ULI Houston Suburban Trends Marketplace Gadi Kaufmann, CEO RCLCO

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ULI Houston Suburban Trends Marketplace 2016 Gadi Kaufmann, CEO RCLCO April 7, 2016 gkaufmann@rclco.com www.rclco.com

BEST MINDS IN REAL ESTATE Best Minds in Real Estate : A multidisciplinary team The best experts, analysts, and strategists Collaborating with the best players in the industry Affiliated with the best organizations Serving the real estate industry since 1967 Market-driven, analytically-based, financially-sound advice Investment, development, management, and firm strategies Market, economic, financial, and impact analyses Offering solutions from project inception to disposition Core Values Adding Value to Our Clients Excellence and Innovation Enjoying Our Work Promote Sustainability Advisory Groups Community & Resort Advisory Urban Real Estate Advisory Public Strategies Institutional Advisory Management Consulting Locations Austin Los Angeles New York Orlando San Francisco Washington, D.C. 2

LESSONS FROM OVER 40 YEARS OF STUDYING MPCS RCLCO started studying MPCs in 1967. In the last 10 years, RCLCO has worked on over 200 MPCs nationwide.

Outlook 4

THE REAL ESTATE CYCLE The economic cycle and the demographic cycles are on different paths Bottom NOI = Net Operating Income P = Price RC = Replacement Cost NAV = Net Asset Value Action Stage 1 Early Downturn Stage 2 Full Downturn Stage 3 Bottom Stage 4 Early Recovery Stage 5 Early Stable Stage 6 Late Stable Stage 1 Early Downturn NOI Flat P > RC Sell/Wait NOI Declining P decreasing Wait NOI Firming P < RC Acquire NOI Increasing P > RC Acquire & Develop NOI Moderating P >= NAV Prune & Recapitalize NOI Flat P > RC Sell/Wait 5

RCLCO SENTIMENT SURVEY RESULTS 1Q 2016 Current Cycle Stage f Future Cycle Stage MULTIFAMILY LAND HOSPITALITY FOR-SALE RESIDENTIAL INDUSTRIAL RETAIL SENIORS/CCRC AGE-RESTRICTED/AAC OFFICE RESORT/SECOND HOME f f f f f f f f f f Bottom Stage 1 Early Downturn Stage 2 Full Downturn Stage 3 Bottom Stage 4 Early Recovery Stage 5 Early Stable Stage 6 Late Stable Stage 1 Early Downturn 6

RCLCO SENTIMENT SURVEY For-Sale Residential (Jan 2016) Late Stable Early Stable Early Recovery Bottom Full Downturn Early Downturn 3Q 2012 1Q 2013 2Q 2013 1Q 2014 3Q 2014 1Q 2015 3Q 2015 1Q 2016 3Q 2016 (Predicted) 1 Q 2017 (Predicted) 7

HOUSING STARTS LAGGING HOUSEHOLD FORMATION 1,600,000 1,400,000 1,200,000 1,000,000 800,000 600,000 400,000 200,000 0 Single-Family Housing Starts New Households Note: Single-Family Housing Starts include single-family detached and single-family attached (townhomes) Source: Moody s Analytics; RCLCO 8

Existing Home Sales RESALES BACK TO NORMAL, NEW HOMES NOT YET 8,000,000 1,600,000 7,000,000 1,400,000 6,000,000 1,200,000 5,000,000 4,000,000 3,000,000 1,000,000 800,000 600,000 New Home Sales 2,000,000 400,000 1,000,000 200,000 0 0 Existing Home Sales (L) New Home Sales (R) Note: Monthly data are seasonally adjusted annual rates Source: U.S. Census Bureau; National Association of Realtors (NAR) 9

