TOPS PLAZA SHOPPING CENTER

ACTUAL PROPERTY TOPS PLAZA SHOPPING CENTER ERIE, PA OFFERING MEMORANDUM

Investment Overview Marcus & Millichap is pleased to present TOPS Plaza Shopping Center in Erie, the fourth largest city in Pennsylvania. More than 95 percent of the tenants are operating under net leases, fully reimbursing for real estate taxes, insurance, and common area maintenance plus management fees. The anchor tenant, TOPS Friendly Market is operating under a triple-net (NNN) lease, where the tenant is responsible for roof and structure. TOPS has demonstrated their commitment by exercising an 11-year extension early, in 2015. More than 54 percent of the tenants have been operating in the center for at least a decade. Family Dollar has been in the center since 1998. Additional tenants in the center are Paws N Claws, Zoom Tan, H&R Block, B&B Nails, Metro PCS, Ling Ling 2, Best Cuts, Subway, and South Erie Beer. The subject property sits on a large 8.72-acre parcel in the heart of Erie. One off the signalized intersection of 26th street and Greengarden Boulevard, this asset benefits from high visibility along 26th street. The main point of entry is a signalized, three-way intersection on 26th street. There are three other points of ingress/egress into the center: an additional entry point on 26th street and two on 25th street. Tops Plaza has more than 800 feet of frontage on 26th street, which is the main east-west corridor running through Erie. More than 20,000 vehicles pass by this asset daily. TOPS Plaza Shopping Center in Erie Pennsylvania s Fourth Largest City More Than 95 Percent of Tenants Are Operating Under Net Leases Fully Reimbursing for Real Estate Taxes, Insurance, and Common Area Maintenance Plus Management Fees This 24-Hour TOPS Friendly Market Demonstrates Commitment Near 25-Year Operating History Exercised 11-Year Extension on a Triple-Net (NNN) Lease (Tenant Responsible for Roof and Structure) in 2015 Stabilized Track Record More Than 54 Percent of Tenants Have Been Operating in the Center for More Than 10 Years Family Dollar Has Been in the Center Since 1998 Additional Tenants Are Paws N Claws, Zoom Tan, H&R Block, B&B Nails, Metro PCS, Ling Ling 2, Best Cuts, Subway, and South Erie Beer Nearly a Full Block Parcel More Than Eight Acres in Dense Infill Neighborhood with High Barriers to Entry More Than Three Points of Ingress/Egress Main Entrance on 26th Street is a Signalized, Three-Way Intersection More Than 800 Feet of Frontage on 26th Street Main East-West Corridor Through Erie More Than 20,000 Vehicles Per Day New Parking Lot in 2015 Strong Demographics More Than 150,000 People in Five Miles Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 2

