Bankruptcy Sale - $4,300,000 Valuable 13,352 SF Day Care Town Hall Plaza, Chantilly, Virginia 20152

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1 Bankruptcy Sale - $4,300,000 Valuable 13,352 SF Day Care Town Hall Plaza, Chantilly, Virginia Rarely does such a valuable day care property come on the market! According to a January 2017 appraisal, the property was valued at $6,000,000 so this opportunity won t last long. This highly visible property, exceptionally well located in South Riding, Virginia, consists of a 1.23 acre parcel of land improved with a masonry, two-story day care center built new in Based on the public records, this two-story building has 13,352 SF of gross building area. All sales subject to US Bankruptcy Court approval. Please contact Stephen Karbelk, RealtyMarkets, a Century 21 New Millennium Team at and stephen@realtymarkets.com or Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at and stephanie@realtymarkets.com regarding the occupancy status. No personal property conveys. All sales are subject to US Bankruptcy Court approval. 2.75% Buyer Broker commission offered. Please visit for the terms and conditions.

2 Commercial Full - Agent Metropolitan Regional Information Systems, Inc. LO LOUDOUN Bright MLS #: TOWN HALL PLZ, CHANTILLY, VA Full Listing Commercial Status: Active Listing Type: Excl. Right List Price: $4,300,000 Ownership: Condo, Sale Election District: 5 Lot Sq Ft:53,579 Auction: No Transaction Type: Other/Undisclosed Inc City/Town: CAM: Zip: Adv Sub: Main Street Condo Legal Sub: MAIN STREET CONDO ADC Map Coord: Project Name: Area: Building/Project Name: Tax ID: Levels: 2 Building Floors: Total Taxes: $39,448 Tax Year: 2016 Age: 8 Year Built: 2009 Lot AC/SF: / 53,579 Comm Industrial Type: Church/School, Office, Office Building Location: Show Instructions: Appt Only-Lister, Call 1st-Lister, Call 1st-Showing Service, 1st-Lister, LA Must Accom, No Sgn on Prop Show Days: Saturday, Sunday Show Time: - INTERIOR Occupied: Yes Net (SqFt) Building: Gross (SqFt) Building: Amenities: Appliances: Dining/Kitchen: Extra Unit Description: Foundation: Handicap: Level Location: Main Entrance: Rooms: Security: Desk in Lobby, Electric Alarm, Main Entrance Lock, Spkler Sys-indoor, Security System Walls/Ceilings: REMARKS General/Agent: Jan 2017 appraisal is $6,000,000. Call Stephanie Young to schedule a showing. Weekend showing preferred by tenant. Currently occupied. Call LA for details about occupancy status. Only RE being sold. Sold subject to BK Court approval. Internet/Public: Rarely does a valuable day care center building come on the market! Priced nearly $2 million below appraisal. Highly visible from Rt. 50. Well located in South Riding/Chantilly area. Located on 1.23 acres. Built new in 2009, this is a well maintained, 13,352 SF, twolevel day care center. Currently occupied. Call LA for details about occupancy status. Only RE being sold. Sold subject to BK Court approval. Directions: Located by the intersection of Route 50 and Elk Lick Road in South Riding, Virginia. EXTERIOR Year Converted: Year Renovated: Original Builder: Clear Span Ceiling Height: Door Height Drive In: Exterior Construction: Brick Flooring: Concrete, Tile/Brick Roofing: Lot Acres: Lot Size Sq Ft: 53,579 Lot Dimension: x x PARKING: Paved Driveway, Street, Surface # Assgn Sp: Parking Ratio (# spaces/1,000 SQ FT): Roads: Public Street, Paved, City/County Road Frontage: Transportation: Airport Miles Community Management: Development Status: Present Use: Senior Assisted/Day Care Property Condition: As-is condition, Shows Well Property Status: Existing Soil Type: Special Permits: UTILITIES Heating: Cooling: Water: Public Sewer Septic: Public Sewer Metering: TV/Cable/Comm: Electric 12 Months/Average: Gas 12 Months/Average: Construction Materials: Energy Generation: Water Conservation: Green Verification Y/N: No Heat Fuel: Cool Fuel: Hot Water: Electric: Water 12 Months/Average: Heating Oil 12 Months/Average: Energy Efficiency: Indoor Air Quality: Sustainability:

3 FINANCIAL INFORMATION Price/SQ FT: $ Rental Special: Total Taxes: $39,448 Tax Year: 2016 County Tax: $39,448 City/Town Tax: Refuse Fee: Front Foot Fee: Tap Fee: Special Tax Assess: Pass Through: Yr Assessed: 2017 Water/Sewer Hook-up: Land Assessment: $760,000 Improvements: $2,673,280 Total Tax Assessment: $3,433,280 Total Units: Vacancy Rate:0 Investment Y/N: Yes Tenancy:Lease terms Mixed Annual Gross Operating Income: $ Annual Net Operating Income: Annual Operating Expenses (Except Taxes): $ Annual Rent Income: Gross Mo Rent (All Units Combined): $ Net Operating Income: Owner Expenses: Seller Desires: Source of Information: Additional Income Sources: New Financing: Condo/Coop Fee: Frequency: Earnest Money: Other Fees: Frequency: Association Fee: LEGAL INFORMATION Unit Number: Lot #: Phase: Block/Square: Section: Parcel Number: Liber: Folio: Zoning Code: CLI Master Plan Zoning: Historic Designation ID: Present Licenses: Tenant Rights: Tenant - Notified Disclosures: Subj to Condo/HOA Docs, Subject to a Potential Short Sale Documents: Possession: Settlement, Negotiable OWNER and SHOWING Information Owner 1: Bankruptcy Trustee Home: Office: Show Contact #1: Stephanie Young Home: (571) Office: (571) Monthly Rent: Lease Expiration: Show Contact #2: Stephen Karbelk Home: (571) Office: (581) Monthly Rent: Lease Expiration: Show Instructions: Appt Only-Lister, Call 1st-Lister, Call 1st-Showing Service, 1st-Lister, LA Must Accom, No Sgn on Prop PROPERTY MANAGEMENT Property Mgmt Company: Office: Prop Mgr's Name: Alt Phone: Phone: Fax: LISTING AGENT/BROKER Listing Agent: Stephen Karbelk Home: (571) Home Fax: Office: (703) Pager: Voice Mail: (571) Ext: Cell: (571) ALTERNATE AGENT Alt Agent: Stephanie Young Home: (571) Home Fax: Office: (703) Pager: Voice Mail: (703) Ext: Cell: (571) Broker Name: Century 21 New Millennium Broker Code: CENT2040 Broker Address: Exchange St 221, Ashburn, VA Office Phone: (703) Office Fax: (703) LISTING INFORMATION List Date: 23-Nov-2017 Orig List Price: $4,300,000 Update Type: MEDIA VRP: No Prior List Price: Update Date: 23-Nov-2017 Low Price: $4,300,000 DOM-MLS: 0 DOM-Prop: 0 Status Change Date: 23-Nov-2017 Off Mkt Date: Photo Option: Lister will Submit All Total Photos: 30 Advertising: IDX-PUB COMPENSATION Sub-Agent: 2.75 Buyer-Agent: 2.75 Additional: Disclose Dual Agency: No Variable Rate: No Designated Rep: No Parking inc in LP: Yes SOLD INFORMATION Parking inc in SP:No Copyright 2017 Bright MLS, Inc. Information is believed to be accurate, but should not be relied upon without verification. Accuracy of square footage, lot size, schools and other information is not guaranteed. Terms of Use