The Case for Houston RCLCO Weekly Staffing Call APRIL 8, 2016 10

EVERYTHING IS BIGGER IN TEXAS TOP 20 LARGEST NUMERIC GAINING METRO AREAS: JULY 1, 2014 TO JULY 1, 2015 This Year Last Year Change Metro Area 2015 Change 2014 Change YoY Change 1 1 = Houston-The Woodlands-Sugar Land, Texas 159,083 156,371 +2% 2 2 = Dallas-Fort Worth-Arlington, Texas 144,704 131,217 +10% 3 4 +1 Atlanta-Sandy Springs-Roswell, Ga. 95,431 88,891 +7% 4 6 +2 Phoenix-Mesa-Scottsdale, Ariz. 87,988 84,980 +4% 5 3-2 New York-Newark-Jersey City, N.Y.-N.J.-Pa. 87,186 90,797-4% 6 5-1 Los Angeles-Long Beach-Anaheim, Calif. 85,671 86,371-1% 7 8 +1 Miami-Fort Lauderdale-West Palm Beach, Fla. 75,231 66,361 +13% 8 7-1 Washington-Arlington-Alexandria, D.C.-Va.-Md.-W.Va. 63,793 66,561-4% 9 10 +1 Seattle-Tacoma-Bellevue, Wash. 60,714 57,857 +5% 10 14 +4 Orlando-Kissimmee-Sanford, Fla. 60,409 50,335 +20% 11 9-2 San Francisco-Oakland-Hayward, Calif. 60,152 64,406-7% 12 12 = Denver-Aurora-Lakewood, Colo. 58,474 54,508 +7% 13 17 +4 Tampa-St. Petersburg-Clearwater, Fla. 57,412 41,428 +39% 14 11-3 Austin-Round Rock, Texas 57,395 57,496 0% 15 15 = San Antonio-New Braunfels, Texas 51,285 46,451 +10% 16 13-3 Riverside-San Bernardino-Ontario, Calif. 50,444 51,628-2% 17 16-1 Charlotte-Concord-Gastonia, N.C.-S.C. 47,186 42,975 +10% 18 19 +1 Las Vegas-Henderson-Paradise, Nev. 45,655 40,365 +13% 19 23 +4 Portland-Vancouver-Hillsboro, Ore.-Wash. 40,621 33,500 +21% 20 21 +1 Nashville-Davidson-Murfreesboro-Franklin, Tenn. 36,435 34,072 +7% 11

HERE COMES THE SUN BELT Houston +428,160 Dallas +372,601 Miami +338,296 Phoenix +220,111 Atlanta +215,011 Total Net Migration of 5 Metros (since 2010): 1.57 million Total Net Migration of Rest of 20 Largest U.S. Metros Combined: 1.19 million RCLCO Weekly Staffing Call APRIL 8, 2016 12

THE SOUTH WILL RISE AGAIN PROJECTED TOP 20 MOST POPULOUS METRO AREAS (BASED ON 2014-2015 GROWTH RATES) JULY 1, 2030 Year 2030 Year 2015 Change Metro Area 2030 Pop. 2015 Pop. 1 1 = New York-Newark-Jersey City, N.Y.-N.J.-Pa. 21,536,420 20,182,305 2 2 = Los Angeles-Long Beach-Anaheim, Calif. 14,693,629 13,340,068 3 4 +1 Dallas-Fort Worth-Arlington, Texas 9,672,015 7,102,796 4 5 +1 Houston-The Woodlands-Sugar Land, Texas 9,568,466 6,656,947 5 3-2 Chicago-Naperville-Elgin, Ill.-Ind.-Wis. 9,457,577 9,551,031 6 9 +3 Atlanta-Sandy Springs-Roswell, Ga. 7,353,201 5,710,795 7 8 +1 Miami-Fort Lauderdale-West Palm Beach, Fla. 7,262,241 6,012,331 8 6-2 Washington-Arlington-Alexandria, D.C.-Va.-Md.-W. Va. 7,139,647 6,097,684 9 7-2 Philadelphia-Camden-Wilmington, Pa.-N.J.-Del.-Md. 6,317,438 6,069,875 10 12 +2 Phoenix-Mesa-Scottsdale, Ariz. 6,121,639 4,574,531 11 11 = San Francisco-Oakland-Hayward, Calif. 5,658,907 4,656,132 12 10-2 Boston-Cambridge-Newton, Mass.-N.H. 5,330,353 4,774,321 13 13 = Riverside-San Bernardino-Ontario, Calif. 5,318,399 4,489,159 14 15 +1 Seattle-Tacoma-Bellevue, WA 4,774,535 3,733,580 15 14-1 Detroit-Warren-Dearborn, Mich. 4,310,497 4,302,043 16 16 = Minneapolis-St. Paul-Bloomington, Minn. 3,988,353 3,524,583 17 18 +1 Tampa-St. Petersburg-Clearwater, Fla. 3,985,247 2,975,225 18 19 +1 Denver-Aurora-Lakewood, Colo. 3,856,137 2,814,330 19 17-2 San Diego-Carlsbad, Calif. 3,506,335 3,299,521 20 24 +4 Orlando-Kissimmee-Sanford, Fla. 3,303,573 2,387,138 RCLCO Weekly Staffing Call APRIL 8, 2016 13