Financial Overview 1520 W 26th Street - ERIE, PENNSYLVANIA 16508 OFFERING SUMMARY PRICE: $11,813,119 PRICE PER SQUARE FOOT: $110.72 APPROXIMATE LOT SIZE: 8.72 Acres CAP RATE: 8.37% RENT PER SQUARE FOOT: $9.49 GROSS LEASEABLE AREA: 106,689 Square Feet NOI: $988,759 YEAR BUILT: 1996/2006 TYPE OF OWNERSHIP: Fee Simple TENANT SUMMARY Tenant Guarantor GLA Lease Commencement Lease Expiration Term Remaining Annual Rent Rent (PSF) Increases Tops Tops Markets, LLC 77,358 12/18/1995 12/31/2026 9 Years $725,000 $9.37 $25,000 Every 5 Years NNN 4, 5-Year Paws 'n Claws Family Dollar Personal Guarantee 7,500 11/25/2011 4/30/2020 2.5 Years $43,125 $5.75 None NN None Family Dollar Stores of Pennsylvania, Inc Lease Type Options 7,110 7/19/1998 12/31/2020 3 Years $75,633 $10.64 10% Per Option NN 2, 5-Year Zoom Tan* Zoom Tan, Inc 3,651 5/11/2000 12/31/2019 2 Years $31,033 $8.50 3% in Options NN H&R Block H&R Block Eastern Enterprises, Inc 6, 5-Year & 1, 4-Year 1,720 10/15/2001 4/30/2019 1.5 Years $20,640 $12.00 None NN None B&B Nails Personal Guarantee 1,200 9/1/2014 8/31/2019 2 Years $15,276 $12.73 3% Annually Gross None Metro PCS M-Tel Wireless LLC 1,340 12/14/2015 12/31/2020 3 Years $14,070 $10.50 None Remaining NN None Ling Ling 2 Personal Guarantee 1,300 3/9/2011 12/31/2022 5 Years $11,960 $9.20 None Remaining NN None Best Cuts** Regis Corp 1,200 3/1/2006 5/31/2021 3.5 Years $20,400 $17.00 3% in June 2019 NN None Subway Subway Real Estate Corp 1,660 6/1/2005 8/31/2021 4 Years $32,917 $19.83 N/A NN 1, 5-Year South Erie Beer*** Personal Guarantee 2,650 4/1/2016 3/31/2021 3 Years $22,525 $8.50 5.65% in 2018 NN 1, 5-Year Total 106,689 $1,012,579 *Kickout: Lessee has absolute right, upon 12 months written notice to Lessor, to terminate this Lease, which notice maybe given anytime after January 1, 2006. **Co-tenancy clause: If at any time during the term of this Lease Tops Supermarket or its successor ( Anchored Tenant ) ceases to operate and vacates the Shopping Center, and Landlord fails to replace the Anchor Tenant within 365 consecutive days after the date the Anchor Tenant ceases operation, Tenant shall either (i) terminate this Lease or (ii) continue to occupy the Premises subject to an adjustment in the computation of rent. ***Rent is based on 4/1/2018 Rent Increase Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: 3

Financial Overview - Profit & Loss Statement TENANT Tops Paws 'n Claws Family Dollar Zoom Tan H&R Block B&B Nails Metro PCS Ling Ling 2 Best Cuts Subway South Erie Beer Total GLA 77,358 7,500 7,110 3,651 1,720 1,200 1,340 1,300 1,200 1,660 2,650 106,689 Pro Rata 72.51% 7.03% 6.66% 3.42% 1.61% 1.12% 1.26% 1.22% 1.12% 1.56% 2.48% 100.00% Controllable CAM Cap 5.00% 5.00% 5.00% - - - - 7.00% Mgmt/Admin Fee Fee (Recovery) 20.00% 5.00% 5.00% 5.00% 0.00% 0.00% 15% 15.00% 20.00% 15.00% 15.00% Mgmt Fee (Expense) 3.00% BASE RENT $725,000 $43,125 $75,633 $31,033 $20,640 $15,276 $14,070 $11,960 $20,400 $32,917 $22,525 $1,012,579 EXPENSE REIMBURSEMENTS Real Estate Taxes $238,100 $23,084 $21,884 $11,237 $5,294 - $4,124 $4,001 $3,693 $5,109 $8,156 $324,685 Insurance $7,940 $770 $730 $375 $177 - $138 $133 $123 $170 $272 $10,827 CAM $82,773 $8,025 $7,608 $3,907 $1,840 - $1,434 $1,391 $1,284 $1,776 $2,835 $112,873 Management Fee $16,555 $1,594 $3,374 $1,733 $0 - $854 $829 $257 $266 $425 $25,887 Total Expense Reimbursements $345,367 $33,473 $33,595 $17,251 $7,311 $0 $6,550 $6,355 $5,357 $7,322 $11,689 $474,271 Effective Gross Income $1,070,367 $76,598 $109,228 $48,284 $27,951 $15,276 $20,620 $18,315 $25,757 $40,239 $34,214 $1,486,850 EXPENSES Real Estate Taxes $238,100 $23,084 $21,884 $11,237 $5,294 $3,693 $4,124 $4,001 $3,693 $5,109 $8,156 $328,378 Insurance $7,940 $770 $730 $375 $177 $123 $138 $133 $123 $170 $272 $10,950 CAM $82,773 $8,025 $7,608 $3,907 $1,840 $1,284 $1,434 $1,391 $1,284 $1,776 $2,835 $114,157 Management Fee (3% of EGI) $32,111 $2,298 $3,277 $1,449 $839 $458 $619 $549 $773 $1,207 $1,026 $44,606 Total Expenses $360,924 $34,177 $33,498 $16,967 $8,149 $5,559 $6,314 $6,075 $5,873 $8,263 $12,290 $498,091 NET OPERATING INCOME $709,444 $42,421 $75,730 $31,317 $19,801 $9,717 $14,306 $12,239 $19,884 $31,976 $21,924 $988,759 Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 4