4 Notice of Hearing and Sale Motion If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

5 Case BFK Doc 44 Filed 03/02/18 Entered 03/02/18 14:29:12 Desc Main Document Page 1 of 6 IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF VIRGINIA ALEXANDRIA DIVISION IN RE: ALANS CORNER, LLC Debtor ) ) ) ) Case No BFK ) Chapter 7 ) ) ) NOTICE OF HEARING ON TRUSTEE S MOTION TO APPROVE THE SALE OF REAL PROPERTY FREE AND CLEAR OF LIENS AND REQUESTING RELATED RELIEF PLEASE TAKE NOTICE that Janet M. Meiburger, the Trustee for the estate of the Debtor in the above-named case, by counsel, has filed a Trustee s Motion to Approve the Sale of Real Property and Requesting Related Relief (the Motion ). The Motion is on file with the United States Bankruptcy Court and can be obtained by accessing the court s website at or by contacting the undersigned counsel. 1. The Motion requests approval to sell the Debtor s property at Town Hall Plaza, Chantilly, Virginia (the Property ) for $4,300, The buyer is Insite Real Estate Investment Properties, LLC. To the best of the Trustee s knowledge, neither the Buyer, its principals nor any persons or entities related to or affiliated with the Buyer have any relation to the Debtor, the listing agent Stephen Karbelk, or the Trustee. The Buyer has paid a deposit in the amount of $50, The Contract is subject to a number of contingencies. For example, the study period will remain open until 60 days after the order approving the sale. In addition, the Janet M. Meiburger, VA Bar No The Meiburger Law Firm, P.C Chain Bridge Road, Suite 201 McLean, VA (703) Counsel to Chapter 7 Trustee

6 Case BFK Doc 44 Filed 03/02/18 Entered 03/02/18 14:29:12 Desc Main Document Page 2 of 6 Trustee must terminate the lease with the current tenant, Discovery Station, LLC, and Discovery Station must vacate the Property prior to closing. 2. The Motion provides that the first mortgage, which is held by EagleBank, will be paid in full, other than the late charges, which are subordinated to other creditors under Bankruptcy Code 726(a)(4). However, there will not be sufficient funds to pay the second mortgage, which is held by the SBA. The Motion provides that the sale is subject to reaching an agreement with the SBA about paying its claim in a reduced amount. 3. The Motion also requests authority to pay the 5.5% real estate commission, the past due real estate taxes, the survey and the costs of sale at closing. The Trustee estimates that, after payment of the EagleBank mortgage but not the SBA mortgage, the sale will net approximately $367, to the bankruptcy estate. The above is simply a summary of the terms of sale. Please refer to the Motion and the Purchase and Sale Contract attached thereto for a complete explanation of the terms of sale. Your rights may be affected. You should read these papers carefully and discuss them with your attorney, if you have one in this bankruptcy case. (If you do not have an attorney, you may wish to consult one.) If you oppose the Motion, or if you want the Court to consider your views on the Motion, you or your attorney must: ON OR BEFORE TUESDAY, MARCH 20, 2018, file with the United States Bankruptcy Court for the Eastern District of Virginia, Alexandria Division, 200 South Washington Street, Alexandria, Virginia 22314, a written response with supporting memorandum as required by Local Bankruptcy Rule (H). Unless a written response and supporting memorandum are filed on or before Tuesday, March 20, 2018, the Court may deem any opposition waived, treat the Motion as conceded, and issue an order granting the requested relief without further notice or hearing. If you mail your response to the Court for filing, you must mail it early enough so the Court will receive it on or before the date stated above. 2

7 Case BFK Doc 44 Filed 03/02/18 Entered 03/02/18 14:29:12 Desc Main Document Page 3 of 6 You must also provide a copy to the persons listed below so that these persons receive your response on or before Tuesday, March 20, Attend the hearing scheduled to be held on Tuesday, March 27, 2018, at 9:30 a.m. in Courtroom I, United States Bankruptcy Court, 200 South Washington Street, Alexandria, Virginia. Provide a copy of any written response to the following persons: Janet M. Meiburger, Esq. Office of the United States Trustee The Meiburger Law Firm, P.C. 115 S. Union Street 1493 Chain Bridge Road Room 210 Suite 201 Alexandria, VA McLean, VA Respectfully submitted, THE MEIBURGER LAW FIRM, P.C. Dated: March 2, 2018 By: /s/ Janet M. Meiburger Janet M. Meiburger, Esq., VSB No The Meiburger Law Firm, P.C Chain Bridge Road, Suite 201 McLean, Virginia (703) Counsel for Chapter 7 Trustee 3

8 Case BFK Doc 44 Filed 03/02/18 Entered 03/02/18 14:29:12 Desc Main Document Page 4 of 6 CERTIFICATE OF SERVICE I HEREBY certify that on this 2nd day of March, 2018, a true and correct copy of the foregoing Notice of Hearing on the Trustee s Motion to Approve the Sale of Real Property Free and Clear of Liens and Requesting Related Relief will be served by ECF pursuant to the applicable Standing Order of the Court, and by first class mail, postage prepaid on the following, and that a true and correct copy (without this certificate of service) will be served by BK Attorney Services, LLC d/b/a certificateofservice.com to the attached list. InSite Real Estate Investment Properties, L.L.C. c/o InSite Real Estate, L.L.C th Street, Suite 300 Oak Brook, IL Attn: J.R. Kyes InSite Real Estate Investment Properties, L.L.C. c/o InSite Real Estate, L.L.C th Street, Suite 300 Oak Brook, IL Attn: Robin Rash, Chief Legal Officer MacKenzie Retail, LLC 111 S. Calvert Street Baltimore, MD Attn: Tom Fidler Century 21 New Millennium Exchange Street, Suite 221 Ashburn, VA Attn: Stephen Karbelk RL Title and Escrow, Inc Leesburg Pike #402 Vienna, VA Attn.: Amir Raminpour /s/ Janet M. Meiburger Janet M. Meiburger J:\Trustee\Alans Corner, LLC ( )\Pleadings\Sale of Property.Insite.Notice.1.doc 4

