Representative Photo PANERA BREAD -...

Representative Photo

PANERA BREAD1603 N RAND ROAD | PALATINE, ILLINOIS (CHICAGO MSA)

OFFERING MEMORANDUMCBRE | NET LEASE PROPERTY GROUP

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Chris Bosworth Executive Vice President T +1 404 923 1486 [email protected]

Brian Pfohl Capital Markets ManagerT +1 404 504 7893 [email protected]

Will Pike Executive Vice President T +1 404 923 1381 [email protected]

CONTACTS

www.cbre.com/nlpgatlanta

CBRE, Inc.3280 Peachtree Road NESuite 1400Atlanta, GA 30305+1 404 504 7900

Michael KaiderFirst Vice PresidentT +1 630 573 7015 [email protected]

CBRE NET LEASE PROPERTY GROUP

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Investment Overview

Investment Summary

ADDRESS: 1603 N Rand RoadPalatine, IL 60074

PARCEL SIZE: 0.573 Acres

BUILDING SIZE: 4,430 SF

TOTAL PARKING SPACES: 81 Shared Spaces

YEAR BUILT: 2017

PRICE: $2,854,000

NOI: $147,000

CAP RATE: 5.15%

DEMOGRAPHICS

1 Mile Pop 1 Mile AHI 3 Mile Pop 3 Mile AHI 5 Mile Pop 5 Mile AHI Traffic Count

29,235 $72,435 102,356 $99,745 253,505 $111,08133,300 VPD on Rand Road

25,700 VPD on Dundee Road

The CBRE Net Lease Property Group is pleased to exclusively offer a 4,430-square-foot freestanding Panera Bread on 0.573 acres in Palatine, Illinois, a popular upscale bedroom community located approximately 30 miles northwest of Chicago’s CBD. Panera’s 15-year net lease with four 5-year options and 10% rent increases every 5 years will commence upon completion of construction (Expected Completion in September 2017). The property is well-located with excellent visibility and multiple access points on the hard corner at the signalized intersection of Dundee Road and Rand Road (Combined Traffic Count: 59,000 VPD), the area’s two preeminent thoroughfares. Panera is also strategically located in a densely developed retail and commercial corridor within a shopping center that is also occupied by Mattress Firm and Verizon, which are also currently under construction and being offered for sale and being offered for sale as part of this larger offering. For more information on these other two assets, click here.

The other three corners of the immediate intersection are occupied by more than 850,000 square feet of retail space that is anchored by Walmart, Target, TJ Maxx, HomeGoods, Petco, Aldi, Hobby Lobby and Ross among many others. In all, there is more than 6.8 MSF of retail, 3.4 MSF of industrial, 4.5 MSF of office space and 17,380 multifamily units within a 3-mile radius of the subject property. In addition, the restaurant will benefit from upscale, infill demographics with a population and average annual household income of 102,356 people and $99,745, respectively within a 3-mile radius. This investment provides investors with the distinctive opportunity to acquire a high–quality net leased asset located in an upscale bedroom community within a densely developed retail corridor in one of the nation’s premier MSA’s.


mailto:chris.bosworth%40cbre.com?subject=Palatine%20Portfolio%20Collection

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• Premier Concept: Panera Bread Company (NASDAQ: PNRA, Rev: $2.7B) owns, operates, and franchises 2,036 bakery-cafes in 46 states and Canada.

• Tenant: Chicago Bread, LLC is a subsidiary of Hamra Enterprises which operates 56 Panera locations in the Boston and Chicago area. Hamra is a very experienced franchisee that also operates 90 Wendy’s locations, 17 Noodles & Company locations and a Holiday Express.

• Long-term Net Lease with Attractive Increases: 15-year net lease with four 5-year options to renew will commence upon completion of construction. The Lease includes 10% rent increases every 5 years.

• New Construction: The property is currently under construction (Expected Completion in August or September) as a build-to-suit for Panera Bread.

• Excellent Access/Visibility: Site is well-located with excellent visibility and multiple access points on the hard corner at the signalized intersection of Dundee Road and Rand Road (Combined Traffic Count: 59,000 VPD), the area’s two preeminent thoroughfares.