Tenant Overview - Tops Supermarket Tops Markets, Limited Liability Company is headquartered in Williamsville, New York and currently operates 173 full-service supermarkets along with an additional five supermarkets operated by franchisees under the Tops banner. Currently, Tops employs over 15,000 associates. Tops is a leading full-service grocery retailer in upstate New York, northern Pennsylvania, western Vermont, and north central Massachusetts. Tops is your friendly neighborhood store that has what you want, while saving you time and money. Tops strives to give customers an exceptional shopping experience. Tops is committed to six guiding principles: 1. Convenience: We know your time is valuable; Tops is committed to making your shopping experience quick and easy. 2. Variety: Tops offers you more choices with a wide selection of your favorite brands. 3. Freshness: Tops brings you only the highest quality products, guaranteed to be at their peak of freshness. 4. More Ways to Save: Tops offers tailored ways to save on the widest variety of local, national and TOPS brand products. 5. Your Better Health Store: Tops gives you everything you need to get healthy, stay healthy and live healthy. 6. Commitment to the Community: Tops believes strongly in giving back to the community; we provide financial, volunteer and in-kind support to improve the quality of life in our communities, with a focus on helping to eradicate hunger and improving the quality of life for children. After a series of acquisitions and mergers between 1991 and 2012, Tops has returned to local ownership. In November 2013, six members of TOPS executive team, led by now Chairman and Chief Executive Office, Frank Curci, purchased the company from Morgan Stanley Private Equity, returning TOPS back to complete local ownership. TENANT TRADE NAME OWNERSHIP TENANT LEASE GUARANTOR NUMBER OF LOCATIONS HEADQUARTERED WEB SITE SALES VOLUME TENANT PROFILE Tops Friendly Markets Private Corporate Tops Markets, Limited Liability Company 173 Units Williamsville, New York www.topsmarkets.com $2.4-Billion Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 5

