Tractor Supply Company1575 W. US Highway 25E | Barbourville, KY 40906

Representative Photo Offering Memorandum

Confidential Disclaimer

Stan Johnson Company6120 South Yale Avenue | Suite 300Tulsa, Oklahoma 74136 P: 918.494.2690

stanjohnsonco.com

Gill Warner, CCIM Senior Directorgwarner@stanjohnsonco.com P: +1 918.794.9512

Sharon JordanSenior Analystsharon@stanjohnsonco.com P: +1 918.794.9513

In association withJohn ZimmermanKY Lic. #72058

Offered Exclusively byThis Confidential Offering Memorandum (“COM”) is provided by Stan Johnson Company (“SJC”), solely for your consideration of the opportunity to acquire the commercial property described herein (the “Property”). This COM may be used only as stated herein and shall not be used for any other purpose, or in any other manner, without prior written authorization and consent of SJC.

This COM does not constitute or pertain to an offer of a security or an offer of any investment contract. This COM contains descriptive materials, financial information and other data compiled by SJC for the convenience of parties who may be interested in the Property. Such information is not all inclusive and is not represented to include all information that may be material to an evaluation of the acquisition opportunity presented. SJC has not independently verified any of the information contained herein and makes no representations or warranties of any kind concerning the accuracy or completeness thereof. All summaries and discussions of documentation and/or financial information contained herein are qualified in their entirety by reference to the actual documents and/or financial statements, which upon request may be made available. An interested party must conduct its own independent investigation and verification of any information the party deems material to consideration of the opportunity, or otherwise appropriate, without reliance upon SJC.

The Property may be financed or withdrawn from the market without notice, and its owner(s) reserve(s) the right to negotiate with any number of interested parties at any time. The Property is offered and sold by its owner(s) as is, where is, and with all faults, without representation or warranty of any kind except for any customary warranties of title.

BY ACCEPTING THIS COM, YOU AGREE THAT: (1) all information contained herein, and all other information you have received or may hereafter receive from SJC relating to the Property, whether oral, written or in any other form (collectively, the “Information”), is strictly confidential; (2) you will not copy or reproduce, and claim as your own without attribution to SJC, all or any part of this COM or the Information; (3) upon request by SJC at any time, you will return and/or certify your complete destruction of all copies of this COM and the Information; (4) for yourself and all your affiliates, officers, employees, representatives, agents and principals, you hereby release and agree to indemnify and hold harmless SJC all of its affiliates, officers, employees, representatives, agents and principals, from and with respect to any and all claims and liabilities arising from or related to the receipt or use of this COM and/or any other Information concerning the Property; (5) you will not provide this COM or any of the Information to any other party unless you first obtain such party’s acceptance and approval of all terms, conditions, limitations and agreements set forth herein, as being applicable to such party as well as to you; and (6) monetary damages alone will not be an adequate remedy for a violation of these terms and that SJC shall be entitled to equitable relief, including, but not limited to, injunctive relief and specific performance, in connection with such a violation and shall not be required to post a bond when obtaining such relief.

Tractor Supply Company • Barbourville, KY 3

The OfferingStan Johnson Company is pleased to offer for sale to qualified investors

the opportunity to acquire a fee simple interest in the land and building

of a new Tractor Supply Company-leased building located in Barbourville,

KY. The Subject Property consists of approximately 4.42 acres and a

19,097-square-foot building that is currently under construction and

scheduled to be completed approximately October 2017. Tractor Supply

Company is operating under a brand new NN fifteen (15) year lease. The

Subject Property features five percent (5%) rent increases every 5 years

during the lease term and in each of the four (4), five (5) year renewal

options.

The Subject Property is located in Barbourville, KY, which is the county

seat of Knox County. The property is located on Cumberland GA Parkway

(Highway 25E) in a large retail hub that includes several major tenants

including Walmart Supercenter, Walgreens, Rite Aid, Hibbett Sports, IGA,

O’Reilly Auto Parts, Save a Lot, and various other retail and well known

restaurants.

