P I N E T R E ECOMMERCIAL REALTY, LLC

TABLE OF CON-TENTS

Preface

The PartnersPine Tree • Hines • CBRE

The MarketDallas - Fort-Worth Metroplex

The CommunitySouthlake, Texas

The NeighborhoodCarillon | Residential

The DevelopmentCarillon | Retail

The Deal

05

07

15

19

29

33

39

Pine Tree has been selected to partner with Hines and CBRE in the development of a destination retail community of approximately 500,000 square feet in Southlake, TX, an affluent suburb in the Dallas/Ft. Worth metroplex. The project will be part of the Carillon community, an exclusive mixed-use Hines-sponsored master development which will include 404 high end homes (starting prices of $600-800,000) on tree-lined streets in north Texas’ most affluent zip code. Pine Tree will initially acquire a 60% stake in the commercial land parcel (41+ acres with an option on another 11 acres) from Hines at a significant discount to market and spearhead the creation of the pedestrian-friendly village center. The site is already fully entitled and the proposed retail development is enthusiastically supported by the city of Southlake. CBRE has been working with Hines for several months and has successfully solicited interest from many of the nation’s top retailers, including Whole Foods, Target, iPic, and many others. Pine Tree expects to fully pre-lease the project prior to its estimated construction commencement in 1Q 2014.

PRE-FACE

P I N E T R E ECOMMERCIAL REALTY, LLC

The Par t-ners

Pine Tree • Hines • CBRE

P I N E T R E E

40 Skokie Boulevard, Suite 610, Northbrook, IL 60062 | Telephone: 847.735.0600 | Fax: 847.735.0664www.pinetreecommercial.com

Pine Tree Commercial Realty, LLC

Midwest 19.2%Mountain 16.0%West 31.1%South/Southeast 33.7%

Midwest;  19%  

Mountain;  16%  

West;  31%  

South/Southeast;  34%  

Current PortfolioGeographic Mix Historical Footprint

Core Competencies & Expertise:

• Development

• Acquisitions

• Property Management

• Leasing

• Development

• Construction Management

• Design

• Legal

• Accounting/Reporting

Tim RoeExecutive Vice President-Senior Director Leasing

17 Years

Bruce BoruszakExecutive Vice President &

General Counsel17 Years

Lee PearsonExecutive Vice President, Design & Construction

13 years

Tom SeurynckVice President,

Acquisitions & Due Diligence1 Year

Todd ZinsmasterSenior Vice President,

Acquisitions & Development5 Years

Phil SpitzSenior Vice President, Property

Management & Accounting7 Years

Peter BorzakCo-Founder & Principal

17 Years

Institutional Partner FocusInstitution Vehicle(s) Strategy No. Properties.Henderson/Utah Retirement Acquisitions 3Inland Real Estate (NYSE:IRC) Development 4Buchanan Street Partners Acquisitions 2GEM Realty Capital Development/Redevelopment 3Syndicated Equities Corporation Acquisitions 13Realty Income (NYSE:O) Development 2American Asset Management Development 3Pacolet-Milliken Acquisitions/Development 2BIG USA Acquisitions 1Privet Investments, LLC Acquisitions 1Wanxiang America, Inc. Acquisitions/Redevelopment 1Subtotal - Institutional Vehicles 35

Pine Tree Commercial Realty, LLC is a leader in the development, acquisition, leasing and management of necessity-based retail properties throughout the United States, with retail partners ranging from national food and drug retailers to superstores and specialty shops. Pine Tree is fully integrated and its team of professionals have expertise across the risk spectrum in both existing properties and new development opportunities.

Pine Tree, headquartered in Chicago, was founded in March 1995. The company has since developed and acquired 64 shopping centers totaling approximately six million square feet, with an aggregate value of over $600 million.

Current Portfolio Snapshot:

24 owned stabilized properties4 owned development projects7 third party managed properties

35 total properties

Hines Interests Limited Partnership

811 Main Street, Suite 4100, Houston, TX 77002 | Telephone: 713.237.5657 | Fax: 713.237.5600www.hines.com

Hines is a privately owned, international real estate firm that has provided the highest level of quality, service and value to its clients and investors for more than 50 years.