Tenant Overview Paws n Claws is the premiere pet boarding, pet grooming, and doggy daycare facility. Paws n Claws in Erie offers a beautiful doggy daycare, boutique-style pet boarding, pet grooming, a pet boutique and dog training. Each pet will be more than happy in their own private and spacious condos. Each condo includes one raised Kuranda Bed. Each dog will have their very own private outdoor patio for easily accessible potty breaks. In the winter, the dogs enjoy the heat-sealed porcelain tile floor, and in the summer, relax in air conditioning. While staying at Paws n Claws, pets will have the opportunity to run and romp around in the secure play yard. Staying at Paws n Claws also provides the opportunity to receive full service grooming or bathing in the parlor by professional stylists. Think of Paws n Claws as a Bed and Breakfast for pets. TENANT TRADE NAME OWNERSHIP TENANT LEASE GUARANTOR NUMBER OF LOCATIONS HEADQUARTERED WEB SITE TENANT PROFILE Paws n Claws Private Paws n Claws Personal Guarantee 2 Units Erie, Pennsylvania http://www.pawsnclawspetresort.com/ Family Dollar operates a chain of general merchandise retail discount stores primarily for low- and middle-income consumers in the United States. Its merchandise assortment includes consumables, such as: batteries, diapers, food products, hardware and automotive supplies, health and beauty aids, household chemicals, paper products, pet food and supplies, and tobacco; and home products, including blankets, sheets, towels, giftware home décor products, and housewares. The company was founded in 1959 and is headquartered in Matthews, North Carolina. On July 6, 2015, Dollar Tree, Incorporated (Inc) completed the purchase of Family Dollar Stores, Incorporated (Inc). This transformational transaction created the largest discount retailer (by store count) in North America. Today, the Family Dollar segment operates general merchandise discount retail stores providing customers with a selection of competitively-priced merchandise in convenient neighborhood stores. The Family Dollar segment consists of 11 distribution centers and a Store Support Center in Matthews, North Carolina. The stores range from predominantly 6,000 to 8,000 selling square feet. In the 7,974 Family Dollar stores, merchandise is sold generally ranging from $1.00 to $10.00 TENANT PROFILE TENANT TRADE NAME Family Dollar OWNERSHIP Wholly Owned Subsidiary of Family Dollar Stores, Incorporated (Inc) TENANT Family Dollar Stores of Pennsylvania, Incorporated (Inc) LEASE GUARANTOR Family Dollar Stores of Pennsylvania, Incorporated (Inc) NUMBER OF LOCATIONS 7,974 (January 2017) HEADQUARTERED Matthews, North Carolina Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 6

Aerial Overview Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 7

Area Overview & Demographics 1-Mile 3-Mile 5-Mile Population 2000 Population 17,284 105,212 153,847 2010 Population 17,129 103,530 153,269 2017 Population 16,914 101,298 151,852 2022 Population 16,770 100,241 150,656 1-Mile 3-Mile 5-Mile Households 2000 Households 7,109 42,656 61,430 2010 Households 7,135 43,141 62,959 2017 Households 7,044 42,273 62,387 2022 Households 6,980 41,835 61,880 1-Mile 3-Mile 5-Mile Household (HH) Incomes 2017 Average HH Income $51,264 $55,615 $59,903 2017 Median HH Income $40,771 $39,643 $42,479 2017 Per Capita Income $21,349 $23,209 $24,611 Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 8

Market Overview - Erie, Pennsylvania As one of Pennsylvania s largest cities and the Commonwealth s only Great Lakes Port, Erie offers the opportunity for your business to grow and expand in their City. A skilled workforce, generous tax, incentives and great location make Erie the best choice for companies interested in growth opportunities. Erie is strategically located within 500 miles of half the nation s population. Whether it is by rail, road, air or water, Erie s location allows you to connect easily to your customers and suppliers. Manufacturing is alive and well in Erie. Twenty-two percent of all jobs are still in the manufacturing sector, double the national rate. The five colleges and universities located in the region help provide a talented pool of future employees to just about every business sector. The Erie Technology Incubator in the heart of downtown provides opportunities for tech companies to really thrive. Affordable housing, short commutes and miles of beautiful beaches make Erie a great place to live and raise a family. The AA baseball team, the Erie Seawolves and the Ontario Hockey League Team, the Otters both call downtown home. If you prefer, come and tour one of the many museums or enjoy the symphony or ballet at the historic Warner Theater. If you like the outdoors, enjoy a day of charter fishing on Lake Erie, a bicycle ride along miles of waterfront or perhaps a day relaxing on one of the many sandy beaches. ERIE Buyer must verify the information and bears all risk for any inaccuracies. Marcus & Millichap is a trademark of 2016 Marcus & Millichap. Activity ID: Y0332210 9

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, may be set based on a 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.

TOPS PLAZA SHOPPING CENTER ERIE, PA 1520 WEST 26TH ST, ERIE, PENNSYLVANIA 16508 BROKER OF RECORD: MARK TAYLOR MARCUS & MILLICHAP PHILADELPHIA, PA 19103 LICENSE: AB050069L