GIANT SHELL GAS & C-STORE

Offering Memorandum NOT ACTUAL SITE GIANT SHELL GAS & C-STORE Flagstaff, AZ

NON-ENDORSEMENT AND DISCLAIMER NOTICE Confidentiality and Disclaimer The information contained in the following Marketing Brochure is proprietary and strictly confidential. It is intended to be reviewed only by the party receiving it from Marcus & Millichap and should not be made available to any other person or entity without the written consent of Marcus & Millichap. This Marketing Brochure has been prepared to provide summary, unverified information to prospective purchasers, and to establish only a preliminary level of interest in the subject property. The information contained herein is not a substitute for a thorough due diligence investigation. Marcus & Millichap has not made any investigation, and makes no warranty or representation, with respect to the income or expenses for the subject property, the future projected financial performance of the property, the size and square footage of the property and improvements, the presence or absence of contaminating substances, PCB's or asbestos, the compliance with State and Federal regulations, the physical condition of the improvements thereon, or the financial condition or business prospects of any tenant, or any tenant's plans or intentions to continue its occupancy of the subject property. The information contained in this Marketing Brochure has been obtained from sources we believe to be reliable; however, Marcus & Millichap has not verified, and will not verify, any of the information contained herein, nor has Marcus & Millichap conducted any investigation regarding these matters and makes no warranty or representation whatsoever regarding the accuracy or completeness of the information provided. All potential buyers must take appropriate measures to verify all of the information set forth herein. Marcus & Millichap is a service mark of Marcus & Millichap Real Estate Investment Services, Inc. Â 2017 Marcus & Millichap. All rights reserved. Non-Endorsement Notice Marcus & Millichap is not affiliated with, sponsored by, or endorsed by any commercial tenant or lessee identified in this marketing package. The presence of any corporation's logo or name is not intended to indicate or imply affiliation with, or sponsorship or endorsement by, said corporation of Marcus & Millichap, its affiliates or subsidiaries, or any agent, product, service, or commercial listing of Marcus & Millichap, and is solely included for the purpose of providing tenant lessee information about this listing to prospective customers. ALL PROPERTY SHOWINGS ARE BY APPOINTMENT ONLY. PLEASE CONSULT YOUR MARCUS & MILLICHAP AGENT FOR MORE DETAILS. GIANT SHELL GAS & C-STO Flagstaff, AZ ACT ID Y0080345

NET LEASED DISCLAIMER Marcus & Millichap hereby advises all prospective purchasers of Net Leased property as follows: The information contained in this Marketing Brochure has been obtained from sources we believe to be reliable. However, Marcus & Millichap has not and will not verify any of this information, nor has Marcus & Millichap conducted any investigation regarding these matters. Marcus & Millichap makes no guarantee, warranty or representation whatsoever about the accuracy or completeness of any information provided. As the Buyer of a net leased property, it is the Buyer s responsibility to independently confirm the accuracy and completeness of all material information before completing any purchase. This Marketing Brochure is not a substitute for your thorough due diligence investigation of this investment opportunity. Marcus & Millichap expressly denies any obligation to conduct a due diligence examination of this Property for Buyer. Any projections, opinions, assumptions or estimates used in this Marketing Brochure are for example only and do not represent the current or future performance of this property. The value of a net leased property to you depends on factors that should be evaluated by you and your tax, financial and legal advisors. Buyer and Buyer s tax, financial, legal, and construction advisors should conduct a careful, independent investigation of any net leased property to determine to your satisfaction with the suitability of the property for your needs. Like all real estate investments, this investment carries significant risks. Buyer and Buyer s legal and financial advisors must request and carefully review all legal and financial documents related to the property and tenant. While the tenant s past performance at this or other locations is an important consideration, it is not a guarantee of future success. Similarly, the lease rate for some properties, including newly-constructed facilities or newly-acquired locations, maybesetbasedona tenant s projected sales with little or no record of actual performance, or comparable rents for the area. Returns are not guaranteed; the tenant and any guarantors may fail to pay the lease rent or property taxes, or may fail to comply with other material terms of the lease; cash flow may be interrupted in part or in whole due to market, economic, environmental or other conditions. Regardless of tenant history and lease guarantees, Buyer is responsible for conducting his/her own investigation of all matters affecting the intrinsic value of the property and the value of any long-term lease, including the likelihood of locating a replacement tenant if the current tenant should default or abandon the property, and the lease terms that Buyer may be able to negotiate with a potential replacement tenant considering the location of the property, and Buyer s legal ability to make alternate use of the property. By accepting this Marketing Brochure you agree to release Marcus & Millichap Real Estate Investment Services and hold it harmless from any kind of claim, cost, expense, or liability arising out of your investigation and/or purchase of this net leased property.