• Strategic Location: Panera Bread is strategically positioned within a densely developed retail and commercial corridor. The other three corners of the immediate intersection are occupied by more than 850,000 square feet of retail space that is anchored by Walmart, Target, TJ Maxx, HomeGoods, Petco, Aldi, Hobby Lobby and Ross among many others.

• Dominant Retail Corridor: 6.8 MSF of retail, 3.4 MSF of industrial, 4.5 MSF of office space and 17,380 multifamily units within a 3-mile radius The immediate retail corridor is further enhanced by the presence of numerous high quality retail developments anchored by retailers such as: Apple, Whole Foods, Crate & Barrel, Jewel-Osco, Mariano’s, Trader Joe’s, Floor & Decor, Bed Bath & Beyond, Best Buy and Old Navy to name a few.

Investment Highlights

• Dynamic Infill Demographics: 3-mile population of 102,356 and average household income of $99,745.

• Built-In Customer Base: The site is within walking distance to more than 10,000 homes and Palatine High School (Enrollment: 2,715 students), providing Panera Bread with a substantial built-in customer base.

• Hub for New Development: The area is experiencing an influx of new development highlighted by the construction of the 180,000-square-foot Kildeer Village Square Shopping Center which will be occupied by Nordstrom Rack, Nike, DSW, Forever 21 and Sierra Trading Post (3 miles northwest of the site on Rand Road). In addition, REVA Development is building a new 236-unit multifamily complex, which will be completed in summer of 2017 in the same corridor.

• Palatine Submarket: Palatine is one of Chicago’s most popular and densely populated bedroom communities offering easy access to Chicago via car or train, a bustling business district, dozens of parks and abundance of shops, restaurants and numerous quality housing options, making it an ideal place to live. The Chicago economy is a a foundational element of Palatine, influencing its diversity and strong growth.

• Chicago MSA Advantage: As the country’s 3rd largest MSA (Population: 9.55 million), Chicago’s robust business climate, central geographic location, diversified economy and abounding human resources lend to its prominent position as a world-class city in terms of finance, international trade, manufacturing, transportation, culture and the arts. Chicago’s leisure and hospitality industry also thrives as a result of perpetually increasing tourism (52 million annual visitors).

• Potential Portfolio Acquisition: Property is also being offered as part of a 3-Asset Net Lease Retail Portfolio Collection. Other tenants include Mattress Firm and Verizon. For more information, click here.


mailto:chris.bosworth%40cbre.com?subject=Palatine%20Portfolio%20Collection

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RAND GROVE VILLAGE APARTMENTS: 212 UNITS

BOURBON SQUARE APARTMENTS: 612 UNITS

FALCON PARK RECREATION CENTER

RESTAURANTS.COM CORPORATE OFFICE

BUFFALO GROVE HIGH SCHOOL

WINDHAVEN CONDOMINIUMS: 350 UNITS

WALMART

SAM’S CLUB

WALMARTSUPERCENTER

RAND ROAD -

33,300 V

PD

DUNDEE ROAD - 25,700 VPD

HIGHWAY 53 - 94,000 VPD

OFFICE &

INDUSTRIAL

OFFICE &INDUSTRIAL NATIONAL

BANK BRANCH


RAND GROVE VILLAGE APARTMENTS: 212 UNITS

RAND ROAD - 33,300 VPD

DUNDEE ROAD - 25,700 VPDN H

ICKS ROAD

- 30,779 VPD

INDUSTRIAL

BRENTWOOD APARTMENTS: 216 UNITS

WALMART NATIONALBANK BRANCH

STARBUCKS

MIDTOWNATHLETIC CLUB

FOXFIRE CONDOMINIUMS: 294 UNITS

PALATINE HIGH SCHOOL

LINCOLN ELEMENTARY SCHOOL

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IL 68 (DUNDEE RD) - 25,700 VPD

US 12 (RAND RD) - 33,300 VPD

WALMART

KEY

OWNED

ALSO FOR SALE BY CBRE

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Lease Summary

PROPERTY NAME: Panera Bread

TENANT: Chicago Bread, L.L.C. (56 Units)

RENT COMMENCEMENT: 9/1/2017 (Estimate)

LEASE EXPIRATION: 9/31/2032 (Estimate)

