v i e w



Tenant: Trader Joe’s East, Inc., a Massachusetts corporation

Term 10 years

Lease Date and Commencement (2nd Amendment)

Effective Date of Lease: July 30, 2012Commencement Date: May 16, 2014 Rent Commencement Date: May 16, 2014Lease Termination Date: June 30, 2024

Options 3 successive five (5) year options

Minimum Rent and Options to Extend

Periods Annually5/16/14 – 5/31/19 $290,103.60 $22.85/SF6/1/19 – 6/30/24 Increase by the lesser of CPI or 10%, but not less than the previous 5 yearsOptions:7/1/24 – 6/30/29 Increase by the lesser of CPI or 10%, but not less than the previous 5 years7/1/29 – 6/30/34 7/1/34 – 6/30/39

Percentage Rent None

Special Rent Provisions (free rent, rent abatement, off-sets, CAM exclusions, non-nets, etc)

• Rent Adjustment is every 5 Lease Years, commencing on the first day of the 6th Lease Year. The first Lease Year, per Sec 2( j), is the period from the RCD to the last day of the 12th full calendar month thereafter. The expiration date of the Primary Term, per Sec 2(c), is on the last day of the month immediate-ly following the 10th anniversary of the RCD.

• CPI = Revised Consumer Price Index for Urban Wage Earners and Clerical Workers, All Items (1982-84=100) applicable for the Boston-Brockton-Nashua, MA-NH-ME-CT metropolitan area published by the Bureau of Labor Statistics of the United States Department of Labor (the “Index”)

• Tenant Pro Rate Share = 48.43% (12,696 / 26,214)• Note the Shopping Center definition excludes the Healthy Living premises and its land parcel. • Consent Amount (Sec 20(i)) - Landlord shall not spend any one-time, non-capital expenditure item greater than $10,000 without obtaining Tenant’s prior

consent. Tenant may elect to pay for its Pro Rata Share of such expenditure in annual installments though remaining Term.• CAM cap at lesser of CPI or 4% of prior year’s CAM, excluding taxes, insurance, utilities, snow removal, and security (Sec 20(f)(vii))• Real Estate Taxes excludes increases due to ownership transfer (Sec 7(c))

Co-Tenancy Provisions and Remedies

None

Co-Tenancy Provisions and Remedies

None

Restrictions/Reservations

• Sec 6(b) – 6(f) – Landlord and Tenant shall not lease/use the shopping center for entertainment (theatre, skating rink, children’s play gym, birthday parties such as Chuck E. Cheese), training/educational (beauty school), food service (except one fast casual restaurant without a drive-through, not to exceed 3,000 SF), office (except 2nd floor of the building), and other Noxious Uses such as check cashing or second-hand clothing stores.

• See Common Area Changes, Expressive Activities, and Parking Area Limitations Construction Activities, in Other Provisions below

T R A D E R J O E ’ S L E A S E A B S T R A C T



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T R A D E R J O E ’ S L E A S E A B S T R A C T , c o n t .

Estoppel obligations and re-sponse time (Sec 22(c))

Within 20 days of request from either party, the other party shall provide a form estoppel certificate per Exhibit G.

Security Deposit $0.00

Common Area Maintenance (1) Pro Rata Share (2) When due or monthly estimate as required by Landlord

Real Estate Taxes (3) Pro Rata Share n/a

Special Assessments Excluded Monthly

Fire/Casualty Insurance Pro Rata Share Monthly

Liability Insurance Pro Rata Share Monthly

Earthquake Insurance Pro Rata Share n/a

Merchant Association Excluded (Sec 31) n/a

Roof (4) Excluded n/a

Building Maintenance (5) Tenant responsible for interior costs directly. Monthly

Parking Lot Pro Rata Share n/a

Utilities Tenant pays n/a

Management Fee Included in Admin Fee Monthly

Administration Fee10% of CAM (excludes taxes, insurance, and salaries above the level of shopping center manager)

