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HomeMy WebLinkAboutBack-Up DocumentsWatson Island / BH3 IG Developer, LLC INDEX Tab 1. Referendum Term Sheet — Draft Tab 2. Amendment to Master Development Agreement - Draft Tab. 3 First Amendment to Project Declaration — Draft Tab 4. Amendment to Parking Lease - Draft Tab 5. Amendment to Retail Lease - Draft June 13, 2024 June 13, 2024 Draft TERM SHEET WATSON ISLAND / BH3 IG DEVELOPER LLC The following is a summary of certain principal terms for proposed modifications to the documents governing the `Island Gardens" project on Watson Island between BH3 IG Developer LLC (`Project Developer" or the "Tenant') and the City of Miami, Florida (the "City" or "Landlord'). Premises: Landlord: Tenant: Project: Purpose: Referendum: Lease Term: Office Use: The real property in Miami -Dade County commonly known as the Island Gardens site located on Watson Island in the City of Miami. The City of Miami, a municipal corporation of the State of Florida BH3 IG Developer LLC, a Delaware limited liability company, and/or or its wholly owned single -purpose entities. A mixed -use project initially intended to be known as "Island Gardens," as more particularly described in that certain Amended and Restated Mixed Use Project Declaration as of April 12, 2023, which was recorded on April 14, 2023 at CFN 2023R0251059 or Book 33665 Pages 3611-3904 in the public records of Miami -Date County, Florida (the "Project Declaration"). Capitalized terms used but not defined in this Term Sheet shall have the meanings ascribed to them in the Project Declaration. Project Developer seeks to make certain amendments to the documents governing the Project, including the Project Declaration, as set forth herein and in the documents evidencing such amendments. The amendments are generally organized into "Phase I", which is intended to be effectuated in summer 2024, and "Phase II", which are contingent upon approval by the voters of the City of Miami at public referendum ("Referendum"), contemplated for November 6, 2024, and intended to be effectuated by definitive documents to be executed shortly thereafter. The changes described herein are contingent upon approval of the Referendum. Project Developer seeks to extend the term of the Retail Lease, the Parking Lease, the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease (the "Uplands Leases") from a maximum of 75 years (i.e., 45 years plus two 15-year extensions) to a maximum of 99 years (i.e., 69 years plus two 15-year extensions), and to start or restart, as applicable, the term of all of the Uplands Leases simultaneously upon execution of the Luxury Hotel Lease such that all of the Uplands Leases will be coterminous. Project Developer seeks approval for each Tenant to utilize a portion of its Component for offices to be leased to or otherwise utilized by third parties as coworking space, office space, or similar usage, which 1 June 13, 2024 Draft Condominium Residences: Effectuating Documents: space may or may not be open to the public (for example, by membership to a coworking space). Project Developer seeks approval to change the ownership status of the residences in the Residences Component from fractional ownership (i.e., timeshare) to condominium ownership, increasing revenue to City. The foregoing Phase II items are intended to be effectuated by the following documents which are attached hereto as Exhibit A-1, Exhibit A-2, Exhibit A-3, and Exhibit A-4, respectively: 1) Amendment to Master Development Agreement: this document changes the base term of the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease to 69 years (i.e., 99 years including renewals), changes references to fractional residences to be references to condominium residences, and updates the legal name of the Project Developer and the tenants under the Uplands Leases. 2) Second Amendment to Project Declaration: this document clarifies that office is a permitted use and changes references to fractional residences to be references to condominium residences. 3) Amendment to Parking Lease: this document updates the base term of the Parking Lease to 69 years (i.e., 99 years including renewals) and updates the legal name of the tenant under the Parking Lease. 4) Amendment to Retail Lease: this document updates the base term of the Retail Lease to 69 years (i.e., 99 years including renewals) and updates the legal name of the tenant under the Retail Lease. 2 June 13, 2024 Draft Exhibit A-1 Amendment to Master Development Agreement [Attached behind] June 13, 2024 Draft Exhibit A-2 First Amendment to Project Declaration [Attached behind] June 13, 2024 Draft Exhibit A-3 Amendment to Parking Lease [Attached behind] June 13, 2024 Draft Exhibit A-4 Amendment to Retail Lease [Attached behind] FIRST AMENDMENT TO MASTER DEVELOPMENT AGREEMENT This FIRST AMENDMENT TO MASTER DEVELOPMENT AGREEMENT, dated as of , 2024 (the "Amendment"), between the CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida (the "City"), and BH3 IG DEVELOPER LLC, a Delaware limited liability company ("Developer", and together with the City, collectively, the "Parties", and each, individually, a "Party"). RECITALS A. The City and Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") entered into that certain Master Development Agreement, dated April 13, 2020 (as amended, supplemented or otherwise modified from time to time, the "MDA"). Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the MDA. B. Attached to the MDA (i) as Exhibit 3 is the form of Generic Ground Lease Terms (Rider 1) (the "Form Rider 1"), (ii) as Exhibit 4 is the form of Luxury Hotel Lease (the "Form Luxury Hotel Lease"), (iii) as Exhibit 5 is the form of Lifestyle Hotel Lease (the "Form Lifestyle Hotel Lease"), and (iv) as Exhibit 6 is the form of Residences Lease (the "Form Residences Lease", and together with the Form Luxury Hotel Lease and Form Lifestyle Hotel Lease, collectively, the "Form Base Leases", and together with the Form Rider 1, collectively the "Form Leases") C. Flagstone assigned Developer its interest in the MDA pursuant to that certain MDA Assignment of Rights, dated April 12, 2023. D. This Amendment was negotiated pursuant to the authority expressly conferred by the City of Miami Charter, as amended on [ ], pursuant to a majority vote of the City of Miami voters authorizing the City to (a) extend the terms of the Form Leases to a total of 99 years, inclusive of extension options, from the date of this Amendment, (b) amend the Form Residences Lease to permit a condominium form of ownership, and (c) amend the MDA, the Project Declaration, and any Form Leases as required to permit office uses. E. The Parties hereto desire to amend the MDA on the terms and subject to the conditions set forth herein. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Tenants. The City acknowledges and agrees that references to Tenant under each Ground Lease shall be as follows: (i) for the Parking Component, the Tenant is IG Parking LLC, a Delaware limited liability company; (ii) for the Retail Component, the Tenant is IG Retail LLC, a Delaware limited liability company; (iii) for the Residences Component, the Tenant is IG 1 Residences LLC, a Delaware limited liability company; (iv) for the Luxury Hotel Component, the Tenant is IG Luxury LLC, a Delaware limited liability company; (v) for the Lifestyle Hotel Component, the Tenant is IG Lifestyle LLC, a Delaware limited liability company. 2. All Form Leases. At or immediately prior to the execution of any of the Form Leases, the following provisions, terms or definitions shall be modified as follows: (a) Initial Term. The "Initial Term" of each Form Lease shall be changed from forty-five (45) years from the Commencement Date to sixty-nine (69) years from the Commencement Date. (b) Referendum. The following shall be added to the end of the definition of "Referendum": ", as amended or modified by any subsequent referendum of the City of Miami and/or applicable Laws". (c) Construction Manager. "Construction Manager" as referenced in each Form Lease shall be changed to reference IG Development Manager LLC, a Delaware limited liability company. (d) Definition of Gross Revenues for Residences. In Section II of Exhibit B, related to the definition of "Gross Revenues" for the Residences, "Approved Time Share Licenses" is replaced with "Condominium Units". 3. Luxury Hotel Lease and Lifestyle Hotel Lease. The leasehold condominium provisions set forth on Exhibit A attached hereto shall be added to the Form Luxury Hotel Lease and the Form Lifestyle Hotel Lease, with the "Added and Modified Definitions" to be added and modified in Section 1.2 and throughout the body, as applicable, and the "Added Section" added immediately following the existing Section 7.3 of the Form Luxury Hotel Lease and the Form Lifestyle Hotel Lease as a new Section 8. 4. Residences Lease. The following provisions shall be modified in the Form Residences Lease as follows: (a) Definition of Resident Licensee. The term "Resident Licensee" used in Section 1.2 of the Form Residences Lease shall be deleted in its entirety, and the use of such term shall be replaced with "Unit Owner" in all instances throughout the Form Residences Lease. (b) Resident SNDAs. Section 6 and Exhibit E shall be deleted in their entirety. (c) Leasehold Condominium Provisions. The leasehold condominium provisions set forth on Exhibit A attached hereto shall be added to the Form Residences Lease, with the "Added and Modified Definitions" to be added and modified in Section 1.2 and throughout the body, as applicable, and the "Added Section" added immediately following the existing Section 8.2 of the Form Residences Lease as a new Section 9. 2 5. Notices. Exhibit 11 of the MDA and Section 35.1 of Rider 1 (and any references to Developer and/or Tenant's address in the MDA or Form Base Leases) are hereby (or shall be) amended to replace the addresses of the Tenant as follows: If to Tenant, at: with a copy to: 6. Miscellaneous. BH3 IG Developer LLC 819 NE 2nd Ave, Suite 500 Fort Lauderdale, Florida 33304 Attn: Greg Freedman & Josh Babbitt Email: greg@bh311c.com & josh@bh311c.com Greenberg Traurig, P.A. 333 SE 2nd Ave, Suite 4400 Miami, Florida 33131 Attn: Steve Bassin, Esq. Email: bassins@gtlaw.com (a) Ratification. Except as expressly provided in this Amendment, all of the terms and provisions of the MDA are and will remain in full force and effect and are hereby ratified and confirmed by the Parties. On and after the date hereof, each reference in the MDA to "this Agreement", "the Agreement", "hereunder", "hereof', "herein", or words of like import, and each reference to the MDA (or "Master Development Agreement") in any other agreements, documents or instruments executed and delivered pursuant to, or in connection with, the MDA, will mean and be a reference to the MDA as amended by this Amendment. (b) Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon each of the Parties and each of their respective successors and assigns. (c) Headings. All titles are for convenience or reference only and shall be disregarded when interpreting any of this Amendment's provisions. (d) Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. PDF signatures shall be binding as original. (e) Entire Agreement. Except the Settlement Agreement, the MDA, the Ground Leases, and this Amendment represents the entire agreement between the parties on the subject matter agreed to and supersedes any and all previous agreements and understandings between the Parties. No representations, inducements, promises, or agreements between the Parties not embodied or described in this Amendment (except those contained in the MDA, Settlement Agreement or the Ground Leases) shall be of any force or effect. [SIGNATURE PAGE FOLLOWS] 3 IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above. CITY: Signed, sealed and delivered in the presence CITY OF MIAMI, a municipal corporation of of: the State of Florida Name: Name: ATTEST: APPROVED AS TO INSURANCE REQUIREMENTS: By Name: Title: APPROVED AS TO FORM AND CORRECTNESS: DEVELOPER: Signed, sealed and delivered in the presence BH3 IG DEVELOPER LLC, a Delaware of: limited liability company Name: Name: By Name: Title: EXHIBIT A LEASEHOLD CONDOMINIUM PROVISIONS1 Added and Modified Definitions: 1. The following definitions shall be added to Section 1.2 of each Form Lease: (a) "Condominium Act" shall mean the Florida Condominium Act, Chapter 718, Florida Statutes, and all amendments, modifications, supplements and replacements thereof and all regulations with respect thereto, now or hereafter enacted or promulgated. (b) "Condominium Association" means the condominium association referenced by the Condominium Declaration as the entity responsible for the operation of the Leasehold Condominium. (c) "Condominium Declaration" shall mean the declaration of condominium for the Leasehold Condominium, to be recorded in the Public Records of Miami -Dade County, Florida (d) "Condominium Documents" means all documents necessary for the creation of all or a portion of the Premises as a leasehold condominium and the operation of the Condominium Association, all in accordance with the Condominium Act and all other applicable Laws and recorded or filed with any Government, including the condominium declaration, and the articles of incorporation and by-laws of the Condominium Association, in each case, as the same may be amended, restated, supplemented or otherwise modified from time to time. (e) "Condominium Premises" means all or a portion of the Premises encumbered by the Condominium Declaration. (f) "Condominium Unit" means the condominium units comprising a part of the Leasehold Condominium. (g) "Unit Owner" means any Person that purchases a Condominium Unit. 2. The following defined terms and associated uses, as applicable, shall be modified in Section 1.2 and throughout the body, as applicable, of each Form Lease: (a) The definitions of "Approved Timeshare License", "Residence License" and "Timeshare/Fractional Unit(s)", as applicable, used in the applicable Form Lease shall be deleted in their entirety, and the use of such terms shall be replaced with "Condominium Unit" in all instances. ' NTD: Subject to further review of Tenant's condominium counsel. Added Section: [§]. LEASEHOLD CONDOMINIUM [§].1. During the Term, Tenant shall be permitted from time to time, to create one or more leasehold condominium regimes (a "Leasehold Condominium") pursuant to the Condominium Act, on all or a portion of the Premises, without any further consent of the Landlord. Notwithstanding the foregoing, nothing herein shall be construed as a waiver of Landlord's regulatory and/or police power to grant or deny development approvals or consent to Leasehold Improvements under Landlord's regulatory and/or police power when the City is reviewing same as a governmental agency versus as a Landlord. Tenant shall give written notice to Landlord specifying the name and address of any Condominium Association to which notices required by this Lease shall be sent, and a copy of the Condominium Documents. Landlord shall reasonably cooperate with Tenant and execute any documents reasonably required by Tenant for the creation, maintenance or operation of such Leasehold Condominium. [§].2. Until the Leasehold Condominium/s are created, Tenant agrees to promptly pay when due all maintenance, insurance and financial obligations under this Lease as it relates to the Premises and all other expenses incurred in the use and operation therefor; provided, however, upon recordation of the Condominium Declaration on the Condominium Premises in the Public Records of the County in Miami -Dade, Florida, all obligations, including the maintenance, insurance and financial obligations under this Lease as it relates to the Condominium Premises shall automatically be transferred to the Condominium Association, with Tenant released from those obligations upon transfer to the Condominium Association. Upon recordation as aforesaid, Tenant shall no longer be obligated to Landlord for maintenance, repair or other operational obligation under the Lease as it relates to the Condominium Premises and Landlord shall look solely to the Condominium Association with respect to same. From and after the date of the transfer of the obligations to the Condominium Association, all possessory rights as it relates to the Condominium Premises shall remain with Tenant or its successors in interest (including Unit Owners and their mortgagees) and the Condominium Units shall remain "freely transferable" and may be sold, conveyed, leased, subleased and mortgaged (including, without limitation, first mortgages, second mortgages and home equity lines), without the consent of Landlord; provided that no sale or transfer of any Condominium Unit shall release or limit the liability or obligations of the Condominium Association under this Lease. Upon recordation of the Condominium Declaration, Tenant shall no longer be obligated for the payment of Rent or other financial obligations as it relates to the Condominium Premises, rather same should be the obligation of the Condominium Association, which would include the Rent and other financial obligations in the budget of the Condominium Association to be collected from Unit Owners as part of the assessments made against Unit Owners. [§].3. To protect against a default by the Condominium Association and/or failure by one (1) Unit Owner resulting in a termination of this Lease, upon recordation of the Condominium Declaration, Landlord hereby releases its remedy of termination of the Lease and instead accepts an assignment of the Condominium Association's remedies against a defaulting Unit Owner as provided in the Condominium Declaration. Following the creation of the Leasehold Condominium, in no event may the Lease be terminated by Landlord, until the expiration of the Term of the Lease in accordance with its terms. [§].4. Following the creation of the Leasehold Condominium, the Lease does not hereby contain a reservation of the right of possession or control of the Condominium Premises by Landlord or any Person other than Unit Owners or the Condominium Association and shall not create rights to possession or use of the Condominium Premises in any parties other than Tenant or Unit Owners. Any such rights in favor of Landlord, if they exist on the date hereof, shall be eliminated following the recordation of the Condominium Declaration. [§].5. In any action by Landlord to enforce a lien for Rent payable or in any action by the Condominium Association or a Unit Owner with respect to the obligations of the Tenant or Landlord under the Lease, the Unit Owner or the Condominium Association may raise any issue or interpose any defense, legal or equitable, that he or she or it may have with respect to the Landlord's obligations under the Lease. If the Unit Owner or the Condominium Association initiates any action or interposes any defense other than payment of Rent under the Lease, the Unit Owner or the Condominium Association shall, upon service of process upon Landlord, pay into the registry of the court any allegedly accrued Rent and the Rent which accrues during the pendency of the proceeding, when due. If the Unit Owner or the Condominium Association fails to pay the Rent into the registry of the court, the failure constitutes an absolute waiver of the Unit Owner's or Condominium Association's defenses other than payment, and Landlord is entitled to default, provided, however, that in no event shall the Lease be terminated. The Unit Owner or the Condominium Association shall notify Landlord of any deposits. When the Unit Owner or the Condominium Association has deposited the required funds into the registry of the court, Landlord may apply to the court for disbursement of all or part of the funds shown to be necessary for the payment of taxes, mortgage payments, maintenance and operating expenses, and other necessary expenses incident to maintaining and equipping the leased facilities or necessary for the payment of other expenses arising out of personal hardship resulting from the loss of rental income from the leased facilities. The court, after an evidentiary hearing, may award all or part of the funds on deposit to Landlord for such purpose. The court shall require Landlord to post bond or other security, as a condition to the release of funds from the registry, when the value of the Condominium Premises and improvements, apart from the Lease itself, is inadequate to fully secure the sum of existing encumbrances on the Condominium Premises and the amounts released from the court registry. When the Condominium Association or Unit Owners have deposited funds into the registry of the court pursuant to this subsection and the Unit Owners and Condominium Association have otherwise complied with their obligations under the Lease, other than paying Rent into the registry of the court rather than to Landlord, Landlord cannot hold the Condominium Association or Unit Owners in default on their rental payments nor may Landlord file liens or initiate foreclosure proceedings against Unit Owners. If Landlord, in violation of this subsection, attempts such liens or foreclosures, then Landlord may be liable for damages plus attorneys' fees and costs that the Condominium Association or Unit Owners incurred in satisfying those liens or foreclosures. For avoidance of doubt, in no event shall a foreclosure or lien right exercised against the Condominium Association or Unit Owners by Landlord result in a termination of the Lease, regardless of the nature of the default. [§].6. To the extent applicable, Section 718.401(1)(e) of the Condominium Act shall apply if the recreational facilities or other commonly used facilities of the Leasehold Condominium are not completed as of the date the Leasehold Condominium is created. [§].7. The Parties intend that, as of the date hereof, this Lease complies with all requirements of the Condominium Act for the creation of a Leasehold Condominium. Upon written request of Tenant, and subject to any procedural requirements of the City, the Landlord shall enter into an amendment to this Lease, to modify the terms and provisions of the Lease (if any) which do not comply with Section 718.401 of the Condominium Act (or any successor provision thereto) such that the Lease, as so modified, shall fully comply with Section 718.401 of the Condominium Act (or any successor provision thereto) such that the Premises may be submitted to the condominium form of ownership . [§].8. For the avoidance of doubt and notwithstanding anything in this Lease to the contrary, the creation of the Leasehold Condominium, the sale of Condominium Units and the formation of the Condominium Association are all expressly approved by the Landlord and the Landlord acknowledges and agrees that the Condominium Units shall remain "freely transferable" and may be sold, conveyed, leased, subleased and mortgaged (including without limitation first mortgages, second mortgages and home equity lines), without the consent of Landlord, and in each case, none of the foregoing actions or any of the other provisions of Section 9 shall constitute violations of any transfer provisions of the Lease. THIS INSTRUMENT IS PREPARED BY AND TO BE RECORDED AND RETURNED TO: Goulston & Storrs PC 400 Atlantic Avenue Boston, MA 02110 Attn: Corey Wilk, Esq. Miami -Dade County, State of Florida SECOND AMENDMENT TO AMENDED AND RESTATED MIXED USE PROJECT DECLARATION This SECOND AMENDMENT TO AMENDED AND RESTATED MIXED USE PROJECT DECLARATION (the "Amendment"), dated as of , 2024 (the "Amendment Date") is entered into by BH3 IG DEVELOPER LLC, a Delaware limited liability company (with its successors and assigns, collectively, "Declarant" and "Project Developer"), having an address at c/o BH3 Management, 819 NE 2nd Avenue, Suite 500, Fort Lauderdale, Florida 33304, Attention: Mr. Gregory M. Freedman; IG PARKING LLC, a Delaware limited liability company ("Parking Tenant"), having an address at c/o BH3 Management, 819 NE 2nd Avenue, Suite 500, Fort Lauderdale, Florida 33304, Attention: Mr. Gregory M. Freedman; IG RETAIL LLC, a Delaware limited liability company ("Retail Tenant"), having an address at c/o BH3 Management, 819 NE 2nd Avenue, Suite 500, Fort Lauderdale, Florida 33304, Attention: Mr. Gregory M. Freedman; and ISLAND GARDENS DEEP HARBOUR, LLC, a Delaware limited liability company ("Marina Tenant"), having an address at c/o Island Globally Yachting LLC, 360 Hamilton Ave, Suite 1110, White Plains, NY 10601, Attention: General Counsel, based on the following facts and circumstances: RECITALS A. Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") executed that certain Mixed Use Project Declaration (the "Original Project Declaration") as of April 13, 2020 and recorded same on November 5, 2020 at CFN 2020R0644278 or Book 32185 Pages 4703-4980 in the public records of Miami -Dade County, 1 Florida, which Original Project Declaration was amended and restated in its entirety by Flagstone's execution of that certain Amended and Restated Mixed Use Project Declaration as of April 12, 2023, which was recorded on April 14, 2023 at CFN 2023R0251059 or Book 33665 Pages 3611-3904 in the public records of Miami -Date County, Florida (as so amended, the "Project Declaration"). B. Flagstone assigned its interest as declarant and project developer under the Project Declaration to Declarant by execution of that certain Assignment of Project Developer's and Declarant's Interest in Project Declaration as of April 12, 2023, which was recorded on April 14, 2023 at CFN 2023R0251064 or Book 33665 Pages 3929-3936; ISLAND GARDENS PARKING STRUCTURES, LLC, a Delaware limited liability company, assigned its interest under the Project Declaration to Parking Tenant by execution of that certain Assignment of Parking Tenant's Interest in Project Declaration as of April 12, 2023, which was recorded on April 14, 2023 at CFN 2023R0251066 or Book 33665 Pages 3945-3952; and ISLAND GARDENS RETAIL EXPERIENCE LLC, as Delaware limited liability company, assigned its interest under the Project Declaration to Retail Tenant by execution of that certain Assignment of Retail Tenant's Interest in Project Declaration as of April 12, 2023, which was recorded on April 14, at CFN 2023R0251065 or Book 33665 Pages 3937-3944. C. Flagstone assigned its rights under that certain Master Development Agreement, dated as of April 13, 2020 (as amended from time to time, the "MDA") to require the City to enter into the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease to Project Developer by execution of that certain MDA Assignment of Rights dated as of April 12, 2023. As of the Amendment Date, the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease do not yet exist. D. The parties to the Project Declaration amended the Project Declaration by execution of that certain First Amendment to Amended and Restated Mixed Use Project Declaration as of , 2024, which was recorded on , 2024 at CFN or Book Pages - E. This Amendment is entered pursuant to Section 26.6 of the Project Declaration, which allows parties to the Project Declaration to Modify it if the Modification does not affect any rights, obligations, or property rights (or otherwise bind or affect) any Tenant that is not a party to the Modification. This Amendment does not affect ISLAND GARDENS DEEP HARBOUR, LLC, a Delaware limited liability company ("Marina Tenant") in any way, and Marina Tenant has countersigned this Modification to confirm it concurs with that. F. Capitalized terms used and not defined in this Amendment shall have the meanings ascribed to them in the Project Declaration. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree to amend the Project Declaration as follows: 2 1. DEFINITIONS. 1.1 Prohibited Uses. The definition of "Prohibited Uses" is hereby amended by deleting Section 2 thereof in its entirety. 1.2 Fractional Ownership; Fractional Units; Fractional Interests; Fractional Use Licenses. Any and all references to "fractional ownership", "fractional units", "fractional interests", and/or "fractional use licenses" are hereby amended and restated to read as "condominium unit" or "condominium units", as the context may require. 2. Offices. A new Section 4.19 is hereby added as follows: 4.19. Offices. Each Tenant may utilize a portion of its Component for offices to be leased to or otherwise utilized by third parties as coworking space, office space, or similar usage, which space may or may not be open to the public (for example, by membership to a coworking space). 3. Condominium. Section 2.9 of the Amendment is hereby deleted in its entirety. 4. Miscellaneous. (a) Ratification. Except as expressly provided in this Amendment, all of the terms and provisions of the Project Declaration are and will remain in full force and effect and are hereby ratified and confirmed by the parties. On and after the date hereof, each reference in the Project Declaration to "this Agreement", "the Agreement", "hereunder", "hereof', "herein", or words of like import, and each reference to the Project Declaration (or "Amended and Restated Project Declaration") in any other agreements, documents or instruments executed and delivered pursuant to, or in connection with, the Project Declaration, will mean and be a reference to the Project Declaration as amended by this Amendment. (b) Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon each of the parties and each of their respective successors and assigns. (c) Headings. All titles are for convenience or reference only and shall be disregarded when interpreting any of this Amendment's provisions. (d) Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. PDF signatures shall be binding as original. (e) Governing Law. Florida law, without application of its conflict of law principles, governs this Amendment and any Dispute. Jurisdiction and venue shall lie exclusively in Miami -Dade County. That does not limit the Dispute resolution procedures in the By-Laws.Recitals. The Recitals of this Amendment are incorporated by reference in, and part of, this Amendment.Severability. If any provision of this Amendment is invalid or unenforceable as against any Person or under certain circumstances, the remainder of 3 this Amendment and the applicability of such provision to other Persons or circumstances shall not be affected thereby. Each provision of this Amendment shall, except as otherwise herein provided, be valid and enforceable to the fullest extent permitted by Law. [SIGNATURE PAGES FOLLOW] 4 IN WITNESS WHEREOF, the parties to this Amendment have executed, acknowledged and delivered for recording this Amendment as of the Amendment Date. BH3 IG DEVELOPER LLC, a Delaware limited liability company By: Name: Gregory M. Freedman Title: President Signed, sealed and delivered in the presence of: Name: Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this (date) by GREGORY M. FREEDMAN on behalf of and as President of BH3 IG DEVELOPER LLC, a Delaware limited liability company. He is personally known to me or has produced (type or identification) as identification. Notary Public My Commission Expires: 4882-3188-4134, v. 1 PARKING TENANT'S SIGNATURE Retail Tenant joins in, agrees to, and consents to the above Amendment. IG PARKING LLC, a Delaware limited liability company Signed, sealed and delivered in the presence of: Name: Name: STATE OF FLORIDA By: Name: Gregory M. Freedman Title: President ) ) COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this (date) by GREGORY M. FREEDMAN on behalf of and as President of IG PARKING LLC, a Delaware limited liability company. He is personally known to me or has produced (type or identification) as identification. Notary Public My Commission Expires: RETAIL TENANT'S SIGNATURE Retail Tenant joins in, agrees to, and consents to the above Amendment. IG RETAIL LLC, a Delaware limited liability company By: Name: Gregory M. Freedman Title: President Signed, sealed and delivered in the presence of: Name: Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this (date) by GREGORY M. FREEDMAN on behalf of and as President of IG RETAIL LLC, a Delaware limited liability company. He is personally known to me or has produced (type or identification) as identification. Notary Public My Commission Expires: 4882-3188-4134, v. 1 MARINA TENANT'S SIGNATURE Marina Tenant joins in, agrees to, and consents to the above Amendment. Signed, sealed and delivered in the presence of: Name: Name: STATE OF FLORIDA ISLAND GARDENS DEEP HARBOUR, LLC, a Delaware limited liability company By: IG HOLDINGS LLC, a Delaware limited liability company, its Managing Member By: Name: Its: ) ) COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this (date) by (name of officer or agent, title of officer or agent) on behalf of and as of IG HOLDINGS LLC, a Delaware limited liability company, as Managing Member of ISLAND GARDENS DEEP HARBOUR, LLC, a Delaware limited liability company. S/he is personally known to me or has produced (type or identification) as identification. Notary Public FIRST AMENDMENT TO PARKING COMPONENT GROUND LEASE This FIRST AMENDMENT TO PARKING COMPONENT GROUND LEASE, dated as of , 2024 (the "Amendment"), between CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida (the "Landlord" or "City"), and IG PARKING LLC, a Delaware limited liability company (the "Tenant", and together with Landlord, collectively, the "Parties", and each, individually, a "Party"). RECITALS A. Landlord and Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") entered into that certain Parking Component Ground Lease, dated as of April 13, 2020 (as amended, supplemented or otherwise modified from time to time, the "Lease"), which included that certain rider of supplemental terms attached a made part of the Lease ("Rider 1"). Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Lease. B. Flagstone assigned the tenant's interest in the Lease to Island Gardens Parking Structures, LLC, a Delaware limited liability company ("Flagstone Tenant"), pursuant to that certain Assignment and Assumption of Ground Lease (Parking), dated as of April 13, 2020, and Flagstone Tenant further assigned the tenant's interest in the Lease to Tenant pursuant to that certain Assignment and Assumption of Parking Ground Lease, dated as of April 12, 2023. C. This Amendment was negotiated pursuant to the authority expressly conferred by the City of Miami Charter, as amended on [ ], pursuant to a majority vote of the City of Miami voters authorizing the City to extend the term of the Lease to a total of 99 years, inclusive of extension options, from the date of this Amendment. D. The Parties hereto desire to amend the Lease on the terms and subject to the conditions set forth herein. NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Term. Notwithstanding anything to the contrary in the Lease, the definition of "Scheduled Expiration Date" is changed from the 45th anniversary of the Commencement Date to the date that is sixty-nine (69) years from the date hereof, subject to: (a) Tenant's exercise of any Extension Option(s); and (b) any tolling as this Lease or the Master Development Agreement provides. 2. Notices. Section 35.1 of Rider 1 is hereby amended to replace the addresses of the Tenant as follows: If to Tenant, at: c/o BH3 IG Developer LLC 819 NE 2nd Ave, Suite 500 Fort Lauderdale, Florida 33304 1 with a copy to: Attn: Greg Freedman & Josh Babbitt Email: greg@bh311c.com & josh@bh311c.com Greenberg Traurig, P.A. 333 SE 2nd Ave, Suite 4400 Miami, Florida 33131 Attn: Steve Bassin, Esq. Email: bassins@gtlaw.com 3. Modification of Existing Terms and Definitions. (a) "Construction Manager" as referenced in Rider 1 is hereby changed to IG Development Manager LLC, a Delaware limited liability company. (b) The following is hereby added to the end of the definition of Referendum: ", as amended or modified by any subsequent referendum of the City of Miami and/or applicable Laws". 4. Miscellaneous. (a) Ratification. Except as expressly provided in this Amendment, all of the terms and provisions of the Lease are and will remain in full force and effect and are hereby ratified and confirmed by the Parties. On and after the date hereof, each reference in the Lease to "this Lease", "the Lease", "hereunder", "hereof", "herein", or words of like import, and each reference to the Lease, will mean and be a reference to the Lease as amended by this Amendment. (b) Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon each of the Parties and each of their respective successors and assigns. (c) Captions. The captions and headings contained in this Amendment are for convenience of reference only and shall not be construed as limiting or defining in any way the provisions of this Amendment. (d) Counterparts. This Amendment may be executed in counterparts, each of which is deemed an original, but all of which constitutes one and the same agreement. Delivery of an executed counterpart of this Amendment electronically shall be effective as delivery of an original executed counterpart of this Amendment. (e) Entire Agreement. The Lease as amended by this Amendment constitute the sole and entire agreement between the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. [SIGNATURE PAGE FOLLOWS.] 2 IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above. LANDLORD: Signed, sealed and delivered in the presence CITY OF MIAMI, a municipal corporation of of: the State of Florida Name: Name: ATTEST: APPROVED AS TO INSURANCE REQUIREMENTS: By Name: Title: APPROVED AS TO FORM AND CORRECTNESS: TENANT: Signed, sealed and delivered in the presence and IG PARKING LLC, a Delaware limited of: liability company Name: Name: By Name: Title: 3 FIRST AMENDMENT TO RETAIL COMPONENT GROUND LEASE This FIRST AMENDMENT TO RETAIL COMPONENT GROUND LEASE, dated as of , 2024 (the "Amendment"), between CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida (the "Landlord" or "City"), and IG RETAIL LLC, a Delaware limited liability company (the "Tenant", and together with Landlord, collectively, the "Parties", and each, individually, a "Party"). RECITALS A. Landlord and Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") entered into that certain Retail Component Ground Lease, dated as of April 13, 2020 (as amended, supplemented or otherwise modified from time to time, the "Lease"), which included that certain rider of supplemental terms attached a made part of the Lease ("Rider 1"). Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Lease. B. Flagstone assigned the tenant's interest in the Lease to Island Gardens Retail Experience, LLC, a Delaware limited liability company ("Flagstone Tenant"), pursuant to that certain Assignment and Assumption of Ground Lease (Retail), dated as of April 13, 2020, and Flagstone Tenant further assigned the tenant's interest in the Lease to Tenant pursuant to that certain Assignment and Assumption of Retail Ground Lease, dated as of April 12, 2023. C. This Amendment was negotiated pursuant to the authority expressly conferred by the City of Miami Charter, as amended on [ ], pursuant to a majority vote of the City of Miami voters authorizing the City to extend the term of the Lease to a total of 99 years, inclusive of extension options, from the date of this Amendment. D. The Parties hereto desire to amend the Lease on the terms and subject to the conditions set forth herein. NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Term. Notwithstanding anything to the contrary in the Lease, the definition of "Scheduled Expiration Date" is changed from the 45th anniversary of the Commencement Date to the date that is sixty-nine (69) years from the date hereof, subject to: (a) Tenant's exercise of any Extension Option(s); and (b) any tolling as this Lease or the Master Development Agreement provides. 2. Notices. Section 35.1 of Rider 1 is hereby amended to replace the addresses of the Tenant as follows: If to Tenant, at: c/o BH3 IG Developer LLC 819 NE 2nd Ave, Suite 500 Fort Lauderdale, Florida 33304 1 with a copy to: Attn: Greg Freedman & Josh Babbitt Email: greg@bh311c.com & josh@bh311c.com Greenberg Traurig, P.A. 333 SE 2nd Ave, Suite 4400 Miami, Florida 33131 Attn: Steve Bassin, Esq. Email: bassins@gtlaw.com 3. Modification of Existing Terms and Definitions. (a) "Construction Manager" as referenced in Rider 1 is hereby changed to IG Development Manager LLC, a Delaware limited liability company. (b) The following is hereby added to the end of the definition of Referendum: ", as amended or modified by any subsequent referendum of the City of Miami and/or applicable Laws". 4. Miscellaneous. (a) Ratification. Except as expressly provided in this Amendment, all of the terms and provisions of the Lease are and will remain in full force and effect and are hereby ratified and confirmed by the Parties. On and after the date hereof, each reference in the Lease to "this Lease", "the Lease", "hereunder", "hereof", "herein", or words of like import, and each reference to the Lease, will mean and be a reference to the Lease as amended by this Amendment. (b) Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon each of the Parties and each of their respective successors and assigns. (c) Captions. The captions and headings contained in this Amendment are for convenience of reference only and shall not be construed as limiting or defining in any way the provisions of this Amendment. (d) Counterparts. This Amendment may be executed in counterparts, each of which is deemed an original, but all of which constitutes one and the same agreement. Delivery of an executed counterpart of this Amendment electronically shall be effective as delivery of an original executed counterpart of this Amendment. (e) Entire Agreement. The Lease as amended by this Amendment constitute the sole and entire agreement between the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. [SIGNATURE PAGE FOLLOWS.] 