LEASE TERM REMAINING: 15 years

LEASE TYPE: NN Lease

INITIAL TERM RENT: Years 1-5: $147,000Years 6-10: $161,700Years 11-15: $177,870

RENT INCREASES: 10% every 5 years

OPTIONS: Four 5-year options

OPTION RENT:

Option 1: $195,657Option 2: $215,223Option 3: $236,745Option 4: $260,419

OPTION RENT INCREASES: 10% in each option

TAXES: Tenant shall pay directly to the applicable taxing authority, prior to delinquency all taxes assessed against and levied upon the trade fixtures, furnishings, equipment and all other personal property of Tenant contained in the Premises or elsewhere. Tenant agrees to pay to Landlord each month during the term of this Lease Tenant’s Share of all Property Taxes payable with respect to the Shopping Center for that year even though related to an earlier year.

INSURANCE: Tenant shall, at Tenant’s expense, obtain and keep in force during the term of this Lease commercial general liability insurance. Such insurance shall have minimum limits of not less than $1,000,000 on account of bodily injuries and property damage per occurrence and $2,000,000 annual aggregate coverage and Umbrella Excess Liability insurance, on an occurrence basis, that applies in excess of the required general liability with limits of $5,000,000 each occurrence and general aggregate. Throughout the term of this Lease, Landlord shall keep the Premises insured against loss or damage by fire, earthquake, such other perils as are now or may hereafter be comprehended in the term “All Risk” coverage in an amount equal to 100% of the full replacement value. Landlord shall also maintain commercial general liability insurance insuring Landlord against liability arising out of the ownership of the Shopping Center with limits as determined by Landlord in its sole and absolute discretion. In addition, Landlord shall maintain rental loss insurance for a period of at least 12 months.Tenant is required to reimburse Landlord for the cost of the insurance policies required to be maintained by Landlord in connection with the Shopping Center and/or the Premises.

REPAIRS & MAINTENANCE: Except as set forth below, Tenant agrees at all times to maintain the Premises, at its sole cost and expense, in good condition and repair, including but not limited to, all HVAC, electrical, plumbing and mechanical and other systems located within the building to the point stubbed to the Building, lighting facilities and equipment within the building, all interior fixtures, interior walls, ceilings, floors, windows, doors (including door hardware and frames), plate glass and frames, and signs located on the Premises, in good order, condition and repair, and shall perform or cause to be performed such reasonable repairs, maintenance, and replacement as may be reasonable required. Landlord shall, repair and maintain in good condition and repair, and replace as necessary, structural walls and systems and components of the Building, exterior walls and foundations, the roof, roof structure and roof membrane, and sidewalks adjacent to the Premises. In addition, provided Tenant maintains the HVAC unit(s) serving the Premises, in the event the HVAC Unit(s) must be replaced during the last 18 months of the then current Lease Term, Landlord will replace such HVAC Unit(s) at Landlord’s cost and expense and include in “Expenses”, as an uncontrollable expense, the amortized cost of such replacement over the useful life of such HVAC Unit(s) on a straight line basis.

CAM: It is Landlord’s responsibility to maintain, repair and replace, including without limitation, the parking area that is located on the Premises, lighting for the parking area servicing the Premises and any electrical, plumbing, mechanical and other systems and utilities located on the Premises.Tenant shall pay as Additional Rent, “Tenant’s Share” (33.40%), of all “Expenses” arising out of or incurred in connection with the Premises and the Shopping Center. “Expenses” shall include all costs of every kind and nature which Landlord shall pay or become obligated to pay, or which are incurred in connection with the operation, repair, maintenance, use, and replacement, in neat, clean, good order and condition of the Premises, the Shopping Center, and the Common Areas and all improvements located thereon. The following, among other items, items shall be excluded from expenses: (i) Management costs and fees in excess of 3% of all gross receipts from the Shopping Center; and (ii) For any replacements of equipment or improvements that have useful lives of 5 years or more, Tenant will only be responsible for the amortized cost, together with interest at the rate of 10% over such life.