With a presence in more than 100 cities around the globe and investor relationships with many of the world’s largest financial institutions, Hines has the breadth of experience, the network of expertise and the financial strength to assume complex and challenging investment, development and management projects. The company has offices in 18 countries, with regional offices in Atlanta, Chicago, Houston (U.S. headquarters), London (European headquarters), New York and San Francisco, as well as 58 other U.S. cities. The Hines portfolio of projects underway, completed, acquired and managed for third parties consists of more than 1,190 properties including skyscrapers, corporate headquarters, mixed-use centers, industrial parks, medical facilities, and master-planned resort and residential communities. Currently, the firm controls assets valued at approximately $22.9 billion.

Since its inception in 1957, Hines has created projects of the highest quality, aesthetic relevance and enduring value for its investor partners, clients and local communities. Working with such notable architects as Cesar Pelli, Frank Gehry, I.M. Pei and Philip Johnson, Hines has redefined the way developers interact with and treat architecture, promoting a balance between function, beauty and sustainability and reshaping skylines around the world.

EXPERIENCE RECORD (as of 6-30-12)

PROJECTS UNDER DEVELOPMENT(90 projects) (in square feet)

Office 23,042,234Residential 12,361,943Retail & Restaurant 3,056,953Industrial 2,514,218Hotel 759,811Arts & Cultural 410,000Other 130,578Total 42,275,737

COMPLETED DEVELOPMENT PROJECTS(719 projects) (in square feet)

Office 131,637,804Industrial 35,192,287Residential 16,169,643Retail & Restaurant 14,151,379Hotel 7,567,919Sports Facilities 3,790,107Medical/Biotechnological 3,302,366Arts & Cultural 1,708,000Educational 946,952Other 2,974,700Total 217,441,157

ACQUISITIONS (244 projects) 91,266,349(in square feet)

PROPERTY MANAGEMENT (in square feet)

Hines-Owned and Managed 71,500,000Hines-Managed for Third Parties 66,100,000Total 137,600,000

CURRENT OFFICE LOCATIONS (number of cities)

United States 62Outside of U.S. 42

CBRE Group, Inc.NYSE: CBG

2100 McKinney Avenue, Suite 700, Dallas, TX 75201 | Telephone: 214.979.6100 | Fax: 214.979.6393 www.cbre.us/o/dallas

CBRE is the world’s premier, full-service real estate services company. Operating globally, the firm holds a leadership position in virtually all of the world’s key business centres.Whether it’s a local, regional, national or global assignment, CBRE applies insight, experience, intelligence and resources to help clients make informed business decisions.CBRE’s strengths, which are applied to every transaction, assignment and client relationship, include:

An intimate knowledge of virtually every major market in the world

Intellectual capital and technology resources that develop and deliver superior analytical, research and client service tools to our professionals

A proven track record of meeting diverse client needs

The leadership position in nearly all service lines

An organisational structure that harnesses the firm’s collective expertise

It all combines to empower our people, and our clients, with the information they need to anticipate market opportunities, seize competitive advantages and execute the best possible real estate strategies.

Company Milestones:First and only commercial real estate services company in the Fortune 500; ranked #416 in 2012.

Named #1 real estate brand by The Wall Street Journal.

Highest ranked commercial real estate services company on Fortune’s World’s Most Admired Companies 2012 list.

Named Lipsey Company’s #1 brand for the eleventh consecutive year.

Ranked #1 among commercial real estate services firms.

Only commercial real estate services firm included on the Forbes Global 2000.

Ranked as the top real estate company in Newsweek’s green rankings.

Awarded U.S. EPA 2012 ENERGY STAR Sustained Excellence Award.

Recipient of the World’s Best Property Consultant award at the International Commercial Property Awards.

Named World’s Top Brokerage and Property Management Firm by National Real Estate Investor.

Named U.S. EPA ENERGY STAR Partner of the Year for the fifth year in a row.

Ranked among the InformationWeek 500 for the sixth consecutive year.

Business Activity 2011Americas

Offices 195 a

Employees 20,700 b

Total Transaction Value $92.4 Billion

Property Sales 5,550(number of transactions)

Property Sales $45.6 Billion(transaction value)

Property Leasing 32,725(number of transactions)

Property Leasing $46.8 Billion(transaction value)

Tenant Rep $28.1 BillionOwner Rep $18.7 Billion

Property & Corporate Facilities 1.6 Billion SF a

Under Management

Loan Originations $19.9 Billion c

Loan Servicing $103.6 Billion d

Investment Assets Under Management $31.8 Billion

Development in Process $4.9 Billion e

Valuation & Advisory Assignments 34,500

Project Management Contract Value $13.4 Billion f

a

b

c

d

e

f includes $6.1 billion of projects that were in process as of December, 2011

reflects loans serviced by GEMSA, a joint venture between CBRE includes loan sale advisoryexcludes approximately 1,700 affiliate employeesincludes affiliate offices

