SINGLE TENANT FLAGSHIP RETAIL CO-OP ON EXCLUSIVE FIFTH AVENUE RETAIL THOROUGHFARE 85 Fifth Avenue New York, NY 10011 LOCATION: FRONTAGE: BLOCK / LOT: LOT SIZE: BUILDING DIMENSIONS: GROSS SF: GROUND FLOOR: LOWER LEVEL: TOTAL GROSS SF: On the northeast corner of Fifth Avenue and East 16th Street 49’ on Fifth Avenue & 140’ on East 16th Street 844 / 1 (approx.) 7,990 SF (approx.) 49’ x 140’ RETAIL UNITS: CURRENT TENANT: 1 Anthropologie YEAR BUILT: HISTORIC DISTRICT: LANDMARK: 1901 Ladies’ Mile None 6,406 SF 6,540 SF 12,946 SF (approx.) (approx.) (approx.) ASKING PRICE: Ow ner shi p Request P rop os al s PROPERTY DESCRIPTION: Massey Knakal Realty Services is pleased to present a flagship retail co-op opportunity situated at the base of 85 Fifth Avenue. Located on the northeast corner of Fifth Avenue and East 16th Street, the offering benefits from an abundance of foot traffic and excellent visibility in one of Manhattan’s most dynamic retail markets. On any given day, hundreds of thousands of local and foreign shoppers frequent the exclusive shopping row that is flooded with high-end retailers and globally recognized, brand name tenants. Presently, 85 Fifth Avenue is home to Anthropologie who is scheduled to remain in the space until April of 2021 with no remaining renewal options. The turn-key retail space benefits from superior frontage with approximately 49’ on Fifth Avenue and an additional 140’ on East 16th Street. In total, there is approximately 12,946 sf of combined sellable space containing roughly 6,406 sf of above grade space and about 6,540 sf of sellable lower level space, both of which feature soaring ceiling heights of approximately 15’6” and up to 10’10”, respectively. Additional traits of the beautiful build out include an internal staircase, an independent elevator and an independent HVAC system. FINANCIAL SNAPSHOT: $3,539,775 $3,885,087 $3,400,000 4/2021 None PROJECTED RENT 2015: RENT ESCALATION 2018 (9%): PROJECTED NOI 2015: LEASE EXPIRATION: RENEWAL OPTIONS: FIFTH AVE 49’ BLOCK 844 LOT 1 140’ E A S T 1 6 TH S T UNION SQUARE W E A S T 1 7 TH S T Anthropologie is a popular American based women’s clothing retailer that operates over 175 retail stores worldwide. A subsidiary of Urban Outfitters, the company is celebrated as a top 10 apparel retailer in the United States by the National Retail Federation. Neighboring retailers to Anthropologie include national brands such as J.Crew, Banana Republic, Coach, Free People and Gap. Union Square is home to over 70,000 residents, 150,000 employees and 40,000 students offering a thriving cultural, business and educational hub. The neighborhood also hosts Union Square Park, one of Manhattan’s most premier outdoor spaces that serves as an iconic gathering point. The area’s convenient location serves over 380,000 daily individuals via the and subway lines. Overall, the retail co-op at 85 Fifth Avenue presents an outstanding opportunity for an investor to immediately establish a footprint in one of Manhattan’s most desirable shopping districts with a long term commitment to their space from a national credit tenant. For further information or inspection, please contact Exclusive Agents: Robert Knakal Chairman rknakal@masseyknakal.com 212.696.2500 x7777 John Ciraulo Partner jciraulo@masseyknakal.com 212.696.2500 x7700 Jonathan Hageman Craig Waggner Patrick Yannotta Sales Team Manager Director of Sales Associate jhageman@masseyknakal.com cwaggner@masseyknakal.com pyannotta@masseyknakal.com 212.696.2500 x7773 212.696.2500 x7744 212.696.2500 x7791 For information on possible financing, please contact: Scott Aiese Director - Capital Services saiese@masseyknakal.com 212.696.2500 x7738 The information contained herein has either been given to us by the owner of the property or obtained from sources that we deem reliable. We have no reason to doubt its accuracy but we do not guarantee it. All zoning, buildable footages and uses must be independently verified. The value of this investment is dependent upon these estimates and assumptions made above, as well as the investment income, the tax bracket, and other factors which your tax advisor and/or legal counsel should evaluate. THE PROSPECTIVE BUYER SHOULD CAREFULLY VERIFY EACH ITEM OF INCOME, AND ALL OTHER INFORMATION HEREIN. 