n/a

HVAC (6) Tenant maintains, except the last 3 Lease Year

Expense Detail

(1) CAM excludes all repairs required in the last 24 months of the lease term, because of building settlement or faulty materials or workmanship in Landlord’s construction. (Sec 16(b)). CAM also excludes capital improvements, expenditure exceeds $10,000 without Tenant’s consent, expenditure made more than 12 months ago, promotional or advertising expenses, environmental clean-up costs, late charges (Sec 20(f)(vi))(2) The Shopping Center area excludes the Healthy Living parcel. (3) Note exclusions of tax increases due to ownership transfer and special assessment for initial infrastructure improvements (Sec 7(c)). (4) Landlord maintains roof, however, Tenant may repair the roof for Emergency Repairs and be reimbursed by Landlord.(5) Landlord responsible for exterior and structural elements at its cost.(6) Landlord is to provide Tenant with all warranties related to the HVAC system



37

Pier 1 Imports Inc. is a Fort Worth, Texas–based retailer specializing in imported home furnishings and decor, particularly furniture, table-top items, decorative accessories, and seasonal decor. It is publicly traded on the New York Stock Exchange under ticker PIR. The company sells more than 6,000 items (imported from more than 50 countries) through more than 1,070 Pier 1 Imports stores across North America. Its stores offer a wide selection of indoor and outdoor furniture, lamps, vases, baskets, ceramics, dinnerware, candles, and other decorative accessories.

GEOGRAPHIC REACHPier 1 Imports operates about 990 stores in 49 US states and another 80 locations across Canada. The company supplies merchandise and licenses its name to in-store departments at 47 Sears stores in Mexico and one in El Salvador.

STRATEGYPier 1’s improved performance follows the downsizing of its store and distribution networks. Looking to the future, the retailer in 2012 unveiled a three-year plan to drive sales and profitability. It has achieved its goal of boosting sales per retail square foot to $200 (up from $184 in 2012) and achieving operating margins of at 10%.

Tenant Pier 1 Imports

Company Name Pier 1 Imports, Inc.

Ownership Public

Revenue $1.27 B

Stock Symbol PIR

Board NYSE

No. of Locations ± 1,070

No. of Employees ± 22,000

Headquartered Forth Worth, TX

Web Site www.pier1.com

Year Founded 1977

t e n a n t o v e r v i e w



Tenant: Pier One Imports (U.S.), Inc., a Delaware corporation

Term 10 years

Lease Date and Commencement (2nd Amendment)

• Commencement Date: July 7, 2014 • Rent Commencement Date: July 22, 2014• Lease Termination Date: July 31, 2024

Options 3 successive five (5) year options

Minimum Rent and Options to Extend

Periods Annually7/22/14 – 7/31/19 $385,263.00 $28.50/SF8/1/19 – 7/31/24 $423,789.30 $31.35/SFOptions:8/1/24 – 7/31/29 $466,235.82 $34.49/SF8/1/29 – 7/31/34 $512,737.74 $37.93/SF8/1/34 – 7/31/39 $564,106.14 $41.73/SF

Percentage Rent None

Special Rent Provisions (free rent, rent abatement, off-sets, CAM exclusions, non-nets, etc)

• Note the Shopping Center definition excludes the Healthy Living premises and its land parcel. • CAM cap at 4% of prior year’s CAM, excluding snow and ice removal and utilities; first calendar year CAM cannot exceed the lesser of $2.00 PSF or

actual Pro Rata Share. (Sec 9.7)

Exclusives (Sec 7.5)• For the use or purpose of selling or displaying for sale furniture, decorative household furnishings, or housewares primarily of an imported nature cus-

tomarily sold in TENANT’S retail stores unless such use or purpose is incidental (doesn’t exceed 10% of the floor area).• The Exclusives doesn’t apply to Trader Joe’s.

Estoppel obligations and response time (Sec 28.4)

Within 60 days of request from either party, but not more than once every 12 months, the other party shall certify (a) as to whether this Lease has been sup-plemented or amended; (b) as to the validity and force and effect of this Lease in accordance with its terms as then constituted; (c) as to the existence of any default by the requesting party pursuant to this Lease; (d) as to the existence of any offsets, counterclaims or defenses on the part of the party so certifying; (e) as to the Commencement Date and the expiration date of the term of this Lease; and (f) as to the amounts of Fixed Rent payable under this Lease.