Tractor Supply Company (NASDAQ: TSCO) operates rural lifestyle retail

stores in the United States. The company operates over 1,600 retail stores

in 49 states and is headquartered in Brentwood, TN. The company focuses

on supplying the lifestyle needs of recreational farmers and ranchers. The

company also serves the maintenance needs of those who enjoy the rural

lifestyle, as well as tradesmen and small businesses. As of December 31,

2016, Tractor Supply Company has total revenues in excess of $6.77 billion,

net income in excess of $437 million, and a net worth in excess of $1.45

billion.

Investment Highlights100% Leased and Guaranteed by Tractor Supply Company (NASDAQ: TSCO)

Desirable Long-Term Lease – The new fifteen (15) year lease term will

commence approximately October 2017.

Attractive Rental Increases - The Subject Property lease provides for 5%

rental increases every five (5) years and in each of the four (4), five (5) year

renewal option periods.

Highly Passive NN Lease Structure – Highly passive lease structure with

landlord responsibility limited to roof, structure, and parking.

Build-to-Suit Construction – The Subject Property was built specifically for

Tractor Supply Company, and is institutional-quality construction.

Good Market Location – The Subject Property enjoys a strong location

on Cumberland GA Parkway (Highway 25E), a major retail corridor, with

numerous well-known retailers and restaurants.

Purchase Price: $3,387,097 Cap Rate: Contact Broker

Tractor Supply Company • Barbourville, KY 4

Tenant OverviewTractor Supply Company (NASDAQ: TSCO) is the largest operator of retail farm and ranch stores in

the United States. Its stores provide a selection of merchandise, including equine, livestock, pet, and

animal products (43% of sales); hardware, truck, towing, and tool products (23% of sales); seasonal

products comprising lawn and garden items (20% of sales); power equipment; maintenance products

for agricultural and rural use (5% of sales); and work/recreational clothing and footwear products (9%

of sales). The company was founded in 1938 and is based in Brentwood, Tennessee.

The company operates over 1,600 retail stores in 49 states and employs more than 24,000 team

members. The company focuses on supplying the lifestyle needs of recreational farmers and ranchers.

The company also serves the maintenance needs of those who enjoy the rural lifestyle, as well as

tradesmen and small businesses. Tractor Supply stores are primarily located in rural areas and the

outlying suburbs of major cities. The typical Tractor Supply store has 15,000-24,000 square feet

of inside selling space with a similar amount of outside space used to display agricultural fencing,

livestock equipment and horse stalls.

As of December 31, 2016, Tractor Supply Company had total revenues in excess of $6.77 billion, net

income in excess of $437 million; and, as of April 4, 2017, a net worth in excess of $1.45 billion.

Tenant Profile

Parent Company: Tractor Supply Co.

Stock Symbol: TSCO

Exchange: NASDAQ

Total Revenue:as of 12/31/2016

$6.77 billion

Net Income:as of 12/31/2016

$437 million

Net Worth:as of 4/4/2017

$1.45 billion

Market Capitalization:as of 4/5/2017

$9.10 billion

Tenant Business: Retail

Founded: 1938

Headquarters: Brentwood, Tennessee

Website: www.tractorsupply.com

Representative Photos

Tractor Supply Company • Barbourville, KY 5

Lease Abstract

Tenant/Guarantor Tractor Supply Company

Property Address 1575 W. US Highway 25E Barbourville, Knox County, KY

Building SF 19,097 SF (approx.) + 15,000 SF (approx.) outdoor display area

Yr. Constructed 2017-Under construction scheduled to be complete October 2017

Acreage 4.42 Acres (approximate)

Rent Commencement October 2017 (Estimated)

Term Expiration October 2032 (Estimated)

Primary Term Fifteen (15) years

Options Four (4), Five (5) year renewal options

Rent Increases 5% every Five (5) years

Expenses

NN Lease - Landlord is responsible for roof, structure, parking lot and liability insurance. Tenant is responsible for taxes, liability and property insurance, CAM and HVAC except for last 2 years of lease term.