275 Madison Avenue • Third Floor • New York, NY 10016 • 212.696.2500 • Fax 212.696.0333 www.masseyknakal.com THE BRONX BROOKLYN MANHATTAN NASSAU NEW JERSEY QUEENS STATEN ISLAND WESTCHESTER SINGLE TENANT FLAGSHIP RETAIL CO-OP ON EXCLUSIVE FIFTH AVENUE RETAIL THOROUGHFARE 85 Fifth Avenue New York, NY 10011 MADISON EAST 24TH STREET PARK Schnipper's Quality Kitchen Magia EAST 23RD STREET (ATM) LEXINGTON AVENUE SQUARE EAST 22ND STREET Wolf Home Maison Kayser Novitá Stuzzi Ristarante EAST 21ST STREET GRAMERCY Bravo Pizza PARK Safavieh Carpet EAST 20TH STREET Beecher’s Handmade Cheese Craft Bar EAST 19TH STREET ABC Carpet & Home Paragon Sporting Goods Women Morton’s (coming soon) Fresh EAST 17TH STREET Men 85 Fifth Avenue Rothmans Azuki IRVING PLACE EAST 18TH STREET L’express PARK AVENUE SOUTH ABC Carpet Barbounia NY Film Academy Optique Republic Blue Water Grill EAST 16TH STREET Coffeshop UNION SQUARE PARK EAST 15TH STREET Fuerza Bruta EAST 14TH STREET Max Brenner’s Dos Toros Roast Kitchen WEST 13TH STREET EAST 13TH STREET 275 Madison Avenue • Third Floor • New York, NY 10016 • 212.696.2500 • Fax 212.696.0333 www.masseyknakal.com THE BRONX BROOKLYN MANHATTAN NASSAU NEW JERSEY QUEENS STATEN ISLAND WESTCHESTER SINGLE TENANT FLAGSHIP RETAIL CO-OP ON EXCLUSIVE FIFTH AVENUE RETAIL THOROUGHFARE 85 Fifth Avenue New York, NY 10011 85GROUND Fifth Avenue FLOOR PLAN Grou BUILDING MAIN LOBBY AREA (NOT SURVEYED) BUILDING MAIN ENTRY Anthropologie, Inc. 6,406 Mkt RSF 4/30/2021 DN. UP DN. DN. EXIT 5th Avenue LANDING ELEV FREIGHT ELEV UP UP East 16th Street Date Printed: 10/16/2014 For complete listing, visit www.rfrspace.com N Not to scale. All dimensions and condi are approximate and for information on For further information or inspection, please contact Exclusive Agents: Robert Knakal Chairman rknakal@masseyknakal.com 212.696.2500 x7777 John Ciraulo Partner jciraulo@masseyknakal.com 212.696.2500 x7700 Jonathan Hageman Craig Waggner Patrick Yannotta Sales Team Manager Director of Sales Associate jhageman@masseyknakal.com cwaggner@masseyknakal.com pyannotta@masseyknakal.com 212.696.2500 x7773 212.696.2500 x7744 212.696.2500 x7791 For information on possible financing, please contact: Scott Aiese Director - Capital Services saiese@masseyknakal.com 212.696.2500 x7738 The information contained herein has either been given to us by the owner of the property or obtained from sources that we deem reliable. We have no reason to doubt its accuracy but we do not guarantee it. All zoning, buildable footages and uses must be independently verified. The value of this investment is dependent upon these estimates and assumptions made above, as well as the investment income, the tax bracket, and other factors which your tax advisor and/or legal counsel should evaluate. THE PROSPECTIVE BUYER SHOULD CAREFULLY VERIFY EACH ITEM OF INCOME, AND ALL OTHER INFORMATION HEREIN. 275 Madison Avenue • Third Floor • New York, NY 10016 • 212.696.2500 • Fax 212.696.0333 www.masseyknakal.com THE BRONX BROOKLYN MANHATTAN NASSAU NEW JERSEY QUEENS STATEN ISLAND WESTCHESTER SINGLE TENANT FLAGSHIP RETAIL CO-OP ON EXCLUSIVE FIFTH AVENUE RETAIL THOROUGHFARE 85 Fifth Avenue New York, NY 10011 LOWER LEVEL FLOOR PLAN 85 Fifth Avenue Basement EXIT UP Anthropologie, Inc. 6,540 Mkt RSF 4/30/2021 UP LANDING 5th Avenue ELEV FREIGHT ELEV East 16th Street Date Printed: 10/27/2014 For complete listing, visit www.rfrspace.com N Not to scale. All dimensions and conditions are approximate and for information only. For further information or inspection, please contact Exclusive Agents: Robert Knakal Chairman rknakal@masseyknakal.com 212.696.2500 x7777 John Ciraulo Partner jciraulo@masseyknakal.com 212.696.2500 x7700 Jonathan Hageman Craig Waggner Patrick Yannotta Sales Team Manager Director of Sales Associate jhageman@masseyknakal.com cwaggner@masseyknakal.com pyannotta@masseyknakal.com 212.696.2500 x7773 212.696.2500 x7744 212.696.2500 x7791 For information on possible financing, please contact: Scott Aiese Director - Capital Services saiese@masseyknakal.com 212.696.2500 x7738 The information contained herein has either been given to us by the owner of the property or obtained from sources that we deem reliable. We have no reason to doubt its accuracy but we do not guarantee it. All zoning, buildable footages and uses must be independently verified. The value of this investment is dependent upon these estimates and assumptions made above, as well as the investment income, the tax bracket, and other factors which your tax advisor and/or legal counsel should evaluate. THE PROSPECTIVE BUYER SHOULD CAREFULLY VERIFY EACH ITEM OF INCOME, AND ALL OTHER INFORMATION HEREIN. 