2 IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above. LANDLORD: Signed, sealed and delivered in the presence CITY OF MIAMI, a municipal corporation of of: the State of Florida Name: Name: ATTEST: APPROVED AS TO INSURANCE REQUIREMENTS: By Name: Title: APPROVED AS TO FORM AND CORRECTNESS: TENANT: Signed, sealed and delivered in the presence and IG RETAIL LLC, a Delaware limited of: liability company Name: Name: By Name: Title: 3 LAND VALUE ESTIMATE AND LEASE AMENDMENT STUDY MIXED -USE PROPERTY LOCATED ON WATSON ISLAND MIAMI, FLORIDA 33132 AS OF OCTOBER 15, 2023 PREPARED FOR JASON SALVATORE SENIOR PROJECT REPRESENTATIVE DEPARTMENT OF REAL ESTATE AND ASSET MANAGEMENT CITY OF MIAMI 444 SW 2 AVENUE, 3RD FLOOR MIAMI, FL 33130 Fhe URBAN ,=== Group REM ESTATE CONSULTANTS 1.1hc URBAN ��� CTrouQ� REAM. ESTATE CON 1"I.'I'.��I' October 30, 2023 REAL ESTATE ADVISORS I PROGRAM MANAGERS I REAL ESTATE APPRAISALS Jason Salvatore Senior Project Representative Department of Real Estate and Asset Management City of Miami 444 SW 2 Avenue, 3rd Floor Miami, FL 33130 RE: Lease Amendments and Land Value Estimate 880 Mac Arthur Causeway Miami, Florida Dear Mr. Salvatore, Per your request, we have reviewed the above referenced property for the purpose of providing you with an opinion of the financial impact of three potential lease amendments on the existing leases for the proposed development located on Watson Island and known as Island Gardens. In addition, we have also provided our opinion of the estimated fee simple market value of the land without any entitlements at the highest and best use. Island Gardens is a proposed mixed -use development to be located on the northwest portion of Watson Island, on the west side of MacArthur Parkway, in the City of Miami, Miami -Dade County, Florida. The property is owned in Leased Fee by the City of Miami and is currently leased to Flagstone Island Gardens, LLC as Lessee/developer. The total site consists of 10.8 acres of upland. The original agreement included the adjacent 13.4 acres of submerged land; however, that portion of the development has been severed from this assignment. The City of Miami voters approved a referendum that approved the City of Miami's public partnership with the developer for a marina related commercial development in 2001. In 2004, the City of Miami approved the development. As a result of litigation between the City of Miami (Lessor) and the developer (lessee) that was resolved in 2019/2020, the City of Miami and the developer agreed to an Amended Master Development Agreement that was agreed to in April 2020. Currently, there are a total of five leases for the property governed by one Master Development Agreement. The five separate leases for the property are based upon the potential use of the property. These include a Lifestyle Hotel component, a Luxury Hotel component, a Parking Component, a Residences component and a Retail component. Two of these leases are currently active (Parking and Retail) and the remaining three are on a takedown schedule (start when construction begins) The leases all have the same initial term (45 years) and the same potential extensions (two, fifteen year options) for a total of 75 years, however given the varying initial lease start date, the expiration of the leases is different for each of the leases. The first potential lease amendment to be considered is the financial impact of having the leases extended to 99 years with a common lease termination date. 150 SE 12th Street • Suite 100 • Fort Lauderdale • Florida 33316 Telephone: 954-522-6226 ♦ Fax: 954-522-6422 ♦ www: theurbangroup.com 1.1hc URBAN ���CTrouQ� REAP. ESTATE COh3l"1T"ACi'9 Page Two October 30, 2023 Jason Salvatore REAL ESTATE ADVISORS I PROGRAM MANAGERS I REAL ESTATE APPRAISALS The proposed development is governed by the approved City of Miami referendum, the Amended Master Development Agreement as well as zoning and land use regulations. Currently, the development is limited to 221,000 square feet of retail space, 500 hotel rooms and 105 fractional/residential units. Given the locational aspects of the proposed development, the number and size of the proposed hotel and residential components and the adjoining marina uses, the total allowable square feet of retail development exceed the potential financially feasible development size. The developer has requested that a portion of the allowable retail development be utilized for office uses. Given that there is a percentage of sales clause in the existing lease, this change may impact the revenue that could be collected by the landlord. We will analyze the property under the various development scenarios with varying amounts of retail and office use as dictated by the most likely financially feasible use of the property. Therefore, the second lease amendment to be considered is the financial impact that a change in allowable uses from strictly retail to retail and office will have on the existing lease. The development is limited to 105 fractional/residential units. The current market for fractional units is very limited and the developer is seeking to develop the property with 105 condominium units in place of the fractional units. Currently, the residential development is governed by Florida State Statute Chapter 721, Vacation and Timeshare Plan. The developer is seeking an amendment that would allow the development to be governed by Florida State Stute Chapter 718, Condominiums. As part of this consideration, we will analyze the amount of anticipated revenue to the city from the anticipated sales for the two property types. Therefore, the third lease amendment to be considered is the financial impact of allowing the residential units to be sold as condominium units instead of timeshare units. Finally, the scope provided by the City as summarized on 8 of this report included a current market value for the property without any consideration of the current lease and its approvals. The purpose of our analysis is to form an opinion of the financial impact of three proposed lease amendments will have on the existing lease as of the effective date, October 15, 2023. The function of this report is for the use by the client to consider the proposed changes for the approval of the City Commission. 150 SE 12th Street • Suite 100 • Fort Lauderdale • Florida 33316 Telephone: 954-522-6226 ♦ Fax: 954-522-6422 ♦ www: theurbangroup.com 1.1hc URBAN M1==GrouQ� REAP. ESTATE COh3l"1T"A:,:i'9 Page Three October 30, 2023 Jason Salvatore REAL ESTATE ADVISORS I PROGRAM MANAGERS I REAL ESTATE APPRAISALS We have prepared the attached report, which contains a recapitulation of the data utilized to form an opinion of the financial impact of three proposed lease amendments will have on the existing lease as of the effective date, October 15, 2023. Based upon our inspection of the property and market data analysis, it our opinion that the financial impact is as follows: LEASE EXTENSION POSITIVE TO THE CITY TWO HUNDRED EIGHTY THOUSAND DOLLARS ($280,000) CHANGE IN USE RETAIL VS. OFFICE POSITIVE TO THE CITY FIFTY-SIX THOUSAND DOLLARS ($56,000) TIMESHARE TO CONDOMINIUM CONVERSION POSITIVE TO THE CITY SIX HUNDRED AND FIFTY-SIX THOUSAND DOLLARS ($656,000) SUMMARY OF AMENDMENTS POSITIVE TO THE CITY NINE HUNDRED NINETY TWO THOUSAND DOLLARS ($992,000) We have prepared the attached Appraisal Report, which contains a recapitulation of the data utilized to form an opinion of the fee simple market value of the land for the whole property(FOR INFORMATIONAL PURPOSES ONLY) as of October 15, 2023. If any additional data is required, please advise. TWO HUNDRED TWENTY-FIVE MILLION FIVE HUNDRED THOUSAND DOLLARS ($225,500,000) 150 SE 12th Street • Suite 100 • Fort Lauderdale • Florida 33316 Telephone: 954-522-6226 ♦ Fax: 954-522-6422 ♦ www: theurbangroup.com TABLE OF CONTENTS Table of Contents 1 Summary of Salient Facts and Conclusions 3 Aerial and Sketch of the Subject Property 4 Definition of Market Rent 6 Definition of Market Value 6 Competency Provision 6 Purpose and Function of the Appraisal 6 Identification of the Client 7 Intended Use and User 7 Properties Rights Appraised 7 Property History 7 Legal Description 7 Marketing Period 7 Scope of Services 8 Real Estate Tax Information 9 Subject Lease Summary 12 Property Description 30 Area Map, Neighborhood Description and Map 33 Flood Zone and Zoning Information 38 Highest and Best Use 44 Appraisal Process 45 Lease Extension Analysis 46 1 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz Change in Use Analysis Retail/Office 50 Timeshare to Condominium Conversion 52 Land Valuation 55 Reconciliation 61 Assumptions and Limiting Conditions 62 Certification 64 ADDENDUM Photographs of the Subject Property Survey Land Sales Qualifications of the Appraiser 2 Thu URBAN umCrouR ar.+i Ftii4TF r.ryn.si�rn+rz SUMMARY OF SALIENT FACTS AND CONCLUSIONS PROPERTY LOCATION: Located on the northwestern portion of Watson Island, on the west side of MacArthur Parkway. The property has a common street address of 888, 880, 840, 800, 850 and 950 MacArthur Causeway, Miami, Florida. OWNER'S NAME/ADDRESS: City of Miami, Asset Management 444 SW 2nd Avenue, Suite 325 Miami, Florida 33130 INSPECTION DATES: September 25 and October 15, 2023 SITE SIZE: 10.8 Acres ZONING: T6-36A-O, Urban Core Zone, in the City of Miami. PRESENT USE: Vacant/Marina retail use HIGHEST AND BEST USE: The highest and best use is as proposed, a mixed -use commercial and residential development. IMPROVEMENTS: An approximately 2,500 square foot marina retail/office building built in 2016. SALES HISTORY: No sales history was reported on the Property Appraiser website and no sales were noted in the last ten years. The full property history will be detailed in the report. LEASE AMENDMENT: LEASE EXTENSION: CHANGE IN USE: TIMESHARE/CONDO CONVERSION: $280,000 Positive to the City $ 56,000 Positive to the City $656,000 Positive to the City TOTAL $992,000-POSITIVE TO THE CITY LAND VALUE $225,500,000 EFFECTIVE DATE: October 15, 2023 3 rllL- URBAN iminmCrouR ar.+i Ftii4TF r.ryn.si 1 rA,T, AERIAL PHOTOGRAPH OF THE SUBJECT PROPERTY 4 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz SKETCH OF SUBJECT PROPERTY 5 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz DEFINITION OF MARKET RENT Market rent is defined as "the rental income that a property would most probably command in the open market; indicated by the current rents paid and asked for comparable space as the date of the appraisal". DEFINITION OF MARKET VALUE Market value is defined in the 2020-2021 Edition of the Uniform Standards of Professional Practice from regulations published by federal regulatory agencies pursuant to Title XI of the Financial Institutions Reform, Recovery, and Enforcement Act (FIRREA) of 1989 between July 5, 1990 and August 24, 1990 as follows: The most probable price which a property should bring in a competitive and open market under all condition's requisite to a fair sale, the buyer and seller, each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. Buyer and seller are typically motivated; 2. Both parties are well informed or well advised, and acting in what they consider their own best interests; 3. A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto, and; 5. The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. COMPETENCY PROVISION The appraiser has completed appraisals of residential, retail, office and mixed -use properties in the Miami -Dade and Tri-County area during his 41 years as a real estate appraiser in South Florida. In addition, the appraiser has completed several lease analysis assignments similar to this assignment for the City of Miami and other private clients including the Related Group. As a result of these experiences, the appraiser meets the competency provision of USPAP. PURPOSE AND FUNCTION OF REPORT The purpose of this report is to form an opinion of the financial impact of three potential lease amendments on the existing leases for the proposed development located at Watson Island and known as Island Gardens. In addition, we have also provided our opinion of the estimated fee simple market value of the land. The function of this report is for the client's use in support of a City Commission meeting to consider the proposed amendments to the lease. 6 rho - URBAN umCrouR ar.+i Fs i 4TF IDENTIFICATION OF THE CLIENT The City of Miami has engaged the Urban Group and is Urban Group's client for this assignment. INTENDED USE & USER The Intended Use is for support of a City Commission hearing to consider the proposed amendments to the lease. The Intended User is the City of Miami and potentially the developer and the City Commission. This appraisal is not intended for any other use or user. No party or parties other than the intended user may use or rely on the information, opinions and conclusions contained in this report. PROPERTY RIGHTS APPRAISED In this appraisal we provided an opinion of the fee simple interest in the land (For Informational Purposes Only) and a leased fee interest in the proposed development. PROPERTY HISTORY There have been no transfers of the fee ownership in the last 10 years. The City of Miami voters approved a referendum that approved the City of Miami's public partnership with the developer for a marina related commercial development in 2001. In 2004, the City of Miami approved the development. As a result of litigation between the City of Miami (Lessor) and the developer (lessee) that was resolved in 2019/2020, the City of Miami and the developer agreed to an Amended Master Development Agreement that was agreed to in April 2020. Currently, there are a total of five leases for the property governed by one Master Development Agreement. The five separate leases for the property are based upon the potential use of the property. These include a Lifestyle Hotel component, a Luxury Hotel component, a Parking Component, a Residences component and a Retail component. Please the following lease abstracts for a detailed description of the leases. LEGAL DESCRIPTION -WHOLE PROPERTY The legal description is lengthy and included in the Addendum. MARKETING PERIOD Based upon review of the neighborhood and competing properties it is our opinion that the marketing period for this property would be six to twelve months. 7 rho - URBAN umCrouR ar.+i Fsi4TF ri,,, ern+rz SCOPE OF SERVICES We have compiled all the necessary data in order to formulate an opinion of the impact that the proposed lease amendments will have on the existing lease for the property. We have presented the applicable data in this Appraisal Report format. Any additional supporting data can be found in our working file. In preparing our report, we have reviewed and relied upon the following data. 1. Reviewed historical data and current surveys regarding appropriate rates of lease appreciation and current discount rates. 2. Reviewed similar mixed -use developments for typical ratios of retail, office and residential uses. 3. Review of public records for all pertinent sales data. Retrieved information from LoopNet, CoStar Comps, MLS and the Property Appraiser's Office. 4. Review and considered the history of the subject property and neighborhood. 5. Review of City of Miami, Miami -Dade County and neighborhood trends. 6. Inspection of neighborhood and analysis of land use patterns and trends. 7. Inspection of subject property and data utilized in the report. The scope of this assignment from the client is summarized below and this was taken from an email from Andrew Frey, Director, Depaittnent of Real Estate and Asset Management: My summary of our discussion from yesterday • Appraisal of value of timeshare vs. rondo residential units, and of value of retail vs. retail + office, should be based on Curren fair market value as Cif today. • Appraise any dlflerence of fair market value between 1D5 timeshare residential units (114 fractional interests) per existing lease vs. 105 condo residential units poi' proposed lease change_ • These we not hotel units, they are residential units, I apologize Ior my previous misunderstanding. • Appraise any difierent±e of fair market v$Ieae ♦aalween 221.4)09 net so ft Cf rill only peer existing tease Ms. 221,000 net sq ft of "highest and Best' mix of retail and office per proposed lease change. • Not sure how to determine "highest and best" mix. • Appraisal should also include opinion — if any dilferenoe between timeshare vs, condo, and/or retail vs. retail + offico — should the existing knee rent structure ohange lc capture !het difference In fair market v lue of those components, or does the existing structure (base + 56 of first sale, and base + '+6 of ongoing revenue) already adequately capture any difference? :: In other words, if value of the proposed de4±elopnnt component Inoreases, does the existing % rent structure cause rent for thatcomponent also to increase in a manner that captures for the City the additional fair market value? • City Attorney Office has requested that appraisals include fair market value of the land as if it were sold in fete Simple only bound by current zoning (-re o)-, Le. ultimata 'highest and boat use" • Notwithstanding the declaration, development agreement, (eases, and their restrictions including sq ft and uses • Notwithstanding past site plan approvals rid other entitlements • Notwithstanding the history of litigation settlement and the restrictions therefrom hope this clarifies things. Themes Arvrhow Fi y: Dirprlur, Dp rt ngnl 1 Rtvl A 41 Mona, anunl Mobile 706 261 0360 efrey@miernigw_aarn 8 URBAN ufic, rou R ar.+i rtii4TF r.ryn.s,, rn+rz REAL ESTATE TAX INFORMATION The property is owned by a governmental body and is generally tax exempt. However, with non- governmental use, the property is subject to reassessment and appropriate taxes. The following details the subject's assessment and tax information on the three folios associated with the whole property. Property I.D. 01-3231-061-0010 ASSESSMENT INFORMATION D Year Land Value wilding Value Extra Feature Value Market Value Assessed Value 2023 159, 258,720 $1,537,960 16Or984,261 $6,118,249 1022 S 139.351,380 $9-4,564 1,552,601 S 1 0,99.9,535 $5,55.2,045 2021 $99,536,700 `$5,424 1,5e9,241 $101,191,465 $5,056,405 TAXABLE VALUE INFORMATION Year 2023 2022 2021 COUNTY Exernptlon Value Taxable Value SCHOOL BOARD Exemption Value Taxable Value 56,11524 9 So $o 55, 562,045 $ 5,056 ,405 50 80 $160,860,261 $140,999,535 $0 $101,191,465 CITY Exemption Value 50 $0 $0 Taxable Value S5,119,249 ,5 2,045 $5,056,405 REGIONAL Exemption Value SO $0 $0 Taxable Value S5,115,240 $.5,562,046 $.5,0.56,405 The real estate taxes for 2022 were $1,009,597.99 and these were paid on March 29, 2023. There are no past due real taxes noted on the Tax Collector website. 9 URBAN um(,roup Property I.D. 01-3231-061-0020 ASSESSMENT INFORMATION Year 2023 2022 2021 Land Value 8 24,78.3,430 $15,591,30 $15,541,360 Building Value $U $0 Extra Feature Value 0 sIJ 0 Market Valua $20,78.8,430 $216,093 Assessed Value $15,591,360 $196,419 15,591,360 $178,590 TAXABLE VALUE INFORMATION >i Year 2023 2022 2021 COUNTY Exemption Value $o $o Taxable Value $216.093 $196.449 $178 ,590 SCHOOL BOARD Exeniptirti Value 50 so $o Taxable Value $20, 7139,4d0 $15,691,360 815,591,360 CITY Exemption Value $0 $0 Taxable Value $216,093 $196,449 $178,500 REGIONAL Exemption Value 5O Taxable Value $21 E: [i9:i $1€6,d?J9 $178,5*70 The real estate taxes for 2022 were $105,578.86 and these were paid on March 29, 2023. There are no past due real taxes noted on the Tax Collector website. 10 Thu URBAN umclrouR ar.+i Fsi tip r.ryn.si�rn+rz Property I.D. 01-3231-061-0030 ASSESSMENT INFORMATION Year Land Value Building Value Extra Feature Value Market Va lu e Assessed Value 2023 $2,188,200 S8 2022 2021 S2,.195,200 82.188,200 $0 SU 0 $2,188,200 $206,681 S2..18d,200 $1 U7,$92 2.1 88,200 $170,811 TAXABLE VALUE INFORMATION Year 2023 2022 2021 COUNTY Exemption Value Taxable Value so $20B,68.1 $0 $0 $187, 892 $170,811 SCHOOL BOARD Exemption Value Taxable Value so 32,188,2000 $2,188,200 $2,188,200 CITY Exemption Value Taxable Value So $0 $0 $206,681 $187.892 $170,811 REGIONAL Exemption Value s0 Taxable Value $206,661 $0 $0 $187,B82 $170.811 The real estate taxes for 2022 were $17,141.40 and these were paid on March 29, 2023. There are no past due real taxes noted on the Tax Collector website. 11 Thu URBAN umclrouR ar.+i Fsi4TF r.ryn.si ern+rz SUBJECT LEASE SUMMARY The following lease abstracts detail the leases for the property. RETAIL COMPONENT GROUND LEASE Term 75 years (consisting of a 45-year initial term with two (2) 15-year extension options at Lessee's option) from April 13, 2020, subject to any tolling as the Lease Documents provide. [Section 3.2, Rider 1] Note: The extension options are exercisable at any time following the Commencement Date. Lease Documents The Lease shall be subject to the Retail Component Ground Lease, Rider 1 to Ground Lease, Assignment and Assumption of Ground Lease (Retail), Master Development Agreement ("MDA") and Mixed Use Project Declaration (together, the "Lease Documents"). RFP The Lease shall be subject to the City of Miami's (the "City") Request for Proposals titled Island Gardens at Watson Island RFP dated July 13, 2001. Uses 221,000 SF of retail net area, including restaurants, as per the terms and conditions of the Lease Documents, RFP and Major Use Special Permit ("MUSP") as approved by City Resolution R04-0462 and as per approved minor modification per City Warrant No. PZ19-3212 dated as of 09/06/2019. [Please, see attached MUSP Zoning Information Sheet for summary of uses for all Components] Note: The list of Permitted Uses and Prohibited Uses are further defined in the Project Declaration. [Section 5.1] Effective Date Effective Date of Lease is April 13, 2020. Conditions to Lease The conditions to execution and delivery of the Lease pursuant to the Lease Documents have been satisfied. No Cross -Defaults There are no cross -defaults between the Retail Component Ground Lease and other Component Ground Leases of the Project. [Section 24.5, Rider 1] Rent Base Rent: Annual Base Rent to be paid in monthly installments in advance [subject to Rent Bumps noted below]: For the year beginning October 1, 2020: $389,907 For the year beginning October 1, 2021 through the remainder of the Term: $412,600 [Section 4.1] Percentage Rent: In addition to the payment of Base Rent, commencing on the 6th anniversary of the date when Tenant opens for business and continuing through the end of the Term, Percentage Rent equal to 1% of the Gross Revenues shall be paid in monthly installments, in arrears. [Section 4.2] State of Florida (the "State") Remittance: Tenant shall remit to Landlord 15% of the annual Base Rent in equal monthly installments in advance which Landlord shall remit to the State. Until the commencement of the Percentage Rent, payment of the State amount shall not reduce Tenant's Base Rent payments. After commencement of the Percentage Rent, payment of the State amount shall reduce Tenant's Base Rent payments and Tenant shall separately remit to Landlord the remainder of the Base Rent (85%) in equal monthly installments in advance. [Section 5.3, Rider 1] CPI Adjustment ("Rent Bump") Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. [Section 5.1(a), Rider 1] Rent Security Deposit Tenant has deposited with Landlord $338,345.18 as rent security deposit. [Section 4.3] Note: Rent Security Deposit amount should be confirmed by the City/Landlord 12 URBAN umtsmup ItI I .CON, Estoppel. Outside Date for Completion of Construction ("Completion Date") April 30, 2026 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 5, 2027. [Section 6.2] Per Section 2.5 of the MDA, all Construction Deadlines are tolled for (a) any City - Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (a) The 339-day extension period should be confirmed by the City/Landlord Estoppel. (b) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. (c) The Completion Date is defined in Section 1.3, Rider 1 as "the date when a TCO or CO has been issued for the substantial completion of construction, excluding subtenant improvements." Required Improvements Tenant shall construct, as part of the Development, the following improvements: (i) the Promenade; (ii) the Fish Market; (iii) the Kiosks (i.e., two (2) kiosks located within the Promenade of approximately 500-600 sf each); (iv) the Selling Space; and (v) the Gallery [Section 5.1, Rider 1] As well as: (vi) the Entrance Boulevard [Section 6.3, Rider 1] (vii) landscaping at the Promenade [Section 6.4, Rider 1] Note: It is not clear whether the above -listed additional improvements are a prerequisite for achieving the Completion Date. Continuous Operation Subject to closures due to Force Majeure, emergencies or other exigent circumstances, or on account of allowed repairs, Tenant shall, in Tenant's business judgment: (i) operate the Premises in such manner as will maximize Gross Revenues, and (ii) keep the Premises open for business during the days and hours that are ordinary and customary for the use operated at the Premises (but subject to adjustments for the "seasonal" nature of certain businesses and vacancies from time to time given then -market conditions, and the like). [Section 7.8, Rider 1] Casualty Tenant is responsible for restoring the Property to substantially the condition prior to such Damage, or as similar as is practicable and reasonable. Net Insurance Proceeds are to be deposited with the applicable Insurance Trustee. [Section 16.3(a), Rider 1]. Note: There is no concept that the restoration is to be to the extent of Net Insurance Proceeds received. There is a Tenant termination right, but only if the Damage occurs within the last 10 years of the Term and the budget for the Restoration Work exceeds 3% of the replacement cost. Financing Leasehold financing will be pursuant to approved lenders under the Lease. City to provide non -disturbance agreements to Approved Lenders, Tenant and Subtenants. Aggregate principal indebtedness of all Approved Permanent Loans shall not exceed 75% of Fair Market Value of the Premises. Aggregate principal indebtedness of all Approved Permanent Loans and Approved Mezzanine Financing shall not exceed 85% of the Fair Market Value of the Premises. Approved Permanent Loans and Approved Mezzanine Financing secured by Approved Sub leasehold Mortgages shall be disregarded in that calculation. [Article VI, Rider 1] Permitted Transfers Permitted Transfers which do not require City approval and do not trigger a Transfer Fee include, but are not limited to Tenant Interest Transfers or Leasehold Transfers (i) made by any Person to an Affiliate of that Person; (ii) any Tenant Interest Transfer of 49% or less of the legal or beneficial ownership interests in Tenant as of April 13, 2020; (iii) between existing members, shareholders, partners or other direct or indirect beneficial owners of Tenant; (iv) that constitute a Public 13 URBAN 11141 i+-.Aif Offering under the MDA; or (v) to an Approved Lender or its designee. Permitted Transfers shall not result in any change in the Person(s) having Voting and Operational Control of Tenant. [Section 8.6, Rider 1] Transfer Fee A Transfer Fee for a Transfer that is not a Permitted Transfer shall be paid by Tenant to Landlord as follows: (a) In the period starting on April 13, 2020 and ending on the day before the 10th anniversary of April 13, 2020: 0.5% of all Transfer Consideration for that Transfer; (b) In the period starting on the 10th anniversary of April 13, 2020 and ending on the 20th anniversary of April 13, 2020: 1.0% of all Transfer Consideration for that Transfer; and (c) After the 20th anniversary of April 13, 2020, 3.0% of all Transfer Consideration for that Transfer. [Section 8.5, Rider 1] Subleases Except as otherwise expressly provided in the Lease, Tenant may enter into any Sublease, terminate any Sublease or evict any Subtenant, all without Landlord's consent. [Section 32.1, Rider 1] Note: There are multiple provisions throughout the Lease requiring that certain express provisions be included in each Sublease. Property Expenses The Lease is Triple Net Landlord Remedies for Tenant's Default In addition to every other right or remedy available at law or in equity, Landlord has: (i) Right to Completion of Work (i.e., self-help); and (ii) Right to terminate the Lease; (iii) Right to make a direct demand of rent upon Subtenants (which right must be expressly identified in each Sublease); (iv) Right to seek injunctive relief; (v) Right to seek recovery of damages. [Section 24.2, Rider 1] Phase I at End of Term Within 12 months before the Expiration Date, Tenant shall, at Landlord's request, obtain a Phase I audit of the Premises and pay all reasonable required Remediation Costs to the extent the presence of the applicable Hazardous Material contamination is found to have been caused by the acts or negligence of any Tenant Related Parties. [Section 19.7, Rider 1] Civic Arts Contribution Requirement The Master Association shall, pursuant to the Project Declaration, create a civic arts endowment trust (the "Trust"). Tenant shall fund the Trust in accordance with the requirements of Exhibit 6, Rider 1. [Section 36.29, Rider 1] 14 I lie URBAN umtsmup LIFESTYLE HOTEL COMPONENT GROUND LEASE Term 75 years (consisting of a 45 year initial term with two 15 year extension options at Lessee's option) from execution of the Lease, subject to any tolling as the Lease Documents provide. [Section 3.2, Rider 1] Note: The extension options are exercisable at any time following the Commencement Date. Lease Documents The Lease shall be subject to the Lifestyle Hotel Component Ground Lease, Rider 1 to Ground Lease, Master Development Agreement ("MDA") and Mixed Use Project Declaration (together, the "Lease Documents"). RFP The Lease shall be subject to the City of Miami's (the "City") Request for Proposals titled Island Gardens at Watson Island RFP dated July 13, 2001. Uses 500 hotel units total between the Luxury Hotel and Lifestyle Hotel, as per the terms and conditions of the Lease Documents, RFP and Major Use Special Permit ("MUSP") as approved by City Resolution R04-0462 and as per approved minor modification per City Warrant No. PZ19- 3212 dated as of 09/06/2019. [Please, see attached MUSP Zoning Information Sheet for summary of uses for all Components] Note: The list of Permitted Uses and Prohibited Uses are further defined in the Project Declaration. [Section 5.1] Lease Execution & Commencement of Construction Outside Dates Lease execution deadline and commencement of construction deadlines are: • April 30, 2025 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 6, 2026; • April 30, 2030 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2031; • April 30, 2035 is second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2036. Per Section 2.5 of the MDA, all Signing Deadlines and Construction Deadlines are tolled for (a) any City -Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (d) The 339-day extension period should be confirmed by the City/Landlord Estoppel. (e) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. Completion of Construction Outside Dates Construction completion deadlines are: • April 30, 2027 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2028; • April 30, 2032 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2033; • April 30, 2037 if second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2038. Per Section 2.5 of the MDA, all Construction Deadlines are tolled for (a) any City - Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: 15 I lie URBAN umtsmup ItI I .CON, (a) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. (b) The Completion Date is defined in Section 1.3, Rider 1 as "the date when a TCO or CO has been issued for the substantial completion of construction, excluding subtenant improvements." Hotel Extension Options There are two 5 Year options to extend the Outside Dates: First Hotel Extension Option annual fee for 5 years: $175,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel; Second Hotel Extension Option annual fee for 5 years: $200,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel. [MDA Section 4.1 and Fee Schedule] Conditions to Execution of Lease Per Section 10 of the MDA, the following conditions must be satisfied prior to Lease execution, unless deferred or waived by the party the Lease conditions benefit: • Approval of Plans and Specs sufficient for City to issue Foundation Permits; Note: See Section 4.3. Rider 1 for City approval process standards and procedures. • Tenant shall have given to City affidavit of self -funding or obtained Approved Construction Loan that, with any equity contribution, shall suffice to complete Development of the Hotel; • Tenant shall have entered into agreements with (i) architect; (ii) general contractor satisfactory to the City and (iii) if Tenant engages a third -party construction manager, Tenant and construction manager shall have entered into a binding agreement; • Tenant shall provide to City sufficient evidence that Tenant has entered into a Hotel Management Agreement for a Full Service Hotel (or a commitment to enter into such an agreement) with a Hotel Manager which may be, as Tenant determines, Tenant or an entity that is not a Prohibited Person. City has no right to consent to any Hotel Manager provided it is not a Prohibited Person; • Tenant shall provide City with Construction Budget for Development of the Hotel; • Tenant shall provide City Payment and Performance Bond and/or Letters of Credit; • Tenant shall provide City with evidence of all insurance policies in accordance with the Lease Documents requirements; • There shall be no uncured Tenant Event of Default under the Lease Documents. Note: Per Section 13.2 of the MDA, "any Flagstone Event of Default shall be limited to only the Component affected by that default and shall not affect Flagstone's rights or obligations with respect to any other Component." Notes: (a) The parties shall enter into the Ground Lease within 15 days after the City Manager reasonably determines that Flagstone/Tenant has met the applicable Ground Lease Conditions (or waived same). [Section 10.2 MDA]; (b) Parties shall record a Memorandum of Lease upon Ground Lease Execution Date. [Section 2.2, Rider 1] No Cross -Defaults There are no cross -defaults between the Lifestyle Hotel Component Ground Lease and other Component Ground Leases of the Project. [Section 24.5, Rider 1] Rent Base Rent: Annual Base Rent to be paid in monthly installments in advance [subject to Rent Bumps noted below]: 16 URBAN umtsmup For the year beginning October 1, 2020: $350,406 For the year beginning October 1, 2021 through the remainder of the Term: $370,800 [Section 4.1] Percentage Rent: In addition to the payment of Base Rent, commencing on the 6th anniversary of the date when Tenant opens for business and continuing through the end of the Term, Percentage Rent equal to 1% of the Gross Revenues shall be paid in monthly installments, in arrears. [Section 4.2] State of Florida (the "State") Remittance: Tenant shall remit to Landlord 15% of the annual Base Rent in equal monthly installments in advance which Landlord shall remit to the State. Until the commencement of the Percentage Rent, payment of the State amount shall not reduce Tenant's Base Rent payments. After commencement of the Percentage Rent, payment of the State amount shall reduce Tenant's Base Rent payments and Tenant shall separately remit to Landlord the remainder of the Base Rent (85%) in equal monthly installments in advance. [Section 5.3, Rider 1] Note: City/Landlord Estoppel should confirm the existence and applicability of any Prepaid Rent. CPI Adjustment ("Rent Bump") Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. [Section 5.1(a), Rider 1] Rent Security Deposit Tenant has deposited with Landlord $304,067.85 as rent security deposit. [Section 4.3] Note: City/Landlord Estoppel should confirm whether Rent Security Deposit has been deposited or will need to be deposited upon Ground Lease execution. Required Improvements Tenant shall construct, as part of the Development, the following improvements: (viii) the Promenade; (ix) the Fish Market; (x) the Kiosks (i.e., two (2) kiosks located within the Promenade of approximately 500-600 sf each); (xi) the Selling Space; and (xii) the Gallery [Section 5.1, Rider 1] As well as: (xiii) the Entrance Boulevard [Section 6.3, Rider 1] (xiv) landscaping at the Promenade [Section 6.4, Rider 1] Note: It is not clear whether the above -listed additional improvements are a prerequisite for achieving the Completion Date. Continuous Operation Subject to closures due to Force Majeure, emergencies or other exigent circumstances, or on account of allowed repairs, Tenant shall, in Tenant's business judgment: (i) operate the Premises in such manner as will maximize Gross Revenues, and (ii) keep the Premises open for business during the days and hours that are ordinary and customary for the use operated at the Premises (but subject to adjustments for the "seasonal" nature of certain businesses and vacancies from time to time given then -market conditions, and the like). [Section 7.8, Rider 1] Casualty Tenant is responsible for restoring the Property to substantially the condition prior to such Damage, or as similar as is practicable and reasonable. Net Insurance Proceeds are to be deposited with the applicable Insurance Trustee. [Section 16.3(a), Rider 1]. Note: There is no concept that the restoration is to be to the extent of Net Insurance Proceeds received. There is a Tenant termination right, but only if the Damage occurs within the last 10 years of the Term and the budget for the Restoration Work exceeds 3% of the replacement cost. Financing Leasehold financing will be pursuant to approved lenders under the Lease. City to provide non -disturbance agreements to Approved Lenders, Tenant and Subtenants. 17 URBAN 11141 i+i.Aif Aggregate principal indebtedness of all Approved Permanent Loans shall not exceed 75% of Fair Market Value of the Premises. Aggregate principal indebtedness of all Approved Permanent Loans and Approved Mezzanine Financing shall not exceed 85% of the Fair Market Value of the Premises. Approved Permanent Loans and Approved Mezzanine Financing secured by Approved Sub leasehold Mortgages shall be disregarded in that calculation. [Article VI, Rider 1] Permitted Transfers Permitted Transfers which do not require City approval and do not trigger a Transfer Fee include, but are not limited to Tenant Interest Transfers or Leasehold Transfers (i) made by any Person to an Affiliate of that Person; (ii) any Tenant Interest Transfer of 49% or less of the legal or beneficial ownership interests in Tenant as of April 13, 2020; (iii) between existing members, shareholders, partners or other direct or indirect beneficial owners of Tenant; (iv) that constitute a Public Offering under the MDA; or (v) to an Approved Lender or its designee. Permitted Transfers shall not result in any change in the Person(s) having Voting and Operational Control of Tenant. [Section 8.6, Rider 1] Transfer Fee A Transfer Fee for a Transfer that is not a Permitted Transfer shall be paid by Tenant to Landlord as follows: (a) In the period starting on April 13, 2020 and ending on the day before the 10th anniversary of April 13, 2020: 0.5% of all Transfer Consideration for that Transfer; (b) In the period starting on the 10th anniversary of April 13, 2020 and ending on the 20th anniversary of April 13, 2020: 1.0% of all Transfer Consideration for that Transfer; and (c) After the 20th anniversary of April 13, 2020, 3.0% of all Transfer Consideration for that Transfer. [Section 8.5, Rider 1] Subleases Except as otherwise expressly provided in the Lease, Tenant may enter into any Sublease, terminate any Sublease or evict any Subtenant, all without Landlord's consent. [Section 32.1, Rider 1] Note: There are multiple provisions throughout the Lease requiring that certain express provisions be included in each Sublease. Property Expenses The Lease is Triple Net Landlord Remedies for Tenant's Default In addition to every other right or remedy available at law or in equity, Landlord has: (vi) Right to Completion of Work (i.e., self-help); and (vii) Right to terminate the Lease; (viii) Right to make a direct demand of rent upon Subtenants (which right must be expressly identified in each Sublease); (ix) Right to seek injunctive relief; (x) Right to seek recovery of damages. [Section 24.2, Rider 1] Phase I at End of Term Within 12 months before the Expiration Date, Tenant shall, at Landlord's request, obtain a Phase I audit of the Premises and pay all reasonable required Remediation Costs to the extent the presence of the applicable Hazardous Material contamination is found to have been caused by the acts or negligence of any Tenant Related Parties. [Section 19.7, Rider 1] Civic Arts Contribution Requirement The Master Association shall, pursuant to the Project Declaration, create a civic arts endowment trust (the "Trust"). Tenant shall fund the Trust in accordance with the requirements of Exhibit 6, Rider 1. [Section 36.29, Rider 1] 18 URBA1. V ��mtsmup LUXURY HOTEL COMPONENT GROUND LEASE Term 75 years (consisting of a 45 year initial term with two 15 year extension options at Lessee's option) from execution of the Lease, subject to any tolling as the Lease Documents provide. [Section 3.2, Rider 1] Note: The extension options are exercisable at any time following the Commencement Date. Lease Documents The Lease shall be subject to the Luxury Hotel Component Ground Lease, Rider 1 to Ground Lease, Master Development Agreement ("MDA") and Mixed Use Project Declaration (together, the "Lease Documents"). RFP The Lease shall be subject to the City of Miami's (the "City") Request for Proposals titled Island Gardens at Watson Island RFP dated July 13, 2001. Uses 500 hotel units total between the Luxury Hotel and Lifestyle Hotel, as per the terms and conditions of the Lease Documents, RFP and Major Use Special Permit ("MUSP") as approved by City Resolution R04-0462 and as per approved minor modification per City Warrant No. PZ19- 3212 dated as of 09/06/2019. [Please, see attached MUSP Zoning Information Sheet for summary of uses for all Components] Note: The list of Permitted Uses and Prohibited Uses are further defined in the Project Declaration. [Section 5.1] Lease Execution & Commencement of Construction Outside Dates Lease execution deadline and commencement of construction deadlines are: • April 30, 2025 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 6, 2026; • April 30, 2030 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2031; • April 30, 2035 is second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2036. Per Section 2.5 of the MDA, all Signing Deadlines and Construction Deadlines are tolled for (a) any City -Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (f) The 339-day extension period should be confirmed by the City/Landlord Estoppel. (g) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. Completion of Construction Outside Dates Construction completion deadlines are: • April 30, 2027 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2028; • April 30, 2032 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2033; • April 30, 2037 if second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2038. Per Section 2.5 of the MDA, all Construction Deadlines are tolled for (a) any City - Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (c) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. 