Security Deposit $0.00

Common Area Maintenance (1) Pro Rata Share (2) Monthly

Real Estate Taxes (3) Pro Rata Share When due, unless lender requires Monthly

Special Assessments Excluded n/a

p i e r o n e L E A S E A B S T R A C T



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Liability Insurance (4) Pro Rata Share Upon Landlord invoice

Earthquake Insurance Silent n/a

Merchant Association Silent n/a

Roof (5) Excluded n/a

Building Maintenance (6) Tenant responsible for interior costs directly. n/a

Parking Lot Pro Rata Share Monthly

Utilities Tenant pays n/a

Management Fee Excluded n/a

Administration Fee 10% of CAM Monthly

HVAC (7) Tenant maintains, but Landlord to provide warranty (see note below) n/a

Expense Detail

(1) CAM excludes capital improvements, supervisory personnel or property manager’s wages, casualty repairs, environmental clean-up costs, holiday decora-tions or promotional services, fire alarm monitoring, insurance, maintenance of pylon sign on which Tenant doesn’t have a panel. (Sec 9.6(b))(2) The Shopping Center area excludes the Healthy Living parcel. The denominator for the Pro Rata Share cannot be less than 26,018 SF.(3) Note exclusions of tax increases due to ownership transfer (Sec 8.2(a)) and special assessment for initial infrastructure improvements. (Sec 8.5(b)) (4) Tenant is to reimburse Landlord for its Pro Rata share of insurance costs within 60 days from Landlord’s invoice (Sec 21.2(c)). Note CAM definition excludes insurance per Sec. 9.6(b), but insurance provision is covered in Sec 21.2.(5) Landlord maintains roof.(6) Landlord responsible for exterior and structural elements at its cost.(7) Landlord shall provide and assign Tenant with a one-year labor warranty for the HVAC systems and a five-year warranty for the HVAC compressor. (Sec 10.3)

p i e r o n e L E A S E A B S T R A C T , c o n t .



Tenant: Healthy Living Market

Date Of Lease: Date Of Lease:

Commencement Date:

January 1, 2008

Lease Expiration: December 31, 2027

Lease Term: Twenty (20) years

Renewal Options: Two (2) Five (5) year options at FMV

Rent: $858,782.00 *Refer to Rent Roll on pg. 9

Occupancy Term:Shall commence on the date the project is substantially complete and shall continue until the 20th anniversary of the commencement date. Collectively, the construction term and occupancy term are sometime referred to herein as the “term”. 20 year lease

Real Estate Taxes: Tenant to pay its pro rata share of real estate taxes, or pays taxes directly if Premises are assessed separately.

Common AreaExpenses:

Tenant pays pro rata share of Common Area Expenses, CAM is the total of all costs and expenses incurred by landlord or for which landlord is obligated in owning, managing, operating, servicing and maintain landlords property: a) all insurance premiums, deductibles and incidentals for the insurance carried by Landlord with respect to Landlords property and Landlords Building within which the Premises are located; b) all municipal and state-wide property tax assessments); all common utility costs lighting, electricity, and other utility expenses charged to Landlord and not separately metered to tenant; d) all common maintenance costs including expenses for the removal of snow from the parking lot and walkways, and for the regular maintenance of the lawn, unless responsibility is otherwise assumed in writing by tenant.

Insurance:

Landlord will insure Landlord’s building within which the premises are located and all of Landlords personal property therein against loss by fire, in such amounts as Landlord may consider reasonable, but in no event less than its full replacement value, by policies insurance shall be included in the CAM. Tenant, at Tenant’s own cost and expense, will maintain a policy or policies of liability insurance insuring Tenant and Landlord (as an additional insured) against all claims or demands for personal injuries to or death of any person, and damage to or destruction or loss of property, which may or may be claimed to have occurred on the leased premises or in the same vicinity.