WILL HOUSTON MAKE IT? Diverse economy education, life sciences, construction, trade, transportation, energy Large population and employment bases, educated workforce Home to several major corporations Attractive climate, low taxes, attractive real estate prices, business friendly Great transportation World class city international airport, culture and entertainment, sports Attractive place to retire RCLCO Weekly Staffing Call APRIL 8, 2016 14

5 OF 2015 S TOP-SELLING MPCS IN HOUSTON Dallas Houston MAP KEY 2015 Top-Selling MPC Ranking 1-5 Communities 6-10 Communities 11-22 Communities 15

TEXAS MPCS HAVE COME A LONG WAY IN 20 YEARS Number of Top-Selling Communities by State Nevada, 16 1994-2001 Virginia, 2 Texas, 13 Florida, 21 Calif., 28 Arizona, 17 Colorado, 8 S. Carolina, 1 Utah, 1 Texas, 54 2007-2015 Virginia, 3 Arizona, 6 Calif., 10 Florida, 24 Colorado, 5 Texas, 13 Nevada, 18 2002-2006 Florida, 15 Utah, 1 Calif., 16 Arizona, 27 Colorado, 5 Nevada, 23 Since the beginning of the Great Recession: Texas has increased share of MPC sales Florida has recovered share Arizona and CA shares smaller

CONCLUSIONS The fastest-growing counties are in the suburbs of Sun Belt metros, outside of cities likeaustin, Denver, San Antonio, Houston, and Atlanta America is reverting to patterns of suburbanization and migration to lower-density, lower-cost metropolitan areas, largely in the South (particularly Texas) and Intermountain West Large cities like New York, Los Angeles, Washington, D.C., and Chicago are watching their overall population growth slow, driven by growth in their immigrant populations For the next five years, population trends seem to favor the continued growth of the Sun Belt and the suburbs, primarily due to their favorable economic climates and greater affordability, respectively RCLCO Weekly Staffing Call APRIL 8, 2016 17

The Case for the Suburban MPCs RCLCO Weekly Staffing Call APRIL 8, 2016 18

Number of People (000s) WHAT S THE DEAL WITH NEW HOUSING DEMAND? U.S. Population Distribution 5,000 4,500 4,000 3,500 3,000 2,500 2,000 1,500 1,000 500 GenZ %TBD Millennials 32% Generation X 27% Baby Boomers 31% Silent Generation 10% 0 Age 19

STAGE OF LIFE DRIVES DEMAND FOR HOUSING HOUSING NEEDS: 2015 2020 2025 Student Rental Millennials Gen Z / Millennials Gen Z Singles/Roommate Rentals Millennials Millennials Gen Z / Millennials Young Couple Rentals Millennials Millennials Gen Z / Millennials Buy Entry Level Gen X / Millennials Millennials Millennials Buy Upgrade/Move-Up Home Gen X / Baby Boomers Gen X / Baby Boomers / Millennials Millennials / Gen X Buy 2 nd Home Gen X / Baby Boomers Gen X / Baby Boomers Millennials / Gen X Buy Empty Nester Home Baby Boomers Gen X / Baby Boomers Gen X / Baby Boomers Buy Retirement Housing Baby Boomers / Silents Baby Boomers Baby Boomers Source: RCLCO 20