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Surrounding Uses


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Tenant Overview


Panera Bread Company (NASDAQ: PNRA) owns, operates, and franchises retail bakery-cafes in the United States and Canada under the Panera Bread, Saint Louis Bread Co., and Paradise Bakery & Café names. On April 5, 2017, JAB Holding Co. announced that it would acquire Panera in a one of the largest restaurant deals in history worth $7.5B. JAB also owns a growing cache of coffee and breakfast concepts including Caribou Coffee, Krispy Kreme, Peet’s Coffee & Tea, and Keurig Green Mountain. As of Panera’s final 10-K (December 27, 2016), there are 2,036 bakery-cafes in 46 states, and Canada. Currently, Panera is serving approximately 9 million customers per week system-wide and is one of the largest food service companies in the United States. The company operate as three business segments: Company bakery-cafe operations, franchise operations, and fresh dough and other product operations. Panera’s bakery-cafe operations segment consists of 902 Company-owned bakery-cafes and their franchise operations segment consists of 1,134 franchise-operated bakery-cafes, located throughout the United States and in Ontario, Canada. In addition, Panera’s fresh dough and other product operations segment, which supplies fresh dough and other products daily to most Company-owned and franchise-operated bakery-cafes, consists of 24 fresh dough facilities (22 Company-owned and two franchise-operated), located throughout the United States and one in Ontario, Canada. Prior to the acquisition, Panera’s revenues were $2.7 Billion, consisting of $2.4 Billion of Company-owned net bakery-cafe sales, $155 Million of franchise royalties and fees, and $206 Million of fresh dough and other product sales to franchisees.

Chicago Bread, LLC is a subsidiary of Hamra Enterprises which operates 56 Panera locations in the Boston and Chicago area. Hamra is a very experienced franchisee that also operates 90 Wendy’s locations, 17 Noodles & Company locations and a Holiday Express.


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Palatine Submarket Overview

Located approximately 30 miles from Chicago’s Central Business District and 14 miles from O’Hare International Airport, Palatine is a popular upscale bedroom community. The Chicago economy is a a foundational element of Palatine, influencing its diversity and strong growth. Palatine is well established with a variety of commercial, light industrial, and office space. The community has over 2,520 businesses that employ over 25,000 people. Palatine residents can easily navigate through the community and the surrounding Chicago MSA via major highways that serve the area: US Routes 12 (Rand Road) and 14 (Northwest Highway), Interstate 290/Illinois Route 53, Interstate 90, and Interstate 294. Metra’s commuter rail service also provides convenient public transportation with a station located in downtown Palatine. This provides an easy route to Chicago, allowing residents to benefit from the employment, cultural, and recreation opportunities within the city. Communities that border the community include Arlington Heights, Deer Park, Inverness, Schaumburg, and Rolling Meadows.

DEMOGRAPHICS

Palatine is located within a 15-square mile land area and home to an estimated 70,400 residents and 27,630 households making it the 18th largest community within Illinois. Palatine has an affluent demographic profile with an average household income of $98,040 - 20.5% and 27.1% higher than the Illinois and national averages, respectively. Palatine residents are also highly educated with 50.3% of the population age 25 and over earning at least a Bachelor’s degree and over 50% of households earn more than $75,000. The average home value within the community is $323,425.

ECONOMY

Major employers within Palatine include Community Unit School District 15, Township High School District 211, United States Postal Service, and Community College District 512. The Palatine business district continues to grow and in total the community has over 30 shopping areas to meet every need.

CULTURE & RECREATION

Palatine has numerous parks and recreation activities for residents to enjoy. In addition to bicycling/hiking paths, golf courses, and forest preserves, facilities within the community include Birchwood Recreation Center, Falcon Park Recreation Center, and the Community Center which include fitness centers, gymnasiums, indoor tracks, and batting cages. Area parks feature picnic areas, tennis courts, sand volleyball, disc golf, and basketball among other activities.


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Chicago MSA Overview

As the country’s 3rd largest MSA (Population: 9.55 million), Chicago’s robust business climate, central geographic location, diversified economy and abounding human resources lend to its prominent position as a world-class city in terms of finance, international trade, manufacturing, transportation, culture and the arts. Chicago’s leisure and hospitality industry also thrives as a result of perpetually increasing tourism (52 million annual visitors). One of Chicago’s biggest commercial advantages is its diversified economy and deep labor pool. With no single emphasis on any one business sector or industry, Chicago’s economy is like a well-balanced portfolio and is better equipped than most cities to weather a slowdown in any particular industry. The Chicago MSA has a highly diversified economic base and is home to more than 400 major corporate headquarters, including 33 Fortune 500 headquarters.