9 Label Matrix for Case local BFK noticing Doc 44 Alans Filed Corner, 03/02/18 LLC Entered 03/02/18 14:29:12 County of Loudoun, Desc VA Main Rodriguez Document Lane Page 5 of 6 c/o Belkys Escobar Case BFK Haymarket, VA One Harrison St. SE, (MSC #06) Eastern District of Virginia Leesburg, VA Alexandria Thu Mar 1 18:18:48 EST 2018 EagleBank The Meiburger Law Firm PC Treasurer, County of Loudoun, Virginia c/o Benjamin P. Smith 1493 Chain Bridge Road Attention: Collections/Bankrupty Div. Shulman, Rogers, Gandal, Pordy & Ecker Suite 201 P O Box 347 (MSC #31) Park Potomac Ave, 6th Floor McLean, VA Leesburg, VA Potomac, MD United States Bankruptcy Court Alan D. Berlin Business Finance Group 200 South Washington Street 5484 Rodriguez Lane 3930 Pender Drive #300 Alexandria, VA Haymarket, VA Fairfax, VA Carolyn H. Berlin Discovery Station LLC Eagle Bank 5484 Rodriguez Lane 5313 Kernstown Ct Old Georgetown Road Haymarket, VA Haymarket, VA rd Floor Bethesda, MD EagleBank Mark Albanese, Esq Shulman & Rogers c/o Benjamin P. Smith, Esq University Drive Park Potomac Ave Shulman Rogers Gandal Pordy & Ecker, PA Suite 301 6th Floor Park Potomac Ave, 6th Floor Fairfax, VA Potomac, MD Potomac MD Treasurer, County of Loudoun, Virginia U.S. Small Business Admin. US Small Business Administration Attention: Collections/Bankruptcy Div rd Street SW 409 3rd Street SW 2d Floor P O BOX 347 (MSC #31) Washington, DC Washington DC Leesburg, Virginia Barry Strickland Janet M. Meiburger John Paul Goetz Barry Srickland & Co., CPA The Meiburger Law Firm, P.C. John Goetz Law, PLC P.O. Box Chain Bridge Road, Suite W. Shirley Avenue Richmond, VA McLean, VA Warrenton, VA Judy A. Robbins Office of the U.S. Trustee - Region South Union Street, Room 210 Alexandria, VA The following recipients may be/have been bypassed for notice due to an undeliverable (u) or duplicate (d) address. (u)united STATES OF AMERICA (d)carolyn H Berlin (u)stephen Karbelk 5484 Rodriguez Lane Century 21 New Millennium Haymarket, VA

10 End of Label Matrix Case BFK Doc 44 Filed 03/02/18 Entered 03/02/18 14:29:12 Desc Main Mailable recipients 21 Document Page 6 of 6 Bypassed recipients 3 Total 24

11 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 1 of 35 IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF VIRGINIA ALEXANDRIA DIVISION IN RE: ALANS CORNER, LLC Debtor ) ) ) ) Case No BFK ) Chapter 7 ) ) ) Janet M. Meiburger, VA Bar No The Meiburger Law Firm, P.C Chain Bridge Road, Suite 201 McLean, VA (703) Counsel to Chapter 7 Trustee TRUSTEE S MOTION TO APPROVE THE SALE OF REAL PROPERTY FREE AND CLEAR OF LIENS AND REQUESTING RELATED RELIEF Janet M. Meiburger, Chapter 7 Trustee in the above-named case, by her undersigned counsel, hereby moves, pursuant to 11 U.S.C. 363, Fed. R. Bankr. P. 6004, and Local Rules and , for authority to sell the Debtor s real property located at Town Hall Plaza, Chantilly, Virginia (the Property ), free and clear of liens, encumbrances and other interests, other than the Permitted Exceptions under the Contract, and to pay at closing the first mortgage held by EagleBank, the real estate commissions, the past due real estate taxes and the sale related expenses, and for certain other relief as described herein, and in support of this Motion states as follows: 1. On August 3, 2017 (the Petition Date ), the Debtor filed a voluntary petition for relief under Chapter 7 of the Bankruptcy Code. Janet M. Meiburger is the duly qualified and acting Trustee. 2. Included in the bankruptcy estate is the Debtors 100% ownership interest in the real property located at Town Hall Plaza, Chantilly, Virginia (the Property ).

12 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 2 of On May 15, 2009, Discovery Station, LLC ( Discovery Station ) entered into a lease to occupy the Property (the Lease ). Discovery Station is a Virginia limited liability company. On information and belief, Discovery Station is owned by the same individuals who own the Debtor, Alan and Carolyn Berlin, and is managed by their son and daughter-in-law, Lee Berlin and Jennifer Berlin. Discovery Station operates a child care center at the Property. 4. On November 7, 2017, this Court entered an order approving a real estate listing agreement and employing Stephen Karbelk of Century 21 New Millennium as exclusive listing agent for the sale of the Property (the Order ) (Docket No. 32). 5. The Trustee has accepted a contract to sell the Property for $4,300,000.00, which is the asking price, subject to Court approval. A copy of the contract is attached hereto as Exhibit A (the Contract ). The Contract is for the sale of the Property as is. The buyer is Insite Real Estate Investment Properties, LLC (the Buyer ). The user of the Property will be a nationally recognized day care company with over 1,000 locations. The Buyer is represented by MacKenzie Commercial Real Estate Services, LLC. To the best of the Trustee s knowledge, neither the Buyer, its principals nor any persons or entities related to or affiliated with the Buyer have any relation to the Debtor, the listing agent Stephen Karbelk, or the Trustee, and the Trustee believes that the Buyer is a good faith purchaser within the meaning of Bankruptcy Code 363(m). The Buyer has paid the Earnest Money Deposit in the amount of $50, The primary terms of the contract are as follows: a. The Contract is subject to an Investigation Period, beginning on the Effective Date of the Contract, February 27, 2018 and ending sixty (60) days after the date of the entry of the Order approving the sale. 2

13 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 3 of 35 b. The Contract is subject to a breakup fee of $50,000.00, to be paid to at the closing on a sale to an alternate buyer. The requested breakup fee is 1.16% of the purchase price. The Trustee believes that this amount is reasonable, and requests that it be approved. c. The Contract includes all Personal Property held by the Debtor and located at the Property. d. The Contract allows the Buyer to terminate the Contract if an Order on this motion has not been entered by April 27, 2018, if the Court requires changes to the Contract that are not acceptable to the Buyer, or if the Order entered by the Court is not acceptable to the Buyer. e. The closing will take place within thirty (30) days of the end of the Investigation Period and ten days after the satisfaction or waiver of the Closing Conditions. f. The Lease must be terminated at or before the closing, and the Trustee must deliver exclusive possession of the Property to the Buyer at closing. 7. The Trustee obtained a title abstract for the Property and it showed two mortgages against the Property. The first mortgage is held by EagleBank, successor by merger to Virginia Heritage Bank. According to the proof of claim filed on behalf of EagleBank, the amount due was $3,556, as of January 17, According to the proof of claim, $38, of this amount is late charges. Pursuant to 726 (a)(4), these late charges are subordinated and will not be paid at closing. This leaves $3,518, due under EagleBank s mortgage as of January 17, The Trustee estimates that the amount due at closing, other than late fees, will be approximately $3,630, By this Motion, the Trustee requests that the Court approve payment of the EagleBank unsubordinated portion of the mortgage in full at closing. 3