GENERATION DIFFERENCES: WHERE/WHY WE BUY HOMES Generation: Boomers Gen X Millennials Miles from previous home (median) Years in previous home (median) Price of home relative to previous Size relative to previous home 30 10 10 11 9 5 Same or lower Higher price Higher price Same or smaller Larger Larger Moved because Close to friends, family Retirement Job Wanted smaller home Less maintenance Larger home Better quality house Job Better neighborhood Change in family situation Establish own household Larger home Close to work Better neighborhood Good schools * 2015 NAR Home Buyer and Seller Generational Trends 21

LOCATION PREFERENCES 35% 30% 25% 20% 15% 10% 5% 0% City Downtown City Residential Area Suburban Mixed Suburb Housing Only Small Town Rural All Generations Millennials Source: NAR Community Preference Survey 22

MILLENNIAL BUYERS PURCHASE IN THE SUBURBS Most (54%) of young first-time homebuyers prefer suburban neighborhoods. Most popular for both young renters and homebuyers: suburban area with a mix of uses. 23% of young homebuyers purchased their home in a residential neighborhoods in the suburbs. 64% of millennial homebuyers bought in closer in suburbs. 35% 30% 25% 20% 15% 10% 5% 0% City near a mix of offices, apartments, and shops City mostly residential neighborhood Suburban neighborhood with a mix of houses, shops and businesses Suburban neighborhood with only residential uses Small town Rural area Source: RCLCO 2016 Survey Rented Bought 23

FUTURE EXPECTATIONS Regardless of future tenure or housing type, 70% of Millennials believe they will live in a detached or attached single-family home by 2020. These forward looking expectations are almost identical to a survey from 2010. 70% expect to own by 2020 (only 26% already own) Top reasons to own: o Building equity, not paying rent (60%) o More control over space (54%) o More privacy (41%) o More room (31%) o Feel more settled (31%) Source: UDR/Lachman Associates Survey for ULI, Nov 2014 24

CURRENT CONDITIONS FOR MPCS Strong demographic fundamentals 10 years of low new home production rates, especially for-sale housing => pent-up demand Demand for rentals multifamily and single-family (yes, in MPCs too) Not all jobs want to be in the CBD Exciting innovations in product design and rental housing solutions Developers are learning to succeed in smaller, close-in and in-fill locations Amount and cost of capital for development and homebuilding improving Challenges: o Mortgage qualification criteria o Economic cycle risk looming o Cost across the board (land, lots, and homes) o Need for velocity of sales to make economic sense o Need jobs on-site or near-by 25

DNA OF SUCCESSFUL MPC OF THE FUTURE Content, meaning, convenience it is how the community lives, not what it looks like Live, work, learn, play employment, healthcare, recreation, education on-site or near-by Invest in mobility and accessibility, walkability in both urban and suburban settings Sense of community programming that allows residents to create their own experiences Memories and traditions build a community, foster comradery, bonds people together Authentic spaces and experiences integrating values and purpose in the design process The food revolution community gardens, a CSA, cooking classes, restaurant, marketplace Local and real bring regional vendors, merchants, employers, culture and traditions Future proofing integrating technology (renewable energy, water conservation, the internet of things, wellness and healthcare, self-driving cars, the Cloud, Fiber, new developments in glass, batteries, sensors, etc. ) Environmental stewardship tie community to the outdoors with experiences, celebrate nature and eco-friendly ideals 26

THE CASE FOR THE SUBURBS Living in the burbs is and will continue to be a desired way of life Tomorrow s suburbs will be different from yesteryear s: A thriving suburb offers the benefit of city living in suburban setting Traffic, jobs, convenience, education, healthcare, and housing cost, transit Multi- or adjacent uses, all accessible and in proportionate scale and density Best sites are infill or logical expansion of existing infrastructure, services and facilities Right size to support infrastructure and amenities while not elongating project lifespan Governments will be very limited in their ability to help economically, so learn to be self sufficient Property owners and developers must cooperate and pool resources to pull off investments Even at small scale, projects need velocity to be successful 27

Gadi Kaufmann Managing Director/CEO Phone: (310) 203-3033 gkaufmann@rclco.com RCLCO 11601 Wilshire Boulevard Suite 1650 Los Angeles, CA 90025 Phone: (310) 914-1800 Fax: (310) 914-1810 www.rclco.com Locations Austin Los Angeles New York Orlando San Francisco Washington, DC