GIANT SHELL GAS & C-STORE, Flagstaff, AZ PRESS RELEASE Tesoro To Acquire Western Refining in $6.4 Billion Transaction OFFERING SUMMARY Transaction creates a premier, highly integrated and geographically diversified refining, marketing and logistics company Stock transaction at exchange ratio of 0.4350, with option to elect cash in lieu of stock up to a cap of 10% of the equity consideration; values the transaction at $6.4 billion Commit to delivering $350 to $425 million in annual synergies; run rate to be achieved within the first two years Expects to achieve 10% to 13% EPS accretion in 2018, the first full year of combined operations Well positioned, highly reliable and advantaged refining system with over 1.1 million barrels per day of refining capacity with access to wide array of advantaged crude oil Creates leading multi-brand marketing and convenience store portfolio in growing geographies with over 3,000 combined branded retail stations Expands opportunities for logistics growth in crude oil production basins and product regions, particularly in the Permian basin SAN ANTONIO AND EL PASO, TEXAS November 17, 2016 Tesoro Corporation (NYSE: TSO) ("Tesoro") and Western Refining, Inc. jointly announced a definitive agreement under which Tesoro will acquire Western atan implied current price of $37.30per Western share in astock transaction, representing an equity value of $4.1billion based on Tesoro's closing stock price of $85.74 on November 16, 2016. This represents an enterprise value of $6.4 billion, including the assumption of approximately $1.7 billion of Western's net debt and the $605 million market value of non controlling interest in Western Refining Logistics, LP (NYSE: WNRL). This transaction has been unanimously approved by the boards of directors of both companies, and is another transformative step forward for Tesoro and the Company's ongoing commitment to creating significant value for shareholders, employees, communities and other key partners. The acquisition creates a premier, highly integrated and geographically diversified refining, marketing and logistics company and provides a strong platform for earnings growth and cash flow generation. Under the terms of the agreement, Western shareholders can elect to receive 0.4350 shares of Tesoro for each share of Western stock they own, or $37.30 in cash per share of Western stock. Elections to receive cash will be subject to proration to the extent they exceed approximately 10.8 million shares (or approximately $404 million in the aggregate). Stock elections will not be subject to proration. The purchase price represents a premium of 22.3% to the closing price of Western's stock on the day prior to announcement, and a 31.6% premium to the volume weighted average price over the last 30 trading days. The transaction is expected to be tax free to Western's shareholders who elect stock. "The acquisition of Western further strengthens our integrated business model and extends our portfolio into attractive and growing markets," said Greg Goff, Chairman and CEO of Tesoro. "As a leading integrated refining, marketing and logistics company, this transformative acquisition drives value through a combination of access to advantaged crude oil, a strong, multi brand marketing and convenience store portfolio and a robust platform for logistics growth, all of which will allow us to continue to create shareholder value." "Also, our increased scale and diversity will enable us to leverage and enhance in house technical capabilities, which we expect will result in cost efficiencies, the ability to drive more growth and increased productivity," Goff continued. "This strategic combination provides our shareholders with the opportunity to participate in the tremendous future growth prospects and synergies of the combined company," said Paul Foster, Executive Chairman of Western Refining. "Joining forces with Tesoro, a company that shares our integrated business model strategy, will enable us to further leverage our capabilities in refining, marketing and logistics operations and allow our talented team to work on a growing number of exciting opportunities. We have tremendous respect for the Tesoro team and are excited to be a part of a larger and more diverse organization to support our continued growth." # 4