Security Deposit: One month’s rent.

Estoppel Certificates: Not less than five (5) days prior to notice. The original of such statement shall be delivered within fourteen (14) days

Right of First Offer:If Landlords building is offered for sale at any time during the term hereof, then, in the event (and on each occasion during the term) that the landlord shall decide to offer for sale, directly, or indirectly, all or any portion of landlords building, the landlord will give to the tenant written notice by registered or certified mail (the”Offer Notice”) of such decision, describing the premises to be offered, the listing price and the general terms upon which the landlord has decided to offer the same.

Tenant: Assignment and Subletting:

Tenant may sublease or assign the Lease, subject to Landlord’s prior approval, but remains liable for all obligations.

Repairs andMaintenance:

Landlord shall be responsible for maintain and repairing the structural components of Landlords building, all site work and landscaping, including parking areas and access drives for the Premises and all nonconforming work covered by landlord’s warranties or guarantees of others, to the quality and class at least equal to the original work. The ex-pense of such maintenance and repairs shall be included in the CAM. Landlord is responsible for snow plowing of the parking areas and access drives unless such maintenance responsibility is otherwise assumed in writing by tenant. Landlord shall not be required to make any such repairs and replacements when the same were caused or occasioned by an act or mission or negligence of tenant or tenants subtenants, employees, agents, invitees, visitors, or contractors. Except for the Landlord’s negligence orwillfull misconduct, or that of its agents or employees.

Base Rent:

The amount of two hundred fifty two thousand dollars ($252,000.00) per annum; plus Landlord ‘s Cost amortized over the Occupancy Term of this Lease at nine percent (9%) interest. Landlord ‘s Cost shall be defined as follows: all costs of constructing the Premises incurred pursuant to the terms of this Lease Agreement (including but not limited to construction costs, permit and design costs, engineering fees, legal costs not to exceed $5,000, and construction financing costs based upon interest at eight percent (8%) plus the amount of Landlord’s carrying costs for Landlord ‘s Property during the Construction Term, including, but not limited to, all real property taxes and assessments, insurance premiums and interest payments under the terms of the current mortgage encumbering Landlord ‘s Property. By way of example only, if Landlord’s Cost is $4,200,000, the Base Rent for the first month of the Occupancy Term would be $58,788.49 (i.e., $252,000 + 12 = $21,000 per month plus $37,788.49 which is the monthly payment that results from $4,200,000 amortized over 20 years at 9% interest). On the Commencement Date, Landlord will provide Tenant with a detailed and itemized certification of the amount of Land-lord’s Cost and calculation of Base Rent which may be audited by Tenant or Tenant’s representatives.

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Tenant Healthy Living Market

Property Address 222 Dorset St, South Burlington, VT 05403

Rentable SF 28,928

Property Type Grocery Store

Ownership Private

Rating Agency Standard & Poor’s

No. of Locations 2

No. of Employees 150

Headquartered South Burlington, Vermont

Web Site www.healthylivingmarket.com

Year Founded 1986

t e n a n t o v e r v i e wIn 1986, with absolutely no knowledge of business, I bought a tiny one-year-old market located in the Blue Mall, Dorset Street, South Burlington, Vermont. I had been an English teacher, a psychotherapist, a mother… so why not “branch out” into the world of groceries and business ownership? (Looking back, it seems crazy!) One of my motivations was finding really good, clean food for my family. I had been raised in a home where bread was baked, meals were made from scratch, and the enjoyment of food was very important. Back in the 1980’s more and more processed foods were filling the shelves of supermarkets. I truly wanted to feed my family differently, and different choices seemed very hard to come by. I also had memories of the food markets I knew growing up; I remembered them as community meeting places, where neighbors ran into each other in the aisles. They seemed like much happier places to shop than the sterile,harshly-lit supermarkets I visited each week. So, why not own a tiny food market that was dedicated to exactly the kinds of things I was searching for?