275 Madison Avenue • Third Floor • New York, NY 10016 • 212.696.2500 • Fax 212.696.0333 www.masseyknakal.com THE BRONX BROOKLYN MANHATTAN NASSAU NEW JERSEY QUEENS STATEN ISLAND WESTCHESTER CONFIDENTIALITY AGREEMENT (PRINCIPAL) In connection with a proposed transaction (the “Proposed Transaction”) involving the purchase of, or the acquisition of a direct or indirect interest or investment in (i) the land and improvements, or any portion thereof, and/or (ii) certain indebtedness secured directly by or by equity interests in the ownership of the land and improvements, or any portion thereof, referred to on Schedule I attached hereto (the “Property”) by the undersigned (the “Company”), the Company has requested that RFR HOLDING LLC and its affiliates with an interest in the Property (the “Disclosing Party”) provide the Company with certain Confidential Information (as hereinafter defined) relating to the Property. In consideration of the Disclosing Party’s furnishing the Company with the Confidential Information and as a condition precedent thereto, the Company hereby agrees, for the benefit of the Disclosing Party and its Representatives (as hereinafter defined), as follows: 1. In connection with the Proposed Transaction, it is understood that the Disclosing Party and its Representatives are prepared to furnish the Company with certain oral and written information concerning the Property that is or may be nonpublic, confidential and/or proprietary in nature, which may include, without limitation, contracts, documents, files, appraisals, site plans, reports, analysis (financial or otherwise) and studies and computer data or files, some or all of which may have been provided to the Disclosing Party on a confidential basis (but even if not provided to the Disclosing Party on a confidential basis, any such information shall be deemed confidential hereunder unless otherwise expressly provided for herein). All such information, regardless of the manner in which it is furnished by the Disclosing Party or its Representatives to the Company and its Representatives, as well as the Company’s interest in the Property or the Proposed Transaction and any discussions between the Disclosing Party and the Company or its or their Representatives, shall, except as otherwise permitted hereunder, be kept strictly confidential by the Company (including its affiliates); all such information, interest and discussions are hereinafter referred to, collectively, as the “Confidential Information.” Notwithstanding the foregoing, the term “Confidential Information” shall not be deemed to include information which (i) is or becomes available to the Company or its Representatives from a source other than the Disclosing Party or its Representatives, provided that such source is not bound by a confidentiality agreement with the Disclosing Party or its Representatives or is not otherwise bound to keep such information confidential by any legal or fiduciary obligation and/or (ii) is or becomes generally available to the public through a source other than the Company or its Representatives. The Confidential Information shall be used by the Company and its Representatives solely for purpose of evaluating the Proposed Transaction for its own account, as a principal, and not as a broker, finder or similar agent for any other person. Without the prior written consent of the Disclosing Party, the Company will not, nor will it permit its Representatives to, contact any of the Disclosing Party’s Representatives, investors, lenders, lessors, tenants, property managers, consultants or advisors related to or having an interest (through contract or otherwise) in the Property, in connection with, or otherwise with respect to, the Confidential Information, the Property (including as to its operations or finances) or the Proposed Transaction. For the purposes hereof, the “Representatives” of each party hereto (each, a “Party”; and collectively, the “Parties”) shall mean (i) with respect to the Disclosing Party, its officers, directors, controlling persons, affiliates, members, employees, attorneys, accountants, consultants and third-party professionals who may prepare or provide Confidential Information directly or indirectly to the Company and its Representatives, and (ii) with respect to the Company, its respective officers, directors, controlling persons, affiliates, members, employees, attorneys and accountants who need to know the Confidential Information for the express purpose of assisting the Company with its evaluation of the Proposed Transaction. Notwithstanding the foregoing, the Company may disclose the Confidential Information, on a limited basis, only to those of its Representatives who need access to the Confidential Information for purposes of evaluating the Proposed Transaction on behalf of the Company. The Company shall inform each of its Representatives that receives