ROFR/Offer Yes; fifteen (15) days

N

Kentucky

London

Lexington

Louisville

Tennessee

Knoxville

Chattanooga

Nashville

Tractor Supply Company • Barbourville, KY 6

Site Plan

N CUMBERLAND GAP PKWY

4.42 ACRES

HE

NR

Y M

AR

TIN

DR

Location OverviewBarbourville is a home rule-class city and is the county seat of Knox

County, Kentucky. The city is home to Union College and the Appalachian

Children's Home. Barbourville hosts many events such as the annual Daniel

Boone Festival featuring outdoor concerts, carnival games, a parade

and many other attractions. The Southern and Eastern Kentucky Tourism

Development Association also sponsors a Springtime Redbud Festival every

year at Union College.

Knox County is located near the Southeastern corner of Kentucky and

is included in the London, Kentucky micropolitan statistical area. Knox

County’s per capita income rate is 106% of the state average and the

unemployment level is one of the best in the state. Vincennes and Knox

County’s cost of living index is 79.8% compared to the US average. All the

key cost of living factors such as food, housing, utilities, transportation, and

health are all well below the US average.

London, Kentucky is the seat of Laurel County, Kentucky and is recognized

as one of the country's micropolitan statistical areas. Located about 25

miles Northwest of Barbourville, London is a small city that serves as an

economic hub for the surrounding area.

London's location and relatively low cost of living have helped make the city

a "Vacation Crossroads" and a center for business, shopping, entertainment,

education and health-care. London has a sound base of industrial and retail

business and exemplary schools. Moderately priced housing, low utility

costs, a moderate climate and proximity to huge forests, beautiful lakes,

tourist attractions and the metropolitan areas of Lexington and Knoxville

combine to make London a very attractive location for visitors, new

residents, and an ideal location for businesses.

Union College, Barbourville, KY Dr. Thomas Walker State Historic Site, Barbourville, KY

JESSE D. LAY ELEMENTARY SCHOOL

396 STUDENTS

APPALACHIAN CHILDREN'S HOME

DR. THOMAS WALKER STATE PARK

BARBOURVILLE HIGH SCHOOL 718 STUDENTS

KNOX CENTRAL HIGH SCHOOL 922 STUDENTS

KNOX COUNTY MIDDLE SCHOOL 503 STUDENTS

CENTRAL ELEMENTARY SCHOOL

490 STUDENTS

STIVERS AQUATIC CENTER

UNION COLLEGE 1,139 STUDENTS

BARBOURVILLE WATER PARK

MCDONALD'S

NC

UM

BE

RL

AN

D G

AP

PK

WY

(+/- 22,217 V

PD

)

PARKWAY PLAZA

Tractor Supply Company • Barbourville, KY 9

Demographics 1575 W. US Highway 25E Barbourville, KY 40906 0 - 3 mi. 0 - 5 mi. 0 - 10 mi.

Population

2017 Population 8,683 13,756 26,392

2022 Population 8,886 14,139 27,063

2010-2017 Annual Rate 0.64% 0.70% 0.65%

2017-2022 Annual Rate 0.46% 0.55% 0.50%

Households

2017 Total Households 3,408 5,387 10,359

2022 Total Households 3,475 5,521 10,596

2010-2017 Annual Rate 0.49% 0.58% 0.56%

2017-2022 Annual Rate 0.39% 0.49% 0.45%

Average Household Income

2017 Average Household Income $44,864 $45,052 $42,896

2022 Average Household Income $51,455 $51,573 $48,589

2017-2022 Annual Rate 2.78% 2.74% 2.52% N

Tractor Supply Company • Barbourville, KY 10

going beyond

The information contained herein was obtained from sources believed reliable, however, Stan Johnson Company makes no guaranties, warranties or representations as to the completeness thereof. The presentation of this property for sale, rent or exchange is submitted subject to errors, omissions, change of price or conditions, or withdrawal without notices.

Offered Exclusively by

Stan Johnson Company6120 South Yale Avenue | Suite 300Tulsa, Oklahoma 74136 P: 918.494.2690

stanjohnsonco.com

Gill Warner, CCIM Senior Director gwarner@stanjohnsonco.com P: +1 918.794.9512

Sharon Jordan Senior Analyst sharon@stanjohnsonco.com P: +1 918.794.9513

In association with John Zimmerman KY Lic. #72058