19 I lie URBAN umtsmup ItI I .CON, (d) The Completion Date is defined in Section 1.3, Rider 1 as "the date when a TCO or CO has been issued for the substantial completion of construction, excluding subtenant improvements." Hotel Extension Options There are two 5 Year options to extend the Outside Dates: First Hotel Extension Option annual fee for 5 years: $175,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel; Second Hotel Extension Option annual fee for 5 years: $200,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel. [MDA Section 4.1 and Fee Schedule] Conditions to Execution of Lease Per Section 10 of the MDA, the following conditions must be satisfied prior to Lease execution, unless deferred or waived by the party the Lease conditions benefit: • Approval of Plans and Specs sufficient for City to issue Foundation Permits; Note: See Section 4.3. Rider 1 for City approval process standards and procedures. • Tenant shall have given to City affidavit of self -funding or obtained Approved Construction Loan that, with any equity contribution, shall suffice to complete Development of the Hotel; • Tenant shall have entered into agreements with (i) architect; (ii) general contractor satisfactory to the City and (iii) if Tenant engages a third -party construction manager, Tenant and construction manager shall have entered into a binding agreement; • Tenant shall provide to City sufficient evidence that Tenant has entered into a Hotel Management Agreement for a Full Service Hotel (or a commitment to enter into such an agreement) with a Hotel Manager which may be, as Tenant determines, Tenant or an entity that is not a Prohibited Person. City has no right to consent to any Hotel Manager provided it is not a Prohibited Person; • Tenant shall provide City with Construction Budget for Development of the Hotel; • Tenant shall provide City Payment and Performance Bond and/or Letters of Credit; • Tenant shall provide City with evidence of all insurance policies in accordance with the Lease Documents requirements; • There shall be no uncured Tenant Event of Default under the Lease Documents. Note: Per Section 13.2 of the MDA, "any Flagstone Event of Default shall be limited to only the Component affected by that default and shall not affect Flagstone's rights or obligations with respect to any other Component." Notes: (c) The parties shall enter into the Ground Lease within 15 days after the City Manager reasonably determines that Flagstone/Tenant has met the applicable Ground Lease Conditions (or waived same). [Section 10.2 MDA]; (d) Parties shall record a Memorandum of Lease upon Ground Lease Execution Date. [Section 2.2, Rider 1] No Cross -Defaults There are no cross -defaults between the Luxury Hotel Component Ground Lease and other Component Ground Leases of the Project. [Section 24.5, Rider 1] Rent Base Rent: Annual Base Rent to be paid in monthly installments in advance [subject to Rent Bumps noted below]: For the year beginning October 1, 2020: $277,452 20 URBA1. V ��mtsmup For the year beginning October 1, 2021 through the remainder of the Term: $293,600 [Section 4.1] Percentage Rent: In addition to the payment of Base Rent, commencing on the 6th anniversary of the date when Tenant opens for business and continuing through the end of the Term, Percentage Rent equal to 1% of the Gross Revenues shall be paid in monthly installments, in arrears. [Section 4.2] State of Florida (the "State") Remittance: Tenant shall remit to Landlord 15% of the annual Base Rent in equal monthly installments in advance which Landlord shall remit to the State. Until the commencement of the Percentage Rent, payment of the State amount shall not reduce Tenant's Base Rent payments. After commencement of the Percentage Rent, payment of the State amount shall reduce Tenant's Base Rent payments and Tenant shall separately remit to Landlord the remainder of the Base Rent (85%) in equal monthly installments in advance. [Section 5.3, Rider 1] Note: City/Landlord Estoppel should confirm the existence and applicability of any Prepaid Rent. CPI Adjustment ("Rent Bump") Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. [Section 5.1(a), Rider 1] Rent Security Deposit Tenant has deposited with Landlord $240,761.25 as rent security deposit. [Section 4.3] Note: City/Landlord Estoppel should confirm whether Rent Security Deposit has been deposited or will need to be deposited upon Ground Lease execution. Required Improvements Tenant shall construct, as part of the Development, the following improvements: (xv) the Promenade; (xvi) the Fish Market; (xvii) the Kiosks (i.e., two (2) kiosks located within the Promenade of approximately 500-600 sf each); (xviii) the Selling Space; and (xix) the Gallery [Section 5.1, Rider 1] As well as: (xx) the Entrance Boulevard [Section 6.3, Rider 1] (xxi) landscaping at the Promenade [Section 6.4, Rider 1] Note: It is not clear whether the above -listed additional improvements are a prerequisite for achieving the Completion Date. Continuous Operation Subject to closures due to Force Majeure, emergencies or other exigent circumstances, or on account of allowed repairs, Tenant shall, in Tenant's business judgment: (i) operate the Premises in such manner as will maximize Gross Revenues, and (ii) keep the Premises open for business during the days and hours that are ordinary and customary for the use operated at the Premises (but subject to adjustments for the "seasonal" nature of certain businesses and vacancies from time to time given then -market conditions, and the like). [Section 7.8, Rider 1] Casualty Tenant is responsible for restoring the Property to substantially the condition prior to such Damage, or as similar as is practicable and reasonable. Net Insurance Proceeds are to be deposited with the applicable Insurance Trustee. [Section 16.3(a), Rider 1]. Note: There is no concept that the restoration is to be to the extent of Net Insurance Proceeds received. There is a Tenant termination right, but only if the Damage occurs within the last 10 years of the Term and the budget for the Restoration Work exceeds 3% of the replacement cost. Financing Leasehold financing will be pursuant to approved lenders under the Lease. City to provide non -disturbance agreements to Approved Lenders, Tenant and Subtenants. 21 URBAN 11141 i+-.Aif Aggregate principal indebtedness of all Approved Permanent Loans shall not exceed 75% of Fair Market Value of the Premises. Aggregate principal indebtedness of all Approved Permanent Loans and Approved Mezzanine Financing shall not exceed 85% of the Fair Market Value of the Premises. Approved Permanent Loans and Approved Mezzanine Financing secured by Approved Sub leasehold Mortgages shall be disregarded in that calculation. [Article VI, Rider 1] Permitted Transfers Permitted Transfers which do not require City approval and do not trigger a Transfer Fee include, but are not limited to Tenant Interest Transfers or Leasehold Transfers (i) made by any Person to an Affiliate of that Person; (ii) any Tenant Interest Transfer of 49% or less of the legal or beneficial ownership interests in Tenant as of April 13, 2020; (iii) between existing members, shareholders, partners or other direct or indirect beneficial owners of Tenant; (iv) that constitute a Public Offering under the MDA; or (v) to an Approved Lender or its designee. Permitted Transfers shall not result in any change in the Person(s) having Voting and Operational Control of Tenant. [Section 8.6, Rider 1] Transfer Fee A Transfer Fee for a Transfer that is not a Permitted Transfer shall be paid by Tenant to Landlord as follows: (a) In the period starting on April 13, 2020 and ending on the day before the 10th anniversary of April 13, 2020: 0.5% of all Transfer Consideration for that Transfer; (b) In the period starting on the 10th anniversary of April 13, 2020 and ending on the 20th anniversary of April 13, 2020: 1.0% of all Transfer Consideration for that Transfer; and (c) After the 20th anniversary of April 13, 2020, 3.0% of all Transfer Consideration for that Transfer. [Section 8.5, Rider 1] Subleases Except as otherwise expressly provided in the Lease, Tenant may enter into any Sublease, terminate any Sublease or evict any Subtenant, all without Landlord's consent. [Section 32.1, Rider 1] Note: There are multiple provisions throughout the Lease requiring that certain express provisions be included in each Sublease. Property Expenses The Lease is Triple Net Landlord Remedies for Tenant's Default In addition to every other right or remedy available at law or in equity, Landlord has: (xi) Right to Completion of Work (i.e., self-help); and (xii) Right to terminate the Lease; (xiii) Right to make a direct demand of rent upon Subtenants (which right must be expressly identified in each Sublease); (xiv) Right to seek injunctive relief; (xv) Right to seek recovery of damages. [Section 24.2, Rider 1] Phase I at End of Term Within 12 months before the Expiration Date, Tenant shall, at Landlord's request, obtain a Phase I audit of the Premises and pay all reasonable required Remediation Costs to the extent the presence of the applicable Hazardous Material contamination is found to have been caused by the acts or negligence of any Tenant Related Parties. [Section 19.7, Rider 1] Civic Arts Contribution Requirement The Master Association shall, pursuant to the Project Declaration, create a civic arts endowment trust (the "Trust"). Tenant shall fund the Trust in accordance with the requirements of Exhibit 6, Rider 1. [Section 36.29, Rider 1] 22 URBA1. V ��mtsmup RESIDENCES COMPONENT GROUND LEASE Term 75 years (consisting of a 45 year initial term with two 15 year extension options at Lessee's option) from execution of the Lease, subject to any tolling as the Lease Documents provide. [Section 3.2, Rider 1] Note: The extension options are exercisable at any time following the Commencement Date. Lease Documents The Lease shall be subject to the Residences Component Ground Lease, Rider 1 to Ground Lease, Master Development Agreement ("MDA") and Mixed Use Project Declaration (together, the "Lease Documents"). RFP The Lease shall be subject to the City of Miami's (the "City") Request for Proposals titled Island Gardens at Watson Island RFP dated July 13, 2001. Uses 105 units total between the Luxury Hotel and Lifestyle Hotel, as per the terms and conditions of the Lease Documents, RFP and Major Use Special Permit ("MUSP") as approved by City Resolution R04-0462 and as per approved minor modification per City Warrant No. PZ19- 3212 dated as of 09/06/2019. [Please, see attached MUSP Zoning Information Sheet for summary of uses for all Components] Note: The list of Permitted Uses and Prohibited Uses are further defined in the Project Declaration. [Section 5.1] Lease Execution & Commencement of Construction Outside Dates Lease execution deadline and commencement of construction deadlines are: • April 30, 2025 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 6, 2026; • April 30, 2030 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2031; • April 30, 2035 is second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2036. Per Section 2.5 of the MDA, all Signing Deadlines and Construction Deadlines are tolled for (a) any City -Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (h) The 339-day extension period should be confirmed by the City/Landlord Estoppel. (i) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. Completion of Construction Outside Dates Construction completion deadlines are: • April 30, 2027 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 3, 2028; • April 30, 2032 if first Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2033; • April 30, 2037 if second Hotel Extension Option is exercised which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 4, 2038. Per Section 2.5 of the MDA, all Construction Deadlines are tolled for (a) any City - Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: 23 I lie URBAN umtsmup RI:I .CON, (e) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. (f) The Completion Date is defined in Section 1.3, Rider 1 as "the date when a TCO or CO has been issued for the substantial completion of construction, excluding subtenant improvements." Hotel Extension Options There are two 5 Year options to extend the Outside Dates: First Hotel Extension Option annual fee for 5 years: $175,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel; Second Hotel Extension Option annual fee for 5 years: $200,000 to be paid in equal monthly installments starting on the date Tenant exercises the Hotel Extension Option and continuing until the earlier date that (a) Tenant commences construction or (b) Tenant notifies City that it has abandoned development of Hotel. Conditions to Execution of Lease Per Section 10 of the MDA, the following conditions must be satisfied prior to Lease execution, unless deferred or waived by the party the Lease conditions benefit: • Approval of Plans and Specs sufficient for City to issue Foundation Permits; Note: See Section 4.3. Rider 1 for City approval process standards and procedures. • Tenant shall have given to City affidavit of self -funding or obtained Approved Construction Loan that, with any equity contribution, shall suffice to complete Development of the Residences; • Tenant shall have entered into agreements with (i) architect; (ii) general contractor satisfactory to the City and (iii) if Tenant engages a third -party construction manager, Tenant and construction manager shall have entered into a binding agreement; • Tenant shall provide to City sufficient evidence that Residences Manager is a Qualified Residences Manager and provide City with Residences Management Agreement; [Section 7.1 of Lease] • Tenant shall provide City with Construction Budget for Development of the Residences; • Tenant shall provide City Payment and Performance Bond and/or Letters of Credit; • Tenant shall provide City with evidence of all insurance policies in accordance with the Lease Documents requirements; • There shall be no uncured Tenant Event of Default under the Lease Documents. Note: Per Section 13.2 of the MDA, "any Flagstone Event of Default shall be limited to only the Component affected by that default and shall not affect Flagstone's rights or obligations with respect to any other Component." Notes: (e) The parties shall enter into the Ground Lease within 15 days after the City Manager reasonably determines that Flagstone/Tenant has met the applicable Ground Lease Conditions (or waived same). [Section 10.2 MDA]; (f) Parties shall record a Memorandum of Lease upon Ground Lease Execution Date. [Section 2.2, Rider 1] No Cross -Defaults There are no cross -defaults between the Residences Component Ground Lease and other Component Ground Leases of the Project. [Section 24.5, Rider 1] Rent Base Rent: Annual Base Rent to be paid in monthly installments in advance [subject to Rent Bumps noted below]: For the year beginning October 1, 2020: $494,235 For the year beginning October 1, 2021 through the remainder of the Term: $523,000 [Section 4.1] Percentage Rent: 24 URBAN umtsmup RI:I In addition to the payment of Base Rent, Percentage Rent equal to 2.5% of the Gross Revenues shall be paid from the initial sales of the residences, excluding sales or transfers of previously sold residences. Percentage Rent shall be paid in monthly installments, in arrears. [Section 4.2] State of Florida (the "State") Remittance: Tenant shall remit to Landlord 15% of the annual Base Rent in equal monthly installments in advance which Landlord shall remit to the State. Until the commencement of the Percentage Rent, payment of the State amount shall not reduce Tenant's Base Rent payments. After commencement of the Percentage Rent, payment of the State amount shall reduce Tenant's Base Rent payments and Tenant shall separately remit to Landlord the remainder of the Base Rent (85%) in equal monthly installments in advance. [Section 5.3, Rider 1] Note: City/Landlord Estoppel should confirm the existence and applicability of any Prepaid Rent. CPI Adjustment ("Rent Bump") Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. [Section 5.1(a), Rider 1] Rent Security Deposit Tenant has deposited with Landlord $428,876.71 as rent security deposit. [Section 4.3] Note: City/Landlord Estoppel should confirm whether Rent Security Deposit has been deposited or will need to be deposited upon Ground Lease execution. Required Improvements Tenant shall construct, as part of the Development, the following improvements: (xxii) the Promenade; (xxiii) the Fish Market; (xxiv) the Kiosks (i.e., two (2) kiosks located within the Promenade of approximately 500-600 sf each); (xxv) the Selling Space; and (xxvi) the Gallery [Section 5.1, Rider 1] As well as: (xxvii) the Entrance Boulevard [Section 6.3, Rider 1] (xxviii) landscaping at the Promenade [Section 6.4, Rider 1] Note: It is not clear whether the above -listed additional improvements are a prerequisite for achieving the Completion Date. Continuous Operation Subject to closures due to Force Majeure, emergencies or other exigent circumstances, or on account of allowed repairs, Tenant shall, in Tenant's business judgment: (i) operate the Premises in such manner as will maximize Gross Revenues, and (ii) keep the Premises open for business during the days and hours that are ordinary and customary for the use operated at the Premises (but subject to adjustments for the "seasonal" nature of certain businesses and vacancies from time to time given then -market conditions, and the like). [Section 7.8, Rider 1] Casualty Tenant is responsible for restoring the Property to substantially the condition prior to such Damage, or as similar as is practicable and reasonable. Net Insurance Proceeds are to be deposited with the applicable Insurance Trustee. [Section 16.3(a), Rider 1]. Note: There is no concept that the restoration is to be to the extent of Net Insurance Proceeds received. There is a Tenant termination right, but only if the Damage occurs within the last 10 years of the Term and the budget for the Restoration Work exceeds 3% of the replacement cost. Financing Leasehold financing will be pursuant to approved lenders under the Lease. City to provide non -disturbance agreements to Approved Lenders, Tenant and Subtenants. Aggregate principal indebtedness of all Approved Permanent Loans shall not exceed 75% of Fair Market Value of the Premises. Aggregate principal indebtedness of all Approved Permanent Loans and Approved Mezzanine Financing shall not exceed 85% of the Fair Market Value of the 25 Ii� URBAN 11141 i+-.Aif Premises. Approved Permanent Loans and Approved Mezzanine Financing secured by Approved Sub leasehold Mortgages shall be disregarded in that calculation. [Article VI, Rider 1] Permitted Transfers Permitted Transfers which do not require City approval and do not trigger a Transfer Fee include, but are not limited to Tenant Interest Transfers or Leasehold Transfers (i) made by any Person to an Affiliate of that Person; (ii) any Tenant Interest Transfer of 49% or less of the legal or beneficial ownership interests in Tenant as of April 13, 2020; (iii) between existing members, shareholders, partners or other direct or indirect beneficial owners of Tenant; (iv) that constitute a Public Offering under the MDA; or (v) to an Approved Lender or its designee. Permitted Transfers shall not result in any change in the Person(s) having Voting and Operational Control of Tenant. [Section 8.6, Rider 1] Transfer Fee A Transfer Fee for a Transfer that is not a Permitted Transfer shall be paid by Tenant to Landlord as follows: (a) In the period starting on April 13, 2020 and ending on the day before the 10th anniversary of April 13, 2020: 0.5% of all Transfer Consideration for that Transfer; (b) In the period starting on the 10th anniversary of April 13, 2020 and ending on the 20th anniversary of April 13, 2020: 1.0% of all Transfer Consideration for that Transfer; and (c) After the 20th anniversary of April 13, 2020, 3.0% of all Transfer Consideration for that Transfer. [Section 8.5, Rider 1] Subleases Except as otherwise expressly provided in the Lease, Tenant may enter into any Sublease, terminate any Sublease or evict any Subtenant, all without Landlord's consent. [Section 32.1, Rider 1] Note: There are multiple provisions throughout the Lease requiring that certain express provisions be included in each Sublease. Property Expenses The Lease is Triple Net Landlord Remedies for Tenant's Default In addition to every other right or remedy available at law or in equity, Landlord has: (xvi) Right to Completion of Work (i.e., self-help); and (xvii) Right to terminate the Lease; (xviii) Right to make a direct demand of rent upon Subtenants (which right must be expressly identified in each Sublease); (xix) Right to seek injunctive relief; (xx) Right to seek recovery of damages. [Section 24.2, Rider 1] Phase I at End of Term Within 12 months before the Expiration Date, Tenant shall, at Landlord's request, obtain a Phase I audit of the Premises and pay all reasonable required Remediation Costs to the extent the presence of the applicable Hazardous Material contamination is found to have been caused by the acts or negligence of any Tenant Related Parties. [Section 19.7, Rider 1] Civic Arts Contribution Requirement The Master Association shall, pursuant to the Project Declaration, create a civic arts endowment trust (the "Trust"). Tenant shall fund the Trust in accordance with the requirements of Exhibit 6, Rider 1. [Section 36.29, Rider 1] 26 I lie URBAN umtsmup PARKING COMPONENT GROUND LEASE Term 75 years (consisting of a 45-year initial term with two (2) 15-year extension options at Lessee's option) from April 13, 2020, subject to any tolling as the Lease Documents provide. [Section 3.2, Rider 1] Note: The extension options are exercisable at any time following the Commencement Date. Lease Documents The Lease shall be subject to the Parking Component Ground Lease, Rider 1 to Ground Lease, Assignment and Assumption of Ground Lease (Parking), Master Development Agreement ("MDA") and Mixed Use Project Declaration (together, the "Lease Documents"). RFP The Lease shall be subject to the City of Miami's (the "City") Request for Proposals titled Island Gardens at Watson Island RFP dated July 13, 2001. Uses 1,500 parking spaces, as per the terms and conditions of the Lease Documents, RFP and Major Use Special Permit ("MUSP") as approved by City Resolution R04-0462 and as per approved minor modification per City Warrant No. PZ19-3212 dated as of 09/06/2019 [Please see attached MUSP Zoning Information Sheet for summary of uses for all Components] Note: The list of Permitted Uses and Prohibited Uses are further defined in the Project Declaration. [Section 5.1] Effective Date Effective Date of Lease is April 13, 2020. Conditions to Lease The conditions to execution and delivery of the Lease pursuant to the Lease Documents have been satisfied. No Cross -Defaults There are no cross -defaults between the Parking Component Ground Lease and other Component Ground Leases of the Project. [Section 24.5, Rider 1] Rent Base Rent: Annual Base Rent to be paid in monthly installments in advance [subject to Rent Bumps noted below]: For the year beginning October 1, 2020: $189,000 For the year beginning October 1, 2021 through the remainder of the Term: $200,000 [Section 4.1] Percentage Rent: In addition to the payment of Base Rent, commencing on the 6th anniversary of the date when Tenant opens for business and continuing through the end of the Term, Percentage Rent equal to 1% of the Gross Revenues shall be paid in monthly installments, in arrears. [Section 4.2] State of Florida (the "State") Remittance: Tenant shall remit to Landlord 15% of the annual Base Rent in equal monthly installments in advance which Landlord shall remit to the State. Until the commencement of the Percentage Rent, payment of the State amount shall not reduce Tenant's Base Rent payments. After commencement of the Percentage Rent, payment of the State amount shall reduce Tenant's Base Rent payments and Tenant shall separately remit to Landlord the remainder of the Base Rent (85%) in equal monthly installments in advance. [Section 5.3, Rider 1] CPI Adjustment ("Rent Bump") Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. [Section 5.1(a), Rider 1] Rent Security Deposit Tenant has deposited with Landlord $164,006.39 as rent security deposit. [Section 4.3] Note: Rent Security Deposit amount should be confirmed by the City/Landlord Estoppel. Outside Date for Completion of Construction ("Completion Date") April 30, 2026 which date is extended by 339 days (the number of days between the effective date of the Settlement Agreement (May 10, 2019) and the effective date of the MDA (April 13, 2020)) to April 5, 2027. [Section 6.2] Per Section 2.5 of the MDA, all Construction Deadlines are tolled for (a) any City- 27 URBAN umtsmup ItI I .CON, Related Delay (as defined in the MDA), and (b) Force Majeure (as defined in the Generic Ground Lease Terms (collectively, the "Tolling Period"). Notes: (j) The 339-day extension period should be confirmed by the City/Landlord Estoppel. (k) The extent of any Tolling Period should be confirmed by the City/Landlord Estoppel. (I) The Completion Date is defined in Section 1.3, Rider 1 as "the date when a TCO or CO has been issued for the substantial completion of construction, excluding subtenant improvements." Required Improvements Tenant shall construct, as part of the Development, the following improvements: (xxix) the Promenade; (xxx) the Fish Market; (xxxi) the Kiosks (i.e., two (2) kiosks located within the Promenade of approximately 500-600 sf each); (xxxii) the Selling Space; and (xxxiii) the Gallery [Section 5.1, Rider 1] As well as: (xxxiv) the Entrance Boulevard [Section 6.3, Rider 1] (xxxv) landscaping at the Promenade [Section 6.4, Rider 1] Note: It is not clear whether the above -listed additional improvements are a prerequisite for achieving the Completion Date. Continuous Operation Subject to closures due to Force Majeure, emergencies or other exigent circumstances, or on account of allowed repairs, Tenant shall, in Tenant's business judgment: (i) operate the Premises in such manner as will maximize Gross Revenues, and (ii) keep the Premises open for business during the days and hours that are ordinary and customary for the use operated at the Premises (but subject to adjustments for the "seasonal" nature of certain businesses and vacancies from time to time given then -market conditions, and the like). [Section 7.8, Rider 1] Casualty Tenant is responsible for restoring the Property to substantially the condition prior to such Damage, or as similar as is practicable and reasonable. Net Insurance Proceeds are to be deposited with the applicable Insurance Trustee. [Section 16.3(a), Rider 1]. Note: There is no concept that the restoration is to be to the extent of Net Insurance Proceeds received. There is a Tenant termination right, but only if the Damage occurs within the last 10 years of the Term and the budget for the Restoration Work exceeds 3% of the replacement cost. Financing Leasehold financing will be pursuant to approved lenders under the Lease. City to provide non -disturbance agreements to Approved Lenders, Tenant and Subtenants. Note: Per Section 6.4 of Rider 1, in order to have the rights and benefits of Article VI (Leasehold and Sub leasehold Mortgages) of the Lease, an Approved Lender must deliver to Landlord (i) a copy of the applicable Approved Mortgage and/or any other security documents, together with (ii) a signed counterpart of the Leasehold SNDA (in the form attached as Exhibit 2 to Rider 1), which Landlord shall sign and return within seven (7) business days after the request. The City Manager also agrees that it will not unreasonably withhold its consent to "any commercially reasonable modifications to an SNDA as long as the modifications have no Adverse Effect". Section 6.5 of Rider 1 provides for the foreclosure of the leasehold interest, and Section 6.6 of Rider 1 addresses the right of an Approved Leasehold Mortgagee (or Approved Foreclosure Transferee) to enter into a new lease with the City. Aggregate principal indebtedness of all Approved Permanent Loans shall not exceed 75% of Fair Market Value of the Premises. Aggregate principal indebtedness of all Approved Permanent Loans and Approved Mezzanine Financing shall not exceed 85% of the Fair Market Value of the Premises. Approved Permanent Loans and Approved Mezzanine Financing 28 URBAN 11141 i+-.Aif secured by Approved Sub leasehold Mortgages shall be disregarded in that calculation. [Article VI, Rider 1] Permitted Transfers Permitted Transfers which do not require City approval and do not trigger a Transfer Fee include, but are not limited to Tenant Interest Transfers or Leasehold Transfers (i) made by any Person to an Affiliate of that Person; (ii) any Tenant Interest Transfer of 49% or less of the legal or beneficial ownership interests in Tenant as of April 13, 2020; (iii) between existing members, shareholders, partners or other direct or indirect beneficial owners of Tenant; (iv) that constitute a Public Offering under the MDA; or (v) to an Approved Lender or its designee. Permitted Transfers shall not result in any change in the Person(s) having Voting and Operational Control of Tenant. [Section 8.6, Rider 1] Transfer Fee A Transfer Fee for a Transfer that is not a Permitted Transfer shall be paid by Tenant to Landlord as follows: (a) In the period starting on April 13, 2020 and ending on the day before the 10th anniversary of April 13, 2020: 0.5% of all Transfer Consideration for that Transfer; (b) In the period starting on the 10th anniversary of April 13, 2020 and ending on the 20th anniversary of April 13, 2020: 1.0% of all Transfer Consideration for that Transfer; and (c) After the 20th anniversary of April 13, 2020, 3.0% of all Transfer Consideration for that Transfer. [Section 8.5, Rider 1] Subleases Except as otherwise expressly provided in the Lease, Tenant may enter into any Sublease, terminate any Sublease or evict any Subtenant, all without Landlord's consent. [Section 32.1, Rider 1] Note: There are multiple provisions throughout the Lease requiring that certain express provisions be included in each Sublease. Property Expenses The Lease is Triple Net Landlord Remedies for Tenant's Default In addition to every other right or remedy available at law or in equity, Landlord has: (xxi) Right to Completion of Work (i.e., self-help); and (xxii) Right to terminate the Lease; (xxiii) Right to make a direct demand of rent upon Subtenants (which right must be expressly identified in each Sublease); (xxiv) Right to seek injunctive relief; (xxv) Right to seek recovery of damages. [Section 24.2, Rider 1] Phase I at End of Term Within 12 months before the Expiration Date, Tenant shall, at Landlord's request, obtain a Phase I audit of the Premises and pay all reasonable required Remediation Costs to the extent the presence of the applicable Hazardous Material contamination is found to have been caused by the acts or negligence of any Tenant Related Parties. [Section 19.7, Rider 1] Civic Arts Contribution Requirement The Master Association shall, pursuant to the Project Declaration, create a civic arts endowment trust (the "Trust"). Tenant shall fund the Trust in accordance with the requirements of Exhibit 6, Rider 1. [Section 36.29, Rider 1] 29 I lie URBAN umtsmup PROPERTY DESCRIPTION AND ANALYSIS Identification of the Property: The subject property consists of 10.8-acres of uplands located on Watson Island. Present Use: Location: The subject property is currently essentially vacant land with minor site improvements that no longer contribute to the highest and best use of the property and a 2,500 square foot retail/marina office building. Located on the northwestern portion of Watson Island, on the west side of MacArthur Parkway. The property has a common street address of 888, 880, 840, 800, 850 and 950 MacArthur Causeway, Miami, Florida. Street Frontage: The property has approximately 1,150 feet of frontage on Parrot Jungle Trail Avenue. Site Size: 469,693 square feet or 10.8 acres Site Shape/Dimensions: The property is irregular in shape. The dimensions are irregular, please see the included site sketch. Topography/Elevation: The property appears to be level and at road grade. There does not appear to be any slope or elevation change on the property. Drainage: The drainage appears adequate. Soil and Subsoil: No soil boring tests or engineering reports were available. The site appears to be stable and well compacted and suitable for development. Access: Access for the property is along its frontage on Parrot Jungle Trail, which has access to MacArthur Causeway. Adjacent Property Uses: The Miami Seaplane Base and the Miami Children's Museum are located on the west side of MacArthur Causeway and Jungle Island is located on the east side of MacArthur Parkway. Utilities: The property is supplied with all necessary utilities including electricity from FPL, and water and sewer service from the City of Miami. Nuisances/Hazards: We did not observe any nuisances or hazards at the property during our physical inspections. 30 rho - URBAN umCrouR ar.+i Fsi4T PROPERTY DESCRIPTION AND ANALYSIS - CONTINUED Street Improvements: Flood Zone: Oil, Gas and Mineral Rights: Easements, Encroachments, Covenants, Conditions and Restrictions: Utility/Adequacy of the Site: Environmental: Conclusion: Concrete sidewalk, curbs and gutters. The property is primarily located in Flood Zone "AE", which is considered a special hazard flood zone subject to inundation by the 1% annual chance flood. The 1% annual chance flood (100- year flood), also known as the base flood, is the flood that has 1% chance of being equaled or exceeded in any given year. Not Applicable There are no atypical easements on the property. There were no encroachments noted in our review. No title report was provided to the appraiser. The site is well situated for mixed -use retail, residential and marina use and offers good utility. We did not observe any environmental issues at the time of our inspection. However, we are not qualified to detect such substances. The subject benefits from a good location in Miami. The subject's size and shape would allow for a wide variety of development. The existing improvements have reached the end of their economic lives. 31 rho - URBAN umCrouR ar.+i Fsi 4TF ri,," ern+rz PROPOSED IMPROVEMENTS Flagstone Island Gardens, LLC is proposing to construct a mixed -use project consisting of a luxury hotel and a lifestyle hotel with a combined total of 500 units, 105 residential units and up to 221,000 square feet of commercial space together with parking and marina and related facilities. The following details the existing entitlements for the property. ISLANE7 GdRUENS Comps rlson of the MU5 P EntItlements, Approved ModifIcaeonsr and Cu rrent design Entitlemrnta per Development dgrcr±nant Provided in F.A.P. {2.Q_ 11001j F.LR_{Priami 21) Den5Ity: Units GODS 2607 2019Appriaved 2E23 Prupuri.c Hate Rooms .i.. 4R4 9 fl Pac-iona i Residential Unks 105 9A f05 Uni15 ZS Breakdown N/A Total Units 605 53a 1205 Height 1F0 -vrrei 1 LLixl -n1,rr 2 fI:Fenr410) 3 ; 315 .1.,i , ii_ 4.1 3t2 iA ; 5;5 Hotel Area OF) 1353,,366, 6fi8,521E 976,972 1,199,60 TotaI Retail 5pace {SF] 2214100 221r41UU 2.22,000 97,43r1 Total Office SpacedSF) 0 0 0 100,350 Parking Pr...kinuSrar..r.c Req.!'•rd 1,SUI3 VS SS 1,.:52 IBL2 I' O':I(IEi 1,510 L.570 1,500 1,187 TotaI Parking {SF] 734,A213 734r420 571,11d 390,129 Marina Fasilitles and Related Uses F 1 ir.a (5F0 47,2F8 4728B 34.726 13.07i: E11;: -iris-e Gallery (SFI 8.000 S...Xu 4,3:30 2,16Z rotas ESF1 55,289 55,26E 36.656 26,2.3E Service 130H [Nun Hutelj (SFJ F IA 'I fi,)4; 'I ),fx'fl Loading Areas {Sr, F•/A N A. 61..�;'3 E.5,.Y'U Total Development CesacItt Represented In F.L.R. 1,8151,115 1,1E79,757 1r879,754 1,879,754 32 IlL URBAN umclrouR nr.+i rtii4TF r.ryn.si�rn+rz MARKET AREA DESCRIPTION L 11. ., -..: o a u Source: Google Maps Downtown Miami at a Glance Downtown Miami is a vibrant urban center located in the southeastern part of Florida, along the Atlantic coast. It is characterized by its bustling cityscape, diverse population, and cultural offerings. Downtown Miami is highly urban, offering a mix of residential, commercial, and entertainment spaces. The area features a skyline of high-rise buildings, luxury condominiums, and modern office towers. Residential property types include apaiiments, condos, and lofts. Commercial properties encompass office spaces, retail shops, restaurants, and cultural venues. The local economy of Downtown Miami is diverse, with sectors such as finance, real estate, tourism, and arts playing significant roles. The labor market reflects these sectors, with financial institutions, hospitality businesses, and cultural organizations contributing to employment. Larger employers in the area typically include major corporations, hotels, and cultural institutions. The housing stock in Downtown Miami varies, with a mix of housing types catering to different lifestyles. The area offers Class A high-rise condos and rentals, multifamily apartment rentals, and some single-family homes. Downtown Miami is a busy shopping area with cultural and event venues. During the day, the open-air malls, department stores and jewelry shops are busy with foot traffic, while at night, crowds descend on the American Airlines Arena for Miami Heat basketball games and big -name concerts. The Adrienne Arsht Center hosts the Miami City Ballet and Florida Grand Opera, and the Perez Art Museum Miami shows contemporary art. Major transportation corridors in the area include Interstate 95 (I-95) and Biscayne Boulevard, which provide connections to other parts of the city and neighboring areas. Public transit options in Downtown Miami include the Metrorail, Metromover, and buses, providing convenient transportation within the city. headquarters, courthouses, government offices, theaters, shops and many of the oldest buildings in the city. 33 rho - URBAN umCrouR ar.+i ESTAJF .-.ryn.si ern+rz The following demographic profile, assembled by Environics Analytics, a nationally recognized compiler of demographic data, reflects the subject's municipality and market. All values presented herein are estimates for 2022 and all figures presented are for the subject neighborhood unless stated otherwise. 2022 2027 Area 2000 Census 2010 Census Growth Estimate Growth Projection Growth Population Downtown Miami 8,409 24,000 11.06% 35,705 4.05% 38,710 1.63% Miami 360,399 399,457 1.03% 456,362 1.34% 480,803 1.05% Households Downtown Miami 3,897 12,660 12.50% 19,087 4.19% 20,674 1.61% Miami 133,373 158,215 1.72% 185,328 1.59% 196,186 1.15% Family Households Downtown Miami 1,545 4,350 10.91% 6,497 4.09% 7,034 1.60% Miami 82,849 89,981 0.83% 102,746 1.34% 108,410 1.08% Housing 60% 50% 40% 30% 20% 10% 0% 30% 25% 20% 15% 10% 5% 0% 1 1-Person Households by Household Size 2-Person 3-Person 4-Person 5+ • Downtown Miami Miami Owner Occupied Housing Units by Value 15) qq� �q� c qq� ct qq� 1q� qc iq x �6s. 6s)' 6ti 69' 6sr s9 • 69' O BO o ��� C, o§, off, OO, <o� �. 