14 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 4 of The second mortgage is held by U.S. Small Business Administration ( SBA ). According to the proof of claim filed on behalf of SBA, the mortgage is in arrears in the amount of $1,545, as of August 8, The sale of the Property is subject to the agreement of the SBA regarding the treatment of its claim. The Trustee has had preliminary discussions with the SBA, and she believes that an agreement can be reached. 9. In addition, the Trustee requests that the Court approve the payment, at closing, of the real estate commission of 5.5%, with 2.75% being paid to MacKenzie Commercial Real Estate Services, LLC and 2.75% being paid to Century 21 New Millennium, past due real estate taxes and the ordinary costs of sale, such as title costs and real estate tax pro rations. 10. The Trustee anticipates that the proceeds from the sale will be as follows: Sale price $4,300, Estimated EagleBank Payoff (as of 5/31/2018) ($3,630,000.00) Real estate commission (5.5%) ($236,500.00) Past Due Real Estate Taxes ($40,909.00) Survey ($5,000.00) Other costs of sale (estimated) ($20,000.00) Total: $367, Trustee believes that there will be no federal and state income taxes owed with respect to the sale because the sale price is substantially below the original purchase price. 12. Discovery Station is in default under the Lease. On December 11, 2017, the Trustee initiated an Adversary Proceeding against Discovery Station (Case No BFK) (the Adversary Proceeding ), in which the Trustee is requesting judgment against Discovery Station for turnover of possession of the Property and for the unpaid rent under the Lease, in an 4

15 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 5 of 35 amount to be determined. Discovery Station has not filed an answer to the Complaint in the Adversary Proceeding, and the Trustee intends to file a motion for default judgment. The Trustee also intends to file a motion to reject the Lease. 13. The Property will be conveyed free and clear of all liens, encumbrances and interests, other than the Permitted Exceptions under the Contract. The liens, encumbrances and interests as to which the Property will be conveyed free and clear include, but are not limited to, the EagleBank mortgage, which will nevertheless be paid at Closing, the SBA Mortgage, the Lease, and all tax claims and liens, as more particularly described in the Contract. To the extent that such liens, encumbrances and interests are valid, are not paid at closing, and are not waived, they will attach to the proceeds of sale. 14. The Trustee believes that the proposed sale is in the best interests of the bankruptcy estate because it is an arm s length sale to an unrelated buyer and therefore reflects the market value of the Property. 15. The Trustee requests, pursuant to 11 U.S.C. 363(m) and Federal Rule of Bankruptcy Procedure 6004(h), that the order approving the sale shall not be stayed for fourteen (14) days after entry, as would otherwise be required by Bankruptcy Rule 6004(h), and that, notwithstanding any provision of the Bankruptcy Code or Bankruptcy Rules to the contrary, including but not limited to Bankruptcy Rule 6004(h), the order approving the sale will be effective and enforceable immediately upon entry. WHEREFORE, the Trustee respectfully requests that the Court enter an order authorizing the sale of the Debtor s real property located at Town Hall Plaza, Chantilly, Virginia 20152, free and clear of liens; authorizing payment of the EagleBank mortgage, the real estate 5

16 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 6 of 35 commission, past due real estate taxes and the sale related expenses; and granting such other and further relief as the Court deems appropriate. Respectfully submitted, THE MEIBURGER LAW FIRM, P.C. Dated: March 2, 2018 By: /s/ Janet M. Meiburger Janet M. Meiburger, Esq.,VSB No The Meiburger Law Firm, P.C Chain Bridge Road, Suite 201 McLean, Virginia (703) Counsel to Chapter 7 Trustee 6

17 Case BFK Doc 43 Filed 03/02/18 Entered 03/02/18 14:27:30 Desc Main Document Page 7 of 35 CERTIFICATE OF SERVICE I HEREBY certify that on this 2nd day of March, 2018, a true and correct copy of the foregoing Trustee s Motion to Approve the Sale of Real Property Free and Clear of Liens and Requesting Related Relief will be served by ECF pursuant to the applicable Standing Order of the Court, and by first-class mail, postage prepaid, on the following: InSite Real Estate Investment Properties, L.L.C. c/o InSite Real Estate, L.L.C th Street, Suite 300 Oak Brook, IL Attn: J.R. Kyes InSite Real Estate Investment Properties, L.L.C. c/o InSite Real Estate, L.L.C th Street, Suite 300 Oak Brook, IL Attn: Robin Rash, Chief Legal Officer MacKenzie Retail, LLC 111 S. Calvert Street Baltimore, MD Attn: Tom Fidler Century 21 New Millennium Exchange Street, Suite 221 Ashburn, VA Attn: Stephen Karbelk RL Title and Escrow, Inc Leesburg Pike #402 Vienna, VA Attn.: Amir Raminpour /s/ Janet M. Meiburger Janet M. Meiburger E:\Mydocs\Trustee\Alans Corner, LLC ( )\Pleadings\Sale of Property.Insite.Motion.2.doc 7

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46 Bankruptcy Addendum When submitting an offer, please include the attached Bankruptcy Addendum If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

47 BANKRUPTCY ADDENDUM TO COMMERCIAL SALES CONTRACT Dated ("Contract") Janet M. Meiburger, Trustee for Alans Corner, LLC, Case No BFK ("Seller") to ("Buyers") for the property: Town Hall Plaza, Chantilly, Virginia The provisions of this addendum shall govern notwithstanding any other provision of the Contract. 1. Conveyance will be by SPECIAL WARRANTY OF TITLE. 2. The property, and any contents being conveyed herewith, is being sold AS IS, WHERE IS CONDITION. The sale of the Property and payment of all commissions are subject to Bankruptcy Court approval. 3. No Dual Agency and No Designated Representation. (a) The Owner does not consent to designated representation thus Owner does not allow the Property to be shown to a buyer represented by the Broker through another designated representative associated with the Broker. (b) The Owner does not consent to dual representation thus Owner does not allow the property to be shown to a buyer represented by the Broker through the same sales associate. 4. In addition to the commission provided in the listing agreement, the Broker shall be entitled to be reimbursed for advanced property management and maintenance expenses, such as Trustee approved repairs, utility bills, lawn maintenance, etc, subject to the approval of the US Bankruptcy Court. This Addendum shall not alter, modify or change in any other respect the Commercial Sales Contract, and except as modified herein, all of the terms and provisions of the Commercial Sales Contract are expressly ratified and confirmed and shall remain in full force and effect. The property, and any contents being conveyed herewith, is being sold "AS IS, WHERE IS CONDITION." SELLER: BUYERS: Janet M. Meiburger, Bankruptcy Trustee not individually but solely in her capacity as chapter 7 Trustee in Bankruptcy; In re: Alans Corner, LLC Bankruptcy Case No BFK Chapter 7 Date: Date:

48 Tax Record If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

49 Tax ID: Metropolitan Regional Information Systems, Inc. County: LOUDOUN Full Tax Record Property Address: TOWN HALL PLZ, CHANTILLY VA Legal Subdiv/Neighborhood: MAIN STREET CONDO Condo/Coop Project: Incorporated City: Absent Owner: Yes Owner Name: Company Owner: ALANS CORNER LLC Addtnl: Care of Name: MAILING ADDRESS: 5484 RODRIQUEZ LN, HAYMARKET, VA LEGAL DESCRIPTION: MAIN STREET CONDO P UNIT 4-5 Mag/Dist #: 0 Lot: Block/Square: Election District: 5 Legal Unit #: 4-5 Grid: Tax Map: Section: Subdiv Ph: Addl Parcel Flag/#: Map: 492 Map Suffix: Suffix: Parcel: Sub-Parcel: Historic ID: Agri Dist: Plat Folio: Plat Liber: Tax Year 2016 Total Tax Bill: $39,448 State/County Tax: $39,448 Spec Tax Assmt: Front Foot Fee: ASSESSMENT Year Assessed Exempt Class: 00 Tax Class: NON-EXEMPT Total Tax Value Land $3,433,280 $760,000 $3,445,270 $760,000 $3,414,740 $760,000 City Tax: Tax Levy Year: 2016 Refuse: Tax Rate: 1.15 Homestd/Exempt Status: Mult. Class: Improvement $2,673,280 $2,685,270 $2,654,740 Land Use $0 $0 $0 DEED Deed Liber: 2009 Deed Folio: Transfer Date Price Grantor Grantee 30-Jun-2009 $6,808,214 ALANS CORNER LLC 23-Oct-2008 $2,004,234 THURSTON CONSULTING LLC Page 1 of 1 13-Oct :49 pm PROPERTY DESCRIPTION Year Built: 2009 Zoning Code: Census Trct/Blck: / Irregular Lot: Square Feet: 53,579 Acreage: 1.23 Land Use Code: Commercial Plat Liber/Folio: / Property Card: Property Class:400 Zoning Desc: Prop Use: Building Use: Lot Description: STRUCTURE DESCRIPTION Section 1 Construction: Story Type: Description: Dimensions: Area: Quality Grade: Xfer Devel.Right: Site Influence: Road Description: Road Frontage: Topography: Sidewalk: Pavement: Section 2 Section 3 Section 4 Foundation: Roofing: # of Dormers: Ext Wall: Style: Year Remodeled: Stories: Units: Model/Unit Type: Total Building Area: Living Area: Base Sq Ft: Patio/Deck Type: Sq Ft: Porch Type: Sq Ft: Balcony Type: Sq Ft: Pool Type: Sq Ft: Attic Type: Sq Ft: Roof Type: Rooms: Bedrooms: Full Baths: Half Baths: Baths: Other Rooms: Other Amenities: Appliances: Gas: Electric: Connected Heat: Water: Connected Fireplace Type: Bsmt Type: Bsmt Tot Sq Ft: Bsmt Fin Sq Ft: Bsmt Unfin Sq Ft: Air Conditioning: Interior Floor: Outbuildings: Sewer: Connected Underground: Fireplaces: Garage Type: Garage Const.: Garage Sq Ft: Garage Spaces: Fuel: Walls: Section 5 Tax Record Updated: 07-Jul-2017 Courtesy of: Stephanie Young Home: (571) Office: Cell: (571) stephanie.young1978@gmail.com Company: Century 21 New Millennium Office: (703) Fax: (703) Copyright (c) 2017 Metropolitan Regional Information Systems, Inc. Information is believed to be accurate, but should not be relied upon without verification. Accuracy of square footage, lot size and other information is not guaranteed.

50 Download the RealtyMarkets App and Bid Online with our online bidding app For more information, please contact Stephanie Young, Auction Markets, and Be sure to download the Auction Markets and RealtyMarkets app on itunes! Search for RealtyMarkets

51 Property Photographs November 2017 Please note that only the real estate is being sold. No personal property owned by the tenant conveys with this transaction. If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

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67 CoStar Report Floor Plan Affiliated Business Arrangement Disclosure If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

68 Property Summary Report Town Hall Plz Chantilly, VA Leesburg/West Loudoun Submarket BUILDING Type: Retail Tenancy: Single Year Built: 2009 GLA: 6,160 SF Floors: 2 Typical Floor: 3,220 SF Docks: None Construction: Masonry LAND Land Area: 0.55 AC Zoning: CLI Parcel EXPENSES PER SF Taxes: $6.40 (2016) KEY TENANTS Discovery Station Learning Center 6,160 SF LEASING Available Spaces: No Spaces Currently Available SALE Last Sale: Portfolio of 2 Retail Properties in Chantilly, VA Sold on Jun 25, 2009 for $6,808,214 ($552.61/SF) TRAFFIC & FRONTAGE Traffic Volume: 340 on Vance Rd & John Mosby Hwy (2016) 30,000 on Old Ox Rd & John Mosby Hwy (2016) Frontage: 69' on Town Hall Plz Made with TrafficMetrix Products TRANSPORTATION Parking: 20 free Surface Spaces are available; Ratio of 3.25/1,000 SF Airport: 16 minute drive to Washington Dulles International Airport Walk Score : Car-Dependent (33) Transit Score : Minimal Transit (0) PROPERTY CONTACTS True Owner: Alans Corner LLC Recorded Owner: Alans Corner LLC Prior True Owner: THURSTON Companies Inc. Copyrighted report licensed to RealtyMarkets Prepared by Stephen Karbelk, RealtyMarkets, a C21NM team 10/2/2017 Page 1

69 Property Summary Report Town Hall Plz Chantilly, VA Leesburg/West Loudoun Submarket MARKET CONDITIONS Vacancy Rates Current YOY Current Building 0.0% 0.0% Submarket 2-4 Star 3.3% 0.5% Market Overall 4.3% 0.3% NNN Asking Rents Per SF Current YOY Submarket 2-4 Star $ % Market Overall $ % Submarket Leasing Activity Current YOY 12 Mo. Leased SF 202, % Months On Market mo Submarket Sales Activity Current YOY 12 Mo. Sales Volume (Mil.) $ % 12 Mo. Price Per SF $ % Copyrighted report licensed to RealtyMarkets Prepared by Stephen Karbelk, RealtyMarkets, a C21NM team 10/2/2017 Page 2

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73 Appraisal January 2017 If you have any questions, please contact Stephanie Young, RealtyMarkets, a Century 21 New Millennium Team at or Stephanie@realtymarkets.com. All information is deemed reliable but not guaranteed. All sales are subject to the approval of the US Bankruptcy Court, Eastern District of Virginia, Alexandria Division.

74 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 1 of 47 January 18, 2017 Ms. Karen Han Loan Servicing Officer Business Finance Group, Inc Pender Drive, Suite 300 Fairfax, VA And U.S. Small Business Administration THE ROBERT PAUL JONES COMPANY, LLC Waples Mill Road, Suite 203, Fairfax, Virginia (703) /Fax: (703) / scottgudely@rpjco.com Re: DISCOVERY STATION LEARNING CENTER Town Hall Plaza South Riding, Loudoun County, VA Parcel ID#: RPJ No Dear Ms. Han and the U.S. Small Business Administration: In response to your request, we have prepared an appraisal in the format of a Restricted Appraisal Report of the above-captioned property for the purpose of estimating the as is fee simple market value of the subject property as of January 13, 2017, the date of inspection and effective date of the as is valuation. This is a Restricted Appraisal Report which is intended to comply with the reporting requirements set forth under Standards Rule 2-2(b) of the Uniform Standards of Professional Appraisal Practice (USPAP). As such, it does not present discussions of the data, reasoning, and analyses that were used in the appraisal process to develop the appraisers opinion of value. Supporting documentation concerning the data, reasoning, and analyses is retained in our office files. CLIENT: Ms. Karen Han Loan Servicing Officer Business Finance Group, Inc Pender Drive, Suite 300 Fairfax, VA And PURPOSE OF THE APPRAISAL: U.S. Small Business Adminstration The purpose of this appraisal is to provide an estimate of the as is fee simple market value of the subject property as of January 13, 2017, the date of inspection. W. Scott Gudely, MAI Real Estate Appraisals/Feasibility Analysis/Consultation

75 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 2 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Two Market Value is defined as: "The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, with the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. Buyer and seller are typically motivated; 2. Both parties are well informed or well advised, and acting in what they consider their own best interests; 3. A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and 5. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale." 1 Fee Simple Estate is defined as: "Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat." 2 Leased Fee Interest is defined as: The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires." 3 Extraordinary Assumption is defined as: An assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal, or economic characteristics of the subject property; or about conditions external to the property such as market conditions or trends; or about the integrity of data used in an analysis. 4 1 Office of the Comptroller of the Currency under 12 CFR, Part 34, Subpart C-Appraisals, Definitions [g]. 2 Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, (Chicago, IL:2015), p Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, (Chicago, IL:2015), p Appraisal Institute, The Dictionary of Real Estate Appraisal, Sixth Edition, (Chicago, IL:2015), p. 83.

