Presents

December, 2016

An Experiential Mixed-Use Development

Project SummaryThe subject is currently a Super-Regional Center Mall totaling 928,550 SF of net rentablearea located on a 102-acre site situated at the intersection of Research Park Boulevardand University Drive west of Huntsville’s downtown. The mall is currently anchored bySears and JC Penney.

The Madison Square Mall was once a regional shopping destination serving a largepopulation base inside the city and the surrounding counties. Over time, the quality ofcommercial uses in this corridor has suffered from disinvestment as new locationsthroughout the metropolitan region have grown and captured a larger share of newinvestment. While the corridor continues to serve the expanding population andemployment center, the inherited pattern of large, single use businesses surrounded bysurface parking lots has limited creative and integrated redevelopment.

Background

A staid 1980s mall and its surroundings will be razed and in its place a $400 million, 120-acre urban destination will be created—located at the entrance of the second largest R&Dpark in the U.S., in Alabama’s fastest-growing metropolitan area. At MidCity, a finelybalanced mix of uses will surround parks, plazas, and walkable streets. In all, visitors willfind up to 340,000 square feet of street and convenience retail, dining, andentertainment; 156,000 square feet of office space; 900 residential units; and 120 hotelrooms, adjacent to the only activated adventure park in the Tennessee Valley. The carefularrangement of uses, both vertically and horizontally, allows boutiques and various formsof dining to coexist at MidCity with parking platforms, office space, entertainment andlarge-format retailers.

Re-Development Summary

Property Highlights• “BEST IN THE REGION” SITE: Situated at the center of

the University Drive Retail Corridor. The project is agateway to Cummings Research Park (the 2nd largestresearch park in the U.S. and 4th in the world),. Thedaytime population exceeds 80,000 within CummingsResearch Park, Redstone Arsenal and surroundingarea.

• “BEST IN CLASS” ANCHOR: A 65,000 square foot TopGolf will anchor a 38-acre, world-class public parkaccessible only through the property. Top Golf is aregional draw with over 500,000 average visitorsannually.

• WORLD REKNOWN URBAN DESIGN TEAM: The masterplan was designed by world renownplanners/architects Urban Design Associates.

• CITY COMMITMENTS : The City of Huntsvilleestimates a total investment of $70+ million in on-site/off-site land, roads, infrastructure & parks,including an 8,500 seat regional amphitheater.

MidCity Vision

How the millennial and 21st century knowledge worker wants to live, work, stay and play

MidCity Video link:https://vimeo.com/169914948password – createthefuture21

MidCity is planned as an 18-hour, urban district that focus on enhanced quality-of-life and attractions for Huntsville residents while integrating regional destinationsinto a true live, work, play district. MidCity will create a new catalyst forreinvestment in west Huntsville’s University Corridor and Cummings Research Parkby adding a significant amenity to the existing employment centers and surroundingneighborhoods and redeveloping the site in a way that is financially resilient andresponsive to the emerging market for the next generation in Huntsville.

To achieve this, the plan identifies a series of distinct precincts and neighborhoodsdesigned to create great streets and neighborhood park spaces with an emphasis onthe pedestrian environment. Specific themes include:

A. Create social places including a restaurant and cafe district focused on regionaland local chefs and a community park focused on active recreation and regionalentertainment venues.

B. Health and wellness drives the structure of the physical plan and the selectionof public and private businesses, public spaces and commercial operations.

C. Architecture should reflect a unique sense of place that has grown over time.D. Reinforce connectivity to surrounding neighborhoods and now-segregated uses

such as the Cummings Office and Research Park, The University of Alabama atHuntsville and Oakwood University.

E. Mix uses to create activity clusters 18 hours a day for residents, businesses andvisitors.

F. Create a “5 bar” wireless community throughout.

$75,400 Median Income

Over 12,000 college students proximate to MidCity

1.1 million population Trade Area

66% College degreed; 17% STEM workforce

24 million SF of office in nearby Research Park and Redstone Arsenal

Dynamic Location“Top Metros to Power the US Economy”- Bloomberg Business, 2015“#2 City for Tech Jobs”- Smart Asset and NerdWallet, 2015“#1 for STEM Graduates”- NerdWallet, 2016“#3 Best Mid-Size Cities to Make a Living”- MoneyGeek, 2016

Land Use & Master Plan

MidCity Places

Jake’s Mews MidCity Park Entry

The PointeArea 120

Recreation and Fitness RetailPublic Park, Kayak Center and Lake SystemTop Golf & Regional Amphitheater

Heart of the mixed-use districtBoutique Hotel & Outdoor performance venueSoft programing including farmer’s market & festivals

Farm-to-table dining, sidewalk café’s, artisan Food Hall, and shops

200,000 square feet of innovative high-tech office ideal for R&D & creative companiesPublic plaza and meeting hub, tech accelerator

Urban Architecture & PlanningMidCity engaged Pittsburg, PA based Urban Design Associates (UDA), world renowned urban planners and architects to master plan anddesign and guide the development character.

The MidCity built-environment incorporates simple forms, authentic materials, diverse building character and human scale public spaces

A. These design guidelines are created for the MidCity Urban Renewal Plan, located within the City of Huntsville. The organizationincludes a form-based code to establish block and building relationships but includes additional information about the character ofarchitecture and the landscape, resulting in a comprehensive Design Guidelines.

B. This approach provides more guidance on building form and public space creation in concert with existing zoning requirements. Whileconventional zoning relies upon land use designations as the primary determinant of site development and building envelopestandards, this approach emphasizes and prescribes the form of buildings and their location on a development site.