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Chicago is an economic powerhouse and its top employers represent a broad range of

industries, from drugstores to manufacturers and airlines.

Due to the growing numbers of both Fortune 500 companies and large private companies

that call the city home, Chicago has become a hub of international business activity.

Total international trade in the Chicago area has increased 25 percent to $188 billion

since 2008 led by exports in medical supplies, pharmaceutical products, and industrial

machinery. This robust growth in trade has led to over $40 billion in direct investment in

Chicago and the presence of over 1,500 foreign-based companies in the metro area.

PORT OF CHICAGO ACCESS

The Chicago metropolitan region provides convenient access to the Port of Chicago, the

leading intermodal container handler in the Western Hemisphere, with more than twice

the volume of Los Angeles and more than five times that of New York. In fact, it is the

world’s largest intermodal container handler after Hong Kong and Singapore.

TRANSPORTATION

Chicago is one of the primary transportation hubs in the United States. Chicago is

home to O’Hare International Airport, the 3rd busiest airport in the nation. According

to the Chicago Department of Aviation, in 2016 the airport serviced nearly 78 million

passengers to and from 208 destinations around the world via more than 48 passenger

carriers. Chicago is also home to Midway International Airport, which serviced more

than 22 million passengers via five passenger carriers to 75 destinations in the US,

Mexico, Jamaica, the Dominican Republic and Canada.

Several major interconnected expressways and interstate highways pass though the

Chicago area. Interstates 80, 88 and 290 are the main east/west routes. Interstates

55 and 57 provide access to the south and southwestern suburban areas. Communities

to the north and northwest are accessed via Interstates 90 and 94. North/south travel

between the western suburbs is facilitated by Interstates 294 and 355.

FORTUNE 500 COMPANIES IN THE CHICAGO MSA

Employer Revenues ($M)

Walgreens Boots Alliance $103,444

Boeing $96,114

Archer Daniels Midland $67,702

United Continental Holdings $37,864

Allstate $35,653

Mondelez International $29,636

Exelon $29,447

McDonald’s $25,413

Sears Holdings $25,146

US Foods Holding $23,128

AbbVie $22,859

Source: World Business Chicago


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CHICAGO, THE NATION’S LOGISTICS HUBChicago is known as one of the most important logistics and transportation hubs in the United States. With superior access to all major modes of transportation and its central location proximity to the largest metropolitan areas in the country, it has long been a sough after location for distribution hubs.

WHY CHICAGO?

• Chicago has a strong, globally diverse economy larger than that of many countries

• Chicago’s industry mix most closely matches that of the nation, with no single industry employing more than 20% of the workforce

• Chicago is one of the most cost-effective cities in the world for doing business, ahead of New York and Los Angeles, according to KPMG

• Chicago’s affordable cost of living and world-class cultural and recreational opportunities make it an excellent value for the city’s vibrant and diverse workforce

• Chicago is a central transportation hub with direct flights between more than 200 cities worldwide, and direct connections to six major U.S. Interstates

• Chicago is hub of international business activity, with more than 1,800 foreign-based companies and more than $100 billion in foreign direct investment

CHICAGO ACCOLADES

• Top 10 Most Competitive City for Business in the World (The Economist Intelligence Unit)

• Top 10 Best City for Building Wealth (Bankrate.com, October 2015)

• #1 Top Metro in the U.S. for Corporate Investment (Site Selection, March 2016)

• #1 North American city for foreign direct investment (IBM, Global Location Trends)

• #2 Top Metro in the United States for the Number of Fast Growing Small Businesses (Inc. 5000 List, 2015)


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CBRE, Inc. operates within a global family of companies with many subsidiaries and/or related entities (each an “Affiliate”) engaging in a broad range of commercial real estate businesses including, but not limited to, brokerage services, property and facilities management, valuation, investment fund management and development. At times different Affiliates may represent various clients with competing interests in the same transaction. For example, this Memorandum may be received by our Affiliates, including CBRE Investors, Inc. or Trammell Crow Company. Those, or other, Affiliates may express an interest in the property described in this Memorandum (the “Property”) may submit an offer to purchase the Property and may be the successful bidder for the Property. You hereby acknowledge that possibility and agree that neither CBRE, Inc. nor any involved Affiliate will have any obligation to disclose to you the involvement of any Affiliate in the sale or purchase of the Property. In all instances, however, CBRE, Inc. will act in the best interest of the client(s) it represents in the transaction described in this Memorandum and will not act in concert with or otherwise conduct its business in a waythat benefits any Affiliate to the detriment of any other offeror or prospective offeror, but rather will conduct its business in a manner consistent with the law and any fiduciary duties owed to the client(s) it represents in the transaction described in this Memorandum.