76 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 3 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Three This appraisal is subject to the following extraordinary assumptions: The existing access to the subject from Elk Lick Road and Route 50 to Town Hall Plaza will remain unchanged. Based upon our review of the tax payment history available on the Loudoun County website, the subject appears to have $133, in back real estate taxes owing including penalties and interest, and which appears to be over the period beginning in the second half of Please note that our estimate of value for the subject property makes no deduction for such taxes, penalties and interest that are owed. The subject consists of two land condominium units, i.e., Main Street Condominium Units 4 and 5, developed as one property; The tax parcels for the individual condominium units are now identified by a single tax parcel identified with parcel identification number with an address of Town Hall Plaza; The subject land consists of 1.23 acres and the subject building has 13,352 square feet of gross building area. We have not been provided with a current plat or survey of the property. We have assumed that to the extent any of the storm water management and extensive stone retaining walls are located on the subject, that these are common elements of the larger Main Street project and that the cost of maintenance and repair of these features which appear to be serving the entire Main Street project are shared on a pro rata basis by all of the land condominium unit owners or others. INTENDED CLIENT, USE AND USERS OF THE REPORT: The intended user of this appraisal is the client, Ms. Karen Han, on behalf of the Business Finance Group, Inc., and the U.S. Small Business Administration, and the report is for their sole and exclusive use. The sole intended purpose of this appraisal report is to aid the client in the analysis and management of the asset and the associated loan. This report is not to be relied upon by any third party. The signatories to this appraisal are not responsible for its unauthorized use. INTEREST VALUED: Fee Simple EFFECTIVE DATE: January 13, 2017 DATE OF THE REPORT: January 18, 2017

77 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 4 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Four SCOPE OF WORK AND APPRAISAL DEVELOPMENT AND REPORTING PROCESS: In preparing this appraisal, we: inspected the subject property and toured the surrounding neighborhood; considered the highest and best use of the subject as if vacant and as improved ; gathered information on comparable rentals, improved sales and land transactions through January 13, 2017; considered the three traditional approaches for valuation, then selected and applied the Sales Comparison and Income Approaches. The Cost Approach was considered, but not employed due to the lack of sufficient data to produce a reliable value indication; reconciled the value indications from the two approaches; and reported our value conclusion to the client in this Restricted Appraisal Report. This Restricted Appraisal Report does not present discussions of the data, reasoning, and analysis that were used in the appraisal process to develop the appraisers opinion of value. To report the appraisal s data, reasoning, and analyses, this Appraisal Report was prepared in compliance with reporting requirements set forth under Standards Rule 2-2(b) of the USPAP Supporting documentation is retained in our office files. REAL ESTATE APPRAISED: Location Description. The subject is located in the southwest quadrant of Elk Lick Road and John Mosby Highway (U.S. Route 50), in the South Riding area of southeastern Loudoun County, Virginia. The larger Chantilly area has been subject to increasing development pressures and land speculation. This is due to the market area's location near the Washington-Dulles International Airport, the availability of zoned land, the extended provision of public water and sewer service and relatively low land values when compared to other suburban metropolitan locations. As a result, the Route 50 Corridor has experienced development in all land uses categories, particularly residential, retail and industrial development. Supporting office and medical uses, and other community services have expanded as a result, such as the HCA Virginia s StoneSprings medical center, the initial phase of which has been completed in the northeastern quadrant of Route 50 and Stone Springs Boulevard approximately 2.0 miles northwest of the subject. The StoneSprings center currently includes the StoneSprings Emergency Center, a $10.0 million facility that opened in September 2013, and the 164-bed StoneSprings Medical Center which opened in December 2015, at which time the emergency center became part of the hospital itself, and a five-story medical office building with base building construction completed in late Office and retail pad sites and development are also planned for the western side of Stone Springs Boulevard to the north of Route 50.

78 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 5 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Five The South Riding project is currently the most significant residential development in the area and consists of a town center, four residential neighborhoods, business components and an industrial area. The Town Center is located to the south of the subject and is easily reached via Loudoun County Parkway (approximately one-half mile northwest of the subject via Route 50), South Riding Boulevard, or Elk Lick Road (along which the subject is located). The South Riding Town Center consists of a number of low-rise retail and office/retail buildings including an 85,000-square-foot, Food Lionanchored shopping center, and the 266,591-square-foot, Giant- and Home Depotanchored, Phase I of the South Riding Market Square. Access into the South Riding community from Elk Lick Road apparently includes the possibility that Elk Lick Road may eventually have a signal light at Route 50, or that the intersection will be converted to right-turn only for northbound traffic, or that Elk Lick Road might possibly be terminated in a cul-de-sac at Route 50. The Route 50 Task Force report included the discussion of the potential extension and re-alignment of Defender Drive. In addition, Loudoun County Supervisor Matt Letourneau has apparently been working with VDOT to at least remove the Route 50 median break at Elk Lick Road due to the number of accidents that have occurred at the uncontrolled intersection to the immediate northeast of the subject. It is our understanding that the subject is part of the larger Main Street project consisting of several land condominium properties including the subject, Main Street Carwash and Detailing, Main Street Tire & Auto Center, and a 1.27-acre parcel of vacant, finished land. The immediately surrounding area to the east and south consists of commercially developed properties with mature landscaping. An extensive storm water management pond with bridge is located to the immediate north of the subject along its Route 50 frontage, an extensive storm water management channel with stone retaining walls passes through the subject s complex. To the immediate east of the subject, across Elk Lick Road, is a 7-Eleven and a Montessori School. To the southwest along Defender Drive, are a Goodyear Tire Facility, a McDonald s and a Gas and Go station. To the south of the subject is the Amberwood Plaza Professional Center, a veterinarian facility, vacant land, office, automotive and additional day care facilities. To the east are older, commercial uses. Residential uses are also prominent in the area. Property Description. The subject property consists of a 1.23-acre, or 53,579-squarefoot, parcel of land improved with a masonry, two-story, day care center which was completed in 2009, according to the public record. Based upon the public records, the building consists of 13,352 square feet and this is the gross building area (GBA) which we have utilized in preparing this appraisal. This constitutes a density of 0.25.