any of the Confidential Information of the requirements of this agreement and shall require each such party to comply with such requirements. The Company agrees that it will be responsible for any breach of the terms of this agreement by any of the Company’s Representatives, and will be responsible to the Disclosing Party for, and hold the Disclosing Party and its Representatives harmless from, any loss, cost, expense claim or liability arising from a breach of this agreement by the Company or its Representatives. The Company agrees to notify the Disclosing Party, upon request, as to the identity of any Representatives to whom the Company has or is to provide any Confidential Information. 2. If any person seeks to compel the Company or any of its Representatives to disclose any Confidential Information under compulsion of law (by oral questions, interrogatories, requests for documents subpoena, civil investigative demand or similar process), the Company shall promptly notify the Disclosing Party thereof prior to any such disclosure so that the Disclosing Party may have an opportunity to seek a protective order or other appropriate remedy (provided that the foregoing shall not be deemed to require that the Company or any of its Representatives refuse to comply with any such disclosure request or demand beyond the time specified for such disclosure). The Company agrees to cooperate with the Disclosing Party in any manner which may be reasonably requested by the Disclosing Party, at no cost or expense to the Company (other than de minimis expenses), in order to seek any such protective order or other appropriate remedy. 3. The Company (on behalf of itself and its Representatives) acknowledges that remedies at law may be inadequate to protect the Disclosing Party against a breach of this agreement by the Company or its Representatives. The Company therefore agrees that in the event that the Company or its Representatives have breached the terms of this agreement, then without prejudice to the rights and remedies otherwise available to the Disclosing Party, the Company acknowledges and agrees that the Disclosing Party shall be entitled to seek equitable relief, without proof of actual damages or any obligation to post a bond or other security therefor, including the right to apply to a court of competent jurisdiction for a temporary or permanent injunction or other appropriate decree of specific performance in order to enjoin a breach of this agreement. 4. The Company agrees not to provide, communicate, or disclose to any third party other than the Company’s Representatives as provided for herein, directly or indirectly, the Confidential Information, except as required by judicial process as provided in Section 2 hereof, without in each instance the prior written consent of the Disclosing Party, which consent may be withheld in its sole discretion, and then only after such third party executes a confidentiality agreement in favor of the Disclosing Party substantially in the form of this agreement. 5. The Company agrees that, promptly upon the Disclosing Party’s request, the Company and its Representatives shall surrender to the Disclosing Party or destroy the Confidential Information and all derivatives thereof. The Company acknowledges that all such items are the exclusive property of the Disclosing Party and agrees to (i) return or destroy all Confidential Information and its derivatives in tangible form within five (5) business days after written request therefore, such request given at any time at the sole option of the Disclosing Party and (ii) erase any copies of any of the foregoing recorded on any electronic media or optical device. Such return or destruction of Confidential Information and all derivatives thereof, and the erasing of any copies of the foregoing recorded on any electronic media or optical device, shall, upon the written request of the Disclosing Party, be certified in writing to the Disclosing Party by the Company. 