GIANT SHELL GAS & C-STORE, Flagstaff, AZ INVESTMENT OVERVIEW OFFERING SUMMARY The tenant Western Refining has a Wholesale and Retail division, the retail group operates approximately 260 convenience stores and gas stations located in Arizona, Colorado, New Mexico and Texas, marketed under the brands of Giant and Howdy's. It operates approximately 169 convenience stores and supports approximately 114 franchised convenience stores, under the SuperAmerica brand primarily in Minnesota and Wisconsin. The Company also owns a bakery and commissary under the SuperMoms brand, which markets to SuperAmerica stores and third party companies. Their locations offer a wide array of merchandise, including soft drinks, snacks, beer, wine, liquor, and hot and cold prepared food items. We also offer a variety of prepaid products (gift cards, wireless, debit cards), as well as financial services such as money orders and ATMs. The fuel they offer includes unleaded, mid-grade, premium, and ultra-low sulfur diesel in most locations. All locations offer public restrooms, and many locations offer RV facilities for the convenience of the traveling public. Western Refining is dedicated to fueling the lives of their customers, by supplying them with products that move them, fly them, feed them, and make their lives better. They're an independent oil refiner and marketer, headquartered in El Paso, Texas, while operating mostly in the southwestern and western United States, and the upper Midwest. Western Refining (WNR) has been publicly traded on the New York Stock Exchange since January 2006. Western Refining owns and operates three refineries with a total crude oil throughput capacity of approximately 246,000 barrels per day (bpd) producing primarily high-value light products such as gasoline, diesel, and jet fuel. In addition to our 131,000 bpd refinery in El Paso, Texas, they own and operate a 25,000 bpd refinery near Gallup, New Mexico and a 90,500 bpd refinery in St. Paul Park, Minnesota. These refineries and their wholesale line of business, which supplies a wide range of fuels, lubricants, and automotive chemicals, are how they fuel the lives of millions of people in Arizona, Colorado, Iowa, Minnesota, Nevada, New Mexico, South Dakota, western Texas, Utah, Virginia, Wisconsin, and northern Chihuahua, Mexico. They also fuel the lives of their customers through 260 convenience stores and gas stations located in Arizona, Colorado, New Mexico and Texas marketed under the brands of Giant and Howdy's, and 169 convenience stores and 114 franchised convenience stores, under the SuperAmerica brand, primarily in Minnesota and Wisconsin. Western Refining, Inc. also owns the general partner and approximately 61% of the limited partnership interest in Western Refining Logistics, LP (NYSE:WNRL). INVESTMENT HIGHLIGHTS Publicly Traded Company Corporate Guarantee New 20-Year NNN Lease 12.5% Increases Every 5-Years Lease Includes Four 5-Year Options to Renew # 5

GIANT SHELL GAS GAS & C-STORE, & Flagstaff, AZ EXECUTIVE SUMMARY OFFERING SUMMARY Price $6,501,000 Net Operating Income $341,340 Capitalization Rate Current 5.25% Price / SF $1,752.29 Rent / SF $92.01 Lease Type NNN Gross Leasable Area 3,710 SF Year Built Approximately July 2017 Lot Size 1.38 acre(s) FINANCING Down Payment All Cash Net Cash Flow 5.25% / $341,340 Cash on Cash Return 5.25% Brand New Giant Gas Station & Convenient Store- Opening Approximately July 2017 New 20-Year Triple Net Lease w/ 12.5% Rental Increases every 5-Years Surrounded by Many Retail Centers Marcus & Millichap is pleased to present for sale this brand new Giant Gas Station and Convenient Store located in Flagstaff Arizona. The tenant has signed a new 20-year triple-net lease. This lease will include fixed 12.5 percent rental increases every five years, and four, five-year options to renew. The station will be equipped with six gas pumps and a Blimpie America's Sub Shop restaurant inside the convenience store. Flagstaff, Arizona is located at the intersection of I-17 and I-40, and is the largest city in Northern Arizona. The City is also the regional center and county seat for Coconino County, the second largest county in the 48 contiguous states (by area). The City of Flagstaff is comprised of just over 64 square miles nestled at the base of the San Francisco Peaks. It is surrounded by one of the largest pine forests on Earth. At nearly 7,000 feet, Flagstaff is also one of the highest elevation cities in the United States. Flagstaff drew its name from a very tall flagpole made from a pine tree to celebrate our nation's centennial in 1876. The City is a year-round mecca for visitors. OFFERING SUMMARY MAJOR EMPLOYERS EMPLOYER # OF EMPLOYEES * Business Affairs 2,000 Northern Ariz Healthcare Corp 2,000 Tungland Corporation 2,000 FMC 1,976 Lithographic Commercial Prtg 850 Haven of Flagstaff LLC 512 District IV 500 Nacog 450 Arizonas Children Association 400 College of Arts & Science 350 Home Depot The 350 McDonalds 345 DEMOGRAPHICS 1-Miles 3-Miles 5-Miles 2016 Estimate Pop 8,521 47,786 70,019 2010 Census Pop 8,546 45,775 67,316 2016 Estimate HH 3,018 15,057 23,864 2010 Census HH 3,040 14,955 23,446 Median HH Income $41,605 $49,135 $50,900 Per Capita Income $19,593 $24,301 $25,640 Average HH Income $53,866 $67,884 $69,332 * # of Employees based on 5 mile radius 6 #