CONFIDENTIALITY AGREEMENTThis is a confidential Memorandum intended solely for your limited use and benefit in determining whether you desire to express further interest in the acquisition of the Property.

This Memorandum contains selected information pertaining to the Property and does not purport to be a representation of the state of affairs of the Property or the owner of the Property (the “Owner”), to be all-inclusive or to contain all or part of the information which prospective investors may require to evaluate a purchase of real property. All financial projections and information are provided for general reference purposes only and are based on assumptions

relating to the general economy, market conditions, competition and other factors beyond the control of the Owner and CBRE, Inc. Therefore, all projections, assumptions and other information provided and made herein are subject to material variation. All references to acreages, square footages, and other measurements are approximations. Additional information and an opportunity to inspect the Property will be made available to interested and qualified prospective purchasers. In this Memorandum, certain documents, including leases and other materials, are described in summary form. These summaries do not purport to be complete nor necessarily accurate descriptions of the full agreements referenced. Interested parties are expected to review all such summaries and other documents of whatever nature independently and not rely on the contents of this Memorandum in any manner.

Neither the Owner or CBRE, Inc, nor any of their respective directors, officers, Affiliates or representatives make any representation or warranty, expressed or implied, as to the accuracy or completeness of this Memorandum or any of its contents, and no legal commitment or obligation shall arise by reason of your receipt of this Memorandum or use of its contents; and you are to rely solely on your investigations and inspections of the Property in evaluating a possible purchase of the real property.

The Owner expressly reserved the right, at its sole discretion, to reject any or all expressions of interest or offers to purchase the Property, and/or to terminate discussions with any entity at any time with or without notice which may arise as a result of review of this Memorandum. The Owner shall have no legal commitment or obligation to any entity reviewing this Memorandum or making an offer to purchase the Property unless and until written agreement(s) for the purchase of the Property have been fully executed, delivered and approved by the Owner and any conditions to the Owner’sobligations therein have been satisfied or waived.

By receipt of this Memorandum, you agree that this Memorandum and its contents are of a confidential nature, that you will hold and

treat it in the strictest confidence and that you will not disclose this Memorandum or any of its contents to any other entity without the prior written authorization of the Owner or CBRE, Inc. You also agree that you will not use this Memorandum or any of its contents in any manner detrimental to the interest of the Owner or CBRE, Inc.

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

DISCLAIMER© 2017 CBRE, Inc. The information contained in this document has been obtained from sources believed reliable. While CBRE, Inc.does not doubt its accuracy, CBRE, Inc. has not verified it and makes no guarantee, warranty or representation about it. It is your responsibility to independently confirm its accuracy and completeness. Any projections, opinions, assumptions or estimates used are for example only and do not represent thecurrent or future performance of the property. The value of this transaction to you depends on tax and other factors which should be evaluated by your tax,financial and legal advisors. You and your advisors should conduct a careful, independent investigation of the property to determine to your satisfaction the suitability of the property for your needs.

Photos herein are the property of their respective owners and use of these images without the express written consent of the owner is prohibited.

CBRE and the CBRE logo are service marks of CBRE, Inc. and/or its affiliated or related companies in the United States and other countries. All other marks displayed on this document are the property of their respective owners.

Affiliated Business Disclosure & Confidentiality Agreement


Actual Construction Photo


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Chris Bosworth Executive Vice President T +1 404 923 1486 [email protected]

Brian Pfohl Capital Markets ManagerT +1 404 504 7893 [email protected]

Will Pike Executive Vice President T +1 404 923 1381 [email protected]

CONTACTS

www.cbre.com/nlpgatlanta

CBRE, Inc.3280 Peachtree Road NESuite 1400Atlanta, GA 30305+1 404 504 7900

Michael KaiderFirst Vice PresidentT +1 630 573 7015 [email protected]

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