79 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 6 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Six The property has a legal description of MAIN STREET CONDO P UNIT 4-5. As such, it is our understanding that the subject consists of land condominium units four and five. Based upon a review of the subject s tax map and a survey/plat provided to us by the client, the current tax parcel, identified by Loudoun County as appears to represent both units four and five which were apparently taxed separately at one time. The only prior tax identification number we found (which is on the Loudoun County assessment website under Parcel Tracking ) is , for which information appears to be no longer available. We do note that in information provided to us by the client shows account number for Unit 4, consisting of 29,621 square feet, and for Unit 5, consisting of 23,958 square feet, in Taken together, these areas total 53,579 square feet, which equates to 1.23 acres. The assessment record shows the subject as having an address of Town Hall Plaza and the address was confirmed by Jamie, the Director at the subject s day care facility. It is our understanding that at one time, Unit 4 had an address of Town Hall Plaza, which is now no longer used. Although we conducted a brief survey of information available in the Loudoun County online system known as LOLA and found reference to two pad sites at the Main Street project being consolidated in a September 2, 2008 letter prepared by Loudoun County, it is beyond the scope of this appraisal and our expertise as to whether the two units have been fully and completely joined into one parcel, although that would appear to be the case. As such, we assume that the subject consists of 1.23 acres of land, which has been developed with a 13,352 square-foot building, and is represented in the Loudoun County assessment records by parcel identification number , any and all components of which, to the extent they exist, are under the common ownership of Alans Corner, LLC. It is also our understanding that, as a land condominium, the subject pays its pro rata expenses for maintenance of the Main Street condominium regime which, includes at a minimum, maintenance of Town Hall Plaza roadway, storm water management and project landscaping. We note that, based upon the aerial tax map on the Loudoun County website, some of the very significant storm water management facilities may be located on the subject. For example, at the western end of the property is a very deep channel with stone retaining walls, perhaps six feet in depth, which appears to benefit the entire Main Street project and it is our understanding that this is a common element of the Main Street project. We have assumed that, to the extent such features are located on the subject, the cost of repair and maintenance is shared on a pro rata basis by the various land condominium unit owners. According to Lana Mahmood, Associate Director for the subject, the monthly condominium fee is $456.20, which would equate to $0.41 per square foot of GBA annually. She also reports that she thinks that additional contributors include the property to the south of the Main Street project, and perhaps, Hogan & Sons Tire. We have not reviewed the condominium documents and assume that they are typical for this type of property.

80 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 7 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Seven Entrance into the larger Main Street project is via a single curb cut from Elk Lick Road onto Town Hall Plaza, a short street which currently terminates in the subject s development. The subject is located in the northeastern corner of Elk Lick Road and Town Hall Plaza and has two curb cuts onto its property from Town Hall Plaza, providing ingress and egress for a circular drive which passes through the property. The subject is known as Discovery Station Learning Center and, as previously referenced, has a street address of Town Hall Plaza, South Riding, Loudoun County, Virginia On-site site improvements include the circular paved drive, fenced playground, grassy areas, two fenced playgrounds, mature landscaping, pole lighting, enclosed trash receptacle, on-site transformer (which may serve other properties in the project), and additional fencing. There is also concrete curb, gutter and sidewalk, along with approximately 40 paved and striped parking spaces. The concrete sidewalk is located along the Town Hall Plaza frontage. Concrete curb and gutter only flank the circular drive. We have not been provided with a current plat or survey of the property, but please refer to the Appendix of this appraisal for an internetgenerated copy of the Site Plan Amendment, revised April 27, 2009, (page 5 of 29), for the Main Street Project, posted on the LOLA website for more information concerning the subject and the project in which it is located. The building improvements were constructed in 2009, according to the public record. The building is a brick and block building, accented by brick soldier rows. The building is constructed on concrete slab. Windows are double-hung, insulated glass set in metal frames. The roof is a composition tile French Hip style roof above wood or steel trusses, with membrane on the flat section. Exterior doors are storefront doors or hollow-metal pedestrian doors set in metal frames. The building has an elevator with stainless steel cab. Heating and cooling is gas-fired heat, provided by rooftop-mounted units. Although we did not inspect the attic, it is our understanding that the entire building, including the attic, is sprinklered. The building s configuration generally consists of an entrance vestibule on the northern side of the building leading into a lobby and administrative area with an executive office and work room. A gym is located in the northeastern corner of the building. A hallway running in an east-west fashion bisects the northern administrative area from the southern classroom/infant care areas, and has an enclosed stairwell at each end. The centrally located elevator and elevator mechanical room are located along this corridor opposite the vestibule, behind which is located a full commercial kitchen and restrooms. There are several classrooms (each with an exterior entrance and sinks set in counters), bathrooms in selected classrooms, a wellness room, small parents lounge, and a small library. A connecting hall leads from the elevator/restroom core and leads

81 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 8 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Eight to a computer room on the southern side of the building. The second floor also has a main cross hall, access to the elevator and stairwells, and four large rooms each of which has two sinks set in counters and multiple restrooms. There is also a smaller room with sink, and an office. For real estate tax purposes, the subject parcel is identified by Parcel Identification No by the Loudoun County tax assessment office. The 2017 assessment was not available as of our effective date of valuation. The 2016 assessment totals $3,445,270 with the land assessed at $760,000 and improvements assessed at $2,685,270. The 2016 Loudoun County tax rate is $1.145 per $100 of assessed value, which equates to a 2016 estimated tax burden for the subject of $39, for Based upon our review of the tax payment history available on the Loudoun County website, the subject appears to have $133, in back real estate taxes owing including penalties, interest and fees, and which appears to be over the period beginning in the second half of Please note that our estimate of value for the subject property makes no deduction for such taxes, penalties and interest that are owed. Please refer to the Appendix of this appraisal for a printout from the Loudoun County website showing the amounts which appear to be due as of January 11, According to the public records, the subject is in the name of Alans Corner, LLC, who acquired title for $6,808,214, as recorded at Instrument Number on June 30, 2009, in the land records of Loudoun County. We have not identified any arm s-length transfers in the last three years, except as noted, and we are unaware of any recent offers for the property or current listings of the property for sale. The subject is zoned CLI, Commercial Light Industrial, and is master planned Business. HIGHEST AND BEST USE: As If Vacant. Development with a permitted use consistent with the subject s zoning, Arcola/Route 50 Plan, and the subject s approved site plan as market conditions permit and all the necessary approvals have been obtained when a lead tenant, owneroccupant, or build to suit opportunity becomes available. As Improved. Continued use as a day care facility. CONCLUDED VALUE: We have analyzed the subject using the Sales Comparison and Income Approaches to value. We have identified, researched and confirmed sales and rental transactions of properties considered similar to the subject in Northern Virginia with particular attention

82 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 9 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Nine to the subject s Chantilly/South Riding submarket area. Based on the information gathered, our study and analysis, and subject to the contingent and limiting conditions set forth herein, it is our opinion that the subject has the following as is fee simple market value, as of January 13, 2017: SIX MILLION DOLLARS ($6,000,000). Loudoun County shows that there are back real estate taxes owing for part of 2014, all of 2015, and all of The total taxes, penalties, interest and fees total $133, Please note that our estimate of value for the subject property makes no deduction for such taxes, penalties and interest that are owed. INDICATED MARKETING AND EXPOSURE TIME: Twelve months or less. ASSUMPTIONS AND LIMITING CONDITIONS: This is a Restricted Appraisal Report which is intended to comply with the reporting requirements set forth under Standards Rule 2-2(b) of the USPAP for a Restricted Appraisal Report. As such, it does not include discussions of the data, reasoning and analyses that were used in the appraisal process to develop the appraisers' opinion of value. Supporting documentation concerning the data, reasoning and analyses is retained in our office files. The information contained in this report is specific to the needs of the client and for the intended use stated in this report. The appraiser is not responsible for unauthorized use of this report. 1. No responsibility is assumed for legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated in this report. 2. The property is appraised free and clear of any or all liens and encumbrances unless otherwise stated in this report. 3. Responsible ownership and competent management are assumed unless otherwise stated in this report. 5. The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy. 6. All engineering is assumed to be correct. Any plot plans and illustrative material in this report are included only to assist the reader in visualizing the property.