GIANT PROPERTY SHELL SHELL GAS NAME GAS & C-STORE, & C-STO Flagstaff, AZ NOT ACTUAL SITE PRICING AND LOCATION VALUATION TENANT FLOOR OVERVIEW SUMMARY MATRIX PLAN CLOSE PROXIMITY TO: NOT ACTUAL SITE NOT ACTUAL SITE 7#

GIANT PROPERTY SHELL SHELL GAS NAME GAS & C-STORE, & C-STO Flagstaff, AZ PRICING AND LOCATION VALUATION TENANT FLOOR OVERVIEW SUMMARY MATRIX PLAN 2161 N East St, Flagstaff, AZ 86004 Flagstaff, Arizona is located at the intersection of I-17 and I-40, and is the largest city in Northern Arizona. The city is also the regional center and county seat for Coconino County, the second largest county in the 48 contiguous states CLOSE PROXIMITY TO: 8#

GIANT PROPERTY SHELL SHELL GAS NAME GAS & C-STORE, & C-STO Flagstaff, AZ PRICING AND LOCATION VALUATION TENANT FLOOR OVERVIEW SUMMARY MATRIX PLAN Flagstaff, Arizona is located at the intersection of I-17 and I-40, and is the largest city in Northern Arizona. The city is also the regional center and county seat for Coconino County, the second largest county in the 48 contiguous states CLOSE PROXIMITY TO: 9#

GIANT PROPERTY SHELL SHELL GAS NAME GAS & C-STORE, & C-STO Flagstaff, AZ PRICING AND LOCATION VALUATION TENANT FLOOR OVERVIEW SUMMARY MATRIX PLAN Flagstaff, Arizona is located at the intersection of I-17 and I-40, and is the largest city in Northern Arizona. The city is also the regional center and county seat for Coconino County, the second largest county in the 48 contiguous states CLOSE PROXIMITY TO: 10#

GIANT PROPERTY SHELL NAME GAS & C-STO GIANT SHELL GAS & C-STORE, Flagstaff, AZ LOCATION TENANT OVERVIEW SUMMARY PRICING AND VALUATION MATRIX REGIONAL AND LOCAL MAP 2161 N East St, Flagstaff, AZ 86004 11#

GIANT SHELL GAS & C-STORE, Flagstaff, AZ AERIAL PHOTO 12

GIANT SHELL GAS & C-STORE, Flagstaff, AZ PROPERTY SUMMARY OFFERING SUMMARY At the Close of Escrow 13 #

GIANT PROPERTY SHELL SHELL GAS NAME & GAS C-STORE, & C-STO Flagstaff, AZ PRICING AND LOCATION VALUATION TENANT MARKETING DEMOGRAPHICS OVERVIEW SUMMARY MATRIX TEAM CREATED ON MAY 8, 2017 1 Miles 3 Miles 5 Miles POPULATION 2021 Projection 8,831 49,422 74,210 2016 Estimate 8,521 47,786 70,019 2010 Census 8,546 45,775 67,316 2000 Census 7,721 38,589 54,210 INCOME Average $53,866 $67,884 $69,332 Median $41,605 $49,135 $50,900 Per Capita $19,593 $24,301 $25,640 HOUSEHOLDS 2021 Projection 3,134 15,654 25,475 2016 Estimate 3,018 15,057 23,864 2010 Census 3,040 14,955 23,446 2000 Census 2,771 13,755 19,816 HOUSING 2016 $225,972 $292,268 $293,503 EMPLOYMENT 2016 Daytime Population 12,756 82,537 102,737 2016 Unemployment 6.59% 5.91% 5.31% 2016 Median Time Traveled 17 16 16 RACE & ETHNICITY White 52.93% 70.54% 72.40% Native American 0.18% 0.21% 0.20% African American 2.19% 2.70% 2.35% Asian/Pacific Islander 1.43% 2.30% 2.29% Source: 2015 Experian 14#