Those first few (like 10) years were difficult and rocky for me as a total business neophyte. Fortunately, I had the perfect business partner; my then husband, Peter Goldsmith, who brought a wealth of knowledge to the fledgling business. I was good at some things our little store required, and he was good at a whole other aspect! I am forever grateful for his input, brains, and energy. Our passion for food, community, and the mysteries of business drove us on, and seven years later we doubled the size of the store to 2400 square feet. A few years later I made the big move around the corner to 4 Market Street, where I bravely took on 5000 square feet, and seven years later took on an additional 2500, making our store a whopping 8000 square feet when you included our little upstairs mezzanine. That mezzanine housed our offices where 30 or so of us worked in cramped quarters, fighting over desks and computers.

In 1999 my son, Eli, graduated from college and came back to Healthy Living after 4 years in Boston. In the summer of 2007 he and I broke ground (after 3 years of research and planning) on our current store; 35,000 square feet. At the time, this was a huge leap and a store size that most independent natural food stores never reach.



Two years later my daughter, Nina, having graduated from college and culinary school, returned to Vermont and to Healthy Living! With her, Nina brought a new energy and passion to learning and teaching, and founded the Healthy Living Learning Center, an innovative program of classes and demonstrations for non-professionals, designed to help people better connect with their food through education. I now find myself working side by side with my kids, which is really a joy and makes Healthy Living a true family business.

In 2013 Healthy Living opened its second location in Saratoga Springs, NY. Our New York store employs over 100 staff, and as staff grows I am reminded that I went from one employee back in 1986 to almost 300 today, from 1200 square feet to 35,000 in both locations, from putting away the entire order by myself to having a team of grocery folks attacking it en masse, and from basically knowing zero about business to being pretty darn good at it! I find I still love the everyday routines, the guest interactions, the new product excitement, the seasonal changes, and the learning process. All that I’ve learned over the years about running a business translates to taking care of people… serving people, which is, I believe, a good way to live on this planet.

– Katy Lesser, Owner

REALLY GREAT FOOD!Of course! That’s how we got started….searching for clean, healthy, unprocessed foods. Our team of Buyers “curate” our shelves and coolers, filling them with a selection of fantastic foods that meet our standards. And our Café and Bake Shop crank out terrific, creative things seven days a week!

OUR GUESTSService and hospitality go hand-in-hand here for a great shopping experience. You might wonder: what’s the difference between service and hospitality? We believe there’s a big difference. To us, service is how we deliver our products to you; it’s the speed, efficiency and accuracy you get at the check-out, in the aisles, or at our Café. Hospitality is how you feel when you’re in our store and how you think about us after you’ve shopped; we want you to feel like we’re on your side, that we listen, and you leave happier than when you walked in! We want both our service and hospitality to excel!

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OUR STAFFAs the years have gone by, we’ve realized it’s simply an awesome opportunity to employ almost 300 people! This is our greatest joy: creating a community of bright, motivated workers who enjoy serving each other, our vendors, truck drivers, and our guests.

OUR COMMUNITYTwenty five years ago we started our Community Outreach Program because we felt it was important to support the community that’s loyal to us. Today that program gives to over 150 local, small non-profits every year. It’s a fantastic way for our outreach team and our staff to be involved in community events and projects.

ENVIRONMENTAL VISIONFor almost 30 years, Healthy Living Market and Café has been dedicated to caring for our environment with products, programs and projects that focus on both issues of global and local concern. It is of utmost importance to us that our community is informed and involved! We are committed to the health and safety of our team, the community we love, and the planet as a whole, and constantly find ways to expand our reach, participating in a wide variety of programs, instituting our own projects, and involving staff in our outreach. Read more on our environmental policy here.

OUR BOTTOM LINEYes, we are dedicated to making a profit competitive with our peers in the natural foods industry. Profits are necessary for responsible change and expansion.

EACH OTHERFor over 25 years we’ve prided ourselves on a workplace that includes a deep commitment to each other; working together harmoniously, getting the job done happily, finding ways to support each other every day. In our own little corner of the world, we are creating a happy community in the hope that it will affect the larger community around us. The ripple effect starts here at HL!