61' 61 •D\ ■Downtown Miami ■Miami 34 HOUSEHOLDS 19,087 AVG HOUSEHOLD SIZE 1.76 MEDIAN HOUSING VALUE $564,542 rho - URBAN umclrouR RT.#I E,TATF r,Tn'."L'I TANT5 Housing Units by Units in Structure 100% 80% 60% 40% 20% 0% —— Single 2 Units 3 - 4 Units Family 80% 70% 60% 50% 40% 30% 20% 10% 0% 1 5 to 19 20+ Units Other Units ■ Downtown Miami IN Miami Housing Units by Year Structure Built <1939 1940-1969 Population 40% 35% 30% 25% 20% 15% 10% 5% 0% ■ 1970 - 1999 2000 + ■ Downtown Miami Miami Population by Age 1 L 0-17 18-34 1 35-54 55+ ■ Downtown Miami Miami 35 NEIGHBORHOOD HOUSING UNITS 24,876 COUNTY/CITY HOUSING UNITS 211,744 NEIGHBORHOOD MEDIAN YR STRUCTURE BUILT 2005 COUNTY/CITY MEDIAN YR STRUCTURE BUILT 1977 POPULATION 35,705 MEDIAN AGE 37 AVERAGE AGE 38 Thu URBAN umClrouR ar.+i ESTAJF .-.ryn.si ern+rz 35% 30% 25% 20% 15% 10% 5% 0% < $25K Households by Household Income 1 $25 - 49K $50 - 99K $100 - 149K $150K + ■Downtown Miami •Miami MEDIAN HHI $86,666 AVERAGE HHI $124,852 Employment & Transportation Top 5 Employment Occupations in Neighborhood Management Sales/Related Business/Financial Operations Office/Administrative Support Healthcare Practitioner/Technician 40% 35% 30% 25% 20% 15% 10% 5% 0% • 1 22% 27% 26% Travel Time to Work r 12% 10% 11% 13% 17% Less than 15 15 - 29 30 - 44 45 - 59 60 or more Minutes Minutes Minutes Minutes Minutes ■Downtown Miami •Miami 36 24% AVG TRAVEL TIME TO WORK 28 minutes 38% IlL URBAN umclroup ar.+i Ftii4TF .-.ryn.si�rn+rz Drove Alone Walked Worked at Home Public Transport Other Means Carpooled Bicycle Transport Mode to Work in Neighborhood 11.5% i 9.0% 8.5% 6.2% 4.6% 1 0.6% 59.7% Transport Modes and Access Major transportation corridors in the area include Interstate 95 (I-95) and Biscayne Boulevard, which provide connections to other parts of the city and neighboring areas. oa Public transportation in the Downtown area is used more than in any other part of Miami and is a vital part of Downtown life. Metrorail, Miami's heavy rail system, makes three stops in Downtown on both the green and orange lines at the Historic Overtown/Lyric Theatre Station, Government Center Station, and the Brickell Station. In addition to Metrorail, the Metromover train system runs three lines (the Downtown Loop, the Omni Loop, and the Brickell Loop) with 22 stations throughout Downtown. Downtown Miami is served by Metrobus throughout the area, the Miami Metrorail, and the Metromover. Downtown Miami is roughly 7 miles from the Miami International Airport. Conclusion Downtown Miami is a neighborhood in Miami well -served by interstate highways, public transportation, and recreational amenities. It has experienced strong population growth over the past decade, a trend that is expected to continue in the near term. 37 Thu URBAN umCroup ar.+i Fsi4T r.ryn.si ern+rz FLOOD ZONE INFORMATION National Flood Hazard Layer FIRMette NeII'.cs-,•,+1 6 3.10 don LUDO z,onn 1:6,70G 9Lac,e.',rr.aaerr6aurc kaki, A.t+n'IR. 35A707} `'Ma?41:5 Legend 38 7P.P6R4ftl7 IEDICQIL'AN.X. Yd Pmne, 3 RCA FLQOL' 4I14R!4IL46HgEo R g. YPily.+. l4� Ih ]tlrn,a ps.g. M_.M_., ildsr+r a+7h.w...IdFeeb +ra, w .P-OPPRi aars,r.as,.Aw�rti+.azrlla z,,. 4wv. L.nd{ar7i Ar....I v k�r yyY i.A-0.. IIw. Lamm ` iI fr ,11.,+'11GY i,sa 1secra.O ssmo Ao.+ wF.L .bare IIIcd.pc piw+s 4 FHIN.794 Are UaelenMR Il.n Isla mps 6L•ipRL O' - SrRLIRIS 11,111 L.., 01..,..•.r..L L f Mill F LYd IQ6 111,P iu11165F 6.sl ir..ra�t+731 in•.•IC:4r.Ms. -.- Orrella+ra ... . ... R.d 11.d.:r,:e.Fl•4 16.e, — — O.e.wI n.Scn Imalre kill Sbdpe .vAaLKt9lt lseaws. o�d1 a.d,r.i.w L.G4.%+10.riaiN. ur.Fw. R HN . .Weym F•� 1.s.itlrJtr.arlde .tiII..,.kd.n, er eti#rv! ,x rtalcr 46,+tr rtl. sar 1 4 ILMti1rr94}4.hr}c•9c s+ ..:...0.1•3:4a L.l.m rt6wrt'p65I,Mda^'idic4 aEYJP4LI9c.%aI 11. :I a..:,m3 e:-..Erfa.lr +.11.r.wlt i In L.e•Jdis.rb[, icri.c.w RNA Da .:No w.sp.rsM s l4e2.S-20:211 5lT AM ff.:, Gsrew edi ade..ia=ur.r.r.w.eW.s.r.. 46..,...1 .;.41Fr 1.14.114... eeaa+recv.aeae.,a LYllcrr+sei t 1a4+6 dm Om rppolr. NxFyd I.1I* o, na..it I With kip% »1e Iwo.. p osei.r am; araadW, b rikq lr.ip.... n/ar,+d. Ritl .d.do.rlv... tl.M�+` ith. i rr Rav} IaI sd r.I.wLu+.Is e s aFM a 1x ads+b URBAN umCrouR Rr.+i r.r4TF .-.ryn.sL I rn+rz ZONING INFORMATION ON SUBJECT PROPERTY The subject property is zoned "T6-36A-O — Urban Core Zone - by the City of Miami under the Miami 21 "Your City, Your Plan" land use development standards. The Floor Lot Ratio (FLR) for the subject is 12. A copy of the "T6" zoning code is on the next four pages and is taken from the City of Miami, - Miami 21 Code of Ordinances: 39 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz The Urban Core Zone Num 21 ARTfCLE 4, TABLE 1 TRANSECT ZONE D ESC RIPTiONS AS ADOPTED - MAY 2011 THE NATURAL ZONE toneleis ;I ?ands approirnat. ing a wilderness ifundklom pormandiralli Nnt Askin kir edneacimn en seeereteltii nebirel stele. THE RILIHALZONE cuneluLsofienclainapanorettneeinf stale ar sparsely seilled. These Incilide wandland, weselerid end egrIcuilural lemd. '1 FIE SUB-UROAN il1 of rovo-DonsOv area% primaril111prt8 afalnele-Fecrilly end TsiKi Family reeidengal unlit ktilh taleUvelv 4:1Nip Setlnade. Slrinalsrapiss with swains, and %Oh or ellhaut Side, mil*. Honk° may be large end ikl made. may tin of innKplar pecimeCy accarrirndelate nolurel and l'aturratandelainS. 71-morNEHAL URBAN LOME cansislsicif liAmed.Use NIL pfirnerlb. reeleeneal urban fabric vitt 6I range of liligidelg Imes !moment:1 lowhouees, emel aperliment Building% and bungiefaiy oaurta. &albedo era ehart with eii uther Streeape rwideSIMegilka aid Lreas In *Mere. Thoroughforo* LpiIIt rns.diumi elzed alucke. THE 1.111EIADI CENTER! ZONE consists ol tfdhisT Density Meted -Use Diking Loss thatact orrimodalaraleil ErltI tidgilxis, ft-whams% arid apartineels.Anwt01 5rn3111:400.5 Fes hormghfereewfRl1dlSideriniRlke, eteanty line% Mee plefigng and Bu'idinge sel dove liteFrcI ith frequent Mira BM vilulaws. THE URBAN CORE 20N! Errislas of the high= Density end gireeLeel. variety el Mee, Including Mc Buildings uFPiUiil b 4tl1. A .tFKa1Ua1fflI binuks hos Tilunehrts.-es kith uide Sidevesiles. slendy i:ren pInnilrg and itiIdia dase ku des Froblege with ;rriiquent Imre end viiIndv,yo. THE CWIC ZailE iirisisin or public use spew and Fucililirs ihn° 'nay cprgraml iumeloLheirmeraUriiinp rnincline edJacont Selliguke end THE DISTRICT MI% cansisis f dna lead raplated FiLifdlnigarideccorrgnedeleecomrnerzielandindusirkil 1.1843a 4f Eli Brae and .wItin e61reeleme diet %angle 'AI -railer scone. ,VidiE:Z5iLn*O.:111./ d . . ' : : . ii,...i : . •=., = i I . _ . . -, 1 -e• . -- • • rAwim-§ ME -•••• -,-.:Fi, .•`-'" k a3.-&XX,` ir:: , - ",.,t-.... k -,a, jr.,:gu .aingrlin • 11111111111 - - • — :•-- - • -1 .,,., - ': . il-•-• ...... i_w?Is _1 ' i '414.‘1..' C. All' l' VIIIV I.1-16; ciallna frata : -- - l• i € .'7,., !3 ..,_..°P.. . ...‘c . ,...n.t.— [I- ...:4 A: a - ' !i l_r. • '.... AL . ,r• 'r, • 4.2dir 12- • f:. IV' -. 411411111 .. m. .= .m. T. . k. i :. • : . _ — .. -n tral-eoleaD 11 -,,,,-.,..-1,_ ..„. • -'• ..-N' •...,.t 4'-9..-.t....-:' ,..., .,. __:. ...,p'• ,:LI ifri ...-d..A. •''':-Airm-:- .,. ., . m 'w 1 :. „.CA ?• Li : ,, , r..7-7.71:d .. WA.1,-.77,ViTt ,C-A) IF • • -"'"It .Y. 411111 11_1111 Aillac . i . 21 t- !ff. . 1. _ rc; - :- • i•;.', e.,*. ' MI BM.' _ .. ...„. .—n- • AIM ';:. ',...1f:ZI; ' '' $ •• .1 •:•A-',. ').: • '1) ''' -,.. . ' ' -''' i2 t(Lii . ' ''.Illitii;.7.4 .......wai.i:.... ' . l • : '• , •-d-'.' t• E. i ... [TIE-a-3 4 0 Thu URBAN umc ro u RfkIEtii4TF MIIAMI 21 AS ADOPTED = MAY 2011 TI RU9•JH8IN nebeFLY 0114Rg RJ32 ACRE) R'_SUrFattu £IWs royi.vRE IJLrr# G34N_l: IT HEAL11.44Ct FHCLLUIY LINT TWOF/ JLYREJICENCE Num EARLS' II CLEM3 DORNITIHIN FER E CFf10E Lf€-WORK OPI1cI (FACE 14JTORELMED0CPN1sJdCl7f:CuT4t1 Rif ERTYA H VEYf MITh! EI I WM BJTERTAIRYB{f MTAB.. MILT FOB R3xACE ES7AEL'S-HIENT 1 01-1a_ EE=EWAE ELERI CE. TtJJ. _E'ERAL CONSEROJAL 4 JlIE RELATM CJCNIrERCUL EI4413. !TAMAR REAM e.E OF 4EREN®LY Ek-AELTI7 JM ETJT4EHYEHT Chlc CXa4ilIINRYF1C1R ' RECREATAD AL EWA ire RELICI7sEROLTTY CIVIL SWEET OR414:111Y BUPFC4" f RKILITY IHFRAM-10Tif A143 UPLIff6 NAM FAUX M1�aHA FUCLLC P J11lfl RY9C7-114 NE $AN T.aek911'I4Icu IF,ra EOUGR11014M, afJrALIE cruECR f4Hf9P$fV ELENL#ifli Y (MICR LENtail%CTIJIEA 1.10.RE [FONECH0@1. 14Y04C7100, HLSL11ClLFAOILIrY PSCLICIR.4'JJfG 1 Lr.nd11014L INRUSTRtl. AJfhRELUB IH'IISTRW. F3TI1L. AWWUFAU1UH9LO k4I PaCCFR4P4a MINE RELATED Pi6L TriRI MEL 149CILIXT-MInEINICH $TCIUrRDIETReU11oN cM Uf A L E L C E Subject Zoning 'RENY GCRFRAL R L 0 ARTICLE 4, TABLE 3 ELUDING FUNCTION: USES re I.REA1. CEVTER. Id L f! TB 4411.MS, CURE R 0 33 L 65 6S d6 I __— ®® ®®■R EM®■N R R ®®■M MEW Lv YJ 19 Ih E 1Y 44 E E E F! w ty E E R A klavad Ely Rl rl Y4k104Ad WArrArl: AaFelle.A4 cP'mess- CRC(Gsar:611a: 4erinA CXrIT'AI E kk6.4 By F.rNiiil: PAN c-1PrLD-g:vrWi by.ALAL 1}isidn;, bonFp Akpytlda F�roL'il #}:s t li IP) U38i gF`+l11ft 41:31 Pact as. w E E E R R R R R R R R R R 19 R R R R R Ix E R R R R k re R w w R R R w Y! w WY 99 E Md E l�r H 1{ H 1{ R R It R It E R E R R LY R Tt LV LV R 1v VI 'MI E w YI E E E w R w R R w w w R R R w CMc ark iu E 0. FL FL W E R E E R f1 1? E L: f2 E R R E k R E E R E R e R E E R E R E R E R E R LT I}i L`2 171114 THu R H N R R R 19 R R E R R R R R R R F W R R e E E R Po R U4 w w R w E E E I2 E R R R LY R w R w H R R k R w It R 94 LsffinMsy6e(Lsiler sACL4inf101.1i111.1w1AIEJeEplat Arm lee %Aria/ .areJrff !rr4k40,9 al HA Cud!. Sr Car Cain Malts' t Pti Mllipieraaaldni o. J and Lle Ssnita EA1). ▪ AAA Isru:4sr_ilas h aura TE aneo-drilntl Ls LYYgFag R. ▪ AZ _Arlycl LaA,Lsl htrllrR 641A IV.0 41 TILL - URBAN umCrouR RT.#I ilJATF ron'."L'l LOIT5 • f1/9/2l)18 Mieml21: Your City, Your flan About Background & Trends 2onlug Coda FAG Documents Related Efforts Get Involved ROBE . Rondo. Cod. r T6 Wean Ce:. xerte a T6 Typo LasRacg. Types of T6 Zones Tiro comyexlly of the T6:ono is red edy reldasmd by rnRMInp uses, there e rha mulLI r r.EWtlaw an the crpaiv IW.kx & swap Eoneuel of IM1e I.uEJ bps. To alit+s,, Rdl. MDT au vakp, trrn;tll wb-an. MR& the Ta r,uryc (we Eherl tw wi]. Ringeretkn of capacity In T6 The number l.catM silo dean 1b It the fluent.. N toms rum can b0 bum in Ihet inmost tone by LMght. T6.0 rowt..62111(6) atn.k. Te-Si max. twelve (12) Monks T6-24 nn.1 twenty taw /21)11dk5 T4-26 eau. ttry On (]6) at0A. T6-1A paw. dungy-r.f rt (4A)chvks T6-66 mrr.M drly(6Q)dnln TO-i0 max. rr eighty (0O)'tore. Regulation of Ow In R T6 zone Regulating aegis an Imdmnanr parl et any Lamp code. Mona it 2onkq Cote p1alpxa bottling (nim (shape and DAD over the regulaeon of use 1. 6fow re, saradwle 0otelop alt. The 10 acne has the greatest number Led malty or uses. Rattlicted (Ri tmo. fatale, naddendy ,652.9ea. Small Witted 0.l'mklea by Lacepli0R. tknl5l (L) them beta , mumfamy rre•Yl1ne.+y PREEN wrl!• 1110 HAilt. and pp, 511110 spare rnmwmn m a want r.1ry ay Open (o) same 6s CNmG 1M111W rmaat,ms REGULATION Or USCG L rl n.rl Sulk F.mlly RcnWencc A R R C: nra,lty Rawls. e R R R Mr1Mry Unk lwe amiy Re.Merme R R R Mull' Fr.* leg ¢ R R He .Croke R R R Lha•Wok R R Wick Ihat L.t1iory Owl0.6reakr.hl E R R Inn E R R Na(e1 R R OFRicn OMke R R Auld Related W W Enlertainmerl Eal.bl,slrmena 11 R Enwltarlsnenl Eslab1151lalQ06 - Atlut Amyl eemxe FytrhOWim-et W Aknhel Strait. Esub. J n1 Gelmtal Commertlal W R R Name Rn.yl W W Open.k RNA W W Axe or Murnbly E R R Rccrcltlon0 Ertablshm.nl R R Cleft Community Enrlery Recre.11enal Facility E R R Re.RWue EWLly E R R Region.. Arthoty [omplex E Cryil Supple I. COMIERRµSspott FxlRy W W Infinen.nneas 11.116, W W W 6401. FAtiLy out. E W W Mole FaN1kg E W W Rage,.. w1Rgn Manse Faclhles E W W ''doted bead A compkts Wotan W WU dilglen Net all ttinsoCt Mena) 16 fated In Mkt 1, Tide 7 of the ESEMI 21 2.nin9 C.EI. R . the use Is permitted by Right W . the use is permiked by Warrant [ .: the use is eerinllted by Eseepliorr http:IMAvw.mlamk21.orgk6_typaspege.asp 112 42 Thu URBAN umC1rouR Rr.al r111Tr rhyn'.s 1'1 ih�"T5 1119f2010 Miami21: Your City, Your Flan YhIMYare W W W College r UnYuNtT W W t:lemertary Salmi t W W Leaning Center k R MPd61elMph School f W W Research Fatty It It Special Training l Ygwtinna' W W lkhei4 UsIFAQIPkird Tlmekna IGivaary of Toms' Centad Us I Fytss FIoe,M1 It Print IN. Pays 10u^end to Fiwrd ii Bookmark 144 page yy.7ome CyJamar Pd.aq Your City, Yoke Plan 6.ma0: firiptaglipliNgIUMEl Updated: Frl, g-PICW-2010 ® copyright 2010 City cf Warr.] Plam!Lip and Zon'nq ❑op5rtrr.onl NI rights reserved. 444 SW and Arms., I4Mml, FL 77170 TN. t305y416-1400 Fav1 ts6sra16-2116 http://www,miami2torgn.6_typespage.asp 2/2 43 TitL< URBAN um( hrouR RCM rli4Tf r.hn'.s r'r ih�"T5 DEFINITION OF HIGHEST AND BEST USE That reasonable and probable use that will support the highest and present value, as defined, as of the effective date of the appraisal. Alternatively, that use, from among reasonable, probable and legal alternative uses, found to be physically possible, appropriately supported, financially feasible and which results in the highest land value. Implied within this definition is recognition of the contribution of that specific use to community environment or to community development goals in addition to wealth maximization of individual owners. Also implied is that the determination of the highest and best use results from the appraiser's judgment and analytical skill, i.e., that the use determined from the analysis represents an opinion, not a fact to be found. In appraisal practice, the concept of highest and best use represents the premise upon which value is based. In the context of probable selling price (Market Value), another appropriate term to reflect highest and best use would be "most probable use". In the context of investment value, an alternative term would be "most profitable use". HIGHEST AND BEST USE The subject consists of a 10.8-acre parcel located on the northwest portion of Watson Island, on the west side of MacArthur Parkway, in the City of Miami, Miami -Dade County, Florida. The site is physically able to be constructed with a variety of improvements from residential, industrial, office, etc. The legally permitted uses would be limited to those allowed under the T6-36A-O Urban Core Zone zoning district as noted earlier in the report. The financially feasible and maximally productive uses are generally the uses that utilize the site to the highest and best use. The land as vacant would have the highest and best use for future vertical high -density development subject to the zoning code. Based on the four criteria for the estimation of the highest and best use, it is our opinion that a proposed mixed -use development is the highest and best use of the property. After considering the existing entitlements and the proposed amendments, it is our opinion that the amended development plan as proposed is the most financially feasible development of the site considering the restrictions and agreement associated with the long term land lease. 44 rho - URBAN umCrouR ar.+i Fsi4TF ri,,, ern+rz APPRAISAL PROCESS In order to arrive at the market value for the property, special attention must be given to the typical purchaser who might have an interest in a particular property. Market Value is the most probable sales price which a property will bring, and this price depends upon the typical purchaser's reaction to the various supply and demand factors that affect the market value. The Appraisal Process is basically an economic analysis consisting of a review of the factors that affect market value. There are three approaches to value to be considered in any appraisal, The Cost, Income and Market Approaches. In this instance, the Cost and Income Approaches to Value will not be considered, as the subject property is a vacant parcel of land. We will utilize the Sales Comparison Approach to value in order to estimate the land value for the property with the use of aspects of the Income Approach considered in our lease analysis. In order to estimate the financial impact of three potential lease amendments on the existing leases for the proposed development we have considered a net present value calculation for the value of the extension of the existing leases for a 99 year term with the same termination date, and a comparison of the value of the entitlements for office versus retail uses and timeshare versus condominium uses. The following summarizes our analysis. 45 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz LEASE EXTENSION ANALYSIS The City of Miami voters approved a referendum that approved the City of Miami's public partnership with the developer for a marina related commercial development in 2001. In 2004, the City of Miami approved the development. As a result of litigation between the City of Miami (Lessor) and the developer (lessee) that was resolved in 2019/2020, the City of Miami and the developer agreed to an Amended Master Development Agreement that was agreed to in April 2020. Currently, there are a total of five leases for the property governed by one Master Development Agreement. The five separate leases for the property are based upon the potential use of the property. These include a Lifestyle Hotel component, a Luxury Hotel component, a Parking Component, a Residences component and a Retail component. Two of these leases are currently active (Parking and Retail) and the remaining three are on a takedown schedule (start when construction begins). The leases all have the same initial term (45 years) and the same potential extensions (two, fifteen year options) for a total of 75 years, however given the varying initial lease start date, the expiration of the leases is different for each of the leases. The first potential lease amendment to be considered is the financial impact of having the leases to be extended to 99 years with a common lease termination date. Considering that some of the current leases have a no later start date of 2028, our analysis considers the extension from that date in time. We will utilize a net present value analysis of the two lease periods in order to estimate the impact that the lease amendment will have on the existing lease. The Retail and Parking Component ground leases had an initial start date of April 13, 2020. The Luxury Hotel, Lifestyle Hotel and Residential Components ground leases have not started. These three leases all require construction to begin by April 3, 2028, unless the extension options are exercised. In our analysis, we will consider the Retail and Parking Component ground leases to have an existing term from April 13, 2020 through April 1, 2095 and the initial start date of the Luxury Hotel, Lifestyle Hotel and Residential Components ground leases to be April 3, 2028, with a term through April 2, 2103. For the additional term, we have utilized a lease termination date of April 2, 2128, which is 25 years after the expiration of the Luxury Hotel, Lifestyle Hotel and Residential Components ground lease expiration date. The base rent for each of the components is as follows: Retail Parking Luxury Residences Lifestyle SUBTOTAL Annual $412,600 $200,000 $293,600 $523,000 $370,800 $1,800,000 Each of the leases contains the following: Commencing on the 6th anniversary of the date when Tenant opens for business, the Base Rent shall be adjusted to become an amount equal to the reference year Base Rent times the Change in CPI. In no event shall the Rent Bump result in Base Rent that is less than 101% or more than 105% of the annual Base Rent in the year immediately before the corresponding Rent Bump Date. 46 rho - URBAN umCrouR ar.+i Fsi4TF ri,,, ern+rz LEASE EXTENSION ANALYSIS - Continued Appreciation Rate The Consumer Price Index (CPI) is determined by the U.S. Bureau of Labor Statistics, which is part of the Department of Labor. The CPI is important because it is used to determine the overall inflation rate. The following chart illustrates the changes in the CPI over the last 100 years: IF 1l 1C i6II �II Il�l�.dl.i���nll�ll�llllll � b1111111111hillilliiiillili I From 1923 through 2023, the average CPI increase year over year has averaged 2.93% per year. Based upon all factors and in consideration of more recent increases in value, we have used a 3.5% appreciation rate to the current estimated market value of the property. Discount Rate In order to estimate the appropriate discount rate to apply to the income stream over the term of the lease as well as the future estimated market value of the subject we have considered the PwC Real Estate Investor Survey, Second Quarter 2023 and the SitusAMC RERC Real Estate Report, Second Quarter 2023 as stated below: Discount Rate Survey Lodging Retail Apartments Investor Survey 10.0% 9.2% 7.1% PwC 10.05% 8.83% 6.63% Sources: RERC Real Estate Report Qtr. 2 2023 and PwC Investor Survey Qtr. 2 2023 47 III URBAN LEASE EXTENSION ANALYSIS - Continued Further, we considered the discount survey prepared by realtyrates.com as noted below for the 31d quarter of 2023. RealgRates.com INVESTOR SURVEY - 3rd Quarter 2023' DISCOUNT RATES New development Acquisitions Recapitalizations Propertg T!pe Min- Max. Aug- Min- Max. Avg. Min. Max- Avg. Apartments 8.19% 15.37% 11.63% 7.13% 13.37% 10.11% 8.11% 15.21% 11.51 Garden/Suburban TH 8.19% 14.39% 11.01% 7.13% 12.52% 9.58% 8.11% 14.25% 10.90% Hi-Rise/Urban TH 8.53% 15.37% 11.65% 7.42% 13.37% 10.13% 8.45% 15.21% 11.53% Student Housing 8.31% 14.99% 11.95% 7.23% 13.04% 10.40% 8.23% 14.84% 11.83% Golf 9.27% 21.57% 16.09% 8.07% 18.77% 14.00% 9.18% 21.36% 15.93% Public Daily Fee Courses 11.23% 21.32% 15.69% 9.77% 18.55% 13.65% 11.12Y 21.11% 15.54% Semi -Private Clubs 9.62% 21.57% 16.20% 8.37% 18.77% 14.09% 9.53% 21.36% 16.04% Private Clubs 9.27% 20.01% 15.29% 8.07% 17.41% 13.31% 9.18% 19.81% 15.14% Health Care/Senior Housing 8.82% 20.61% 12.05% 7.67% 17.93% 10.48% 8.73% 20.41% 11.93% Acute Care Facilities 9.52% 21.66% 13.55% 8.28% 18.85% 11.79% 9.42% 21.45% 13.41% Out -Patient Care Facilities 8.82% 15.59% 10.91% 7.67% 13.57% 9.49% 8.73% 15.44% 10.80% Congregate Care Facilities 9.40% 17.10% 11.78% 8.18% 14.88% 10.25% 9.31% 16.93% 11.67% Assisted Living Facilities 9.06% 16.04% 11.12% 7.88% 13.95% 9.67'% 8.97% 15.88% 11.01% Industrial 8.70% 16.47% 12.96% 7.31% 13.83% 10.89% 8.79% 16.63% 13.09% Warehouse/Distribution 8.70% 14.52% 11.89% 7.31% 12.20% 9.99% 8.79% 14.66% 12.01% R&D/Flex 9.29% 16.47% 13.17% 7.80% 13.83% 11.07% 9.38% 16.63% 13.31% Climate Controlled/Manufacturing 8.83% 15.82% 12.18% 7.41% 13.29% 10.23% 8.91% 15.98% 12.30% Lodging 9.02% 19.30% 14.14% 7.58% 16.21% 11.88% 8.75% 18.72% 13.72% Full S ervice Facilities 9.02% 16.66% 14.32% 7.58% 13.99% 12.03% 8.75% 16.16% 13.89% Limited Service Facilities 9.71% 19.30% 14.39% 8.16% 16.21% 12.09% 9.42% 18.72% 13.96% Golf/Gaming/Resort 9.32% 18.26% 13.31% 7.83% 15.34% 11.18% 9.04% 17.71% 12.91% Mobile Home/RV Park/Camping 8.92% 18.77% 13.55% 7.22% 15.21% 10.97% 8.92% 18.77% 13.55% RV Parks/Campgrounds 9.37% 18.77% 13.94% 7.59% 15.21% 11.29% 9.37% 18.77% 13.94% Manufactured Housing 8.92% 17.20% 12.84% 7.22% 13.93% 10.40% 8.92% 17.20% 12.84% Mobile Home Parks 9.28% 17.20% 13.33% 7.51% 13.93% 10.79% 9.28% 17.20% 13.33% Office 8.81% 16.43% 13.24% 7.66% 14.30% 11.52% 8.72% 16.27% 13.11% Suburban 8.81% 15.30% 12.62% 7.66% 13.31% 10.98% 8.72% 15.15% 12.49% CBO 9.48% 16.43% 13.35% 8.25% 14.30% 11.62% 9.38% 16.27% 13.22% Medical 9.50% 16.44% 12.25% 8.26% 14.30% 10.66% 9.40% 16.27% 12.13% Restaurants 9.31% 21.41% 16.95% 7.92% 18.20% 14.41% 8.94% 20.56% 16.28% Full S ervice 12.16% 21.41% 16.95% 10.33% 18.20% 14.41% 11.67% 20.56% 16.28% Fast Food 9.31% 20.62% 16.02% 7.92% 17.52% 13.62% 8.94% 19.79% 15.38% Retail 8.85% 17.49% 13.34% 7.61% 15.04% 11.47% 8.67% 17.14% 13.07% Anchored 8.85% 16.18% 13.44% 7.61% 13.92% 11.56% 8.67% 15.86% 13.18% Un-Anchored 9.33% 17.49% 14.05% 8.03% 15.04% 12.08% 9.15% 17.14% 13.76% Convenience/Gas 9.57% 17.60% 11.80% 8.23% 15.14% 10.14% 9.38% 17.25% 11.56% Free Standing 9.09% 17.20% 13.93% 7.82% 14.79% 11.98% 8.91% 16.85% 13.65% Self -Storage 8.04% 15.81% 14.02% 6.83% 13.44% 11.92% 8.04% 15.81% 14.02% Climate Controlled 8.09% 15.81% 13.71% 6.88% 13.44% 11.66% 8.09% 15.81% 13.71% Mini S torage 8.04% 17.02% 14.00% 6.83% 14.47% 11.90% 8.04% 17.02% 14.00% Special Purpose 9.99% 21.71% 15.79% 8.59% 18.67% 13.58% 9.79% 21.28% 15.47% Schools/Day Care Centers 9.99% 19.11% 14.49% 8.59% 16.43% 12.46% 9.79% 18.73% 14.20% ChurcheslTempleslSynagogues 21.28% 15.48% 13.42% All Properties 8.04% 21.71% 13.60% 6.83% 18.85% 11.61% 8.04% 21.45% '2nd Quarter 2023 Data 48 Copyright 2023 ReeltyRaten.com TM Thu URBAN umCrouR ar.+i rsrarr .-.ryn.sir rn+rz LEASE EXTENSION ANALYSIS - Continued In selecting the appropriate discount rate for the property, we have considered the preceding surveys as well as the location on Biscayne Bay. While the property values and demand in general for the properties with this location are generally high, this location does carry additional risk given the properties have for environmental conditions including rising ocean water levels. We discussed the long term lease discount rate with a developer that is leasing a high profile mixed use development site on the water and his discussions reflected the high risk associated with environmental conditions in South Florida. Our discussions with the developer of the subject property discounts that risk due to the higher elevation of the subject property and not being located on a barrier island. The overall range of new developments based on the minimum discount rates was from basically 8% to 9.9% with a few higher based on uses not contemplated on this development. Overall, it was our opinion that a discount rate of 9.5% would be applicable. We have utilized the fee simple land value as estimated in this report, which is $225,500,000. The same 3.5% appreciation rate has been applied to the land value. The future value has been discounted at the end of the lease term at the same discount rate of 9.5%. We have only considered the base rent in our analysis given the uncertainty of the retail size and office uses for the planned development. Utilizing a financial calculator and an excel spreadsheet, the following summarizes the net present values for the leased fee interest given the existing lease terms and the additional term. Net Present Value - Existing Term Rounded to Net Present Value — Extended Term Rounded to $22,068,377 $22,070,000 $22,346,064 $22,350,000 Subtracting the extended term from the existing term indicates a positive to the city at $280,000 ($22,350,000-22,070,000). LEASE EXTENSION POSITIVE TO THE CITY TWO HUNDRED EIGHTY THOUSAND DOLLARS ($280,000) 49 Thu URBAN umCrouR ar.+i Fsi4TF r.ryn.si ern+rz CHANGE IN USE ANALYSIS — RETAIL/OFFICE The proposed development is governed by the approved City of Miami referendum, the Amended Master Development Agreement as well as zoning and land use regulations. Currently, the development is limited to 221,000 square feet of retail space, 500 hotel rooms and 105 fractional/residential units. Given the locational aspects of the proposed development, the number and size of the proposed hotel and residential components and the adjoining marina uses, the total allowable square feet of retail development exceed the potential financially feasible development size. The developer has requested that a portion of the allowable retail development be utilized for office uses. Given that there is a percentage of sales clause in the existing lease, this change may impact the revenue that could be collected by the landlord. We will analyze the property under the various development scenarios with varying amounts of retail and office use as dictated by the most likely financially feasible use of the property. Therefore, the second lease amendment to be considered is the financial impact that a change in allowable uses from strictly retail to retail and office will have on the existing lease. The developer has indicated that based upon their studies, the maximum amount of retail that is financially feasible to construct is 97,430 square feet. The current entitlements allow a total of 221,000 square feet of retail only. The developer has requested that they be allowed to construct 100,350 square feet of office space and has stated that even if they are not granted the entitlements for office use, they will not be building more than 100,000 square feet of retail. The Retail Component Ground Lease requires the tenant to pay 1 % of gross revenues commencing on the sixth anniversary of the date tenant opens for business. Since there can be no percentage lease payment for office space, there is the potential for the landlord to receive less rent as a result of the conversion of the retail to office use. In order to independently analyze the reasonableness of the statement that the maximum amount of retail uses at the property is 100,000 square feet, we have reviewed other similar mixed -use developments to see what percentage of retail and office uses were developed. The following table summarizes those properties reviewed. Aimco Searstown — Fort Lauderdale Located on the 5.64-acre site at 901 N. Federal Highway, the project would total 797 apartments, 104,317 square feet of office, 70,693 square feet of retail, a 17,485-square-foot grocery store, 10,000 square feet of restaurants, a 188-room hotel and 1,977 parking spaces. Combining the retail and restaurants and grocery square footage equates to a total of 98,178 square feet of retail type uses and 104,317 square feet of office uses, which would equate to a nearly 50/50 split between office and retail uses in support of 797 apailinents and a 188-room hotel. Coral West Miami -Dade County Miami Development Fund has proposed a 12-story project that would have 320 residential units, 63,000 square feet of office, 10,000 square feet of retail and 840 parking spaces. There would be a pool deck on the fourth floor. The project is located at 7350 Coral Way on a 4.1-acre site. The project would have approximately 86% office uses and 14% retail uses in the commercial space supported by 320 residential units. 50 rho - URBAN umCrouR ar.+i Fsi4TF ri,,, ern+rz CHANGE IN USE ANALYSIS — RETAIL/OFFICE - Continued Merrick Park — Coral Gables Constellation Group and the Boschetti Group have proposed a 15-story, mixed -use project near the Shops at Merrick Park in Coral Gables. Totaling 129,062 square feet, the project would feature 70 apartments, 9,148 square feet of retail on the ground floor, and 11,639 square feet of office space on floors two through five. There would be a rooftop amenity deck with a pool, fitness center and lounge. The project will be located at 4241 Aurora Street on a .68-acre site. The development would have 56% office space and 44% retail space supported by 70 apartments. In our analysis we have considered the location of the proposed development, the number of hotel and residences as well the surrounding uses. The subject is located on Watson Island with a walk score of 40, indicating that the majority of visitors will be by car. The total number of hotel and residences is 605, indicating that the total number of daily visitors would most likely be less than 1,000 people. Assuming the 100,350 square feet of office space is developed, the total number of daily visitors would increase by approximately 400 people (assuming an average office employee requires 250 SF of office space). The surrounding uses on Watson Island consist of the Miami Seaplane Base and the Miami Children's Museum, which are located on the west side of MacArthur Causeway and Jungle Island, which is located on the east side of MacArthur Parkway. These developments would not supply a large number of visitors to the subject development. Based upon our review of similar mixed -use developments, the location of the subject property and the surrounding land uses, it is our opinion that the developer is correct in stating that the maximum amount of retail space that is financially feasible is 100,000 square feet. It is our opinion that if more than 100,000 square feet of retail is built the vacancy percentage at the property will increase substantially. In addition, the revenue for the tenants that will occupy the property will decrease. The average retail revenue per square foot is estimated at $350 per year at the most feasible retail size of 100,000 square feet. The following are our projections of occupancy and revenue for the retail component at the subject. As the subject reaches the most financially feasible retail size, occupancy and revenue per square foot will increase. Assumed in this projection is that as the amount of retail space is reduced, it is replaced by office uses. Retail Size Occupancy Revenue/SF % Rent 221,000 50% $250 $276,250 165,750 60% $290 $288,405 110,500 85% $315 $295,864 100,000 95% $350 $332,500 Based upon our projections, the most financially feasible size of the retail space is 100,000 square feet. This size results in a net positive increase in rent for the City of Miami of approximately $56,250 ($332,500-$276,250), rounded to $56,000. CHANGE IN USE RETAIL VS. OFFICE FIFTY-SIX THOUSAND DOLLARS ($56,000) 51 rho - URBAN umCroup ar.+i Fsi4T TIMESHARE TO CONDOMINIUM CONVERSION The subject development is limited to 105 fractional/residential units. The current market for fractional units is very limited and the developer is seeking to develop the property with 105 condominium units in place of the fractional units. Currently, the residential development is governed by Florida State Statute Chapter 721, Vacation and Timeshare Plan. The developer is seeking an amendment that would allow the development to be governed by Florida State Stute Chapter 718, Condominiums. As part of this consideration, we will analyze the amount of anticipated revenue to the city from the anticipated sales for the two property types. Therefore, the third lease amendment to be considered is the financial impact of allowing the residential units to be sold as condominium units instead of timeshare units. The Residential Component Ground Lease requires the tenant to pay a Percentage Rent equal to 2.5% of the Gross Revenues from the initial sales of the residences, excluding sales or transfers of previously sold residences. Therefore, the financial impact of allowing the residential units to be sold as condominium units instead of timeshare units will be analyzed based upon the anticipated sales prices of condominium units as compared to the timeshare units. For comparison purposes, we have estimated the size of the residential units at 1,250 square feet on average. We have assumed that the units will have high -end finishes with typical building amenities found in the majority of the newer proposed developments. Condominium Unit Analysis In order to estimate the average sale price of the condominium units in the proposed development, we have considered several similar developments as summarized below. Address Building Name Beds Baths SF Year Built Waterfront Sold Date Sale Price Price/SF Sale Date 3156 SW 27th Ave Unit#101 Glasshaus 2 2.5 1,347 2021 No 12/22/2022 $1,411,200 $1,048 4/18/2023 700 NE 26th Ter Unit#3606 Missoni Baia 2 2 1,229 2023 Yes 6/28/2023 $1,250,000 $1,017 10/16/2023 398 NE 5th St Unit#4015 The Elser 1 1 642 2022 Yes 7/14/2023 $828,281 $1,290 7/14/2023 227 NE 2nd St Unit#2706 YotelPad 2 1.5 708 2022 No 11/25/2022 $570,000 $805 7/24/2023 The Glasshaus in the Grove was built in 2021. It is a 5-story building located in Coconut Grove. Amenities include a private rooftop, adjacent pool, cabanas, meditation garden and fitness center. The unit has 12' ceilings and has an 800 sq ft terrace with a hot tub, Miele and Bosche appliances, custom closets and two parking spaces and a storage unit are included. This unit sold for $1,411,200 or $1,048/SF. Missoni Baia consists of 249 units in a 57-story tower built in 2023. Amenities include a deck with cabanas, pool and tennis courts and spa. Missoni Baia is located in East Edgewater. The unit sold for $1,250,000 or $1,017 per square foot. 52 rho - URBAN umC,rouR ar.+i Fsi4TF r.ryn.si ern+rz TIMESHARE TO CONDOMINIUM CONVERSION - Continued The Elser Hotel and Residences consists of 646 residences in a 47-story tower located in Downtown Miami. Amenities include a 132-foot resort style pool, two -level coworking space, nine foot, two inch ceilings, gym and sauna. This unit was sold furnished. The sale price was $828,281 or $1,290 per square foot. YotelPad is a 30-story tower located in Downtown Miami and built in 2022. Amenities include co - working spaces, sky top lounge, jacuzzi, pool, restaurants and bars. The unit sold for $570,000 or $805 per square foot. We have estimated that the average size of the residential units at the subject will be 1,250 square feet. Based upon our review of similar sales, we have estimated the average sale price per square foot will be $1,000, which equates to a total sale price of $1,250,000. Given that the percentage rent equates to 2.5% of the Gross Revenues from the initial sales of the residences, the total percentage rent payment is estimated at $31,250 per unit or $3,281,250 in total. Timeshare Unit Analysis In order to estimate the average sale price of the timeshare units in the proposed development, we have considered several similar developments as summarized below. Address Building Name Beds Baths SF Year Built Waterfront List Price/Weekly Annual Price Price/SF 1430 Ocean Dr. McAlpin Ocean Plaza 2 2 740 1941 No $10,000 $520,000 $702.70 1430 Ocean Dr. McAlpin Ocean Plaza 1 1 560 1941 No $9,900 $514,800 $919.29 8801 Collins Ave. Solara Surfside 1 1 606 1965 No $11,000 $572,000 $943.89 The preceding data represents asking prices for the timeshare units. It is based upon a weekly rate, which we have converted to an annual rate. These units are furnished and require the owner to pay an annual maintenance fee as well as the purchase of the weekly timeshare. There is very limited data available regarding the actual sale prices for the timeshares as the sale prices are not publicly recorded. Each of the units is located in older buildings on Miami Beach. The average annual price per square foot is $855, which represents an asking price. According to the AIF Second Quarter Survey of Timeshare Resorts, net originated timeshare sales (net of sales incentives and rescissions) including telesales increased 3.4 percent from q2 2022 to q2 2023, increasing from $1,892.8 million to $1,956.6 million. Weighted Average Occupancy decreased 0.4 percentage points (or 0.5 percent), decreasing from 82.2 percent in Q2 2022 to 81.8 percent in Q2 2023. Weighted Average Transaction Value decreased 2.7 percent from $25,157 in Q2 2022 to $24,484 in Q2 2023 (The simple average transaction value decreased 2.7 percent from $24,070 in Q2 2022 to $23,428 in Q2 2023). Given this information, it would appear that the timeshare industry, as a whole, has been relatively flat over the past year. In addition, based upon our research, there have been no new timeshare resorts proposed in Miami in several years. This would indicate that the majority of developers favor new condominiums or apartments over the timeshare developments. 53 rho - URBAN umC,rouR ar.+i Fsi4TF ri,,, ern+rz Based upon review of the data from the asking prices of timeshares in Miami Beach, we have estimated the average sale price per square foot will be $800, which equates to a total sale price of $1,000,000. Given that the percentage rent equates to 2.5% of the Gross Revenues from the initial sales of the residences, the total percentage rent payment is estimated at $25,000 per unit or $2,625,000 in total. Based upon our estimate of selling prices for condominiums and timeshares, it is our opinion that there is a net benefit to the City of Miami ($3,281,250-$2,625,000) of $656,250, rounded to $656,000 in converting the timeshare units to condominium units. CHANGE IN USE TIMESHARE VS. CONDOMINIUM SIX HUNDRED AND FIFTY-SIX THOUSAND DOLLARS ($656,000) 54 rho - URBAN umCrouR ar.+i Fsi4T r.ryn.si ern+rz LAND VALUATION The sales comparison approach to appraising is based upon the premise that the market value of the subject property land can be estimated by analyzing sales of similar properties. The principle of substitution is basic in this approach as it implies that a prudent person will not pay more for a property than would be required for an acceptable alternative available in the market. In applying the sales comparison approach, the following methodology is used: 1. Research the market to obtain information on sales transactions, listings, and offerings to purchase properties similar to the subject property land. 2. Verify the information by confirming that the data obtained are factually accurate and the transactions reflect arm's length market considerations. 3. Utilizing a unit sale price that allows us the opportunity to compare the subject parcel to the sales data and arrive at a market value conclusion for the land at its highest and best use. We have conducted a search for vacant land sales within the immediate subject neighborhood. Most vacant land sales are purchased for a new or new -redevelopment use. All of the sales have similar zoning and are located in the City of Miami. There were no sales on MacArthur Causeway. A summary chart and map of the sales follows. The individual data sheets are located in the Addenda of this report. The price per square foot of land area is analyzed, as it is the unit of comparison typically used by buyers and sellers in the market, however, we will also review and consider the unit sale price per FLR. We will consider both units of comparison in our final value conclusion. The following land sales are considered the most similar to the subject and are used in our analysis. 