C. The MidCity Regulating Plan establishes Development Areas with their own character and rules. Some Development Areas are auto-oriented retail destinations. The Mixed-Use Core is a pedestrian-dominant district with mixed-use buildings and urban designstandards, including minimal build-to zones for building placement and detailed attention to the design of streets and public spaces.The Neighborhood Zone has rules that guide the creation of walkable residential neighborhoods, very different from the auto-oriented development areas in the plan.

Market DemandRCCLO Market Studies confirm significant demand for MidCity product/channel offerings

Local Retail• The right mix optimized for

the market and demographics• Key restaurants and an artisan

food hall

Destination Retail/Entertainment• Entertainment, adventure and

retail unique to the Region• Health & Wellness

opportunities

Multi-Family• Mixed, specific price points• Phased over time and size

Project Timeline & Phasing

Phase 2016 2017 2018 2019 2020 2021 2022 2023

Design

Phase I

Phase II

Phase III

Phase IV

Phase I Timeline

Project Phased Timeline

Phased Map Key

Property Activation

Development TeamDEVELOPER - RCP Companies – Huntsville, AL

Remy F. Gross and Max Grelier, founders of RCP Companies, have over 50 years of combined realestate experience including $350 million in real estate activities across diverse property typesincluding shopping centers, office buildings, mixed-use, and master planned golf communities inAlabama, Georgia, Tennessee and Florida. RCP Companies has built a reputation for developmentexcellence that establishes the firm as rising star in the Southeast development community. RCP’sdevelopment pipeline includes projects in Alabama and Georgia totaling over $600 million in value.The Company consist of a highly motivated team of individuals with diverse expertise andbackgrounds in real estate development, marketing, construction, finance, management and verticallyintegrated elements including retail, hospitality, and tech.

URBAN PLANNING & MASTER ARCHITECT - Urban Design Associates – Pittsburgh, PA

Founded in 1964, Urban Design Associates (UDA) is headquartered in Pittsburgh, PA, USA, a city that isa global model of urban innovation and regeneration. UDA concentrates on the revitalization ofestablished cities and expansion of new cities worldwide. Projects range in size from the design ofone building to plans for an entire city. UDA studio teams collaborate to provide design services to adiverse range of public and private clients.

ARCHITECTURE - CMH Architects – Birmingham, AL

Since its founding in 1980, CMH has developed a national reputation in mixed use and retail designand has designed over 21 million square feet of commercial real estate across 28 states including over5 million square feet of mixed use centers; over 6.5 million square feet of lifestyle centers; the designof more than 7.6 million square feet of Power Center projects; over 1,000 condominium units - fromsingle level to high rise construction; over half a million square feet of office shell and executedhundreds of thousands of square feet of office build out; the design of parking decks with a total ofover 5,500 parking spaces.

CIVIL ENGINEERING AND PROJECT MANAGEMENT - Trice Engineering – Huntsville, AL

a Woman-Owned Small Business (WOSB), is a civil and environmental engineering consulting firmlocated in Huntsville, Alabama that provides professional services throughout the southeast. Trice hasprovided quality economic solutions to municipalities and private developers for over 13 years onprojects that range from small commercial developments to large master-planned commercial centersand municipal roadways. TPC specializes in master planning, civil engineering design, and contractadministration of commercial and industrial developments and municipal roadways.

MARKETING & PUBLIC RELATIONS - Identity, Detroit, MI

Founded in 1998, Identity is an award winning, fully integrated public relations firm driving strategiccommunications programs for clients across the U.S. Identity specializes in media relations,marketing, social media and creative offering a seamless approach that delivers awareness, clarityand credibility. Highly focused on value creation, they deliver meaningful and measurable results.Identity has emerged as a leader nationally for our relationships, innovation and results.

LEASING AND ACTIVIATION - CBRE/UCR – Dallas, TX(J. Michael Nagy and Amy MaClaren)

UCR started in 1988 as a Dallas-based brokerage firm specializing in retail. Now, acquired by CBRE inJanuary 2015, CBRE/UCR is a recognized leader in retail real estate, offering Retailer Representation,Property Representation, Asset + Property Management, and Investment Sales with a special line ofbusiness focused on Urban environments. Today CBRE/UCR manage and lease over 20 millionsquare feet of retail properties coast-to-coast including power center, grocery store-anchoredsuburban properties, single-tenant buildings, urban and main street districts, specialty and lifestylecenters, enclosed malls and mixed-use projects.http://ucr.com/

Michael Nagy brings with him 28 years of retail leasing experience having worked on everythingfrom power centers to lifestyle and mixed-use, to enclosed super regional malls. He has beeninvolved with ground-up project leasing as well as overseeing existing project leasing activities for avariety of institutional ownerships. Michael has handled leasing responsibilities for notable projectssuch as Citrus Park Town Center (Tampa, FL), The Plaza at Brandon Town Center (Tampa, FL), PennSquare Mall (Oklahoma City, OK), Woodland Hills Mall (Tulsa, OK), The Streets at Southpoint(Durham, NC), North Star Mall (San Antonio, TX), the expansion of the Houston Galleria, MarketStreet – The Woodlands (Houston, TX), University Park Village (Ft. Worth, TX), and Watters Creek(Allen, TX).http://ucr.com/people/j-michael-nagy/

Amy MaClaren has more than 25 years of national retail leasing experience in a wide variety ofurban and suburban geographic markets. She has experience with lifestyle and mixed-use projectsas well as enclosed super regional malls. She has worked on ground-up project leasing and overseenexisting project leasing activities for a variety of owners.http://ucr.com/people/amy-maclaren/