83 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 10 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Ten 7. It is assumed that there are no hidden or unapparent conditions of the property or subsoil that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. We have also assumed that public utilities are of adequate capacity to serve any future development allowable under the current zoning. 8. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless otherwise stated in this report. 9. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a nonconformity has been stated, defined and considered in this appraisal report. 10. It is assumed that all required licenses, permits, or other legislative or administrative authority from any local, state, or national governmental, or private entity or organization have been or can be obtained or renewed for any use on which the value estimates contained in this report are based. 11. No survey has been made for the purpose of this report. 12. It is assumed that the utilization of the land is within the boundaries or property lines of the property described and that there is no encroachment or trespass unless otherwise stated in this report. 13. The signatories to this appraisal are not qualified to detect hazardous waste and/or toxic materials. Any comment contained within this appraisal that might suggest the possibility of the presence of such substances should not be taken as confirmation of the presence of hazardous waste and/or toxic materials. Such determination would require investigation by a qualified expert in the field of environmental assessment. The presence of substances such as asbestos, urea-formaldehyde foam insulation, or other potentially hazardous materials may affect the value of the property. Our value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value unless otherwise stated in this report. No responsibility is assumed for any environmental conditions, or for any expertise or engineering knowledge required to discover them. The descriptions and resulting comments are the result of the routine observations made during the appraisal process.

84 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 11 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Eleven 14. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraisers, and in any event, only with proper written qualification and only in its entirety. 15. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraisers, or the firm with which the appraisers are connected) shall be disseminated to the public through advertising, public relations, news sales, or other media without prior written consent and approval of the appraisers. 16. The signatories to this appraisal make no attempt to render a legal or zoning opinion. 17. We have relied upon information provided by the client, Mr. Karen Han on behalf of the Business Finance Group in preparing this appraisal. 18. We have assumed that the subject has 13,352 square feet in two stories, is located on 1.23 acres of land and constitutes a single tax parcel with an address of Town Hall Plaza. 19. The appraisers herein, by reason of this appraisal, are not required to give further consultation, testimony, or be in attendance in court with reference to the property in question. Any such arrangements, if agreed to, will be made under a separate agreement. 20. Information collected through this assignment or service will be used in other assignments or services prepared by The Robert Paul Jones Company, LLC, unless otherwise specified. 21. We have also assumed that the subject is part of the larger Main Street Condominium project and that the subject s pro rata share of condominium fees is calculated on the basis of the subject constituting Land Unit 4 and Land Unit 5. CERTIFICATION: We certify that, to the best of our knowledge and belief: - the statements of fact contained in this report are true and correct. - the reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions.

85 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 12 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Twelve - we have no present or prospective interest in the property that is the subject of this report, and we have no personal interest with respect to the parties involved. - our engagement in this assignment was not contingent upon developing or reporting predetermined results. - we have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. - The Robert Paul Jones Company has not performed any services regarding on the subject property within the last three years, as an appraiser or in any other capacity. - our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. - The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute. - The reported analyses opinions and conclusions were developed, and this report prepared in conformity with the Uniform Standards of Professional Appraisal Practice. - to the best of our knowledge, the statements of fact contained in this report are true and correct. - W. Scott Gudely, MAI, and Kathleen Moist made a personal inspection of the subject on January 13, no one provided significant professional assistance to the persons signing this report. - W. Scott Gudely currently hold the appropriate state certification allowing the performance of real estate appraisals in connection with federally related transactions in the Commonwealth of Virginia. as of the date of this report, W. Scott Gudely, MAI, has completed the requirements of the continuing education program of the Appraisal Institute.

86 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 13 of 47 Ms. Karen Han and the U.S. Small Business Administration January 18, 2017 Page Thirteen - as of the date of this report, W. Scott Gudely, MAI has completed the Standards and Ethics Requirements for the Appraisal Institute. - the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. - we certify that the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives and that it is our opinion that the subject s as is fee simple market value, as of January 13, 2017, is SIX MILLION DOLLARS ($6,000,000). Loudoun County shows that there are back real estate taxes owing for part of 2014, all of 2015, and all of The total taxes, penalties, interest and fees total $133, Please note that our estimate of value for the subject property makes no deduction for such taxes, penalties and interest that are owed. The value estimate is based on a marketing and exposure period of 12 months, or less. The value conclusion does not make any deductions for any furnishings, fixtures and equipment (FF & E). The Appraisal Institute conducts a voluntary program of continuing education for its designated members. MAIs and SRAs who meet the minimum standards of this program are awarded periodic educational certification. As of the date of this report, W. Scott Gudely, MAI, has completed the requirements under the continuing education program of the Appraisal Institute. Respectfully submitted, W. Scott Gudely, MAI President Certification No Kathleen Moist Associate WSG/KM:jr

87 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 14 of 47 APPENDIX

88 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 15 of 47 SUBJECT PHOTOGRAPHS View of subject, looking southwest from interior. ( ) Storm water management pond in front of subject on Route 50. ( )

89 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 16 of 47 SUBJECT PHOTOGRAPHS Storm water management at western end of subject. ( ) Foyer. ( )

90 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 17 of 47 SUBJECT PHOTOGRAPHS Parent s lounge. ( ) Gym. ( )

91 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 18 of 47 SUBJECT PHOTOGRAPHS Executive office. ( ) Typical classroom. ( )

92 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 19 of 47 SUBJECT PHOTOGRAPHS Playground at eastern end of property. ( ) Playground at eastern end of building. ( )

93 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 20 of 47 SUBJECT PHOTOGRAPHS Playground at western end of building. ( )

94 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 21 of 47 AERIAL PHOTOGRAPH

95 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 22 of 47 TAX MAP

96 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 23 of 47 FLOOR PLANS

97 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 24 of 47

98 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 25 of 47 SITE PLAN

99 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 26 of 47

100 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 27 of 47 TAX RECORDS

101 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 28 of 47

102 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 29 of 47

103 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 30 of 47

104 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 31 of 47

105 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 32 of 47

106 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 33 of 47 STDB ONLINE MAP AND MARKET PROFILE

107 Case BFK Claim 1-1 Part 2 Filed 08/10/17 Desc Exhibit(s) Appraisal Page 34 of 47