55 rho - URBAN umCrouR ar.+i Fsi4TF ri,,, ern+rz COMPARABLE LAND SALES SUMMARY TABLE Land Sale Subject Land Sale 1 Land Sale 2 Land Sale 3 Land Sale 4 Address: Watson Island, 525 NE 29th St., 338-412 NE 35th Ter., 234 NE 34th St., 401 NE 29th Ter., Miami Miami Miami Miami Miami Zoning T6-36A-O T6-36A-L T6-36A-L/T6-36A-O T6-36A-O T6-36A-L Land Size (Acres): 10.8-acres .41-acres .69-acres .85-acres 1.39-acres Land Size (SF) 469,693 18,000 30,046 37,000 60,750 Floor Lot Ratio 12 12 12 12 12 Maximum Building 5,636,316 216,000 360,552 444,000 729,000 Size Sale Price: $12,050,000 $14,000,000 $16,500,000 $20,648,200 Sale Date: 6/16/23 5/25/23 10/6/22 10/4/22 Book/Page 33754/0091 33735/3940 33428/2670 33434/1877/1881 Unadjusted $/SF: $669 $466 $446 $340 Unadjusted $/FLR: $56 $39 $37 $28 Property Rights Fee Simple Fee Simple Fee Simple Fee Simple Conveyed Financing: Cash to Seller Cash to Seller Cash to Seller Cash to Seller Conditions of Sale: Arm's Length Arm's Length Arm's Length Arm's Length Market Conditions: Similar Similar Inferior Inferior $/SF: $669 $466 $446 $340 $/FLR: $56 $39 $37 $28 Location: Inferior Inferior Inferior Inferior Access/Frontage: Similar Similar Similar Similar Physical Charact. Superior Superior Superior Superior Zoning/Land Use: Similar Similar Similar Similar Overall Analysis Similar Similar Similar Inferior 56 The URBAN immmic,rouI REM FA TArE to%.cl-I rAX13 AlIAlell DES sr gte C.77k u Y-.1t'.II ',Wiwi.. WieWW1syr COMPARABLE LAND SALES LOCATION MAP a la mode. Inc, IIft MW irrt nil h pro 1=G, 3! 1"r111 2 h! sryr, y, rR, i!yi 1 COMPARABLE NG. 3 71.1 NE 34Ur S1 MiRmL, �L 3373f 2.09 miles MW 9 DISTRIC rV1 70000.13 Nrr I111151 yw;i-I any ��atli W N w DE' [PLY 1LP.PACL t.Ei APAPAI 1 I Nis. d 33E1 HIE 35th Ta' M1ar1tl FL 33325 2.14 MAGI i:LlMPARAlik F No. 1 It 3'r43 3r 925 'YE 51 viarkit FL 33137 1..+1 rnIle5 NG 29.11151 I CIE* $ Lead Miami Mgr;hine (un 9 9 0OMP 1 F No_ .1 401 NE 24k1' St Miami, FL 3]137 1_71 mlFei my IN* E1� TOWN SQUARE itsibsan PBdk4111, pniillp a Pa[TIL.0 FrMuseum tiO i ?WN 1 aY trlr,r 000 Rr,,1 pa: 1 W.V .G .70 0 G. i V- ID F n=r .ter I M. -I+a n M. mil Pare Picnic t5 �dRl7 PLfl1tc SEM McArthur Cs . Miami, R. 3]1.32 S'iseapr?e rs,and 7?_ Jungle Island WATSOR4 ISLA San Marco !sr'and c4,9 57 URBAN ��mt1rnap rtr ai es: err m,u e...V, Direct Comparison of Land Sales In considering the sales, various factors are evaluated in a logical sequence. The following discussion illustrates the steps undertaken in our analysis. Property Rights Conveyed - The property rights appraised are those inherent in a fee simple estate. The sales included the fee simple rights. In addition, we have reviewed the deeds for each of the transactions. There do not appear to be any unusual deed restrictions, covenants or other forms of limitations on the buyer's use of the properties or any future buyers of the properties. Therefore, we have considered the sales as similar for property rights conveyed. Financing - The financing for each of the sales has been analyzed. Each of the sales consisted of cash to seller or conventional financing. The cash equivalent price is equal to the sales price for all of the sales and no adjustments were required. Condition of Sale - All of the sales are arm's length transactions with no special conditions or extenuating circumstances impacting the price paid. Therefore, each of the sales are considered as arm's length and no adjustments were required. Market Conditions - The comparables took place in the date range of October 2022 through June 2023. Although these are recent comparable sales, the market conditions have changed during the period reviewed. Generally, the market saw increasing prices through the early part of 2023 but as interest rates have continued to climb, market prices have leveled off. We have considered Sales 3 and 4, which occurred in 2022, as inferior. We will consider the date of purchase and the changes in market conditions in our final analysis. Location - The property is located on an island in Biscayne Bay. The property has a water view. All four sales are located in the Edgewater neighborhood of Miami. This area is located near Biscayne Bay and Wynwood and has shown increasing demand from developers. Overall, we have considered all four sales as inferior to the subject's location. Frontage/Access - The property is located on MacArthur Causeway, which is a four lane limited access roadway connecting the mainland with the barrier island and is accessible from a frontage road. . Sales 1, 2, and 4 are located on two-lane neighborhood streets and do not front on a major roadway. Sale 3 is located on Biscayne Boulevard. The access/frontage for these sales is considered as similar. Physical Characteristics — The subject property is of sufficient size and shape to accommodate most potential development scenarios. The subject is approximately 10.8-acres in size. The sales range in size from .41 acres to 1.39 acres. All four sales are significantly smaller than the subject. Typically, smaller sites sell for more on a per unit basis than larger sites. However, as sites become too small, they lose economies of scale and make development more challenging. We have considered all four sales as superior for physical characteristics. 58 Thu URBA1. V um( roup RfAl F.71TF rh,N.,r1 rANT,. Zoning/Land Use — The subject property is zoned T6-36A-O, Urban Core Zone. All four sales are also zoned T6-36A-O or L, Urban Core. We have considered all four sales as similar for zoning. In valuing the property, we have considered the four sales comparables included as well as numerous other sales along the coastline in both Miami -Dade, Broward and Palm Beach Counties and additional Miami development sites. We have placed the most weight on the four sales included in this report. These sales range in total price from $12,050,000 to $20,648,200. The sales range in price per square foot from $340 to $669 and price per FLR from $28 to $56. In our analysis of the sales, we have considered the property rights conveyed, financing and conditions of sale. All of the sales were considered similar for these factors. We have also considered changes in market conditions, location, access/frontage, physical characteristics, and zoning/land use. All of the sales were considered inferior from a locational standpoint. Sale 1 is a .41-acre site with no current development plan. This sale was considered inferior for location, superior for physical characteristics, and similar for market conditions and zoning. Overall, this sale, which sold for $669/SF or $56/FLR, is considered similar to the subject. Sale 2 is a .69 acre site that is being developed with a residential community named Vide Edgewater. The property will feature 121 units ranging in size from 387 SF studios to 1,780 SF four -bedroom units. This sale was considered inferior for location, superior for physical characteristics, and similar for market conditions and zoning. Overall, this sale, which sold for $466/SF or $39/FLR, is considered similar to the subject. Sale 3 is a .85 acre site that is being developed with a 172 unit condominium project with 100,000 square feet of office space. This sale was considered inferior for market conditions and location, superior for physical characteristics, and similar for access/frontage and zoning. Overall, this sale, which sold for $446/SF or $37/FLR, is considered similar to the subject. Sale 4 is a 1.39 acre site proposed for 325 condominium with retail and office. This sale was considered inferior for market conditions and location, superior for physical characteristics, and similar for zoning. Overall, this sale, which sold for $340/SF or $28/FLR, is considered inferior to the subject. After our analysis, we considered Sales 1, 2 and 3 as similar and Sale 4 as inferior. The overall range in value was from $340 to $669 per square foot or from $56 to $28 per FLR. The subject's FLR per zoning is similar to the four sales. It is our opinion that the estimated price per square foot and the price per FLR are in the middle of the range of the four sales, say $40 per FLR and $480 per square foot of land. This is considered reasonable given the range of the four sales. The FLR for the subject property in fee simple is calculated by multiplying the land size by the FLR of 12 or a total development of 5,636,316 square feet versus the approved development proposed of 1,800,000 +/- square feet. 59 Thu URBAN roup I:I Al [STATE r.l\,r1TAKTA Based upon our analysis, our opinion of the value for the subject property is calculated as follows under the two valuation scenarios: PRICE PER SQUARE FOOT OF LAND AREA 469,693 Square Feet X $480/SF = $225,452,640 Rounded to $225,500,000 PRICE PER SQUARE FOOT OF FLR 5,636,316 x $40/FLR =$225,452,640 Rounded to $225,500,000 Based on our review of the two units of comparison it is our opinion that the fee simple market value of the subject property as of a current date is : TWO HUNDRED TWENTY-FIVE NHLLION FIVE HUNDRED THOUSAND DOLLARS ($225,500,000) 60 URBAN E,roup RI' Al t+:Aif inN. I TANI, RECONCILIATION We utilized a net present value analysis of the two lease periods in order to estimate the impact that the proposed lease extension will have on the existing lease. We have analyzed the property under the various development scenarios with varying amounts of retail and office use as dictated by the most likely financially feasible use of the property in order to estimate the financial impact that a change in allowable uses from strictly retail to retail and office will have on the existing lease. We have analyzed the amount of anticipated revenue to the city from the anticipated sales for the two property types in order to estimate the financial impact of allowing the residential units to be sold as condominium units instead of timeshare units. The Sales Comparison Approach was used to analyze sales of similar properties for the fee simple land value of the site. We have prepared the attached report, which contains a recapitulation of the data utilized to form an opinion of the financial impact of three proposed lease amendments will have on the existing lease as of the effective date, October 15, 2023. Based upon our inspection of the property and market data analysis, it our opinion that the financial impact is as follows: LEASE EXTENSION POSITIVE TO THE CITY TWO HUNDRED EIGHTY THOUSAND DOLLARS ($280,000) CHANGE IN USE RETAIL VS. OFFICE POSITIVE TO THE CITY FIFTY-SIX THOUSAND DOLLARS ($56,000) TIMESHARE TO CONDOMINIUM CONVERSION POSITIVE TO THE CITY SIX HUNDRED AND FIFTY-SIX THOUSAND DOLLARS ($656,000) SUMMARY OF AMENDMENTS POSITIVE TO THE CITY NINE HUNDRED NINETY TWO THOUSAND DOLLARS ($992,000) We have prepared the attached Appraisal Report, which contains a recapitulation of the data utilized to form an opinion of the fee simple market value of the land for the whole property as of October 15, 2023. If any additional data is required, please advise. TWO HUNDRED TWENTY-FIVE MILLION FIVE HUNDRED THOUSAND DOLLARS ($225,500,000) 61 Thu URBAN umCroup ar.+i Ftii4TF ri,, ,i 1 rn+'r• ASSUMPTIONS AND LIMITING CONDITIONS The legal description furnished to the appraiser is assumed to be correct. All existing liens and encumbrances have been considered; however, the property is appraised as though free and clear, under responsible ownership and competent management. The information identified in this report as being furnished to the appraiser by others is believed to be reliable; however, the appraiser assumes no responsibility for its accuracy. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. It is assumed that there is full compliance with all applicable federal, state, and local environmental regulations and laws unless noncompliance is stated, defined, and considered in the appraisal report. It is assumed that all required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state, or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. It is assumed that the utilization of the land any improvements is within the boundaries or property lines of the property described and that there is no encroachment or trespass unless noted in the report. The distribution, if any, of the total valuation in this report between land and any improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. Possession of this report, or copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper written qualifications and only in its entirety. 62 I lie URBAN mmmiC,roup Rl pl Fv:4rFr}N IIrANT, ASSUMPTIONS AND LIMITING CONDITIONS (Continued) Disclosure of the contents of this appraisal is governed by the bylaws and regulations of the American Society of Appraisers. The appraiser herein by reason of the appraisal is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made. Neither all, nor part of the contents of this report, especially any conclusions as to value, the identity of the appraiser, or the firm with which the appraiser is connected, shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the appraiser. The Americans with Disabilities Act ("ADA") became effective January 26, 1992. I have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since I have no direct evidence relating to this issue, I did not consider possible non-compliance with the requirements of ADA in estimating the value of the property. Unless otherwise stated in this report, the existence of hazardous materials, which may or may not be present on the property, was not observed by the appraiser. The appraiser has no knowledge of the existence of such materials on, or in the property. The appraiser is not qualified to detect such substances. The presence of substances such as asbestos, urea -formaldehyde foam insulation or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. No responsibility is assumed for any such conditions, or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if desired. 63 URBAN Im(soup, CERTIFICATION I certify that, to the best of our knowledge and belief: The statements of fact contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved. My compensation is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimated, the attainment of a stipulated result, or the occurrence of a subsequent event. My analyses, opinions, and conclusions were developed, and this report has been prepared in conformity with the Uniform Standards of Professional Appraisal Practice of The American Society of Appraisers and The Appraisal Foundation. I have made a personal inspection of the property that is the subject of this report. I have not performed any services regarding the property as an appraiser or in any other capacity during the past three years. John F. Zink and Harry Newstreet, MAI provided significant professional assistance in the preparation of this report including research and sales data collection. My analysis, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Uniform Standards of Professional Appraisal Practice. I have met or exceeded the minimum prescribed educational requirements for Recertification as an Accredited Senior Appraiser (ASA) of the American Society of Appraisers. Robert D. Miller, ASA State Certified General R.E. Appraiser No. RZ1270 64 URBAN um(1ro ri+i n;err rn,v raer. ADDENDUM View looking easterly along road with subject on left View Looking Westerly along Frontage Road View looking northerly along westerly frontage road View of property looking westerly View looking westerly along northern frontage road View looking westerly along southern portion FLI I,.Txl •1• .„.A... (, ! POINT OF • '{5, ,'.15 BEGINNING `, 5y r- - r- .n .r nc scA_ s [Yrnrklr Lld.hSa P.0,7: co: . ‘Neciat ; 2j' I:ma r SKETCH OFPE IQ _. / Tni AC-7 "ID' maul s aus 32. TIMZTT 1'.:.T!ZO IT FRR11 FORTIN,. L 6A ITY, SKmBs, NSUL.TNQ ENONEETE, SURVEYORS k MAPPF Lo0.IDi. CliG79'IGI! 6n A .LG11JYATS Kl'M1 fl[40. .!! :4141•'armart LIf nth slam! rHa ihh{x® Booth. FL,ri h ss1 to M1 Y1_.. Il;t l,}i.rylvl (Y+a'*0.A • F- .ltr...rAYNE BAY —• ,...... . C4.194410 ----.. -----. N-.. el -4"'01.-}" •-••,, \ .., ----...., ....., RIZ CAYNE BAY CART& PEDESTRIAN ACCESS EASE/1E11T &molly 7Q,A,3 1 RaC _ - c.31 -2 1""11`k 9/2/22 €1:50u. „a - LOCATION MAP. i DaLe . FORTIN, LEAVY, S Kruus, FNIC, - CONWITIING IINGiNEgitS, SURVINORS & MAPPERS fgt. I FLORIDA 4:4ERTTF4AT11 CIF AI1TI-TOR17ATTON 711RIBER! nrNb1I4E3 ISO Northeast 1681.13. SA:roet ! North Miami Lnrn.h. Pladda 33162. Fbaria $(4.5-653-449•5 3.05-6S3 -11521 Ili=hasue..ar...waxa Nri.110. 10:7- DO El PHASE 1 VEHICULAR & PEDESTRIAN ACCESS EASEMENT LE•GAL SQRIFxTION: A portion of Trnct5 "Jj, qrd '•fl', lw',9TS2.1 I5..4N[, 5OL!TI1 F57. according ID the PL-.k :hence, recto ded sr :olq'i 'Book 16.3 at Page 1, aF is Public Rr2c.':1s a1 llitllTli-LJOd {:,]un:y, Florida, hes-5 more deccrihac c fulloNs: C i1in'anre O. the f5<•.1l1.oea7_ Lv„}at of aoirJ iheoce a :7'12'21 E along the Euskerly I;iia ui eu..d frurl for 5-d.+52 feet; ;hence N 12 4f'.'°9" E for 51 , •1 Feet ;o the Poi: c cf Beginning: thence S 3f4-/iY5` E for 32.64 fee:; thence S?" 541 tor i_ 4 reet; thence JU45 J�' E f 113. fee:: therce S 2tf 22" E for 1C.'55 feat; thanr.e S 2512'40" E for 2fl6f feet; rhanr:e S 9f1'4517 : fr' 23.5l1 fear; thereto 3 15-12'1)5" E for 2.3.91 fc4t: #h,,rtce 5 15 S5'23" t for 34,QC- foe#; Shame -7103'37" E f ..,• C5.11 feat. the ;.w 16iC.'51" E Iar feet; thence 5 15"09":7" 5 for '9- 0 tent; i.hence. S 7'31'59' E fo• 47.55 fees, the -co it 72'475;1' E :o• 1.0.3 fee':; :Yrnr' 5 13'59'55" For 24-7: feel; ',henry. S '8'7`'17' r free77.7! fee:.; the=.r..r, 5 17-24'25" E for 200.56 Fee.:; i hence 5 18'13'05" r for 60_75 fart; thence 5 ` 5'17'37" C fc" 53.79 feet; the...cc 5 1775'3.7" F for 'Si.44 Feet #a a Paint hereinafter referred is os a eL 'A"; Llence 5 74'13'13"'W Far 5.95 ;ent; thence. 5 06'%1'3t}' E 1Or 4.2:3 feei; thence 5 !i"05'0f' E 137 9.#t I_et; Lha94"e 5 ;7'}4iI E for ga"]C feet: thr•+ee N 72'42'r11' E for 29.02 'eat; the1oe S 1l'a.5'o(" E fur 104.21 idek thef:A N ]5O.;''31" E rile 16.20 feet: thence 5 17'28%25' E for 34.11 'eet; thence 5 :2"3/.53' 11. for ld.!L 'Leek.. ;hence !°22'U3'• E 10" D.49 tee; Vence `I f2'30S5' L fc• sf, CO fiat; ;nenoe M 9.3'�2'S5" E ir:x 117 feet "'INnf:e S 73'37'0. E fnr '.17 fe-el; tl• Lice S 4i'C!'C.!i" E for 1.17 fgah. iilanrl S ?.057QS" E for 1,'7 feat: ther.wq 5 17-2'2'4',` E for 11,i7 look; 1honoe S 06i17`35' L tar 1.1i Neil khe, r. c 16'22'55" 4Y fqr ..'7 root; themc S 38'52'55' 5'11' for 1,17 fro:.; th.er,;r, ; Sl 1 S5" w' for 1.1i F68t: khe.. c d 72'37'55" W for 1500 1•30:. khonrc S 17`22'05" E Fo' 1R.33 feet; thence Fa 72'37'55` E tar 15.50 feet; Fhr.ce N 6.3'52'55' C tar C=.9A fr_r_t; :hence E 773'3? 35" 7 for 0.99 Fsrf: tI-.anc.a S 51'fl7'f;.5" F ter thence S 2E1'37'05" E For 0.313 feet; ihencv 5 17'22 c5' E hate 3.29 rent; thor.=e 30'O7'05" F; for 0,-0a reek: (hence S 16'22'53" W For 0.92 feet; thence. 5 38'52'55" fi for 5.58 Per.:; t'lenee 5 31`22'55" +4 fnr "J.:1y feet; • (hence 5 72'.37'55" W For 15.60 !eel; thence: 5 17'7.2'a.i" 17 fa: 18.73 Frei; N 72'17'5::. -'.n• 1R.75 faoi; thence S 62'22'05" E rut 1.f'r Ire:.; LI.erce S 17'22'03° L 1c.' 9.15 feel; then=e N 99'04032- C :cs 1".57 free#; L'ence h- i-!Q' Y' E fur 34.6I leek; iheNce N 1 .. 22'5,5" 4Y la:' 35I.97 feel; thence h: I5'-=5'40' Yi For 70.17 tea.°:. 1.!,ence h 1 ri X'49' 'N rc: 55.41 ret•1, liia-^Cd N lr J, 4S 'M' '.nl 58.11'g feet; thence R I7'04'15" Y$ fur 244.11 Ire:; I"enac h 1?44';!5' 14 far E•5.2a fc, i; :ns"ao 7.1 17'13 47" W `ar 41.62 rent; thonoe f 1,' tom[, 1'+ tor 87 9/ `ee".; ire -let r• 15"6�'13' W fo. 6.,E. feet.. i^.ence N 1l'71'3"' t for E.15 flee-; I,-ence '3 57'33'+49-' W for 6,t$ teal It•c.•tcr P~ C3-Z5'07° W Co' E....6 reek; I=+ence N 011'01'35" r f:lr 6"46 feel; .hence 03'<9'1 r" F for 6..4fi feei: E or 6.46 feel: '.hence N 1 I'2�1*I _ "or 6.46 rneL; Lhe•ce N 1915'56' C 'ar 27.55 F:ai; t''e.1Ce S b'r5!'32'' E Eat 4.34 legit, thence 14 1E:'7"4i' E foe 6.80 'eel; inenC.e N 5B'S5'4:3' 4T For 5.67 rack; L!•eii6a, h 21-24'33' 5 rul 14.43 reel, Ehe�lrr N iS'r.+d5 E I ;r'2.12 fart; Ulrl,l:e P1 25'3r1O' E [CI 2.17 lent; L§ellce 5 l? Ctiv4' E 'or .L15 Feet: theres N ,:v 55 vb = rat 2.42 reel; Lhe16e N 34'S3'24' £ far 2.12 :eat; lhetice f 4' 14�B c for 2 12 feet; #herd N 4_ 1'l.i' = q• 2.`2 feel: theryce +.1 4!I2.3r L fur 2.12 feeL;. thence f 48'S550 L for 0.39 feet; #her.e 11 s4'29'5.7' = rc• 0.45 fey.: thence .1 72'40'S:i' 'r4 ulury khe 5ca":^,cytcny right of .oy line of 0ar:ere, Uou:los kloc:} s ur i:ouecl,uy (5to7.0 4.uu9 No. h"-1..A}, €lea 'uei.",a the f%� hr+G`3rq'f',' IinC 4` 8rlid frsm.k 1' fq: 76.75 feel: fhrrrr `} 24°11J' `I' = For reet: khem:e S 1£r '`•,f t fc: 2 f6 fete _ -h. ncc ; 15'41'18" r fnr 2.46 feet; khrmr..e. 5 1':'25'47• f frx .48 tank; taunt_.-. S 37'17'07' _ °ur 2.4b fact; the-:c 5 C12"57'31' E. fc- :. -6 leak; :-ante. S 0117'04" 'PJ for 2.46 fact; fher=.: S 05'.', ::1 5V for 2.40 1seL inencr s 0T39.53 'r'J fnr 9.3: Fret; #her=c :Y 75•i9 11" 'h for 3.39 foes; therm 5517.57" 4+ for 2,2U feet; +.hence 3 Ii?"r616 YJ fur 5.64 fee:; Lhe!..ce3 74 31 05 F "or 1.E.5 feel; hhr e 5 -:,[, ' $5' 44. for 0,8.5 feet nentc 5 45 56 57` '.1 far 9.53 fee-; Ltr ice 2 1 5 C.C} 2E' C nr 6.{19 feel; the -.re for 70 fgr; :-once - .6 16 E ior 2.25_ leek !hence ! 5 11 Skl' 6 For 2.26 Jeri; f-eic I r :•i.vnue I �R.1J6 E k•I 44,C.0 le-1 L•,erive 5 I; °.4::I E a' '6:..,7 eeL, a ;.• �:"' i frn x .`.3 feet J Limeg n. � , P; FO T N, LI A , KILF ,>a;.:vr) c.31 2 I {:1 14SC:L'i' G LAN INL,L,E , SUNkVLtiY[]HS & MAPP FLORA CERTIF'LCATE OF ialMED Z TION TT7.{BSIZ• aron3G33 tRI) clurch, 414Rth Str=!! .10.11 soaiL Fl. z33162 Barg; 1/2/22 0:50a ) k Phone 3U7 632. 111193.`Yax 3O5-6 1..7152 !Email :Ad mta3e3'.00m - LEGAL DESCRIPTION 1, 2, 9!2/22 10 SCALE 511 '270.51 1 1 Drtyr.No. 1022 . E59:- 01 8bLyr l of 6 " LEGAL DESCRIPTION: (continued) theme 5 1.5-14'55" E 'fir 45.19 fG ; thc.nG.. 5 17'01'5F" =er 2160/ feet; thence 3 14-21°3.5" L. rGr £DF? feel.; thence `; liT12'04. L `.r .L txk. tPv'GC S 06'02'32" F. tar 2.00 'eel.: '.hence 5 0'-53'0'1" t Far S.CO feet; thence S O'd-16'31" 'd for 3.;,0 fclr'.; there: S Ot'fa77 '' `er 3.3C feet; thence 5 10-35'34' W fur 3.00 ieel.: tFleree .S 14'4.5'05' V.' for 3.00 fc i; Lhcnc_ S 22'00'.11' 'A" fe.* 5.19 Feet: thrice `; 39-C4'43°i ti4 tar 1.19 reef k.9er�c9 S 50' '42` '41 for 1.'9 fe^F; Fh^nr.r. S 51'12•'41' 'I' Feet: thence S 72-18'4Y' ;'d for 1.19 feet: IeI C° S 83-20.39" '41 for 1. P fee:; !Menu: N e35's:�'72 W Far 1.19 IeeL thence "ti 7i'�1 s kv fur 1.19 'eel.; 'W ir,r 1.`.4 #a F ihencc '1 31'O5.1'12- Y1 rc,1 1.59 Ytset: thdnce. N 39 . 4''14' W 1,51 '..59 feet; k.'Idr'Ice F• 2.'`21°C8" W for 1,5 fcC`. thence J 18'00'42- Y1 Ier 64.b4 leek: 'Thence hJ '__v9.(10` VI for :2'.E'3 : Ierlce k I...25•t• 'n' ffc 1; (home N iif3?i, 4 kV for 11.53 feat.:; therw:e F. _:r3S' " 45 .'ur 9.92 lei; _,enCe r; I. 12: W for 3,7 12 freri; fhrnrr. N 17.55'O1" W fur 200132 Feel; then .. N let; kI1E1;sr: 1 4G'31' 'R for 42.97 fort; thence N 23'1 1" 4Y fc:i 12.24 lee:: thence FI 2.5-SS'34`. 'R 'or 12.kf1 36k; khen:u 2.r`r'..RSt? '4' tar 12.57 feel; thence N t 10 i_ 4Y fc 12.87 leek; then'.e N 3 13'02' 'h' iv 12.87 at; thr;rr..a .:.,':i5QS 'R �;. ;2.57 frrL: thence N °4"i.'CJ� 4� fC 12.8F IeeL; then:A 1'4 36'4 '11'. 12.87 }k; thence FV 2V 12.07' 'A'far 5.20 Fret,; LLIe^re M 42" lb 5:' w tor E1.20 teet: ;halloo N 44' 59'45' VIfor Y8.213 lhenre N 47'33'34' W I.vr 8.20 lest; N 44-_ji•IJ° ' 44. tor 3.18 feet; thanoo S 3.4`3.3'C)" 5h . 1 0.59 Fhenrr. 5 35'52'24" 511. fur 19.25 :eel. 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Li 7 119.7E SI IIEI 3 {GT LE:i. 44.79 N - Lia7 2.2A sr.0 s'd l'E 1Sfl 12 97 PL3P•46.•11".2-2 --1-:6,7ii :ti tit .? _%7"P I'.., 244 LI P117•04%!1,-: 1.144 2 24 S57-19•In 1.177 •19 N. 14‘19•1 2 OF'5•2 LID 67.54 -, LE.1 5521 P117•44•71JNA L:93 L 26 *4351 i'...:et L15.1 .9.20 4:11'..1r-V7 1 2) i.j., E.153 t.1311 _Emu 474‘3]'Lir4d 41111si .iAS--i I.E6 i. ed. 1.I..414 11.:Al HI 713479 L110 pc 7•64Ey'L• i.111 2.26 41.i5p 52457.E7E si sidE•Li"F• 51511 LI14 .8 X. 21.26 ...1,•154r21.2 1.1.4r--.......4,77 L27 9.411 •L 21,7.721eek L67 6,6 N1 51:44"..141 -112 1G7.67 51 -.•••,:•A•.,}• 'h L Id7 .3.15 11•1_21 ELi-W L." 5 si 74)_ -E IP; .‘,'. 1.1.12. 21!X 'v._ __ -113 _.7,.°A4 13. _ $115'.2a!E k. 1.5h 1.2 PP s2,•3. eery; ----L./7i ---5ID.7 211.13i i.i.....04-..i4i.. i.e".6 13.. 44t72498"4 1:119 15.11 156914E41E 1.514 19.2E. •14P'pz 2.4•Ny un i C4.27 •517•0.5•p7"6:1 L70 LE. mu 351.3•WN L113 2111.07 ci.,-.4.4teL L !GE MIL O k_arSDIT.E 1 ...S .1 h,:}1; 1473-0.s. -6 :7 l'... 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N WZCI:S7LE! ....10:34 l'iNI .13.14-.11"8 L1.5 51.99.. SIPOTES'S •.9C .• 5 2If N3‘•• 5 ',L.. L1.35 1.19! •P7•2•44_.2."•.Y .. • .24.1.41Thi; ..., ...: ....., / .4 . YAP ( LINE TABLE Date q1:4122 • 200b51 FORTIN, LEAW, S KILES, INC. -- ---11-21.-::1..').=',4-1-- .RLIDwir. c...', ..".. -03 ) -2 CON SULTI NG ENGINEERS, S UR VEYIDRS & NA APPER S MIgu22C 61 9 I" a 11L DE311.1. C17.12:1-EP7CA-F12. DP ATJTI-SORIZA. TEDN 1,17214112ERR! 0003 36 •53 'Kurth. .3.3 n't WC. 1:322 -05g. • 21 ilreenj; ',12/22- 9:5 CKI 'Bet Nurd-Imd.R.I. iiifth StscrL I Polim..rni. 19cay.b. yewridi, 1.62 ..._ Phone 31:B43i-446G I Fes. 30e1 -6 5 1.7162. i Exmail ilsZamparysey.r..aco. _... ,si'mot 4.1' 6 ... SURVEYOR'S NOTES: riia alto 1i 3 in $;,eicn 31, f+:;wr!;.113 i3 So,Lh, !tor+ge 42 Eaet city of rJarni, kiarh•—Dodo Co.:!f'y. Ft; rido All *.cumenks urn re -cur deC ir1 tile. I•ubIic F2e'_' 'd3 bt r.1iQr11i dCr!C .".cU'1#y, Flonaa 41nleml GrwM; r tr..d, — f>r..nrings hereon Crn referred 10 _'+ platted b3'r.,g t'oIue f v 17`12'2'" 1 for the +i+'csk=r%' line Tnsck - Lt n25 3F7055'f+ r&Boll ',rrSfi, c,pi: ZIKa., a1 rd fnr rescmcl•.is End/Dr .rights -of -.Nay of retc'd_.. 3 'S ^al 4 'Pc:ir.elrlrp Sur:cy" buk only o yropha debickin e1 :••e Lle&c:riwtion hown 1..ereion_ Dim6r innx x`.7wn hernan ore Lmsed or. Forli:}, Lcuvy, 31=i4.8, el(Eter. #"2C}f0 O. I 1. SURVEYOR'S CERTIFICATION: of sold I '4rauy +:artily :ic# this 73k, ych of Descr-ofion" wcs rrcce undo, my Ies saneible chc.'ge on S'e plernber 2. and rr. 13 ihd ❑pplir_oble cadet uc x: °a:Lh 'ii kha Flcridu kJ.rl'ri:bLrtti4H Code, pursuant to SKtirsi g f Ji'. Fio�da Sia't=Les. Not Al.;+Iv2P oat U4, a11n.14i,Fi%end oAgra ne:nrrl sneI or a tllghul nIgmlure of Ca hlorc:o Licensed T.rv.eror v'.c+rapper riven Mew' FORTIN, LEAVY, SKILES, INC., LB3653 Fr Jr„ For The F SI ' : e_rar urid Mu1J r, fi6435 ct=ke or MAP Cali Nu. SURVEYORS NOTES 8 CE T/FI AT' . . F CiRT IN, LEA 'Y, SKI .E ,INC_ ( QNSCiL.TINCr 13NGlNL,E S. SURVEYORS & MAPPERS V-01 lT3 . CERTIFICATE O9' latrtfe47R r k'SL4}lY NUM ER l 4X .663 Igo N5,...oer....t1# gto=!mama h 8e>.oL.Florida 33ib2 Plor6d- ff 9'Ma Yhalle34* 0 3A4+W31Fax 3I5r-fid1-7152JEmail sago.+urow!•At:+, ReeE Dw 2l12'1-0.51 —v Sml. HOT T s C = LI:0212Zu. 220611 DRY. No. 1 o?:[-1;119-r:1 i Shaer L nP Land Sale Number 1 Property Type: Land Location: 525 Northeast 29th Street, Miami Legal Description: Lengthy Legal, See Deed Recorded: OR Book 33754, Page 0091 Grantor: PPD Edgewater LLC Grantee: 29 Edgewater Owner, LLC Land Size: Approximately .41-acres (18,000 square feet) Parcel (s): 01-3230-013-0940/0980/1000 Access: NE 29th Street Zoning: T6-36A-L Sale Price: $12,050,000 Date of Sale: June 16, 2023 Property Rights Conveyed: Fee Simple Financing: Cash to Seller Verification: Public Records Condition of Sale: Arm's-Length Encumbrances: None noted Sale Price per Square Foot: $669 per square foot of land area Present Use: Vacant Comparable Land Sale Number 1 - Continued Days on Market Not openly listed Highest and Best Use: Mixed -Use development Prior Sales: $7,400,000 in November 2021 Comments: This sale is immediately west of Biscayne Bay. The buyer is associated with the Related Group. They indicated that there isn't a specific development plan in place but purchased the property because it was one of the last sites on 29th Street and was a fair price. The Lnatru®ent wens prepwresl by; Alex D. Siru1nik, P.A. 1199 Poncc13cLxrin,Suite301 Coat Gabtea. FL 33 134 R.4W„i and rrwn u,: Bien& & Biondi) P.A. 3$ Sin Lorenzo Avcirur, Suite 710 Coral Gables, FL 3 3 E4 5 Folio Nos: 01-3230-013-1000 01-3230-013.0940 01-3230-013-0980 '5.13 1 111111111111111 11111 11111111 11111111 SPECIAL WARRANTY DEED TT -ITS SPECIAL WARRANTY DEED made this /6 day of June, 2023, by and between PPD EDGEWATER LLC, a Florida limited liability company, whose address is 763 NE 193 Terrace, Miami, Florid 33179, as Grantor; anti 29 EDGEWATER OWNER, LLC, a Florida limited Liability company, whose post office address is 2850 Tigertail Avenue, Suitt SOO Mimi, Florida 33133, as Grantee. CFN 2O23RO414415, cip 1f14 6a7"4 Ras 41.• 93 13R1a.} RECORDED 06120/2023 11:58:0i t;€ b TIV s72, , SURTAX $ 4,225.90 IUAH F HFiiIDE2-Y.ARfl1Jifi CLF10:: GP COURT .1 C0C1PTI (JLLER MIA113-DADF CUII1TY+ FL WTTNESSETH: That the Grantor for and in consideration of the sum c1F TF.N AND 00t/100 DOLLARS ($10 0) and other good oral valuable considerations, receipt whereof is hereby acknowledged, hereby grams, bargains, sell:, aliens, remises, releases,. conveys and c�itfunts unto the Grantee, all that certain land situate in Miami Dade Courtly, State of Florida., as legally described in Exhibit "A" attached hereto and made a part hereof, SUBJECT TO easements, covenants, restrictions, reservations, declarations, limitations and other conditions of record without reimposing same, and to taxes far the year 2023 and thereafter, TOGETHER WITH all the tenements, her'editarnenr , easements, rights of way and appurtenances theme belonging or in anywise appertaining, and all right, title and interest of Seller, if any, in and to any lend lying in the bed of any highway, street, road or avenue, opened or proposed, in front of, or abutting or adjoining such land, and all buildings and improvements located on such land anti all of Seller's right, tide and interest in and to any and al] iiixtunei attached thereto. l`O HAVF AND TO }1OLD, the same in fee simple forerver. AND, the Grantor hereby covenants with the Grantee that the Grantor is lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey said land, and hereby warrants the title to said land and will defend the same against the lawful claims of all persons claiming by, through, or under the Grantor, but Ilene other. ':Signature Page fafdrnwsj Book33754/Page91 CFN#20230414415 Page 1 of 3 IN WITNESS WHEREOF. the Grantor has caused this Special Warranty Deed to be executed the day and year first above written_ Signoti,. sealed aisd delivered In the presence of: STATE OF FLORIDA COUNTY OF lvfIAMI-DADE GRANTOR; PPD Edgewater LLC:, a Florida limited liability company By: PPD Edgewater Management LLC, a Delaware tiaxite+ Tis Manager By. Cesar sc: ; . ; i - Sole Member The foregoing instrument was la wledgtt boron mo by means of E1 physical presence or ❑ online notarization, this 1 ay uF June, 2923 by Cesar Esc-andarani as Solt Member of PPD Fdgewater Management LLC:, a Delaware limited liability company, as Manager of PPD Edgewater LLC, a Florida limited liability Company, ran he -half cf the Caarki 4F P rs n 1 y}}+ f known to me or who has produced as identification, (NOTARY SEAL) Notary Pub1i �{: tate of Flo My Commission Expiresf Book337541Page92 CFN#20230414415 Page 2 cif 3 OR Bk 33754- PG 93 t As T PAGE EXHIBIT "tl" LEGAL DESCRIPTION. Parcel 1: The East 60 feet of the 'West 510 feet of Lot 10, Block 9, BROADMOOR, according to the Plat thereof, av recorded irk Plat Book 2, Page 37, of the Public Rceoords of Miami -Dade Courkty, Florid&t; said land being a part of filicd-itr ]and lying East rttkd adjacent to said Lot 10, 13Itek 9, and now forming a part of Lot 10, Black 9, of said Plat of BROADMOOR. Parcel 2: The East 60 fit of the West 570 feet of Lot 10, Block 9, BROADMOOR, according to the Plat thereof, as rc- utdctd m Plat Book 2, Page 37, of the Public Records of Miami -Dale County, Florida; said land being a part of filled -in ]and lying Fast and adjucerkt to said Loot 10, Block 9r and now forming a part of Lot 10, Block 9, of Said Plat of BROADMOOR. Parcel 3; Comrnk-nc at the Southwest corner of Lot 10, Block 9, of l ROADMCOR, according to the Plat thereof, recorded in plat Book 2, Page 37, of the Pubic Records of Miami - Dade County. Florida; thence run Fast along the South line of said Lot L0, 390 feet for the point ref }tegintring; theme run East 60 feet along the South line of said Lot 10 arid the extension of said South line of Lot 10, then North parallel with [he West line of said Lot 10. 100 feet, morc or less, to the extension of the North line of said Lot 10, thence focal along the exterM ion of the North line of said Lot 10, 60 feet; then South 100 feet, noel or Levi to the point of beginning. Book33754/Pege93 CFN#20230414415 Page 3 of 3 Sketch of Comparable Land Sale Number 2 Property Type: Land Location: 338-412 Northeast 35th Terrace, Miami Legal Description: Lengthy Legal, See Deed Recorded: OR Book 33735, Page 3940 Grantor: Edgewater Hotel Land, LLC Grantee: Urbana Bueno Land, LLC Land Size: Approximately .69-acres (30,046 square feet) Parcel (s): 01-3230-005-0030 Access: NE 35th Terrace Zoning: T6-36A-L/T6-36A-O Sale Price: $14,000,000 Date of Sale: May 25, 2023 Property Rights Conveyed: Fee Simple Financing: Cash to Seller Verification: Public Records Condition of Sale: Arm's-Length Encumbrances: None noted Sale Price per Square Foot: $466 per square foot of land area Present Use: Vacant Comparable Land Sale Number 2 - Continued Days on Market Not openly listed Highest and Best Use: Mixed -Use development Prior Sales: None in the last five years Comments: This sale is located in Edgewater immediately south of I-195. The buyer is planning on developing a residential community named Vide Edgewater. The property will feature 121 units ranging in size from 387 SF studios to 1,780 SF four - bedroom units. The property is expected to be completed in the winter of 2024. Prepared by, LE eiLegal,P.A IbWOCekkins Avenue, Suite )if.! Sunny Isles Beach, FL 331613 (305) 990-2220 fingtalst Richard M. Ele=Oki OB Southeast Sevendx Sheet Suite 1100 Miami, FL 33131 (305) 374-5600 raWN ,1[o»a T'ss Liss For Renardioel Dale) CFN 74731:1390d67 BOOK 33735 PA 3040 DATE:13(0512027 0,3:04 24 PM DEED DOC 0h 000.DO SURT» 03 0D0.00 LUtS G MONTALIJO, CLERK AD INTERIM MIAMI-DADE COUNTY. FL Special Warranty Deed 'Chico Special Warranty Deed anode this 25 dal' of 14'lav 2L)23 between Etigrwntrer Hotel Land, LLC, a Florida Lita]ted Liability Company, formerly known se Bentley Edgewater, LLC, a Florid Berthed liability company. ibtmerly kiiowm R5 l*ri ]-and, T Lid, a Florida limited liehaiiry cpmpamy, whifse pOSk Offuce address is i311 Sahel Pala, Mlle ti, FL 33L37,grinator, and urbane kitteno Land ].LC, a Delaware Urnited Llehi 1ty Company whose past office address is clb Urbana invest -monk, LLC. 3330 Riverwood Parkway, Suitt 2140, Atlanta, Georgia 3009, gra,aree: (Whcn nirrarced hunt theetude,gradorand ggran=iorlu4Rell fro pnrtiearu :his CIaranml end dra bare, Ismeopntamcstluu&eadareg8+eofchiddrralr, and Iha eacsnmars and snips of vx,,oceliane, irk and 1A446. s) Wituesseth, ghat said graattar, for OM; m coasidcration of the stun TEN AND NO/IO0 DOLLARS (3 NA)) and urhergeod end valuable co•nsids err said ranrnr in bawl d ey said gra,.lee, the receipt wherenf is hereby ar know]edged, has granted, bargaimod, aead sold to the Enid grantee, and grantees heirs and assigns forever, the roLLOwing described IAA Sinetde, Lying and being in t►siami-Dadie Caunke, Florida. t -wit: Lot 1 through 4a L.hdushte, JF,FFREYS & ROBB/NS SUBDIVISION, according to the Plat thereof. recorded in Flea Book 3, Page LC, of the Public I#eOrda of Miami -Dade County, R]Iprida Parcel Identification Number: 01-33:30-0454430 Subject to ttd valorem rsuL prnperty taxes for 2023 which are not yet due and payable atbd for subsetlueret years; applicable zoning and other regulatory laws and ordinance, prohibitions and other rccuucnicnto impowd by govcrrtmrtaL authority, Together with all the i cmcnia, bereditaments sari appurterteeices thereto let, ,gi111 or hi arlyiviSa appersaioLn . Tu Have and to Hotel, the same in lee Dimple forever. And the grentcr hereby revenants with raid grantee that the grantor is 9etvrfla]Ly seized of said .land in fee simple; that the grantor hoe goad right and lawful authority in sell and c ervcy Said ]and; that the grottier hereby Polly tik+tglrants the title to smid land and will defend the moth against the lawful claims of all persona claiming by, through or under gnrnulr, fn'Witness Whereof, grantee has hereunto set (mento'shand eudmai the day and. year hest above written. file Numbe_ 6e0r'5 Sig ,ed, sealed and delivered in our presence: I ' n J+t Witness. I I• I J"; Priced dame- ' `L : :' i I,1 5h'itnts CFN' 31723Q+38I3457 BOOK 3373S PAGF 3941 Edgewater Hotel Land, LLC, Florida Limited Liability Company, formerly known us Bentley Edgtcwalet, LLC, a Florid limited llabiEity of inpa iy, ibrmerly known as Send Laird, Ld.C, a Florida limited liability company B+: Zachary Seitiffman. Munger Stateuffir�(�, County of L,: .- f Thr forrgoiug iontrurnent was acknowledged before me by means of phystiml prm4nee or [] co line notarization, this IF day of nia 1.1 , 2023 by lachari $ iffma, Manager of Edgewater Hotel Land, LLC, a Florida limited liabili[}' coanpiny. foLltlerlykno4 a &°bide}' Edgeviater, f,1,G, a Florid Limited liability parry, Formerly known as S iori Land. LLC, a Floricia liability company who 1 is personally known or [ rodueed a driver's I i to as Identification. [Seal.] Notary Publi r Print Name: M ,< r] 4 s1a 1I S VJy Coi m Is{ ion Expires. — 7 - . Co L7EN1961Saim !NE DL4S �= lip'i 514II5SIONNHH:.D#SrA waits; $; SiOtri 7, I: .Ir'~'.unbre.:yjyl.c 50¢elel *anew.. I kid Pipe 2 Sketch of Comparable _'02:•Oak P•ria3 Pl,aluaialy 60ft Land Sale Number 3 Property Type: Land Location: 234 Northeast 34th Street, Miami Legal Description: Lengthy Legal, See Deed Recorded: OR Book 33428, Page 2670 Grantor: 3350 Biscayne, LLC Grantee: Tulip Developments Group, LLC Land Size: Approximately .85-acres (37,000 square feet) Parcel (s): 01-3230-006- 0310/0320/0330/0340/0350/0360 Access: NE 34th Street Zoning: T6-36A-O Sale Price: $16,500,000 Date of Sale: October 6, 2022 Property Rights Conveyed: Fee Simple Financing: Cash to Seller Verification: Public Records Condition of Sale: Arm's-Length Encumbrances: None noted Sale Price per Square Foot: $446 per square foot of land area Present Use: Vacant Comparable Land Sale Number 3 - Continued Days on Market Not openly listed Highest and Best Use: Mixed -Use development Prior Sales: $11,500,000 in September 2018 Comments: This sale is located in Edgewater, south of I- 195, on the southeast corner of Biscayne Boulevard and NE 34th Street. The buyer is planning on developing a 172 unit condominium project with 100,000 square feet of office space. "this Jnstrurn cot Ptcrarcd R3 ; Lzataer[ B. Eark n, Esq. AkerKan LLP 777 Squth FJ ,I4r !hire Suite 1 ]00,W'csrTowcr Weal Palm Brach, Florida 33401 After Recording Ra1um to;: Joanca Plcs ii Esq. S.erher & Associates, P.A. TUrltbEary Kiln, Sutic BOL 2875 N-E, 191' S[rae°r Avcntura. Florida 33 ] scr CFN: 20220800074 BOOK 33428 PAGE 2670 DATE:101012022 00.51:64 AFy1 DEED DOC. gO;004.06 SURTAX 74,2150.00 HARVEY RUVIN, CLERK OF COURT, MIA-OADE CTY SPECIAL WARRANTY DEED `1I11S SPECIAL WARRANTY DEED is made as of Oc4ober , 2022, by 3350 BISC.AYN> LLC, a Delaware limited Iiabilirycompany, having an addre35 m 392] Alton Road I455. Miami i ch, Florida 33140, hereinafter collectively, called the "Grantor", to TULIP DEV[-.T.OPMENTS GROUP LLC, arLorick Limited liability company, whose address is ]7201] Collins Avcnuc, Suite 350L, Sunny Isles i , auh, Florida 331 M1, hereinafter gilled the "Grantee„` (Wherever used herein, the terms "Cirantnr" and "Grantee" include all the partie to this iristnunent and the heirs, legal represcntatives and assigns of individuals, and the Successors and assigns Of corporations) W'ITNESSETH: That the (irott.ir, for and in consideration of the sum of $10.00 and other good and valuable consideration, receipt wad sufficiency whereof are, hereby acknowledged, hereby grants, bargains, sells., aliens, remises, releases, conveys and confirms unto the (irettuee, all the right, title, interest, claim and dernand Ow, the Grantor has in and to all those certain parcels cif [and situated in Miami -!lade County, Florida (the " Fr n Fry ), and more particularly des:cri.l)ed as, follows: See Exlribil A attached hereto and incorporated herein. TOGETHER with all the tenements, hereditainetfis and apprirtenances thereto belonging or in anywise appertaining, SUBJECT TO; ad valorem taxes and assessmentti for Cite current year and all subsequent years. Toning ordinances and land use reputations iropr}sed by governmental authoriry, and subject to covenants, conditions, encumbrances: easernen0 and restrictions of record, without, by this reference. reimposing same_ TO HAVE AND TO I I11L.]), the same in lee simple forever, 6saesa27,1 CFN' 21:12248001:17e BOOK 33428 PAGE 2071 AND, EXCEPT AS NOTED ABOVE_ Tl-JI- Ci[RANTOR DOES HEREBY SP].?C]A].E��( WARRANT the title to glid prep -rty, and will defend tht. !same rgainut the lawful c]mims of t¢ persons, claiming hy, through or under the Grantor, bi t against none oche . [SiEmoturc Appears jai, the Following Pago] CFN' 20224800074 BOOK 33428 PAGE 2072 1N WfTNE.SS NWHEREO F., Grantor has hereunto set its hand and scat the day and year first above ove written. Signed, scaled and delivered n our prescncc Print Naunc: r-: b.rf o 4e7c{ a STATE OF FLORIDA COUNTY OF MIA M I-DA D E 3330 BISCAYNE. LLC, a Uclaware limited liability company 13y_ DLC Capital Management, L,LC, Delaware limited liability company, its Manager $ 47•---U,1v NJatnie B. Mande] Title! President 1 fie foregoing instrument was ackncawledg aI before me by meuris of i physical prleserioa cr ( ) online notarizatirm, this a day of October. 