R e p r e s e n t a t i o n a l p h o t o

Source: HealthyLivingMarket.com



CONFIDENTIALITY AND DISCLAIMER STATEMENTThis Offer ing Memorandum contains select informat ion pertaining to the business and af fa i rs of Trader Joe’s, Pier 1 & Healthy Living Market located at 200

Dorset St. South Burlington, VT 05403. I t has been prepared by Matthews Retai l Advisors. This Offer ing Memorandum may not be al l - inclusive or contain a l l of the

informat ion a prospect ive purchaser may desire. The informat ion contained in th is Offer ing Memorandum is conf ident ia l and furnished solely for the purpose

of a review by a prospect ive purchaser of the Property. I t is not to be used for any other purpose or made avai lable to any other person without the wri t ten

consent of Sel ler or Matthews Retai l Advisors. The mater ia l is based in part upon informat ion suppl ied by the Sel ler and in part upon f inancial informat ion

obtained from sources i t deems rel iable. Owner, nor their of f icers , employees, or agents makes any representat ion or warranty, express or impl ied, as to

the accuracy or completeness of th is Offer ing Memorandum or any of i ts contents and no legal l iabi l i ty is assumed or shal l be impl ied with respect thereto.

Prospect ive purchasers should make their own project ions and form their own conclusions without rel iance upon the mater ia l contained herein and conduct

their own due di l igence.

By acknowledging your receipt of th is Offer ing Memorandum for the Property, you agree:

1 . The Offer ing Memorandum and i ts contents are conf ident ia l ;

2 . You wi l l hold i t and treat i t in the str ictest of conf idence; and

3. You wi l l not , d i rect ly or indirect ly, d isclose or permit anyone else to disclose this Offer ing Memorandum or i ts contents in any fashion or manner

detr imental to the interest of the Sel ler.

Owner and Matthews Retai l Advisors expressly reserve the r ight , at their sole discret ion, to reject any and al l expressions of interest or of fers to purchase

the Property and to terminate discussions with any person or ent i ty reviewing this Offer ing Memorandum or making an of fer to purchase the Property unless

and unt i l a wr i t ten agreement for the purchase and sale of the Property has been ful ly executed and del ivered.

I f you wish not to pursue negot iat ions leading to the acquis i t ion of the Property or in the future you discont inue such negot iat ions, then you agree to purge

al l mater ia ls relat ing to th is Property including this Offer ing Memorandum.

A prospect ive purchaser ’s sole and exclusive r ights with respect to th is prospect ive t ransact ion, the Property, or informat ion provided herein or in connect ion

with the sale of the Property shal l be l imited to those expressly provided in an executed Purchase Agreement and shal l be subject to the terms thereof. In

no event shal l a prospect ive purchaser have any other c la ims against Sel ler or Matthews Retai l Advisors or any of their af f i l iates or any of their respect ive

of f icers , Directors , shareholders, owners, employees, or agents for any damages, l iabi l i ty, or causes of act ion relat ing to th is sol ic i tat ion process or the

market ing or sale of the Property.

This Offer ing Memorandum shal l not be deemed to represent the state of af fa i rs of the Property or const i tute an indicat ion that there has been no change in

the state of af fa i rs of the Property s ince the date this Offer ing Memorandum.



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O F F E R I N G M E M O R A N D U M

ARON CLINEVP & SENIOR DIRECTOR

DIRECT +1 .949.432 .4509 MOBILE + 1 .3 10.388 .0788

Aron .C l ine@mat thews .com

KYLE MATTHEWSCHAIRMAN AND CEO

DIRECT +1 .3 10.919.5757 MOBILE + 1 .3 10.622 .3161

Ky le .Mat thews@mat thews .com

YVES BRADLEY BROKER OF RECORD

POMERLEAU REAL ESTATE081 .0004317

2 0 0 D o r s e t S t | S o u t h B u r l i n g t o n , V T 0 5 4 0 3

™

EL WARNERSVP & NATIONAL D IRECTOR

DIRECT +1 .3 10.579.9690 MOBILE + 1 .858 .752 .3078

E l .Warner@mat thews .com

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