Capital Markets and GE Capital Real Estateincludes $1.5 billion of Long-Term Operating Assets (projects that haveachieved a stabilized level of occupancy or have been held 18-24 monthsfollowing shell completion or acquisition)

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THE MAR-KET

Dallas - Fort Worth Metroplex

DALLAS - FORT-WORTH - ARLINGTONMETROPLEX

The Dallas-Fort Worth-Arlington Metroplex (metropolitan statistical area) is the

largest metropolitan area in the South. Between 2008 to 2009, the area gained

nearly 150,000 new residents more than any other metropolitan area in the United

States. The metroplex encompasses nearly 9,200 square miles of total area,

and is also the sixth largest gross metropolitan product (GMP) in the United

States and the tenth largest GMP in the world.

PopulationDallas is the 9th largest city in the US and the third largest in Texas with a population

of 1,223,229.Annual Visitors

29.97 million domestic visitorsBusiness Climate

The Dallas area is home to 18 Fortune 500 companies including Exxon Mobil,

JCPenney, AT&T, Texas Instruments, and others. The Dallas area is also home

to seven of the world’s most admired companies.

Rankings#3 among metros with for job growth

between July 2011 and July 2012 (Source: Houston Business Journal, 9/11/12)#4 among metro areas for future job

growth (Source: KERA, 9/24/12)#5 on United Van Lines’ list of top places

for families to move to during the summer season (Source: Businesswire, 9/6/12)

#41 among America’s 50 best cities. (Source: Businessweek, 9/26/12)

P I N E T R E ECOMMERCIAL REALTY, LLC

THE COM-MUNITY

Southlake, Texas

Blue

Cro

ss Blue Shield

Alli

ance Airport

Dalla

s-Fo

rt Worth Airport

Del

oi

tte & Touche

Fid

elity

Investments

Sout

hlak

e Town Square

Sout

hl

ake City Hall

Gat

eway ChurchSouthl

ak

e Medical Center

Car

roll H

igh School

Grapevine Mills Mall(Outlet Mall)

Southlake Town Square(Lifestyle Center)

1 Mile Radius | Population 2,568 | M

edian HH Income $148,134

Sout

hlak

e, Te

xas

PROPOSEDSITE

3 Mile Radius | Population 36,852 | Median H

H Incom

e $114,585

5 Mile Radius | Population 103,850 | M

edian HH

Income $105,377

7 Mile Radius | Population 225,176 | M

edian HH

Income $102,119

DEMOGRAPHICS

• Southlake is the wealthiest suburb in the U.S. with a population greater than 20,000 with a median household income of $186,645

• Average new home price in 2011 was $827,120

• ±86,000 cars pass daily along S.H. 114 and White Chapel

• Location is situated on S.H. 114 between DFW Airport and Alliance Airport

• Population growth in the surrounding area is high with a 10% projected growth rate in the next year.

• Southlake’s Carroll Independent School System is ranked in the top 50 best schools in Texas.

• Dallas Fort Worth International Airport services over 60 Million Passengers per year and employs over 60,000.

• New Southlake Regional Medical Center will be developed across the freeway. 970,000 SF of master planned medical buildings

• Gateway Church is building a campus on S.H. 114, one half mile south of the Carillon site, that will bring 20,000+ weekly visitors

• Blue Cross Blue Shield –building 250K SF data center at Alliance

• Deloitte & Touche recently opened a campus that added 50,000 daytime visitors per year

• Fidelity added 600,000 SF to their headquarters in Westlake; now 1.2 million sf.

SOUTHLAKETOWNSQUARE

From the eclectic architecture of a small Texas town to the elegance of a Rodeo Drive-like retail area, each with

pedestrian-friendly streets and walkways; the collection of specialty shops, patio

restaurants, and entertainment venues makes Town Square the ideal gathering

place for dining, attending a concert, seeing the latest movies, or relaxing at a spa. Developed in phases, Town Square

has grown to more than 1.3 million square feet of mixed uses, including

the City/County Town Hall and Library, the Southlake Post Office, a downtown Hilton Hotel, a state-of-the-art Harkins

movie theater, a deep lineup of retail establishments, 26 restaurants and

other food and beverage operators, and more than 250,000 square feet of office

and service businesses. Retail sales are in the $525 per square foot range, a testament to the project’s regional draw.