2022_ by Jarnic Et- Mandel, the PI idenr of DT,C Capitol ]47anagtmenr, LLC, a ])ala+warar I i n] Ited 1 iabi] ity wmpany, the manager of 3350 Bia€ yn LLC, a Delaware JiuYited liability company, on bohalf of the company, who is own tc me - r pravidvd for identifieat[i]n,. 5666%27; I ✓ --�frf FlrFf1F +'' Nq Pubdic, ]Miiami.Dade County. Florida_ e{ # .•, '�, My ujmmission expires.: irs :PI OFN' 20224800074 BOOK 33428 PAGE 2073 EXIi11311 A pruner1 V Description THEW ' '1-4 r FEET OF LOT ] 7 AND A1,3.OF LOTS 18, 19, 215,21 A N I) 22, BLOCK 2_ OF AMENDED PLAT 01 EM VERLY, ACCORDING TO T}i1� PLAT TIrEREOF, A5 R1 CORDED IN PLAT FOOT{ 3, PAGE 24, OF TIiP PUBLIC RECORDS OF MIAbit-DATJE COUNTY: FLORT1)A. 6049327,1 Sketch of Comparable Land Sale Number 4 Property Type: Land Location: 401 Northeast 29th Terrace, Miami Legal Description: Lengthy Legal, See Deed Recorded: OR Book 33434, Page 1877/1881 Grantor: Edgewater 29, LLC and 437 NE 29th Street, LLC Grantee: 2900 Terrace Owner, LLC Land Size: Approximately 1.39-acres (60,750 square feet) Parcel (s): 01-3230-013- 0920/0870/0860/0840/0850/0830/0820/0810 /0800/015-0090/0070/0071 Access: NE 29th Terrace Zoning: T6-36A-L Sale Price: $20,648,200 Date of Sale: October 14, 2022 Property Rights Conveyed: Fee Simple Financing: Cash to Seller Verification: Public Records Condition of Sale: Arm's-Length Encumbrances: None noted Sale Price per Square Foot: $340 per square foot of land area Present Use: Vacant Comparable Land Sale Number 4 - Continued Days on Market Not openly listed Highest and Best Use: Mixed -Use development Prior Sales: $882,600 in June 2019 and $13,547,700 in May 2019 Comments: This sale is located in Edgewater immediately west of Biscayne Bay. The buyer is planning on developing a 325 unit condominium project with retail and office space. This Insn anew Prepared 13y: KQbert 11. 13iirkin, lisq, Akciman 1.I.P 777 South Flagler Drive Salle 1100, Wrs1 Tower We$t ]'Min Reach Flnfi€la 3.WOE After Recording Rearm toe Adam ?Poacher, F.sq_ Holland & Knight LLP 701 Brickcll Avenue, Suite 3300 Miami, l luricln 33131 Poke # 01-3230 0I3- »20 SPECIAL WARRANTY DEED CFN: 20220800437 BOOK 33434 PAGE 1881 DATE:10421,2022 03 d1:ei3 PM DEED O4St~ 11.111.4 3 SURTAX 8,333.55 HARVEY RUVIN, CLERK OF COURT, MIA -BADE CTY '3 HIS SP HCIAL WARRANTY DEED is made as of October 1 , 2022, by 437 NE 29TH STREET, LLC, a Delaware limited ]lability rumpanw, hating tteL address at 3921 Alton Road *1(ai. Miami Beach, Florida 33140, hereinafter called the "Grantor", to 2900 TERRACE OWNER L.LC. a Delaware limited liability company, whose address is 2319 N. 2iigmi Ave,. Miami, Florida 33127, hereinafter called the "Grantee", (Wherever used herein. the Mims "Granter" and "Grainer"' include ail the parties to This instilment and the heirs, legal roprcacntetivice and assigns of individuals, and the attcresse]rs and assip s of etrrpLnntions) WIT ESSETIL- That the Grantor, for and in consideration of the sum of $10_007 and other gn<ad and valuable consideration, receipt and sufficiency w'hct ot` are hereby acknowledged, hereby oranta. bargains, NHS, aliens, remises, relexscs, eoiweys and octnfirms LLnLO the (inn tee„ a]] ilre nlehL, title, inLereaL, claim and demand that the Grantor has in arbd to all those chin pared& of land situated in Miot i-Dude County, P iorida (the °'Property '3, and morn particularly described ax rollou'S; See Exhibit A utak:hed hereto and iircorpoiated herein, TOGETHER...with all the tenements, hereditan ent& and appurtattaetcas *Loran laalnnging or in aro}wise appertaining. SUBJECT TO; ad valorem taxes And as essmentt for the current year and alt ssubrteyuent years, zoning ordinances and land use iegrtlntions imposed try governmental authurit)., and subjt Ito cuwerwnfr., eonditinnq, encumbrance, castmenLx and resHricticans or record, %itlrs ttt, by this reference, reimpossun same TO ILWE AND TO IIOLD. the same in fey simple Forever. AND, EXCEPT AS NOTED AFOVE,, •[HHF: {iRAN OR DOES HEREBY SPECIALLY \WARRANT the title to said property, and will dcfcad the same against the lawful Maims of all prscros, claiming lyy. through or under the C.raninr, het against none other_ [Signature Aprxi.ani on the Po]1o+ring; Pag.e1 66783Cd];3 CFN' 20270809437 BOOK 33434 PAGE 1602 [Signatue' Pug to Specird Warrae[1y Laud 437 N.E. 29Lb S[NO] IN WITNESS WHEREOF, Grantor kiss hereunto set its hand and € nJ the dt i and year first above .written. Signed. staled and delivered 437 NE 21TH STR1 T T, TJ,C a Delaware in *Ur pre.wwe: limited lialtility company 5igmcl: Print Name: Pedro Villa STATE OF FLORIDA. COUNTY OF MIAMI-17ATJE TXy: DT.C.' Capital Management, T:TLC, a 1.7cJawar0 limited lialrilit±r company, its Mln g r By: � L.t Name: Jamie ie B_ Mandel ]'itle: President The foregoing instrument was acknowledged before me by means of (x) physical. prey noe or ( 1, online notarization, dui 13th day of October, 2022, by Jamie B. Mandel, the P.besident of DLC Capita1 Management, LLC, a Delaware limited liability company, the Manger of 437 NE 29TH STREET, T.T_C, a Delaware limited liability company, an behalf' of the cumpany, who (x) is known to me nr ( ) provided fen identification. SIGre c[ Nea[ury Palm Nutary Public, State of Florida zsy,e•. 1S rllenrn W. i3Jtc3 "W , ' ,OM Printed NamearNatit.ry Public t / 1. My Commission Expires; ; * " CFN' 20270809437 BOOK 33434 PAGE 1633 li}CHIr#1S .A Thu West 50 %x.t of Lout 10., Block 9 BROADMOCR, according to the Plat thereof, recorded in Plat Rook 2, Page 37. of the Public Records of Mianii-Dadc County. Florida. This Inst uiacnrPrepared By: Robert B. Barkin, Esq, Akentr[ LLP 777 South F7aglerl?riye Suite 1100, West Tower Wtv Palm Beaslt, Florida 33401 After Recording Roturn IP: Adana Zweder, 139q- 1-lullan[l dt knight 701 Rriekoll Avenue, Suite 3300 Miami, Florida 33131 Folio it 01.3230.413-01 0 Folio 4 01-3230-013-0300 Folio 4 01-3230-0l34 H U Folio # 61-3.23C1451 S-01t20 Folio 4 01-3230-0L3-0830 Folio 4 0I-3230-013-O 40 l ulin+I0L-3234.013-035U Folio 4 O L-3230-013-0360 Folio 4 01-3230-015-0070 Folio- 01•32=;t600-00'71 Folio t! 01.32:t0-OlS-+1094 CFN: 202200809436 BOOK 33434 PAGE 1977 DATE:10.'21)2022 03•41:S6 PM DEED. EiCtC. 112.777 60 SURTAX 84,683.30 HARVEY RUVIN, CLERK OF G]URT, MIA -LADE CTY SPECIAL WARRANTY DEED THIS Si'ECIAL WARRANTY DEED is made as ofOccober 21022, by ELX WAT E.R 29, LLC. a Delaware limited liability company, having an address at 192I Alton Road 0 465, Miami Beach, Florida 33110, heneinatier called the "Grantor", to 2901.1 • F.RRA.C;r OWNER LLC, a Delaware Limited litbiiity company, whose address is 23 t) N. Miami Ave.; Ivliami, Tloridu 33127, hereinafter called the "Grantee: (Wherever uses] herein, the terms "Grb[[tUr" dad 'Grantee" include all the parties Fo this instrument and the heirs, legal representatives and assigns of individuals, and the successors and assigns of corporations) Wl1'N13SS E1'H: 1 hat the Grantor, for and. in cnnside robot of the sum EA S 10.00 and tither good and valuable comidoration, rec6pt and sufficiency whereof are hereby acknowledged, hereby grants, bargains, sells, aliens, rcmiges, releases, convey and confirms unto the Grunter, all the right, title, interest, claim and demand that the Grantor has in wad to all those certain parcels of land situated in Miimi-L ido County, Florida (the " Prt ry"), and more p:Lrtic ularly described as follows; se* ataihitii. attached hereto and incorporated heroin - TOGETHER +Pith all the tenements, hcroditaittcnts and alrpurtcnanccs thereto belonging or in anywise appertaining. 1.1ItJELT TO: ad valon-rr[ i-oc -a and a.ssessniunLs fur the current year and all stilmequenr years, coning ordinances and land use regulations imposed by govetnmetitul authority, and subject to covenants, conditions: enuumbranues, e I ems nLs and restriw[ian5 of record, without, by this reference, reimposing same. TO HAVE AND 10 HOI.I); the afancc in fee simple forever. 667na r€1;3 CFN 23270809430 BOOK 33434 PAGE 1676 AND, EXCEPT AS NOTED ABOVE, THE GRANTOR DOES HEREBY SPECIALLY WARRANT the title to said property, aiid will deftiui the wine against the lawful claims of all persons, claiming b , through or tinder the Grantor, but agairBt none other, [Signature Appears on alb Follsowing Pagel CFN 20270809438 BOOK 33434 PAGE 167E [Signature Page D., Special Warranty Deed Edgewater 29, LLC] IN WITNESS WHEREOF. Grantor has herenrana set its hand and seal the day and y c it first above written. Signed, seaftd and delivered PDGFAVATFR 29, 1,T.C, a Delaware. in our presence limited 1icompany Print Name; Perko Villa Signe Priest N e Taylor Banahiak STATE O1 FLORIDA COUNTY OF MIAMI-DADS By: DLC. Capital Management, LLC, Delaware limited liability company, its Manager By.. Name; Arnie B. Mandel Ti[1e' Pi— ident The foregoing instrument waa acknowledged before me by moans of (x) physic v€ presence or ( ) online notarization, this 13ths day of October, 2022; by Jamie T3_ Memel, the Tprefiitlent of DLC Capital Isitanagement, LLC, a Delaware limited liability company, the Manager of EDGEWATER 29, LLC, a Delaware limited liability company, on behalf of Iha company, who (x) is known to me or ( ) provided for identification, [St 8 ign of Notary idle Nerliny rune, State of Florida Ws:l:aeast W. Ray L'rintoi Name of Notary Public My Cumin -ion hxpireR: EMI I RI I A Property ]}escriptiou Parcel 1 CFN 20270809438 BOOK 33434 PAGE 1500 1 or 4, in R1rick 9 of 13kOADMOC11L uccrrdiog, to the Plat thereof; as recorded. in Plat Book 2, Yugo 3?, of the Public Rceotrda of Miami -Dade County, Florida. Paruc12; Lot 5, in Filook 9 ofBROAI)MOOT3, KoorrJir Ira tFie J}lal the:ectf, as recorded in Plat Book 2, Page 37, ofihe Public. Records of %Miami -Dude County, Florida_ Parcel 3: The West 50 feet of Lots ti and 7, in Block 9, of BROADMOOR, according to the P[u9 thereof, us recorded in Plat Book 2, Page 37, of the Pohl is Records of Miairil-Ladle Cuunly,1'Juridat. Parcel 4. Lot it erod 7, less the West 50 feet thereof, in Isla* 4, of BROAD OOR, aecor+dirtg t4 the Plat thereof, as r W.rxlet1 in Mai Bunk 2, Page 37, of the Public Records of Miami -Dade County, [Merida. Parcel 5: Lot 8 in Block 9 of BROADMOOR, ac.carding to the Plat thereof, as recorded in Plat Book 2: Page 37, of the Pulilie 1( eeorda of Mint]-DadeMiintd-Dade County, Florida Farcel6: i.ot 3, less the North 5 feat there'll, Nock 9 ofBROAI)MOO1C, atxurding to the 'h I (hereof: us 11,6:arded in Hai Book 2, Page 37, of the Public Records ofM[arni-Dade County, Florida Parcel 7: Lot $, Block 9, of BROADMOOR_ according to the Plat thereof_ as recorded n Plat Book 2, Page 37, of the Putilie liecotds of Ni<iaanlDfide C'oiii6 , Florida, Parcel #i: The West 5U Feet of True/ 3, of trio REVISED PLAT BRDA1 5.10.1 K PLAZA, 6tctxudiog Ltr Bit Plat thereof, us recorded in Plat Book 32, Page 76, of the Public Records .of Misrni-Dade County, Florida. Pam]9: The Est 50 feet of the Wean L50 Feet of Tract 3, OfREV[SED PLAT BROADMOOR PLAZA, according to the Plat hereof, uS recorded in Plat Book 32, Page 76, attic Public. Records of Miami -Dade County, Florida. Parcel 10: The C-a 4 50 feet of the West WO Peel of 1'raU13 oCREVISED PLAT BRUADMOUR PLAZA, according to the Plat thereof, as srecorded in Plat Bonk 32, Page 76, merle hilt1io Reoraltf. of o+iiaral.Dade County, Florida, Sketch of Comparable EDUCATION: PROFESSIONAL AFFILIATION: QUALIFICATIONS ROBERT D. MILLER, ASA Appraisal Institute Courses SSP Standards of Professional Practice I -A Fundamentals of Real Estate Appraisal I-B Capitalization Theory and Techniques 8 Appraising a Single -Family Residence 2-1 Case Studies in Real Estate Valuation 2-2 Report Writing Business Valuation Seminar Litigation Valuation Other Appraisal Courses Mass Appraisal of Residential Properties Florida State Law and USPAP Factory Built Housing Automated Valuation Models Over 600 Hours of CE Senior Member of American Society of Appraisers - South Florida Chapter No. 82 — Accredited Senior Appraiser (ASA) Real Property Urban LICENSED: Certified General Real Estate Appraiser RZ#1270- State of Florida EXPERIENCE: 1993-Present Vice President -The Urban Group, Inc. 1995-2019 Real Estate Appraiser and Subconsultant 1978-1993 Real Property Analysts, Inc., Fort Lauderdale, Florida, Executive Vice President 1987 Involved in United States Senate Study Right -of -Way Acquisition Procedures QUALIFIED AS EXPERT WITNESS FOR: HAS COMPLETED: Condemnation proceeding in Broward, Dade, Monroe, Palm Beach and Duval Counties, Florida and Lake, Kankakee, Cook and DuPage Counties, Illinois and Testified in Bankruptcy Court in Florida and Texas and Federal Court in Miami, Florida Appraisal Assignments Counseling Commercial, vacant and improved Acquisition projects Condemnation projects Income tax analysis Industrial, vacant and improved Investment analysis Multi -family residential, Tax assessments Mobile Home Parks ROW Cost Analysis Office, vacant and improved Special assessments Special purpose properties Review Services VARIOUS CLIENTS OVER THE PAST TEN YEARS GOVERNMENT PRIVATE ATTORNEY ALACHUA COUNTY BROWARD COUNTY BROWARD COUNTY AVIATION DEPARTMENT BROWARD COUNTY SCHOOL BOARD CITY OF CORAL SPRINGS CITY OF FORT LAUDERDALE CITY OF FORT MYERS CITY OF HALLANDALE BEACH CITY OF HOLLYWOOD CITY OF LAUDERDALE LAKES CITY OF KEY WEST CITY OF MIRAMAR CITY OF MIAMI CITY OF MIAMI BEACH CITY OF MOUNT DORA CITY OF NEW SMYRNA BEACH CITY OF POMPANO BEACH CITY OF RIVIERA BEACH CITY OF SUNRISE FEDERAL AVIATION ADMINISTRATION FLORIDA DEPARTMENT OF TRANSPORTATION MANATEE COUNTY MIAMI-DADE COUNTY SMALL BUSINESS ADMINISTRATION SOUTH FLORIDA WATER MANAGEMENT TOWN OF DAVIE TOWN OF LAUDERDALE BY THE SEA TOWN OF PALM BEACH US DEPARTMENT OF HOUSING & URBAN DEVELOPMENT BELLSOUTH MOBILITY CLEAR CHANNEL OUTDOOR CLEVELAND CLINIC LENNAR HOMES THE TAUBMAN COMPANY SBA TOWERS INC. WAL-MART CORPORATION ACKERMAN SENTERFITT JAMES BRADY & ASSOCIATES BECKER & POLIAKOPF BRIGHAM-MOORE COKER AND FEINER BRIAN PATCHEN PA HOLLAND & KNIGHT DALE BRUSCHI PA TEW CARDENAS VANCE DONEY & MACGIBBON GOREN CHEROF DOODY & EZROL PA WEISS-SEROTA-HELFMAN BLAKE APPRAISAL REPORT 888 MacArthur Causeway Miami, Miami -Dade County, FL 33132 Job # L-08-23-013 PREPARED FOR Ms. Ashley McGregor Special Projects Assistant - Department of Real Estate and Asset Management City of Miami 444 SW 2 Avenue 3rd Floor Miami, FL 33130 PREPARED BY Joseph J. Blake and Associates, Inc. 5201 Blue Lagoon Drive Suite 270 Miami, FL 33126 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 5201 Blue Lagoon Drive, Suite 270 I Miami, FL 33126 I Phone: (305) 448-1663 I Fax: (305) 448-7077 I www.losephlblake.com January 17, 2024 Ms. Ashley McGregor Special Projects Assistant - Department of Real Estate and Asset Management City of Miami 444 SW 2 Avenue 3rd Floor Miami, FL 33130 Re: 888 MacArthur Causeway Miami, FL 33132 Dear Ms. McGregor: As requested, we have prepared an appraisal of the property referenced above presented in the attached Appraisal Report. Briefly described, the subject's site consists of approximately 331,789 SF or approximately 7.62 acres of land that is part of the larger Island Gardens project. The subject does not include the submerged lands that are part of that project, nor the 100' grand promenade along the sea wall. The site is irregular and is level and at street grade. The site is located on the northwest quadrant of Watson Island, in Miami, Miami -Dade County, Florida. The site is owned by the City of Miami. According to approvals in place, the site can be developed with 500 hotel rooms, 105 timeshare residential units, 221,000 SF of retail space, a parking garage, a marina, plus areas of public access and assembly. The subject is zoned T6-36A-O. The site is currently approved for the construction of 1,879,754 SF of building area. The subject is leased under a long-term land lease. The land lessee desires to modify the existing lease to allow for the replacement of 'timeshare' units for 'condominium' residential units. They also desire to modify the lease to allow for 97,430 SF of retail space and 100,350 SF of office space, instead of 221,000 SF of retail space. Finally, they desire to extend the lease from 75 years 100 years. The hotel component, the parking component, the marina component and the areas of public access and assembly would remain unchanged. The total floor area to be constructed would also remain unchanged at 1,879,754 SF. Regional Offices: Atlanta I Boston I Chicago I Dallas I Los Angeles I Miami I Orlando I Phoenix I New York City I San Antonio San Francisco I Washington D.C. Blake & Sanyu Alliance: Tokyo I Osaka I Nagoya I Tohoku January 17, 2024 Ms. Ashley McGregor Page 2 of 4 The purpose of the appraisal is to develop the following opinions: • Fair market value of the land as if it were sold in fee simple only bound by current zoning (T6-36a-O), at "highest and best use" Notwithstanding the declaration, development agreement, leases, and their restrictions including sq ft and uses; Notwithstanding past site plan approvals and other entitlements; Notwithstanding the history of litigation settlement and the restrictions therefrom • Value of timeshare vs. condo residential units, based on current fair market value as of today • Value of retail vs. retail + office, based on current fair market value as of today. • Analysis of timeshare vs. condo residential units and retail vs. retail + office assuming existing 75- year lease structure, versus a 100-year lease structure. • Calculate the difference of fair market value between 105 timeshare residential units (fractional interests) per existing lease vs. 105 condo residential units per proposed lease change. • Calculate the difference of fair market value between 221,000 net SF of retail only per existing lease vs. 221,000 net SF of "highest and best" mix of retail and office per proposed lease change. • If there is any difference between timeshare vs. condo, and/or retail vs. retail + office -- should the existing lease rent structure change to capture that difference in fair market value of those components, or does the existing structure (base + % of first sale, and base + % of ongoing revenue) or does the exiting lease already adequately capture any difference. • If value of the proposed development component increases, does the existing % rent structure cause rent for that component also to increase in a manner that captures for the City the additional fair market value? Based on the analysis of pertinent physical and economic factors, we have arrived at the following value opinions: Value Date of Value Interest Appraised Value Opinion "Hypothetical Condition" 10/21/23 Fee Simple Estate $189,100,000 Change from Timeshares to Residential Condominiums We have analyzed the projected income from the sale of fractional interest units (timeshare units) versus the sale of residential condominium units. Based on our analysis the residential condominium units will generate more percentage rent than the timeshares. NPV Income - Timeshares $1,000,000 NPV Income- Residential Condos $2,500,000 Difference $1,500,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. Change from Timeshare to Residential Condominiums, 75-Year Lease Over the 75-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 75 Year Lease $12,300,000 Residential Condos 75 Year Lease $13,900,000 Difference $1,600,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. January 17, 2024 Ms. Ashley McGregor Page 3 of 4 Change from Timeshare to Residential Condominiums, 100-Year Lease Over the 100-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 100 Year Lease $12,700,000 Residential Condos 100 Year Lease $14,300,000 Difference $1,600,000 Change From 221,000 SF of Retail to Office & Retail 75-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 75-year term. The results are as follows: Retail 75 Year Lease $25,240,000 Office/Retail 75 Year Lease $25,900,000 Difference $660,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 221,000 SF of Retail to Office & Retail 100-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 100-year term. The results are as follows: Retail 100 Year Lease $26,320,000 Office/Retail 100 Year Lease $27,010,000 Difference $690,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease 221,000 SF of Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Retail 75 Year Lease Retail 100 Year Leas e Change in NPV $25,240,000 $26,320,000 $1,080,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease Office & Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Office/Retail 75 Year Lease Office/Retail 100 Year Lease Change in NPV $25,900,000 $27,010,000 $1,110,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. January 17, 2024 Ms. Ashley McGregor Page 4 of 4 EXTRAORDINARY ASSUMPTIONS This appraisal is not based on any extraordinary assumptions. HYPOTHETICAL CONDITIONS The subject site is bound by declarations, development agreements, leases, use and building size restrictions, site plan approvals and other entitlements. We have been asked to provide, and we have provided the fee simple, fair market, value of the land assuming the hypothetical condition it was only bound by current zoning (T6-36a-O), at 'highest and best use.' The fee simple (hypothetical) value conclusion is notwithstanding the declaration, development agreement, leases, and their restrictions including square foot and uses; notwithstanding past site plan approvals and other entitlements; notwithstanding the history of litigation settlement and the restrictions therefrom. This appraisal is not based on any other hypothetical conditions. The opinion(s) of value are based on exposure times of 6 to 12 months, assuming the property was properly priced and actively marketed. The attached Appraisal Report summarizes the documentation and analysis in support of our opinions. If you have any questions, please contact the undersigned. We thank you for retaining the services of our firm. Respectfully submitted, JOSEPH J. BLAKE AND ASSOCIATES, INC. leSC-11Sitsr Ted Allen, MAI, MRICS Joseph Hatzell, MAI Managing Partner Partner Florida -State -Certified General Real Estate Appraiser Florida -State -Certified General Real Estate Appraiser No. RZ426 No. RZ1302 Expires: November 30, 2024 Expires: November 30, 2024 tallen@josephjblake.com jhatzell@josephjblake.com 888 MacArthur Causeway 23-291-02 TABLE OF CONTENTS TITLE PAGE TRANSMITTAL LETTER EXECUTIVE SUMMARY 1 PHOTOGRAPHS OF THE SUBJECT 4 CERTIFICATION 6 GENERAL ASSUMPTIONS & LIMITING CONDITIONS 8 INTENDED USER AND USE OF THE APPRAISAL 10 PERTINENT DATES OF INSPECTION, APPRAISAL VALUE AND REPORT 10 PURPOSE OF THE APPRAISAL AND PROPERTY RIGHTS APPRAISED 10 DEFINITION OF VALUE 10 EXPOSURE TIME 10 MARKETING TIME 11 SCOPE OF THE APPRAISAL 11 IDENTIFICATION OF THE PROPERTY 12 CURRENT USE OF THE SUBJECT 12 HISTORY OF THE SUBJECT 12 AREA ANALYSIS 13 NEIGHBORHOOD ANALYSIS 22 MARKET ANALYSIS 58 DESCRIPTION OF THE SITE 72 ZONING 75 TAXES 76 HIGHEST AND BEST USE 79 ANALYSIS OF DATA AND CONCLUSIONS 81 LAND VALUE 82 ADDENDA Legal Description Zoning Information Flood Map Tax Information Glossary of Terms Qualifications of the Appraisers JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 EXECUTIVE SUMMARY PROPERTY SUMMARY PROPERTY APPRAISED 888 MacArthur Causeway PROPERTY ADDRESS 888 MacArthur Causeway Miami, FL 33132 PARCEL/TAX ID 01-3231-061-0010 PROPERTY LOCATION South side of MacArthur Causeway PURPOSE OF THE APPRAISAL Value Date of Value Interest Appraised Value Type "Hypothetical Condition" 10/21/23 Fee Si mple Estate Ma rket Value PERTINENT DATES DATE OF INSPECTION October 21, 2023 DATE OF REPORT January 17, 2024 OF "HYPOTHETICAL CONDITION" VALUE October 21, 2023 HIGHEST AND BEST USE AS IMPROVED NA AS IF VACANT Many types of mixed -use development PROPERTY DATA IMPROVEMENT DATA Briefly described, the subject's site consists of approximately 331,789 SF or approximately 7.62 acres of land that is part of the larger Island Gardens project. The subject does not include the submerged lands that are part of that project, nor the 100' grand promenade along the sea wall. The site is irregular and is level and at street grade. The site is located on the northwest quadrant of Watson Island, in Miami, Miami -Dade County, Florida. The site is owned by the City of Miami. According to approvals in place, the site can be developed with 500 hotel rooms, 105 timeshare residential units, 221,000 SF of retail space, a parking garage, a marina, plus areas of public access and assembly. The subject is zoned T6-36A-O. The site is currently approved for the construction of 1,879,754 SF of building area. The subject is leased under a long-term land lease. The land lessee desires to modify the existing lease to allow for the replacement of 'timeshare' units for 'condominium' residential units. They also desire to modify the lease to allow for 97,430 SF of retail space and 100,350 SF of office space, instead of 221,000 SF of retail space. Finally, they desire to extend the lease from 75 years 100 years. The hotel component, the parking component, the marina component and the areas of public access and assembly would remain unchanged. The total floor area to be constructed would also remain unchanged at 1,879,754 SF. SITE DESCRIPTION The subject's site contains 331,789 SF or 7.62 acres of land. CURRENT USE As of the date of the value opinion(s), the subject was being used as vacant land. For the purposes of this report, the subject is valued as mixed -use development. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 1 888 MacArthur Causeway 23-291-02 EXECUTIVE SUMMARY ZONING "T6-36A-O," Urban Core Transect under the jurisdiction of the City of Miami. CENSUS TRACT 12-086-9810.00 VALUE SUMMARY "Hypothetical Condition" Value (10/21/2023) 888 MacArthur Causeway Land Value $189,100,000 Final Value Opinion $189,100,000 Change from Timeshares to Residential Condominiums We have analyzed the projected income from the sale of fractional interest units (timeshare units) versus the sale of residential condominium units. Based on our analysis the residential condominium units will generate more percentage rent than the timeshares. NPV Income - Timeshares $1,000,000 NPV Income - Residential Condos $2,500,000 Difference $1,500,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. Change from Timeshare to Residential Condominiums, 75-Year Lease Over the 75-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 75 Year Lease $12,300,000 Residential Condos 75 Year Lease $13,900,000 Difference $1,600,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. Change from Timeshare to Residential Condominiums, 100-Year Lease Over the 100-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 100 Year Lease $12,700,000 Residential Condos 100 Year Lease $14,300,000 Difference $1,600,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 2 888 MacArthur Causeway 23-291-02 EXECUTIVE SUMMARY Change From 221,000 SF of Retail to Office & Retail 75-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 75-year term. The results are as follows: Retail 75 Year Lease Office/Retail 75 Year Lease Difference $25,240,000 $25,900,000 $ 660,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 221,000 SF of Retail to Office & Retail 100-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 100-year term. The results are as follows: Retail 100 Year Leas e Office/Retail 100 Year Lease Difference $26,320,000 $27,010,000 $ 690,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease 221,000 SF of Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Retail 75 Year Lease Retail 100 Year Leas e Change i n NPV $25,240,000 $26,320,000 $1,080,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease Office & Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Office/Retail 75 Year Lease Office/Retail 100 Year Lease Change i n NPV $25,900,000 $27,010,000 $1,110,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 3 888 MacArthur Causeway 23-291-02 PHOTOGRAPHS OF THE SUBJECT Subject Site Looking West Subject Site Looking Southeast Subject Site Looking East Subject Site Looking South Area Surrounding Subject Site Area Surrounding Subject Site JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 4 888 MacArthur Causeway 23-291-02 PHOTOGRAPHS OF THE SUBJECT Area Surrounding Subject Site Area Surrounding Subject Site Area Surrounding Subject Site Area Surrounding Subject Site Area Surrounding Subject Site Area Surrounding Subject Site JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 5 888 MacArthur Causeway 23-291-02 CERTIFICATION We certify that, to the best of our knowledge and belief: • The statements of fact contained in this report are true and correct. • The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions. • We have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. • We have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding the agreement to perform this assignment. • We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. • Our engagement in this assignment was not contingent upon developing or reporting predetermined results. • Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. • Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. • Ted Allen, MAI, MRICS, has made a personal inspection of the property that is the subject of this report. Joseph Hatzell, MAI, has made a personal inspection of the property that is the subject of this report. • No one provided significant real property appraisal assistance to the persons signing this certificate. • As of the date of this report, Ted Allen, MAI, MRICS has completed the continuing education program for Designated Members of the Appraisal Institute. As of the date of this report, Joseph Hatzell, MAI has completed the continuing education program for Designated Members of the Appraisal Institute. • The Appraisal Report is not based on a requested minimum valuation, a specific valuation, or the approval of a loan. In addition, our engagement was not contingent upon the appraisal producing a specific value and neither engagement, nor employment, nor compensation, is based upon approval of any related loan application. • The reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute. • The use of this report is subject to the requirements of the State of Florida relating to review by the Real Estate Appraisal Subcommittee of the Florida Real Estate Commission. • The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. • We are professionally competent to perform this appraisal assignment by virtue of previous experience with similar assignments and/or appropriate research and education regarding the specific property type being appraised. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 6 888 MacArthur Causeway 23-291-02 CERTIFICATION JOSEPH J. BLAKE AND ASSOCIATES, INC. Ted Allen, MAI, MRICS Joseph Hatzell, MAI Managing Partner Partner Florida -State -Certified General Real Estate Appraiser Florida -State -Certified General Real Estate Appraiser No. RZ426 No. RZ1302 Expires: November 30, 2024 Expires: November 30, 2024 tallen@josephjblake.com jhatzell@josephjblake.com JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GENERAL ASSUMPTIONS & LIMITING CONDITIONS This Appraisal Report is subject to underlying assumptions and limiting conditions qualifying the information contained in the Report as follows: The valuation opinion(s) apply only to the property specifically identified and described in the ensuing Report. Information and data contained in the report, although obtained from public record and other reliable sources and, where possible, carefully checked by us, is accepted as satisfactory evidence upon which rests the final opinion(s) of property value. We have made no legal survey, nor have we commissioned one to be prepared, and therefore, reference to a sketch, plat, diagram or previous survey appearing in the report is only for the purpose of assisting the reader to visualize the property. It is assumed that all information known to the client and/or the property contact and relative to the valuation has been accurately furnished and that there are no undisclosed leases, agreements, liens or other encumbrances affecting the use of the property, unless otherwise noted in this report. Ownership and management are assumed to be competent and in responsible hands. No responsibility beyond reasonableness is assumed for matters of a legal nature, whether existing or pending. We, by reason of this appraisal, shall not be required to give testimony as expert witness in any legal hearing or before any Court of Law unless justly and fairly compensated for such services. By reason of the Purpose of the Appraisal and the Intended User and Use of the Report herein set forth, the value opinion(s) reported are only applicable to the Property Rights Appraised, and the Appraisal Report should not be used for any other purpose. Disclosure of the contents of this Appraisal Report is governed by the By -Laws and Regulations of the Appraisal Institute. Neither all nor any part of the contents of this report (especially any opinions as to value, our identity, or the firm with which we are connected, or any reference to the Appraisal Institute or to the MAI Designation) shall be reproduced for dissemination to the public through advertising media, public relations media, news media, sales media or any other public means of communication without our prior consent and written approval. We have not been furnished with soil or subsoil tests, unless otherwise noted in this report. In the absence of soil boring tests, it is assumed that there are no unusual subsoil conditions or, if any do exist, they can be or have been corrected at a reasonable cost through the use of modern construction techniques. This appraisal is based on the conditions of local and national economies, purchasing power of money, and financing rates prevailing at the effective date(s) of value. We are not engineers and any references to physical property characteristics in terms of quality, condition, cost, suitability, soil conditions, flood risk, obsolescence, etc., are strictly related to their economic impact on the property. No liability is assumed for any engineering -related issues. Unless otherwise stated in this report, we did not observe the existence of hazardous materials, which may or may not be present on or in the property. The presence of substances such as asbestos, urea -formaldehyde foam insulation, or other potentially hazardous materials, may affect the value of the property. The value opinion is predicated on the assumption that there is no such material on or in the property that would cause a loss in value or extend their marketing time. No responsibility is assumed for any such conditions, or for the expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if desired. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 8 888 MacArthur Causeway 23-291-02 GENERAL ASSUMPTIONS & LIMITING CONDITIONS Toxic and hazardous substances, if present within a facility, can introduce an actual or potential liability that may adversely affect marketability and value. Such effects may be in the form of immediate clean-up expense or future liability of clean-up costs (stigma). In the development of our opinion(s) of value, no consideration was given to such liabilities or their impact on value. The client and all intended users release Joseph J. Blake and Associates, Inc., from any and all liability related in any way to environmental matters. Possession of this report or a copy thereof does not imply right of publication, nor use for any purpose by any other than the client to whom it is addressed, without our written consent. Cash flow projections are forecasts of estimated future operating characteristics and are based on the information and assumptions contained within the Appraisal Report. The achievement of the financial projections will be affected by fluctuating economic conditions and is dependent upon other future occurrences that cannot be assured. Actual results may well vary from the projections contained herein. We do not warrant that these forecasts will occur. Projections may be affected by circumstances beyond our current realm of knowledge or control. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements for the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Unless otherwise stated in this report, we have no direct evidence relating to this issue and we did not consider possible non-compliance with the requirements of the ADA in forming the opinion of the value of the property. EXTRAORDINARY ASSUMPTIONS This appraisal is not based on any extraordinary assumptions. HYPOTHETICAL CONDITIONS The subject site is bound by declarations, development agreements, leases, use and building size restrictions, site plan approvals and other entitlements. We have been asked to provide, and we have provided the fee simple, fair market, value of the land assuming the hypothetical condition it was only bound by current zoning (T6-36a-O), at 'highest and best use.' The fee simple (hypothetical) value conclusion is notwithstanding the declaration, development agreement, leases, and their restrictions including square foot and uses; notwithstanding past site plan approvals and other entitlements; notwithstanding the history of litigation settlement and the restrictions therefrom. This appraisal is not based on any other hypothetical conditions. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 9 888 MacArthur Causeway 23-291-02 INTRODUCTION INTENDED USER AND USE OF THE APPRAISAL The intended user of this appraisal is the client, City of Miami. We assume any affiliates, successors and assigns noted herein have the same intended use, knowledge and understanding as the original named client. The intended use of this appraisal is to assist the client with asset management decisions. This appraisal is not intended to be used by any other parties, for any other reasons, other than those which are stated here. Non -identified parties are not intended users of this report. PERTINENT DATES OF INSPECTION, APPRAISAL VALUE AND REPORT The date of the report is January 17, 2024. The date of the inspection was October 21, 2023. This Appraisal Report, with its analyses, conclusions, and final opinions of market value, is specifically applicable to the following date(s) of valuation: Value Date of Value "Hypothetical Condition" 10/21/23 PURPOSE OF THE APPRAISAL AND PROPERTY RIGHTS APPRAISED Value "Hypothetical Condition" Date of Value Interest Appraised 10/21/23 Fee Simple Estate Value Market Value DEFINITION OF VALUE Value Type Market Value Value Definition Market value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. Buyer and seller are typically motivated; 2. Both parties are well informed or well advised, and acting in what they consider their own best interests; 3. A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and 5. The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.' Value Source 12 C.F.R. § 34.42, 225.62, 323.2, 564.2, 722.2 EXPOSURE TIME To arrive at an estimate of exposure time, we reviewed exposure periods of comparable sales and listings. Based on an analysis of the recent sales in the Miami central business district, and in particular, waterfront sites, we conclude an appropriate exposure time would be similar to the noted marketing time. We are of the opinion that 6 to 12 months is a reasonable exposure time, assuming the property was reasonably priced and actively marketed. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 10 888 MacArthur Causeway 23-291-02 INTRODUCTION MARKETING TIME To arrive at an estimate of marketing time, we reviewed marketing periods of comparable sales and listings. It is our opinion that a marketing time of 6 to 12 months is considered reasonable for the subject property. According to the PwC Real Estate Investor Survey, second quarter 2023, the quoted marketing time for development land properties on a national basis ranged from 1 to 15 months, and averaged 8.0 months. The subject's marketing time should be equal to the PwC average since the subject is located in a growing market with numerous investors, and the subject is located on a waterfront site, which is highly regarded in the local market. SCOPE OF THE APPRAISAL The scope of an appraisal assignment is relative to the intended use of the appraisal. The following outlines the extent of property inspection, market data collection, verification and analysis performed for this assignment. Inspection Ted Allen, MAI, MRICS, has made a personal inspection of the property that is the subject of this report. Joseph Hatzell, MAI, has made a personal inspection of the property that is the subject of this report. This inspection included subject site from the adjoining roadways and periphery of the site. The inspection was visual in nature, to assess the economic condition of the property, in order to effectively compare it to other properties in the market. We are not engineers, and we did not assess the property from the standpoint of its structural integrity, or to determine whether any latent defects (water leaks, plumbing or electrical problems, etc.) were present. Subject Physical and Economic Characteristics The types of information obtained and the sources providing such information are detailed in the following table. Information Type Information Sources Received? Source Legal Description Zoning Information Environmental Report Flood Map Tax Information Site Plan Demographic Data Appraisal Engagement Contract Yes Yes No Yes Yes No Yes Yes Miami -Dade County Public Records City of Miami Zoning Office Requested, Not Provided FEMA Miami -Dade County Public Records Requested, Not Provided Site to do Business Client Type of Analysis Applied The Sales Comparison Approach was applied in this valuation analysis. Extent of Data Research General economic data and market data were reviewed. Comparable sales were compiled from published sources including various reliable publications. Market data compiled for this report include a variety of land sales. These data are a result of research specific to the market and pertinent to the subject. The data were verified by buyers, sellers, brokers, managers, government officials or other sources regarded as knowledgeable and reliable. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 11 888 MacArthur Causeway 23-291-02 INTRODUCTION Information specific to the subject was provided by the client, owner, and/or representatives of the owner, and is assumed to be correct. Other information, such as zoning and tax records, was obtained from governmental sources. Specific estimates concerning market rent, expenses, vacancy, etc., reflect our judgment based on interpretation of the market data. The reasoning behind such estimates is illustrated throughout each of the approaches to value. IDENTIFICATION OF THE PROPERTY The property is commonly known as: 888 MacArthur Causeway. The property address and tax parcel numbers as identified by the Miami -Dade County Property Appraiser/Tax Collector's Office are as follows: Address City County State Zip Parcel ID/Tax ID 888 MacArthur Miami Miami -Dade FL 33132 01-3231-061-0010 We received a legal description of the subject property and it can be found in the addenda section. The legal description of the property is assumed to be correct. We have not commissioned a survey, nor have we had one verified by legal counsel. Therefore, we suggest a title company, legal counsel, or other qualified expert verify this legal description before it is used for any purpose. CURRENT USE OF THE SUBJECT As of the date of the value opinion(s), the subject was being used as follows. For the purposes of this report, the subject is valued as follows. Current Use Appraised Use Vacant Land Mixed -Use development HISTORY OF THE SUBJECT We are not aware of any listings, real property transactions, or ownership transfers pertaining to the subject in the three years prior to the date of the value opinion, other than that which is reported here. According to published reports, the land lease for the subject's development has been transferred within the last three years. However, we do not have any information pertaining to any consideration paid for the transfer of any lease rights or agreements. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 12 888 MacArthur Causeway 23-291-02 AREA ANALYSIS AREA MAP Cladeview ii� 11r:3h D( Brownsville rLAGk41I Little tables Coral Babies Googie ai CORAL WAY GROVE {ry � �rYNWO }Q DIN Dodge island Miami Miami Beath I MID -BEACH r) Miami Beach S0117,1 0 EACih Fisher Island Virgirrra Key Map data 202.3 G€ o Je INTRODUCTION To evaluate the factors that influence a property's income potential over the projection term, we analyze economic indicators at the macro or citywide level and work down to the more specific micro or subject property level. The subject property is located in the City of Miami, within Miami -Dade County and the State of FL. Reference is made to the area map identifying the location of the subject property above. The following analysis includes an overview of the region, as well as historical and projected trends of income, population, and employment for the subject's area. LOCATION The subject is located in Miami -Dade County, FL. Our regional, demographic, and economic analyses are based on data extracted from Site To Do Business/ESRI, U.S. Bureau of Labor Statistics, and the U.S. Census Bureau. This data has been extrapolated from various databases and are the most current available. The combined databases include various economic and demographic variables for the subject's respective area. The Site To Do Business/ESRI database includes population estimates, households, household income, home value, employment by industry and related data. This data is based on 2023 populations with projections through 2028. The U.S. Bureau of Labor Statistics provided area unemployment trends. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 13 888 MacArthur Causeway 23-291-02 AREA ANALYSIS POPULATION Population within Miami -Dade County, FL is currently indicated at 2,733,765 and is expected to an increase to 2,772,490 within five years, an increase of approximately 1.42% over the five-year period, or 0.28% per year. Comparatively, the national population is projected to increase annually by 0.30% over the same period. The current population is higher than the population indicated at the 2020 census, which was 2,701,767. Population at the previous census in 2010 was 2,496,435, indicating a long-term growth rate from 2010 to 2023 of 0.73% per year. 2,850,000 2,800,000 2,750,000 2,700,000 2,650,000 2,600,000 2,550,000 2,500,000 2,450,000 2,400,000 2,350,000 2,300,000 POPULATION 2,701,767 2,496,435 2010 2020 2,733,765 2023 2028 (Est.) Households are expected to follow a similar trend, with total households within Miam'-Dade County, FL increasing from 989,193 in 2023 to 1,019,262 in 2028, with a current 2.73 persons per household. The national average household size in 2023 is 2.53. There were 867,352 households in 2010 and 967,414 households in 2020, indicating a long-term growth rate of 1.08% from 2010 to 2023. 1,050,000 1,000,000 950,000 900,000 867;352 850,000 800,000 750,000 HOUSEHOLDS 967,414 989,193 1,019,262 2010 2020 2023 2028 (Est.) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 14 888 MacArthur Causeway 23-291-02 AREA ANALYSIS The median age in Miami -Dade County, FL is currently indicated at 39.6 years, up from 2010, when the median age was 38.1 years. The population is expected to increase in 2028, with the median age projected as 40.2 years. The median age nationally in 2023 is 39.1. 14.70% 14.90% 13.60% 13.80% 2020 POPULATION BY AGE 5.30% 2023 5.40% 2028 (Est.) ■ 85+ 75 - 84 65 - 74 55-64 ■ 45-54 ■ 35-44 ■ 25-34 ■ 15 - 24 ■10-14 5-9 ■ 0-4 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 15 888 MacArthur Causeway 23-291-02 AREA ANALYSIS POPULATION (25+) BY EDUCATION 13.0% 2.8% • Less than 9th Grade: 7.4% ■ 9th - 12th Grade, No Diploma: 7.3% • High School Graduate: 24.0% • GED/Alternative Credential: 2.8% E Some College, No Degree: 13.1% Associate Degree: 10.6% Bachelor's Degree: 21.9% Graduate/Professional Degree: 13.0% INCOME Site To Do Business/ESRI reports current median household income at $60,992, which is forecasted to increase to $72,938 by 2028, an increase of 19.59%. Similarly, per capita income is expected to increase from its current level of $34,693 to $41,147 by 2028, an increase of 18.60%. In 2023, the national median household income is $72,603 and the national per capita income is $41,310. According to ESRI, Miami -Dade County, FL has a wealth index of 79, indicating less wealth when compared to the national average of 100. $120,000 $100,000 $80,000 $60,000 $40,000 $20,000 $0 HOUSEHOLD INCOME $60,992 $95,752 n 2023 $72,938 $111,802 2028 (Est.) Median • Average JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 16 888 MacArthur Causeway 23-291-02 AREA ANALYSIS $42,000 $40,000 $38,000 $36,000 $34,000 $32,000 $30,000 PER CAPITA INCOME $34,693•'' 2023 $41,147 2028 (Est.) 1,200,000 1,000,000 800,000 600,000 400,000 200,000 HOUSEHOLDS BY INCOME 14.00% 12.50% 17.00% 11.80% 8.30% 1 2023 13.00% 16.60% 10.20% 7.00% 6.90% 10.40% 2028 (Est.) $200,000+ $150,000 - $199,999 $100,000 - $149,999 ■ $75,000 - $99,999 ■ $50,000 - $74,999 ■ $35,000 - $49,999 ■ $25,000 - $34,999 E $15,000 - $24,999 ■ <$15,000 HOUSING According to Site To Do Business/ESRI, there were approximately 989,435 housing units in Miami -Dade County, FL as of the 2010 census. That figure increased to 1,074,685 housing units as of the 2020 census. Current estimates indicate 1,102,152 housing units, an increase of 2.56% from the 2020 census. Housing units are forecasted to grow to 1,138,745 units in 2028, indicating a growth rate of 3.32% over the five-year period. Owner -occupied units comprise the majority of the housing stock in the area. Current estimates indicate that approximately 45.4% of total housing units are owner -occupied, with 44.4% of units occupied by renters. The balance of the units, 10.2%, are vacant. In 2028, the mix is expected to shift to 44.9% owner -occupied units and 44.6% renter -occupied units. Nationally in 2023, 58.50% are owner -occupied, 31.70% are occupied by renters, and 9.80% are vacant. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 17 888 MacArthur Causeway 23-291-02 AREA ANALYSIS The ESRI Housing Affordability Index (HAI) has a base of 100, representing an area where median income is sufficient to qualify for a loan on a home valued at the median home price and not be cost -burdened, defined as spending more than 30 percent of income on housing -related costs. The higher the index is over 100, the more affordable the housing is in the area. An index of below 100 indicates housing is less affordable and a typical resident cannot purchase a home in the area without being cost -burdened. Miami -Dade County, FL has a Housing Affordability Index of 61, indicating that the median income is not sufficient for a typical resident to purchase a median value home in the area. The national Housing Affordability Index in 2023 is 94, indicating Miami -Dade County, FL is less affordable than the national average. Assuming the national average effective mortgage rate from the Federal Housing Finance Agency (FHFA), a 30-year mortgage, and a 20% down payment, the typical resident in Miami -Dade County, FL spends 39.9% of their household income on mortgage payments. Nationally, the percent of income used for a mortgage is 25.60%. 600,000 500,000 400,000 300,000 200,000 100,000 OWNER OCCUPIED HOUSING UNITS BY VALUE 3.20% 5.60% 2023 i1 3.80% 6.60% 25.10% 5.70% 5.10% 3.60% 2028 (Est.) $2,000,000+ • $1,500,000- $1,999,999 $1,000,000- $1,499,999 • $750,000 - $999,999 $500,000 - $749,999 $400,000 - $499,999 $300,000 - $399,999 • $250,000 - $299,999 • $200,000 - $249,999 • $150,000 - $199,999 • $100,000 - $149,999 In 2023, the median home value is $405,073. It is expected to increase to $427,015 by 2028, indicating an annual home appreciation rate of 1.08%. The median home value nationally in 2023 is $308,943. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 18 888 MacArthur Causeway 23-291-02 AREA ANALYSIS $600,000 $500,000 $400,000 $300,000 $200,000 $100,000 $0 $405,073 HOME VALID $505,812 2023 $427,015 $536,748 2028 (Est.) Median ■ Average EMPLOYMENT Miami -Dade County, FL currently employs 1,430,093 workers according to Site To Do Business/ESRI. The U.S. Bureau of Labor Statistics currently reports unemployment at 2.2%, as of May 2023, which is lower than the long-term average of 5.3% since January 2013. Unemployment peaked in May 2020 at 12.0%. Year to date, unemployment has averaged 1.9%, down from last year's 2.6% average. 9.0% 8.0% 7.6% 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% 6.8% UNEMPLOYMEiv i 5.6% 4.8% 3.7% 2.9% 8.4% 5.6% 2.6% 1.9% 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 YTD JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 19 888 MacArthur Causeway 23-291-02 AREA ANALYSIS EMPLOYED POPULATION (16+) BY INDUSTRY 3.6% 0.6% ■ Agriculture/Mining: 0.6% Construction: 8.5% ■ Manufacturing: 4.6% ■ Wholesale Trade: 2.6% ■ Retail Trade:10.4% ■ Transportation/Utilities: 9.6% Information: 1.7% Finance/Insurance/Real Estate: 8.3% Services: 50.1% ■ Public Administration: 3.6% EMPLOYED POPULATION (16+) BY OCCUPATION ■ White Collar: 59.8% Management/Business/Financial: 18.1% Professional: 19.7% ■ Sales: 10.6% ■ Administrative Support: 11.3% ■ Services: 18.7% Blue Collar: 21.5% Farming/Forestry/Fishing: 0.3% Construction/Extraction: 5.9% ■ Installation/Maintenance/Repair: 3.1% ■ Production: 3.2% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 20 888 MacArthur Causeway 23-291-02 AREA ANALYSIS 80.0% 70.0% 60.0% 50.0% 40.0% 30.0% 20.0% 10.0% 0.0% EMPLOYMENT/UNEMPLOYMENT BY AGE 10.0% 2.4% 16-24 67.0% 16.4% 1.4% , 1.3% 25 - 54 6.6% im 1.3% 55 - 64 65+ 2023 Employed ■ 2023 Unemployed CONCLUSION An analysis of South Florida and more specifically, Miami -Dade County, demonstrates that the area has historically been on a path of growth. Many of the factors that led to Miami -Dade County's historical success remain in place. Therefore, the county will likely continue to grow. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 21 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS INTRODUCTION A property is an integral part of its surroundings and must not be treated as an entity separate and apart from its surroundings. The value of a property is not found exclusively in its physical characteristics; physical, economic, political, and sociological forces in the area interact to give value to a property. In order to determine the degree of influence extended by these forces on a property, their past and probable future trends are analyzed. Therefore, in order to form an opinion of the value of a property, an analysis is made of the area in which the property under study is found. This area is referred to as a neighborhood. A neighborhood can be a portion of a city, a community, or an entire town. It is usually an area which exhibits a fairly high degree of homogeneity as to use, tenancy, and certain other characteristics. Homogeneity is a state of uniform structure or composition throughout. Therefore, in real estate terminology, a homogeneous neighborhood is one in which the property types and uses are similar. A neighborhood is more or less a unified area with somewhat definite boundaries. As a neighborhood's boundaries serve to limit the physical area that exerts germane influences on a property's value, the boundaries may indeed run concurrent with variations in prevailing land uses or physical characteristics. LOCATION The subject is located on the South side of MacArthur Causeway on Watson Island. Watson Island serves as the only significant land mass between the City of Miami and Miami Beach. The MacArthur Causeway traverses Watson Island, and two new bridges connect the island to the mainland. The island offers excellent views of the Port of Miami to the south, the City of Miami skyline to the southwest, the Venetian Islands to the north and Palm and Hibiscus Islands to the east. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 22 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS The Port of Miami is known as the "Cruise Capital of the World." It is home to nearly 20 cruise ships, and has the largest year-round cruise fleet in the world. The Port also handles more "megaships" - vessels capable of transporting more than 3,000 guests - than any other port in the world. Carnival Cruise Lines, Norwegian Cruise Line, and Royal Caribbean International and Celebrity Cruises all operate exceptional cruise vessels from the Port of Miami. Since the subject is located directly across the waterway from the Port of Miami, any development on the site would benefit from the proximity to the cruise terminal. As the "Cargo Gateway of the Americas", the port primarily handles containerized cargo with small amounts of break bulk, vehicles, and industrial equipment. It is the largest container port in the state of Florida and ninth in the United States. As a world -class port, the Port of Miami is among an elite group of ports in the world which cater to both cruise ships and containerized cargo. PortMiami, among the nation's busiest ports, contributes approximately $43 billion and more than 334,000 jobs annually to Florida's economy. Its sustained performance propels Miami to be recognized as the Cruise Capital of the World and Global Cargo Gateway. After completing more than $1 billion of capital improvements on the cargo side, including a deep water channel with a depth of -50/52 feet, the acquisition of new super Post-Panamax gantry cranes, upgrades to on -dock intermodal rail providing connectivity to 70% of U.S. population in less than four days, and a fast access tunnel link to the U.S. interstate highway system, the world's largest container shipping alliances have made PortMiami their preferred port solidifying its position as a world class global gateway. To date, the Port has welcomed more than 300 Post-Panamax vessels requiring a -39 ft. draft or deeper that could not have called without the completion of these projects. For the seventh consecutive year, PortMiami has surpassed the 1 million TEU mark and this past year hit just over the 1.25 million TEU mark. Adjacent to the subject is the Port of Miami Tunnel. The Port of Miami Tunnel (also State Road 887) is a 4,200- foot, bored, undersea tunnel in Miami, Florida. It consists of two parallel tunnels (one in each direction) that travel beneath Biscayne Bay, connecting the MacArthur Causeway on Watson Island with PortMiami on Dodge Island. It was built in a public —private partnership between three government entities —the Florida Department of Transportation, Miami -Dade County, and the City of Miami —and the private entity MAT Concessionaire LLC, which was in charge of designing, building, and financing the project and holds a 30-year concession to operate the tunnel. North of the subject is the Venetian Causeway, which connects Biscayne Boulevard to San Marco Island, San Marino Island, Dilido Island, Rivo Alto Island, and Miami Beach. These islands are dominated by exclusive waterfront homes. Star Island, Hibiscus Island and Palm Island are located to the east of the subject, north of the MacArthur Causeway and are home to multimillion -dollar waterfront homes. South of the subject is the Port of Miami. Southeast of the subject is Fisher Island, a secluded island with mid -rise condominium and single- family homes, as well as a golf course and country club. The only access to Fisher Island is by ferry. The MacArthur Causeway traverses the subject's neighborhood. This roadway is called 836 and 395 to the west of Watson Island. This limited access roadway provides access to the Miami International Airport, as well as South Beach, and the Art Deco District in Miami Beach. With more than 10.1 million' overnight guests in 2000, and with many of them accessing Miami Beach via the MacArthur Causeway, the subject is well located to attract both businesspeople and tourists. ACCESSIBILITY Access is provided from Parrot Jungle Trail, which is accessed via MacArthur Causeway. MacArthur Causeway contains three lanes in each direction, plus two lanes that enter a tunnel that leads to Port Miami. Parrot Jungle Trail runs along the western edge of MacArthur Causeway, and runs immediately to the north and east of the subject site. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 23 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS DEVELOPMENT Watson Island was created by land reclamation in 1926 with material dredged from the ship channel to the Port of Miami, and was originally named Causeway Island. The island was later named for John W. Watson, Sr., who was Mayor of Miami 1912-1915 and 1917-1919. The Goodyear Blimp base in Florida was located on Watson Island for many years. Vestiges of the old base still remain such as the imprint of the mooring circle and a paved path for a small tram that would transport passengers to the airship. Plans to develop the island started in the late 1990s and came to fruition when Jungle Island opened its doors in the summer of 2003. Since then, the Miami Children's Museum relocated to the island and as of 2004. On May 24, 2010, construction began on the Miami Port Tunnel project connecting the Port of Miami on Dodge Island under the main shipping channel to the MacArthur Causeway on Watson Island. The tunnel is set to be completed by 2014. Currently, development on Watson Island consists of Jungle Island, the Miami Children's Museum and the Port of Miami tunnel. It was originally named Parrot Jungle and moved from its original suburban Pinecrest to its present location just east of Downtown Miami renamed as Parrot Jungle Island. In 2007, the park was again renamed to Jungle Island. The theme park's landmark is its sails covering the Jungle Theater, an arena where visitors encounter wildlife from all over the world. The entire facility was planted without the use of any artificial fertilizers or pesticides, making it one of the only entirely sustainable theme parks or zoos in the United States. Also located on Watson Island is the Miami Outboard Club which has been located on Watson Island since 1948. It is active in conservation and artificial reef programs, and provides social and educational activities. The club has boat slips, dry storage, a boat lift, a ramp for jet skis and other small craft, and a restaurant, bar and internet cafe. Adjacent to that is the Miami Yacht Club, which has been located on Watson Island since the late 1940s. It offers youth and adult sailing programs, and sponsors races, regattas and a Sea Scout ship. The club has boat slips, dry storage, and a lounge, bar and restaurant. Additional development in the area includes the Miami Worldcenter. Miami Worldcenter sits just west of Biscayne Boulevard, within walking distance of the Adrienne Arsht Center for the Performing Arts, Perez Art Museum Miami (PAMM), the new Patricia and Philip Frost Museum of Science and Bayside Marketplace. All Aboard Florida recently completed a multi -billion -dollar Brightline private passenger rail, connecting Orlando to Miami, immediately adjacent to the site. Brightline's grand central station is estimated to bring five million visitors to the site, and connects with the existing Metromover and Metrorail, creating a truly integrated transportation hub. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 24 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS DEMOGRAPHICS The Site To Do Business is a service that provides demographic data, including historical, current and forecasted population estimates for a specified region. Patterns of development, density and migration are reflected in the population estimates. A survey of the subject area's population and growth rate is summarized in the following charts, followed by a map of the surveyed area. Demographics 2023 Summary Population Households Families Average Household Size Owner Occupied Housing Units Renter Occupied Housing Units Median Age Population by Age 0-4 5-9 10-14 15-19 20-24 25-34 35 - 44 45-54 55-64 65-74 75-84 85+ Households by Income <$15,000 $15,000 - $24,999 $25,000 - $34,999 $35,000 - $49,999 $50,000 - $74,999 $75,000 - $99,999 $100,000 - $149,999 $150,000 - $199,999 $ 200,000+ Median Household Income Average Household Income Per Capita Income 1 mile 20,754 11,261 3,249 1.83 3,831 7,430 34.6 2 mile 121,292 63,455 23,274 1.87 17,030 46,425 36.1 3 mile 239,981 118,001 48,733 1.99 30,707 87,294 38.1 1 mile 2 mile 3 mile 4.1% 4.7% 4.8% 3.1% 4.4% 4.6% 2.6% 3.9% 4.2% 2.8% 3.7% 4.0% 8.3% 7.0% 6.3% 30.4% 24.0% 20.2% 18.6% 18.5% 17.6% 10.9% 11.8% 12.2% 8.6% 9.5% 10.4% 6.6% 7.5% 8.9% 3.0% 3.8% 5.1% 1.0% 1.3% 1.8% 1 mile 2 mile 3 mile 7.80% 11.70% 14.80% 3.50% 6.00% 8.30% 4.30% 5.50% 7.10% 6.60% 7.90% 9.70% 15.60% 14.70% 15.40% 12.50% 11.00% 10.80% 24.10% 17.80% 13.90% 10.20% 10.30% 7.90% 15.40% 15.10% 12.00% $99,183 $83,044 $64,135 $133,728 $125,544 $107,153 $72,477 $65,759 $52,836 Source: Site To Do Business 1 mile 27,082 14,996 4,373 1.80 4,340 10,656 34.4 1 mile 4.3% 2.9% 2.4% 2.7% 9.4% 30.0% 18.4% 10.9% 8.0% 6.5% 3.4% 1.1% 2028 2 mile 150,304 79,591 30,294 1.86 18,521 61,070 36.0 2 mile 5.0% 4.2% 3.9% 3.9% 8.5% 22.5% 17.3% 12.2% 9.0% 7.5% 4.4% 1.5% 3 mile 273,185 136,915 57,284 1.96 32,648 104,267 38.4 3 mile 5.0% 4.3% 4.1% 4.2% 7.4% 19.0% 16.6% 12.6% 9.9% 9.0% 5.7% 2.0% 1 mile 2 mile 3 mile 6.10% 10.00% 12.60% 2.30% 4.70% 6.50% 3.20% 4.70% 6.20% 6.20% 7.10% 8.40% 15.30% 14.40% 15.00% 13.30% 12.00% 11.90% 25.00% 19.20% 16.00% 12.30% 11.90% 9.90% 16.30% 16.10% 13.60% $104,565 $92,816 $77,148 $146,584 $137,985 $122,576 $80,883 $73,171 $61,574 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 25 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS Trends: 2023 - 2028 Annual Rate 1 mile Radius Area State National Population 5.47% 0.63% 0.30% Households 5.90% 0.77% 0.49% Families 6.12% 0.74% 0.44% Owner HHs 2.53% 0.93% 0.66% Median Household Income 1.06% 3.34% 2.57% 2 mile Radius Area State National Population 4.38% 0.63% 0.30% Households 4.64% 0.77% 0.49% Families 5.41% 0.74% 0.44% Owner HHs 1.69% 0.93% 0.66% Median Household Income 2.25% 3.34% 2.57% 3 mile Radius Area State National Population 2.63% 0.63% 0.30% Households 3.02% 0.77% 0.49% Families 3.29% 0.74% 0.44% Owner HHs 1.23% 0.93% 0.66% Median Household Income 3.76% 3.34% 2.57% NEIGHBORHOOD/AREA COMPARISON Category Median Household Income Average Household Income Per Capita Income Average Household Size Median Age 1 mile 2 mile 3 mile Area $99,1831 $83,044 $64,135 $60,992 $133,728 $125,544 $107,153 $95,752 $72,477 $65,759 $52,836 $34,693 1.83 1.87 1.99 2.73 34.6 36.1 38.1 39.6 Source: Site To Do Business JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 26 888 MacArthur Causeway 23-291-02 NEIGHBORHOOD ANALYSIS LIFE CYCLE A neighborhood's life cycle usually consists of four stages: • Growth - a period during which the neighborhood gains public favor and acceptance • Stability - a period of equilibrium without marked gains or losses • Decline - a period of diminishing demand • Revitalization - a period of renewal, redevelopment, modernization, and increasing demand Source: The Appraisal of Real Estate, 15th Edition Based on the amount of new development that is taking place in the subject's neighborhood and in surrounding areas, the subject's neighborhood is considered to be in the revitalization stage. NEIGHBORHOOD ANALYSIS CONCLUSION To recapitulate, the neighborhood has continued to uphold its reputation as one of the more desirable areas in Miami -Dade County. Accessibility to the major employment hubs, all within a 30-minute drive, as well as nearby support facilities and recreational areas, adds to the neighborhood's appeal. The area has a world- renowned reputation as a quality vacation spot, and many people choose the neighborhood for the location of their vacation home, or a primary luxury residence. Therefore, the neighborhood should continue to be in high demand, building upon the solid foundation it has established as a luxury area. Consequently, the subject should be well suited for development of a mixed -use facility, as is proposed on the site. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 27 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS TIMESHARE ANALYSIS The subject is currently approved for the construction of 105 timeshare units, to be included in the overall development. The subject's lease would like to replace the timeshare component with a residential condominium component. The original business plan was for quarterly timeshare units (four owners for one unit). A quarter -share is commonly referred to as a fractional ownership; technically every timeshare is a fractional ownership. Quarter share is often a most popular fractional ownership. When you own a quarter share, you own % of a condo. That equates to 12 or 13 weeks of vacation annually. Developers are motivated to sell quarter shares because it only takes 4 sales to sell the entire condo. One common issue with quarter shares is that buyers may actually get too much vacation time. With some vacation clubs, the assigned set of weeks moves forward one week annually, so every four years you spend one specific week on vacation, and then you have to wait four more years to get that same week again. Fractional ownerships can be good for heavy travelers, but many others will want to explore points -based systems or even a floating week. Locations in Florida tend to favor weekly shares, as opposed to quarter shares. The primary market for fractional ownership is Orlando; however, other markets such as Miami Beach, Broward County, or the Florida Keys also have historically had fractional ownership units for sale. We searched for quarter shares offered in Miami -Dade County and found that there are few if any such arrangements currently offered for sale. In addition, we searched for resales of similar type units and found that there are few if any available. We were able to find information on one -week timeshare arrangements and information regarding those sales are presented below. Due to the very limited number of timeshares offered in Miami -Dade County, we included comparables from other markets in Florida. Some of the shares noted below are for "resales" which are often priced at the original amount paid by the original owner. Marriott's Grand Vista - Orlando The resort offers five separate pool complexes with hot tub, sun deck, and poolside bar, as well as a lap pool, children's swimming pool, and splash pad play area, fitness center with steam room, sauna, and several sports courts. There are several on -site and the facility is adjacent to the resort's Championship golf course. The units come with full kitchen with separate dining area, oversized soaking tub with walk-in shower, sleeper sofa, convenient in -villa washer and dryer, cable TV with DVD player, and furnished balcony or patio. The vacation villa could sleep up to twelve comfortably. Bedrooms View Season Price 2 N/A Platinum $100,000 2 N/A Gold $48,000 1 N/A Gold $40,000 2 Lockout N/A Platinum $40,000 2 Lockout N/A Platinum $35,000 2 Lockout N/A Platinum $28,000 3 Golf Course Platinum $28,000 3 N/A Platinum $25,000 3 Lockout N/A Platinum $25,000 2 Lockout N/A Platinum $25,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 28 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Westgate South Beach — Miami South Beach Bedrooms 1 22 11 The resort offers one- and two -bedroom villas with full kitchens, spacious sleeping quarters, and comfortable living spaces. The resort offers outdoor swimming pools, a beach bar, private cabanas, and fire pits. Westgate South Beach is in the Art Deco district of Miami, near several historic sites and buildings. View Season Price N/A Floating $13,000 N/A Floating $10,500 N/A Floating $6,500 Marriott's Villas at Dora! Each villa has a separate living and dining room. A full kitchen has of tableware and. Private balconies offer view of the grounds; complex is adjacent to five golf courses and a spa plus an onsite water complex. The facility also offers an on -site gym. Units contain two - bedrooms and include complimentary Wi-Fi plus all the amenities of the typical first class resort operated by Marriott. Bedrooms View Season Price Bedrooms 2 N/A N/A N/A $21,500 2 N/A Platinum N/A $18,000 2 N/A Platinum N/A $11,500 2 N/A Platinum N/A $10,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 29 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Hilton Grand Vacations Club at McAlpin Ocean Plaza — Miami Beach This all -suite resort offers sleek, colorful decor in each of its one- or two -bedroom accommodations. Guests love the well-appointed bathrooms, which have granite countertops and generous proportions. Living areas have plenty of room to sit and enjoy a conversation or relax by watching the flat screen television, where you can watch a movie by simply placing a DVD in the DVD player. High- speed wireless Internet is complimentary in all suites. Each suite has a well-equipped kitchen with stove, microwave, dishwasher, coffee maker, refrigerator, utensils, a toaster - perfect for preparing a quick meal or snack. The separate sleeping areas, which feature high quality mattresses and bed linens, are designed to promote quiet, restful sleep no matter how long the parties in the South Beach clubs go on. and Bedroom View Point Price 1 Varies 1 Varies 1 Varies 1 N/A Platinum N/A Platinum Gold Gold N/A 4,800 $25,000 7,680 $25,000 3,400 $20,000 4,800 $15,000 0 $13,500 7,680 $12,500 3,400 $5,000 Pricing Regarding the cost of a timeshare, there are two main types of expenses: the one-time purchase cost and the ongoing fees. The one-time purchase cost is the money you will pay upfront to buy your timeshare. This cost can vary greatly depending on the type of timeshare you buy, the property size, and the amenities included. The second cost type is the ongoing fees associated with owning a timeshare. These fees include annual maintenance fees, taxes, and special assessments. Maintenance fees are typically used to cover the cost of upkeep, repairs, and other expenses associated with the timeshare. Taxes are assessed by the local government, while the timeshare company imposes special assessments. Various factors, including the location, size, amenities, and type of timeshare, determine the cost of a timeshare. For example, a timeshare in a popular resort destination is likely to be more expensive than one in a less sought-after vacation spot. Similarly, a timeshare in a larger building or with more amenities like a pool or gym will cost more than a basic timeshare unit. In addition to the location, size, and amenities of the timeshare, the type of ownership also plays an important role in the cost. Timeshares can be purchased on a fixed -week, floating -week, or points system. On a fixed -week timeshare, you will own the same week of the year for the life of the timeshare. On a floating - week timeshare, you can select from a list of available weeks for that year. On the other hand, points timeshares will give you a certain number of points you can use to book various weeks or destinations. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 30 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS The typical fees associated with purchasing a timeshare include a one-time purchase price, annual maintenance fees, and other costs such as closing costs, taxes, and transfer fees. Some timeshare companies offer financing options to customers. These financing options may include special payment plans, mortgages, and credit cards. There are other costs to consider when buying a timeshare. These costs may include legal fees, insurance, and other miscellaneous fees associated with a timeshare's purchase and/or ownership. The average price of a timeshare can vary greatly depending on the location, size, and amenities of the timeshare. Generally, prices can range from a few thousand dollars to several hundred thousand dollars. According to the 2023 Financial Performance — Survey of Timeshare & Vacation Ownership Companies prepared by Deloitte, the following information summarizes the state of the timeshare industry. • As of 2022, timeshares cost an average of $24,140 per interval (week). In addition to that, the cost of annual maintenance and upkeep is around $1,000. However, it might differ depending on the size of the vacation properties. • Estimated uncollectible sales, as a portion of net originated sales, averaged 15.2 percent in 2022 • Product costs, as a portion of net originated sales, averaged 15.3 percent in 2022. • Sales commissions, as a portion of net originated sales, averaged 17.6 percent in 2022. • Other sales and marketing costs, as a portion of net originated sales, averaged 21.5 percent in 2022. • General and administrative costs, as a portion of net originated sales, averaged 6.2 percent in 2022. • Homeowners' association (HOA) subsidies and maintenance fees for unsold units' net of rental revenues, as a portion of net originated sales, averaged 2.7 percent in 2022. • Operating profit margin on timeshare sales operations averaged 21.5 percent in 2022. • Respondents reported that 60.5 percent of timeshare sales, by dollar value, in 2022 were to existing owners, on a weighted average basis. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 31 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Pricing Conclusion Timeshare or fractional interest properties do not sell all 52 weeks from the year. We estimate only 50 of the 52 weeks per year will be sold. That allows two weeks per year to be used for maintenance purposes. In addition, if a unit is "down" for repairs, it allows for movement of owners or guests during repairs. Based on the conclusion of an average of $24,140/interval (based on the market data presented on the previous page), and assuming 50 intervals sold per year; the total revenue that is projected for the subject's timeshare units is summarized below. Timeshare Number of Units 105 Number of Weeks 50 Sellable Weeks 5,250 Average Price $24,140 Projected Revenue $126,735,000 The average cost of sales commissions, other sales and marketing costs, general and administrative costs, and homeowners' association subsidies are projected to be 48% of the total. For the purpose of this analysis, we have rounded this to 50% to consider additional fees including uncollectable sales. The lease in place states: Tenant shall pay Percentage Rent to Landlord in accordance with this Lease. Percentage Rent shall equal 2.5% of Residences Component Gross Revenues Tenant earns from and after the date that any First Sale occurs (the "Percentage Rent Start Date") and continuing, if and to the extent applicable, until the Expiration Date. With respect to Approved Time Share Licenses, the term "Gross Revenues" shall mean all proceeds with respect to each First Sale (as defined in the Residences Lease) of the Lease), after deducting therefrom: (i) repayment of the allocated capital cost (including the required return); and (ii) marketing program costs. As noted, the marketing fees, inclusive of commissions to the selling agent, associated with a timeshare are approximately 50% of the revenue generated from the sale of the time shares. Therefore, the net income that would be projected per unit is 50% of the gross income, or $603,500 per unit. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 32 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Absorption According to the 2023 Financial Performance — Survey of Timeshare & Vacation Ownership Companies prepared by Deloitte, the following information summarizes the state of the timeshare industry. Completed timeshare inventory, for the purpose of this study, is defined as unsold completed weeks of inventory available for sale at resorts, including developer reacquired weeks. Based on 9 respondent companies, there were a total of 559,187 weeks of completed inventory as of December 31, 2022. Inventory levels can be evaluated by considering the amount of inventory in relation to the company's current sales pace. From the inventories indicated by respondent companies, inventory levels (measured in years) were calculated. This reflects the number of years that the company would need to sell its entire unsold, completed inventory if it were to maintain its 2022 sales pace. Completed inventory levels are calculated by taking the reported inventory and dividing it by the total number of weeks sold in 2022. For example, a company that had 5,000 unsold weeks of inventory at year-end 2022 after selling 2,500 weeks during 2022 would be counted as having an inventory level of two years (5,000 divided by 2,500). In 2022, 33.3 percent of the respondents held 4.0 or more years of completed inventory. Years of completed inventory ranged from less than one year to above 25 years. Note the above 25 years of completed inventory reflects an outlier as reported by one respondent. When excluding this respondent, the range is from less than one year to above 4 years. The weighted average inventory levels of all respondents decreased by 0.60 years from 3.43 years to 2.83 years from 2021 to 2022. Overall, the nine companies that provided information showed an average of 2.83 years of completed inventory available for sale, on a weighted average basis. Completed inventory levels varied across categories. Since the subject will be a new property, and considering the average property that has already been selling units is noting approximately 3 years of completed inventory available for sale, we estimate the subject would require 6 years to complete the sellout of the timeshare inventory. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 33 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Timeshare Percentage Rental Income Projection The following cash flow estimates the net present value of the projected future income stream from the sale of timeshare units. We have discounted the future proceeds at 15%, which considers the risk associated with receiving that future income. Timeshare Number of Units 105 Number of Weeks 50 Sel I abl e Weeks 5,250 Average Price $24,140 Projected Revenue $126,735,000 Year 1 2 3 4 5 6 Total Revenue $21,122,500 $21,122,500 $21,122,500 $21,122,500 $21,122,500 $21,122,500 $126,735,000 Sal es Cost @ 50% ($10,561,250) ($10,561,250) ($10,561,250) ($10,561,250) ($10,561,250) ($10,561,250) ($63,367,500) Net Revenue $10,561,250 $10,561,250 $10,561,250 $10,561,250 $10,561,250 $10,561,250 $63,367,500 Percent Rent 2.50% 2.50% 2.50% 2.50% 2.50% 2.50% Rental Income $264,031.25 $264,031.25 $264,031.25 $264,031.25 $264,031.25 $264,031.25 Yield Rate 15% NPV Rental Income $999,221.7 Rounded $1,000,000.0 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 34 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Residential Condominium Units The subject's lessee has proposed the inclusion of hotel condominium units instead of timeshare units. There have been a number of recently announced and under construction buildings that offer a similar product in the subject's local market. A few of the new developments in the area are summarized here. 501 FIRST RESIDENCES Pre Construction ! 