6. The Company further acknowledges and agrees that: (a) neither the provision of the Confidential Information by the Disclosing Parties nor any conversations between any of the Disclosing Party or its Representatives, on the one hand, and the Company, or any of its respective Representatives, on the other hand, shall in any manner constitute an offer or otherwise create any liability or obligation on the part of the Disclosing Party or any of its Representatives; (b) the Disclosing Party makes no representation or warranty to Company as to the accuracy or completeness of the Confidential Information; the Disclosing Party shall have no liability to Company or any of its Representatives resulting from the use of or reliance on the Confidential Information; that the Disclosing Party is not responsible to determine whether any hazardous wastes or substances or other undesirable materials are present at the Property; (c) the Disclosing Party may accept or reject any offer, or cease negotiations at any point in time, in its sole and absolute discretion without incurring any liability to the Company; (d) notwithstanding anything to the contrary, the Company represents and warrants that it has not dealt with any broker in connection with the Proposed Transaction other than Massey Knakal, and Company agrees that it shall be solely responsible for payment of any fee, commission or other compensation that may be claimed by any broker other than Massey Knakal; and (e) the Company shall indemnify, defend and hold harmless the Disclosing Party and its Representatives from and against any and all claims, liabilities and expenses relating to or arising out of any claim for brokerage commission or other compensation by any person or entity claiming by, through or under the Company in connection with the Proposed Transaction, other than Massey Knakal. 2 7. Other than in conjunction with the Disclosing Party or any of its affiliates, the Company will not, and will cause each of its Representatives not to, directly or indirectly (whether acting alone or as part of any two or more persons or entities acting, formally or informally, whether as a partnership, limited liability company, corporation or other venture or group, or acting in concert with any other person or entity), (i) acquire or agree, offer, seek or propose to acquire, ownership (including but not limited to beneficial ownership) of the Property or any interest therein or portion thereof, any of the assets or any indebtedness or other obligation (or interest therein) described in the Confidential Information or otherwise related to any subsidiaries or affiliates of the Disclosing Party who have an ownership interest in the Disclosing Party or the Property; (ii) acquire or agree, offer, seek or propose to acquire, ownership (including but not limited to beneficial ownership or through profit participation) of or in any partnership, limited liability company, shareholder or other equity interest in, any owner, lender, borrower or other party having an interest in the Property or any portion thereof or any other indebtedness or other obligation described in the Confidential Information; or (iii) advise, assist, encourage or finance (or assist or arrange financing to or for) any other person or entity in connection with any of the matters restricted by, or to otherwise seek to circumvent the limitations of the provisions of, this Section 7. 8. This agreement contains the entire agreement by the Company concerning the confidentiality of the Confidential Information and shall be enforceable by the Disclosing Party in accordance with the terms hereof. No modification of the obligations of the Company set forth herein nor shall any waiver of the terms and conditions hereof be permitted or binding upon the Disclosing Party, unless approved in writing by the Disclosing Party, which writing shall refer specifically to this agreement. 9. The illegality, invalidity or unenforceability of any provision of this agreement under the laws of any jurisdiction shall not affect its legality, validity or enforceability under the laws of any other jurisdiction, nor the legality, validity or enforceability of any other provision. 10. This agreement shall be governed and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed within such state without regard to principles of conflicts of law. In the event of any dispute related to this agreement, the Parties shall and hereby do waive any right to trial by jury in connection therewith. 11. This agreement and the obligations of the Company set forth herein shall remain in full force and effect for a period of two (2) years from the date hereof. [Remainder of this page intentionally left blank.] 3 IN WITNESS WHEREOF, the undersigned has caused this agreement to be executed and delivered on the ______ day of ______, 2014. COMPANY: ____________________ ADDRESS: _________________________________ PHONE: _________________________________ FAX: _________________________________ E-MAIL: _________________________________ By: (signature) _________________________________ By: (print name) _________________________________ Title: _________________________________ SCHEDULE I Property 85 5th Avenue, New York, NY