From Coach, Jack and Jill, Anthropology, Nordstom Rack, to Yumilicious and

Central Market across the street, Town Square is a treasure trove for shopaholics.

Carroll Independent School District is perhaps the single most important reason for the dynamic

growth of Southlake. Parents who demand the best education possible for their children have chosen CISD, which affords a myriad of opportunities to

participate in championship sports, theater, show choir, the visual arts and more. In return, many of

these students continually receive exceptionally high SAT and ACT scores and large numbers of them have gone on to get degrees from elite colleges and universities coast to coast. From exemplary elementary schools to intermediate, middle and

high schools, students are challenged by innovative programs and nurturing teachers who motivate and

inspire them to learn and excel. In addition, there are also several private schools in the area that

provide even more educational opportunities.

Carroll Independent School District

P I N E T R E ECOMMERCIAL REALTY, LLC

THE NEIGH-BOR-HOOD

Carillon | Residential

This 285-acre master-planned community blends shopping, office, and luxury homes into three distinct

districts bound together by a ribbon of lavishlylandscaped trails, parks, and pedestrian friendlystreets - all themed with exquisite fountains and

sculptures throughout.

The Carillon residential community will benefit from on-site amenites and proximity to the adjacent proposed commercial community of retail and office buildings.

With a strong focus on attention to detail and planning,

Carillon residents will enjoy a luxurious, convenient lifestyle unlike any other in Southlake.

There are currently 404 residential units planned. Phase one is complete with strong sales and Phases two and

three are under way.

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THE DE-VELOP-MENT

Carillon | Retail

41 acres per contract

option to purchase 11 acres

The commercial portion of Carillon is currently master-planned for 400–600,000 square feet of

retail space, 300,000 square feet of office space, a 200-key hotel, plus 69 acres of parks, trails, and

open space.

Pine Tree has a contract to acquire a majority interest in the 41 acres of retail space, plus an option to purchase an additional 11 acres with

frontage along S.H. 114.

With significant and enthusiastic interest from the city of Southlake, there is flexibility to change the

design of the commercial community from its current vision to accommodate the needs of the market

41 acres per contract

option to purchase 11 acres

T H ER E TA I LThe proposed retail development will include 400-600,000 square feet of space at a prominent highway interchange nestled in the most prestigious infill section of the booming Dallas/Ft. Worth area. Tenants will include a combination of boutiques, restaurants, entertainment and daily needs retailers. CBRE has been working with Hines for several months and have solicited interest from several hundred thousand feet of retailers including Target, Whole Foods, iPic, Dick’s Sporting Good and others. The proposed retail village will be friendly to pedestrians, and will be designed in keeping with the distinguished nature of the Carillon community.

Proposed Carillon Retail Siteplan

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THE DEAL

P I N E T R E ECOMMERCIAL REALTY, LLC

Hines is the largest privately-owned real estate company in the world, with 1,200 properties world-wide valued over $22 billion. The CBRE Group, Inc. is the world’s largest real estate service firms offering an unparalleled array of real estate-related services in virtually every market in the United States and many markets worldwide.

The site is 10 minutes from Dallas-Ft. Worth International Airport and has excellent visibility and access from state highway 114, which averages 85,900 vehicles per day. The site is 30 minutes from downtown Dallas and 30 minutes from downtown Ft. Worth. In addition, within two miles of the site are (church, medical facility, Deloitte facility, etc.)

Southlake, TX has a median household income of $186,645 making it the wealthiest suburb in the United States with a population greater than 20,000. In addition, Southlake has one of the best ranked school systems in the Dallas-Fort Worth area which contributes to its desirability. The Carillon community is the last large developable parcel in Southlake.

There is already substantial interest from several of the nation’s leading retailers including Target, Whole Foods, iPic, Dick’s Sporting Goods and many others.

There is an existing loan of $7.6 million held by Wells Fargo Bank which can be assumed in full or in part subject to lender approval.

Established JV Partners

Excellent Location

Demographics

Retailer Interest

Available Financing

Population

Median HH Income

1 Mile

2,568

$148,134

3 Miles

36,852

$119,585

5 Miles

103,850

$105,377

7 Miles

225,176

$102,119

Desirable Market

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