2025 From $415,000 THE CROSBY MIAMI WORLD CENTER Pre Construction f 2025 From $415,000 DISTRICT 225 Under Construction / 2025 From S415,000 LEGACY RESIDENCES Under Construction / 2025 From 415 00 E11EVEN RESIDENCES MIAMI Pre Co n st r uction / 2025 From S480,00-0 501 First is a luxury residential building with short term rentals designed by Revuelta Architecture International. The luxury 40-story tower offers condominium residences with balconies. Amenities are located on the highest floor and rooftop, with water and city views. Crosby Miami World Center is a residential condo with studios, one - and two -bedroom floor plans, developed by Related Group. This building has no rental restrictions. District 225 Miami is a 37-story building with 347 residences with short term rentals capabilities developed by The Related Group in collaboration with Airbnb, designed by Sieger Suarez Architects. Luxury residences include fully furnished studios, 1- & 2-bedroom options. This mixed -use project is comprised of 255 hotel rooms and 278 residences. There are no rental restrictions. Amenities include a 2-story amenity area, pool, medical and wellness center. The building is currently under construction. E11EVEN Residences is 65-story condo tower with 375 residential units. Amenities include gourmet food, spa, yoga studio, rooftop poolside venue, a beach club, and complimentary valet. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 35 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 11 NATIIVO MIAMI Under Construction / 2024 From $480,000 EIIEVEN RESIDENCES BEYOND Pre Construction / 2026 From $52g,000 OKAN TOWER Under Construction / 2026 FP onn $680,000 THE ELSER RESIDENCES Under Construction / Delivery 2022 From 8640,000 CASA B E LLA MIAMI Pre Construction / 2026 From $670r0O0 WALDORFASTORIA MIAMI Pre Construction / 2025 From ,000,000 Natiivo Miami is comprised of 412 fully finished and furnished luxury condos. Units can be leased via AirBnB. Eleven Residences Beyond is a 65- story tower with 461 residences. E11EVEN and E11EVEN Beyond will be connected by a signature bridge. Amenities include a club, gym, 5-star restaurant collection, pools, lounge areas, private rooftop and helipad. The Okan Tower is a 70-story luxury condominium building. Amenities include a sky pool located on the 70th floor, outdoor lounge, spa, state-of- the-art health and fitness center, and wine cellar. Formerly Society Residences, The Elser features Studios, 1 to 3 Bedroom configurations. Developed by the prestigious New York and Miami Developer Property Markets Group. Casa Bella Miami is a 57-story development The tower offers 100 floors of residences. Sieger Suarez designed the building to resemble a pile of unevenly stacked glass cubes. At 1,049 feet tall, Waldorf Astoria Hotel and Residences Miami will be Miami's tallest tower. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 36 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS The subject's units will be located within a larger development, which is to include two hotel buildings, plus retail and office space. We anticipate that any residential condominium units offered the subject would allow for short term rentals. Condominium buildings where short-term rentals are allowed, are not uncommon in the local market. The following is a list of some of the condominiums in Miami -Dade County that allow for short term rentals. CONDO NAME NEIGHBORHOOD Price Ranges RENTAL POLICY Conrad Mayfield Brickell $280,000 - $1,549,000 Daily Fortune House Brickell $239,000 - $410,000 Daily Four Seasons Residences Brickell Brickell $329,000-$25,000,000 Daily Icon Brickell III (W Miami) Brickell $345,000 - $780,000 No restrictions SLS Brickell Brickell $375,000-$1,890,000 Daily for the condo -hotel units Smart Brickell (pre -construction) Brickell Daily, but only 24 times a year The Club at Brickell Brickell $198,500-$455,000 Daily Mutiny Park Coconut Grove $440,000 - $799,000 Daily The Mutiny Coconut Grove $299,000-595,000 Daily Okan Tower Downtown Daily Waldorf Astoria Downtown Daily YotelPad Downtown Daily Emilia Edgewater Edgewater $249,000-$469,000 Daily, no restrictions Grand Edgewater $1,800,000-2,500,000 Daily Opera Tower Edgewater $199,000-$1,199,000 Daily Fontainebleau Mid Beach $669,000-$3,200,000 Daily Tower 41 Mid Beach Daily Castle Beach Club Mid -Beach $179,900-$1,490,000 No restrictions Faena Hotel Residences Mid -Beach Daily Ocean Villas Mid -Beach Daily Midblock Midtown $265,000-$494,900 Daily Bayshore Yacht & Tennis Club North Bay Village $119,900-$175,000 Daily Carillon Resort and Condo (Center Tower) North Beach $425,000 - $1,950,000 Daily Casablanca North Beach $190,500 - $239,000 Daily 1 Hotel & Homes South Beach $1,170,000 - $5,950,000 Daily, only hotel program ABAE (1215 on West) South Beach $299,000-$425,000 Daily, only hotel program Barbizon Beach Club South Beach Daily Bentley Beach Hilton South Beach $665,000 - $1,090,000 Daily Carlyle Deco Hotel South Beach $749,999-$772,500 Daily Congress Hotel - Strand Condo South Beach $379,000 - $720,000 No restrictions Empire Condo South Beach Daily Mondrian South Beach $300,000 - $870,000 Daily Ocean Place South Beach $449,000-1,400,000 Weekly One Hotel & Homes South Beach $1,170,000-$8,900,000 Daily Royal South Beach South Beach Daily Setai South Beach $1,499,000 - $8,300,000 Daily Shelbourne South Beach $375,000 - $1,200,000 Daily The Bogart South Beach Daily The Mercury South Beach $274,000-$825,000 Daily The Neville South Beach $449,000-$510,000 Daily W Hotel South Beach South Beach $915,000-12,500,000 Daily Z Ocean Hotel South Beach $309,000-445,000 No restrictions Aventura Beach Club / Marco Polo Residences Sunny Isles Beach $84,000 - $265,000 Daily Le Cartier Sunny Isles Beach $215,000-$315,000 7 days M Resort Residences Sunny Isles Beach $384,900 - $1,050,000 Daily Marenas Beach Resort Sunny Isles Beach $380,000-$1,050,000 Daily Daily if in hotel program, or if not in Ocean Point Beach Club Sunny Isles Beach $344,900 - $1,250,000 hotel program, then 3 months (6 months max), 3 times a year Ocean Reserve Sunny Isles Beach $259,000-500,000 Daily if unit registered for short term rentals Sole Sunny Isles Beach $279,000-$1,100,000 Daily ok (condo -hotel) Trump International Sunny Isles Beach $260,900 - $1,595,000 Daily JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 37 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Most newly constructed properties, summarized here allow for short-term, vacation -type rentals, making it ideal for investors. Owners have all of the following options: • Live in the unit as their primary residence • No rental restrictions — rent out their unit for days, weeks, months, or years • Find renters via third -party platforms like Airbnb, VRBO, etc. Condominium developments that allow owners to rent their units have multiplied in Miami, promising to turn the city's urban core into a hub of high-rise home sharing. Speedy pre -construction sellouts of these niche developments suggest the market for rental -ready condos remains underbuilt in Miami. In just five months, for example, Related Group reserved all 343 of the fully furnished units planned for District 225, a condo development in the West Brickell area that the Miami -based company has designed and promoted in collaboration with Airbnb, the dominant home -sharing platform. A website for the 37-story development in downtown Miami urges viewers to, "Live at District 225. Host at Airbnb." Related executives were expecting that they would be only 40% to 60% sold in five months. Related has a license agreement with Airbnb. Related designed the amenities and the operations for the building to work symbiotically with Airbnb. Going through Airbnb to rent a unit at District 225 will be optional, though the system is designed to function seamlessly with Airbnb. Compared to typical buyers of South Florida condos, the buyers who have deposited money to reserve units at District 225 are younger, and a larger than usual percentage of them are American citizens Related executive said. Pre -construction sale prices range from $300,000 for studios to $800,000 for two -bedroom units. Related Group also plans to cater to that type of buyer with another home -sharing development in Miami. In partnership with Fort Lauderdale -based Merrimac Ventures, Related is developing The Crosby, a 33-story, 450-unit condominium without rental restrictions at Miami WorldCenter, a master -planned, mixed -use development spanning 27 acres in downtown Miami. Buyers will be able to rent the furnished units on any home -sharing platform as often as they want. Pre -construction sales began in January 2022, with prices starting in the $300,000s. (This property is the subject of this appraisal.) Other condo projects with liberal rental rules include Smart Brickell, a three -tower development under construction just west of Miami's Brickell Avenue financial district. Smart Brickell will have nearly 300 furnished units that owners can rent up to 50 times a year through such platforms as Airbnb, Sonder and Vrbo. Miami -based developer Habitat Group launched pre -construction sales for the third tower in December 2021 after selling out the first two towers. Prices start in the mid-$400,000s. These developments are unfolding in downtown zones within Miami where the city allows short-term rentals for fewer than 30 days per booking, also known as "vacation rentals." Developing a high-rise condo from the start with liberal short-term rental rules can minimize conflict among neighbors. It is essentially an Airbnb community, and buyers know what they are getting into from the onset, as opposed to someone who bought in a neighborhood that is supposed to be all neighbors living next to each other. Condo developers initially set rules for renting units, which associations of owners can vote to perpetuate. Historically, in Miami condominiums, you typically can rent twice a year, max, and that is how they restrict how much you can rent that unit. Some developers in Miami are opting for condo projects that allow owners to rent their units for a minimum term of 30 days, or a maximum frequency of 12 times a year. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 38 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS New York City -based Property Markets Group (PMG), a national real estate development, investment and asset management firm is co -developing condominium units at Elleven Hotel & Residences, a two -tower project in downtown Miami pairing a condo and a condo -hotel, where condo owners who rent, their units will have to do so for at least 30 days per booking. They are both condos. One tower has a rental program, and you can contribute your unit into the rental program, so it functions as a condo -hotel. The other tower is just a straight condo that allows people to rent. But it is a minimum of 30 days. From November of 2021 year through January 2022, buyers reserved about 230 of the 460 condo units planned for Elleven Hotel & Residences. Nearly all the 411 condo -hotel units were reserved in the first half of 2021. However, not all buildings in Miami are moving toward the short-term booking model. At The Standard Miami Residences, located in the Midtown area just north of downtown Miami, the condo building will allow owners to rent their units for a minimum term of 30 days. By requiring stays of at least 30 days per rental booking, The Standard Miami Residences will sidestep a surge of condo developments in downtown Miami that will allow short-term rentals. There is around 5,000 units being developed all at the same time in Miami for short- term rentals, which equates to 20 hotels with 250 rooms each. They are also concentrating in the same location, which is downtown Miami. That may have the effect of pushing short term (and possibly long term) rents down. The Standard International hotel group boosted pre -construction sales by putting its brand on the residential property. People feel comfortable that it is going to be a branded building, that there are going to be certain standards and rules. Most of the reserved units are held by New Yorkers who are familiar with the brand and like the price points. Unit prices in the preconstruction phase started at $400,000 and topped off at $900,000. The building planned to start construction by the third quarter of 2022 and finish in 18 months. It is a relatively short building, 12 stories, so it's going to be fast construction which is also why some people are attracted to this building, according to the developer. Under construction since 2020, Natiivo Miami will be one of the first in Miami's new wave of ready -to -rent condo projects to open for occupancy. The 50-story, 604-unit condo in downtown Miami is expected to open in late 2023. Prices for most units (excluding penthouses) have ranged from the mid-$300,000s to $1.2 million. The developers are Miami -based Newgard Development Group and Crescent Heights co -Founders Russell Galbut and Bruce Menin. As 2022 began, Newgard had spent just eight weeks gathering reservations for half the 364 units planned for LOFTY Brickell, a 42-story rental -friendly condo project in the Brickell Avenue corridor just south of Miami's central business district. Pre -construction prices for units in the building bearing Newgard Development's new, high -end LOFTY brand started at $493,000 for studios, $660,000 for one -bedroom units and $794,000 for two -bedroom units. Harvey Hernandez, the CEO and founder of Newgard, acknowledged the growing number of Miami condo developments unrestrained by rental limits. Newgard Development is trying to distinguish itself from competitors by managing the branded properties it builds and operating its own home -sharing platform. The trend may spread to the rental side of the multifamily property market throughout South Florida. Some investors are subleasing rental apartments in South Florida and offering them as short-term rental units. Airbnb is seeking affiliations with rental apartment owners and developers willing to allow tenants to rent their apartments on home -sharing platforms. Airbnb plans to replicate its involvement in the District 225 condo development, a first for the company, in similar affiliations with rental property owners. AirBnB representatives said they are actively working on a number of deals in South Florida in the rental space as well as the for -sale space. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 39 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS LOCAL MARKET COMPARABLES We researched comparable buildings in the subject's immediate market that recently sold or are currently offering units for sale. These buildings are considered to be the subject's primary competitors. Comparables Map JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 40 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 1 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Pricing: Parking: Comments: Yotel Pad 227 NE 2nd Street Miami, Florida, 33132 250-unit condominium building. Unit owners have the option of using the unit for their own residence; leasing back the unit to the developer for a guaranteed 8% of purchaser price paid to owner; or leasing the unit on an annual, monthly or daily basis, using traditional on on-line rental services such as AirBnB, booking.co, etc. Elevated deck with pool, hot tub and bar; Full -service restaurant and bar; Organic matcha bar; State-of-the-art fitness center; Private meeting rooms with co -working space; Valet parking; TransitScreen displays all your mobility options, in real time; Private residential lobby with destination dispatch elevators; ;24-Hour security and concierge; Secure storage unit for each residence; Bike storage; Skytop Lounge featuring game area and chef's kitchen; Digital package concierge; Pet Pad with full grooming capabilities Carefully cultivated floor plans with integrated living and dining areas; Contemporary flooring; Floor -to -ceiling glass windows; Custom European kitchen and bath cabinetry with stone finishes; Smeg Designer Italian appliances; Electrolux washer and dryer; Grohe and Toto bath fixtures featuring the Monsoon shower head; Nest thermostats; Smart Lock system 100% 2023 $653/SF Valet parking only Units can be rented through on-line platforms such as Airbnb or booking.com. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 41 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 2 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Pricing: Parking: Comments: District 225 233 North Miami Avenue Miami, Florida, 33128 343-unit condominium building. Unit owners have the option of using the unit for their own residence; leasing back the unit to the developer for a guaranteed 8% of purchaser price paid to owner; or leasing the unit on an annual, monthly or daily basis, using traditional on on-line rental services such as AirBnB, booking.co, etc. Double -height lobby; resort -style pool deck, an indoor/outdoor bar area and social lounge with food/beverage service, and entertainment room with gaming tables; Two floors of activity amenities featuring a state-of-the-art, fully equipped fitness center that includes a private yoga/spinning room with virtual trainer, an indoor basketball court, a 28-foot-high rock climbing wall, and a regulation -size racquetball court; treatment room and spa with separate his -and -hers saunas, steam rooms, and changing rooms; Co -working floor featuring private meeting rooms, conference room, lounge area, high-speed Internet, and a full -service kitchen; Rooftop amenity deck with plunge swim spa, fire pit, summer kitchen, and gorgeous views of Downtown Miami and Biscayne Bay; On -site cafe offering delivery service throughout the building, to residences and to amenity areas ;Customized password -protected application for smart -home management, including integrated concierge services; Electric bikes with charging stations for residents on the go; On -demand housekeeping services; Climate -controlled package room; 24/7 security services, high-speed elevators, and controlled property access; 24/7 valet services and self -parking (valet parking included); 24/7 concierge services Fully finished and furnished studio, 1-bedroom, and 2-bedroom residences with all market standard unit amenities. 100% 2023 $702/SF. The 37-story tower is planned to be built without a parking garage. Units can be rented through on-line platforms such as Airbnb or booking.com. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 42 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 3 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Pricing: Parking: Comments: Legacy Miami World Center 942 NE 1st Avenue Miami, Florida, 33130 278-unit condominium residences sitting above a 256-room hotel The atrium, two stories of common areas in the building's rooftop, with a pool, social lounges, and a clear structure which ensures amazing city views; Miami's First International Business lounge; Medical and wellness center which offers unparalleled access to the best practitioners and technology in the areas of health, wellness, beauty and longevity. Legacy is the first high -end residential experience that incorporates a holistic lifestyle and guest experience. All micro -lux residences feature custom kitchen & baths cabinetry, stone finishes, Bosch kitchen appliances, Electrolux washer and dryer and floor -to -ceiling glass windows. All units enjoy amazing city views, with a mix of exposure to the new luxury high-rises built recently in the area, as well as some partial bay views. 100% 2023 $850/SF The building will have an on -site parking garage. There are no rental restrictions, owner is able to live, have vacations, rent for a year, rent by night, or assign to the Hotel or a real estate agent to handle. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 43 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 4 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Pricing: Parking: Comments: NATIIVO Condominium 159 NE 6th Street Miami, FL 33132 Natiivo is 431-unit, purposely designed, built and licensed building for home -sharing. The building allows for flexible ownership privileges that allow for year round occupancy or to list without restrictions on any desired home -sharing platform. Units are fully furnished and equipped with the luxuries, services and amenities of a hotel. This landmark 51 story building, designed by Internationally acclaimed Arquitectonica, will be located in the heart of Downtown Miami and will include 70,000 SF of curated social areas for an immersive live, work and play experience. The building offers studio, one-, two-, three-, and four -bedroom units. Double -height lobby with floor to ceiling windows; 24-Hour welcome desk with concierge; 24-Hour valet parking; 24-Hour secure access; Advanced technology smart -building with high-speed fiber-optic wireless internet access throughout common areas; Exclusive Natiivo app; Cutting -edge green building technology; 6 High-speed passenger elevators; On -site hospitality management; Curated street -front restaurant with outdoor dining terrace; Exotic resort pool with pool -side cabanas; Bar and Grill on pool deck; 24/7 Co -working lounge; Private meeting rooms and event room with exclusive terrace; Fully equipped, state-of-the-art fitness center with HD TVs and wireless audio; Private Peloton studios; Yoga lounge and terrace Residences fully finished and furnished with fixtures and furniture; High ceilings ranging from 9' to 11'; Floor to ceiling sliding glass doors; Premium European -style fixtures and accessories 100% 2023 The average pricing for the Natiivo units is $780/SF. 24-hour valet parking is offered; the building has three levels in the podium (levels 2, 3 and 4) will be used for parking with 459 "stacked spaces." Units can be rented through on-line platforms such as Airbnb or booking.com. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 44 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 5 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Pricing: Parking: Comments: Elleven Residences 20 NE 11th Street Miami, FL 33132 400-unit condominium building E11EVEN Hotel & Residences will be a 65 story condominium building, including a Members -only; an 8,000-square-foot Sports Lounge with a 40-foot-wide LED video wall and 17 additional 98-inch and 86-inch displays, a signature dining program by an executive chef, and a selection of over 20 craft beers; a 20,000-square-foot, 11th floor E11EVEN Day Club & Pool with fully furnished cabanas equipped with flatscreen TVs and temperature -controlled plunge pools, a 2,000-square-foot swimming pool, and a living room lounge complete with a full music studio; and a Chopra Spa & Studio equipped with a state-of-the-art fitness center, meditation room, yoga studio, and restorative spa treatments. Additionally, E11EVEN Hotel & Residences will include transportation to and from the E11EVEN Beach Club located on the beach in South Beach's South of Fifth neighborhood. E11EVEN Hotel & Residences will feature 400 fully furnished and finished luxury residences ranging from studios to two -bedroom floor plans plus a Limited Penthouse Collection and 2 Presidential Suites (each with a private indoor pool). All residences will come equipped with a Sub -Zero and Wolf appliance package, including a paneled microwave, dishwasher, built-in convection oven, and refrigerator; a contemporary lighting package, including recessed lighting, dimmers, and lighting control; an LED (or water -based) fireplace in the living room; built-in, top -of -the -line washer and dryer; and a signature Home Essentials. Additionally, the standard residences at E11EVEN Hotel & Residences will feature 9-foot-6- inch-high to 10-foot-high floor -to -ceiling glass windows; the Penthouses 12-foot-high floor -to -ceiling glass windows; and the Presidential Suites 14-foot-high floor -to -ceiling glass windows. 100% 2024 $1,054/SF The building will offer complimentary 24-hour valet parking. Units can be rented through on-line platforms such as Airbnb or booking.com. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 45 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 6 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Average Unit Size: Pricing: Parking: Comments: 501 First 501 NE 1st Street Miami, FL 33132 448 condominium building The building amenities are to include: a porte-cochere with 24-7 valet service; residential lobby with 25' ceiling heights; ground floor bistro and bar; a/c bicycle storage; pet lounge, storage for all owners; package room, cold storage and dry-cleaning service; two- story, double -height roof -top amenity area encompassing over 20,000 SF of interior and exterior recreational space with a 75-foot roof -top resort -style lap pool, a hydrotherapy bath and oversized swim -spa, a north -facing private rooftop movie theatre experience plus a grill area, and a roof -top outdoor game lawn. The proposed condominium units are to include: floor to ceiling glass windows with custom window treatments; balconies; finished flooring on all residential interiors and balconies; kitchens and bathrooms feature custom Italian cabinetry and counters; innovative household appliances by Smeg featuring: speed oven, integrated paneled refrigerator/freezer, dishwasher; top -of -the line, separate, in -unit washers and dryers; fully built -out closets; and Hansgrohe bathroom fixtures. 100% (for units that have been offered for sale) The developer has retained 38 units on the 35th, 37th and 3rd floors for future sale, once construction has already commenced. 2025 558 SF $805/SF (average) Valet parking is provided, with an agreement at a parking garage in the neighborhood. Self -parking (additional charge) is available at garages in the neighborhood. Owners can generate income with Expedia, Hotels.com, TripAdvisor, Vrbo, Airbnb, Booking.com, and all the short-term rental platforms. Residents can "do it yourself," lease with the building on -site personnel, or with any property management company. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 46 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Comparable 7 Name: Location: Property Description: Property Amenities: Unit Amenities: Percent Sold Out: Projected Date of Completion: Average Unit Size: Pricing: Parking: Comments: The Crosby 601 North Miami Avenue Miami, FL 33132 450 condominium building The common area amenities include 22,000 SF: rooftop swimming pool, hot tub, cabanas, grilling stations; rooftop restaurant/bar; trellis garden; fire pit lounge with view of Biscayne Bay and skyline; fitness center with saunas and plunge pools; porcelain flooring; clubroom with private dining; juice and coffee bar; coworking center; gaming lounge; media room; museum quality art in common areas; 24/7 security services; high speed elevators; controlled property access; 24/7 concierge services. In addition, the building will include 270 storage lockers (approximately 3' x 5'), which are available for sale for $10,000/locker. Unit amenities include furniture curated by Avro I KO; 9-foot-tall ceilings with floor to ceiling glass windows; balcony with every residence; finished Interior and exterior flooring; gourmet kitchens featuring custom Italian cabinetry; Bosch appliances, including paneled refrigerator/freezer, dishwasher, built-in convection oven/microwave, and cooktop; rain showers in primary bathrooms; custom Italian vanities; full-sized washer and dryer in Unit; contemporary lighting packages; smart -home systems with touchless controls; smart keyless entry system allowing you to unlock your door via smart app, door code, keycard, or Apple Watch 100% 2025 607 SF $875/SF None Short term rentals are allowed. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 47 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Pricing Summary Chart Comparable Number of Unit Average Price/SF Percent Sold Yotel Pad 250 $653/SF 100% District 225 343 $702/SF 100% Legacy Miami World Center 278 $850/SF 100% NATIIVO Condominium 431 $780/SF 100% E11even 400 $1,054/SF 100% 501 First 448 $805/SF 100% The Crosby 450 $866.69 100% The comparable sales range from an average of $653/SF to $1,054/SF. All the comparables in the subject's neighborhood that allow for short term rentals are fully sold -out. The majority of the units at buildings are noted as "100% sold out; however, in some instances developers have held back units to allow for the sale at the time of construction completion, when it is hoped, values will have increased. According to the subject's developer, the average size of the branded condominium units will be 1,250 SF. Units will be constructed in the future. Condominium units that have a luxury hotel "brand" such as Four Seasons, Ritz Carlton, or Edition, have a higher price/SF than unbranded units. For instance, the E11even units are a branded product, and have an average price of $1,054/SF. We have not been provided with any plans or unit sizes; therefore, we have no way of providing precise pricing for any units that would be constructed at the subject. However, the subject will arguably offer superior views than any of the comparables noted above, and will be adjacent to the existing marina. Based on the pricing noted above, we concluded the subject's units, which will be "branded" with a luxury hotel mark, will have an average price of approximately $1,000/SF. Therefore, the condominium average price is projected at $1,250,000. Typically, the seller of a hotel condominium unit will pay commissions of approximately 6%; other charges associated with closings are typically paid for by the buyer at the time of closing. We anticipate any percentage rent paid by the subject's lessee would be a percentage of the total sales cost, after a deduction for commissions. Pricing Conclusion Based on the comparables presented, and placing primary weight on the newly constructed residential buildings with consideration of the subject's "branded" units, as well as the excellent water views, we conclude to $1,000/SF. We estimate an average unit size of 1,250 SF. Therefore, the condominium average price is projected at $1,250,000. This falls in the range of the comparables, most of which pre -sold their units prior to the most recent market pricing increase. Absorption Conclusion We provided data showing the rates of absorption at other buildings in the neighborhood. Those buildings are primarily located in the area west of Biscayne Bay, and will not have as good views as the subject. However, those buildings also are located in an area with a higher walk score, which would tend to drive sales. We are of the opinion that the subject's better views will offset any decrease in walkability. We conclude that if offered to the market for sale, the subject's 105 residential units would reach sellout within two years of being offered to the market. This is significantly longer than the time required to sellout the buildings noted in this analysis. Our longer sellout period considers the potential for a change in market conditions that may result from an increase in interest rates and or a cooling of the economy. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 48 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Percentage Rental Income Projection The following cash flow estimates the net present value of the projected future income stream from the sale of timeshare units. We have discounted the future proceeds at 15%, which considers the risk associated with receiving that future income. We have also deducted a fee of 6% to consider the language in the current lease which considers the "Gross Revenues" shall mean all proceeds with respect to each First Sale (as defined in the Residences Lease) of the Lease), after deducting therefrom: (i) repayment of the allocated capital cost (including the required return); and (ii) marketing program costs. Condo Hotels Number of Units Average Price Projected Revenue Year Revenue Deductions @ 6% Net Revenue Percent Rent Rental Income Yield Rate NPV Rental Income Rounded 105 $1,250,000 $131,250,000 1 $65,625,000 ($3,937,500) $61,687,500 2.50% $1,542,187.50 15% $2,507,147.9 $ 2,500,000.0 2 $65,625,000 ($3,937,500) $61,687,500 2.50% $1,542,187.50 Total $131,250,000 Conclusion We have analyzed the projected income from the sale of fractional interest units (timeshare units) versus the sale of residential condominium units. Based on our analysis it appears that the net present value of the two are similar with the residential condominium units generating more percentage rent than the timeshares. NPV Income - Timeshares NPV Income- Residential Condos Difference $1,000,000 $2,500,000 $1,500,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 49 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Rental Income Over Life of Lease The subject's existing lease is for 75 years and stipulates the payment of a base rent, plus percentage rent. A copy of the lease abstract is included in the addenda to this report. The base rent remains stable for the first five years, and then grows at CPI, to be not more than 5% per year and no less than 1% per year. We have projected a 3% annual increase to base rent, beginning in the 6th year of the lease. We also have input the projected percentage rent, which was previously discussed. The following pages project the total rental income that will be generated by the sale of 1) timeshares or fractional units and 2) residential condominium units. We have discounted the proceeds from the lease at a 7% yield rate; this rate considers the relatively low level of risk associated with receiving income for an improved property over the entire length of the lease. Input Assumptions Timeshares The following input assumptions are made pertaining to the lease assuming sale of fractional ownership units. The percentage rental income that would be generated was previously calculated. Timeshare Base Rent $523,000 Base Rent Growth Years 1-5 0% Base Rent Growth Years 6+ 3% Percentage Renton Sales Volume 2.50% Yield Rate 7% Input Assumptions Residential Condominiums The following input assumptions are made pertaining to the lease assuming sale of residential condominium units. The percentage rental income that would be generated was previously calculated. Condo Base Rent $1,250,000 Base Rent Growth Years 1-5 0% Base Rent Growth Years 6+ 3% Percentage Renton Sales Volume 2.50% Yield Rate 7% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 50 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 75-Year Lease for Fractional Units / Timeshares Year Base Rent 1 $523,000 2 $523,000 3 $523,000 4 $523,000 5 $523,000 6 $538,690 7 $554,851 8 $571,496 9 $588,641 10 $606,300 11 $624,489 12 $643,224 13 $662,521 14 $682,396 15 $702,868 16 $723,954 17 $745,673 18 $768,043 19 $791,084 20 $814,817 21 $839,261 22 $864,439 23 $890,372 24 $917,084 25 $944,596 26 $972,934 27 $1,002,122 28 $1,032,186 29 $1,063,151 30 $1,095,046 31 $1,127,897 32 $1,161,734 33 $1,196,586 34 $1,232,484 35 $1,269,458 36 $1,307,542 37 $1,346,768 38 $1,387,171 39 $1,428,786 40 $1,471,650 41 $1,515,800 42 $1,561,274 43 $1,608,112 44 $1,656,355 45 $1,706,046 46 $1,757,227 47 $1,809,944 48 $1,864,242 49 $1,920,170 50 $1,977,775 %Rent $264,031.25 $264,031.25 $264,031.25 $264,031.25 $264,031.25 $264,031.25 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Total Rent $787,031.25 $787,031.25 $787,031.25 $787,031.25 $787,031.25 $802,721.25 $554,850.70 $571,496.22 $588,641.11 $606,300.34 $624,489.35 $643,224.03 $662,520.75 $682,396.38 $702,868.27 $723,954.31 $745,672.94 $768,043.13 $791,084.43 $814,816.96 $839,261.47 $864,439.31 $890,372.49 $917,083.67 $944,596.18 $972,934.06 $1,002,122.08 $1,03 2,185.75 $1,063,151.32 $1,095,045.86 $1,127,897.23 $1,161,734.15 $1,196,586.17 $1, 23 2,483.76 $1, 269,458.27 $1,307,542.02 $1,346,768.28 $1,387,171.33 $1,428,786.47 $1,471,650.06 $1,515,799.57 $1,561,273.55 $1,608,111.76 $1,656,355.11 $1,706,045.77 $1,757,227.14 $1,809,943.95 $1,864, 242.27 $1,920,169.54 $1,977,774.63 7% PWI F 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Present Value $735,543 $687,424 $642,452 $600,422 $561,142 $534,887 $345,533 $332,616 $320,182 $308,212 $296,690 $285,599 $274,923 $264,645 $254,752 $245,228 $236,061 $227,236 $218,741 $210,564 $202,693 $195,115 $187,821 $180,800 $174,041 $167,535 $161,272 $155,243 $149,440 $143,85 3 $138,475 $133,299 $128,316 $123,519 $118,901 $114,456 $110,178 $106,059 $102,094 $98,277 $94,603 $91,067 $87,662 $84,385 $81,231 $78,194 $75,271 $72,457 $69,748 $67,141 $11,276,001 Year Base Rent 51 $2,037,108 52 $2,098,221 53 $2,161,168 54 $2,226,003 55 $2,292,783 56 $2,361,566 57 $2,432,413 58 $2,505,386 59 $2,580,547 60 $2,657,964 61 $2,737,703 62 $2,819,834 63 $2,904,429 64 $2,991,562 65 $3,081,308 66 $3,173,748 67 $3,268,960 68 $3,367,029 69 $3,468,040 70 $3,572,081 71 $3,679,243 72 $3,789,621 73 $3,903,309 74 $4,020,409 75 $4,141,021 Rent $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Total Rent $ 2,037,107.86 $ 2,098,221.10 $ 2,161,167.73 $ 2, 226,002.76 $ 2, 292,782.85 $2,361,566.33 $ 2,43 2,413.3 2 $2,505,385.72 $ 2,580,547.29 $ 2,657,963.71 $ 2,737,70 2.6 2 $ 2,819,83 3.70 $ 2,904,428.71 $2,991,561.58 $3,081,308.42 $3,173,747.68 $3,268,960.11 $3,367,028.91 $3,468,039.78 $3,572,080.97 $3,679,243.40 $3,789,620.70 $3,903,309.32 $4,020,408.60 $4,141,020.86 7% PWIF PresentValue 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 $64,631 $62,215 $59,889 $57,650 $55,495 $53,421 $51,424 $49,501 $47,651 $45,869 $44,155 $42,504 $40,915 $39,385 $37,913 $36,496 $35,131 $33,818 $32,554 $31,337 $30,165 $29,038 $ 27,95 2 $26,907 $25,901 Subtotal $1,061,919 Years 1-50 $11,276,001 Yea rs51-75 $1,061,919 Total $12,337,919 Rounded $12,300,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 51 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Year Base Rent 1 $523,000 2 $523,000 3 $523,000 4 $523,000 5 $523,000 6 $538,690 7 $554,851 8 $571,496 9 $588,641 10 $606,300 11 $624,489 12 $643,224 13 $662,521 14 $682,396 15 $702,868 16 $723,954 17 $745,673 18 $768,043 19 $791,084 20 $814,817 21 $839,261 22 $864,439 23 $890,372 24 $917,084 25 $944,596 26 $972,934 27 $1,002,122 28 $1,032,186 29 $1,063,151 30 $1,095,046 31 $1,127,897 32 $1,161,734 33 $1,196,586 34 $1,232,484 35 $1,269,458 36 $1,307,542 37 $1,346,768 38 $1,387,171 39 $1,428,786 40 $1,471,650 41 $1,515,800 42 $1,561,274 43 $1,608,112 44 $1,656,355 45 $1,706,046 46 $1,757,227 47 $1,809,944 48 $1,864,242 49 $1,920,170 50 $1,977,775 75-Year Lease for Residential Units %Rent $1,5 42,188 $1,5 42,188 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Total Rent $2,065,187.50 $2,065,187.50 $523,000.00 $523,000.00 $523,000.00 $538,690.00 $554,850.70 $571,496.22 $588,641.11 $606,300.34 $624,489.35 $643,224.03 $662,520.75 $682,396.38 $702,868.27 $723,954.31 $745,672.94 $768,043.13 $791,084.43 $814,816.96 $839,261.47 $864,439.31 $890,372.49 $917,083.67 $944,596.18 $972,934.06 $1,002,122.08 $1,03 2,185.75 $1,063,151.32 $1,095,045.86 $1,127,897.23 $1,161,734.15 $1,196,586.17 $1, 23 2,483.76 $1, 269,458.27 $1,307,542.02 $1,346,768.28 $1,387,171.33 $1,428,786.47 $1,471,650.06 $1,515,799.57 $1,561,273.55 $1,608,111.76 $1,656,355.11 $1,706,045.77 $1,757,227.14 $1,809,943.95 $1,864, 242.27 $1,920,169.54 $1,977,774.63 7% PWI F 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Present Value $1,930,082 $1,803,815 $426,924 $398,994 $372,892 $358,952 $345,533 $332,616 $320,182 $308,212 $ 296,690 $285,599 $ 274,923 $ 264,645 $254,752 $245,228 $ 236,061 $227,236 $ 218,741 $210,564 $ 202,693 $195,115 $187,821 $180,800 $174,041 $167,535 $161,272 $155,243 $149,440 $143,85 3 $138,475 $133,299 $128,316 $123,519 $118,901 $114,456 $110,178 $106,059 $102,094 $98,277 $94,603 $91,067 $87,662 $84,385 $81,231 $78,194 $75,271 $72,457 $69,748 $67,141 $12,805,788 Year Base Rent 51 $2,037,108 52 $2,098,221 53 $2,161,168 54 $2,226,003 55 $2,292,783 56 $2,361,566 57 $2,432,413 58 $2,505,386 59 $2,580,547 60 $2,657,964 61 $2,737,703 62 $2,819,834 63 $2,904,429 64 $2,991,562 65 $3,081,308 66 $3,173,748 67 $3,268,960 68 $3,367,029 69 $3,468,040 70 $3,572,081 71 $3,679,243 72 $3,789,621 73 $3,903,309 74 $4,020,409 75 $4,141,021 Rent Total Rent $0.00 $2,037,107.86 $0.00 $2,098,221.10 $0.00 $2,161,167.73 $0.00 $2,226,002.76 $0.00 $2,292,782.85 $0.00 $2,361,566.33 $0.00 $2,432,413.32 $0.00 $2,505,385.72 $0.00 $2,580,547.29 $0.00 $2,657,963.71 $0.00 $2,737,702.62 $0.00 $2,819,833.70 $0.00 $2,904,428.71 $0.00 $2,991,561.58 $0.00 $3,081,308.42 $0.00 $3,173,747.68 $0.00 $3,268,960.11 $0.00 $3,367,028.91 $0.00 $3,468,039.78 $0.00 $3,572,080.97 $0.00 $3,679,243.40 $0.00 $3,789,620.70 $0.00 $3,903,309.32 $0.00 $4,020,408.60 $0.00 $4,141,020.86 7% PWIF PresentValue 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 $64,631 $62,215 $59,889 $57,650 $55,495 $53,421 $51,424 $49,501 $47,651 $45,869 $44,155 $42,504 $40,915 $39,385 $37,913 $36,496 $35,131 $33,818 $32,554 $31,337 $30,165 $29,038 $27,952 $26,907 $25,901 Subtotal $1,061,919 Years 1-50 $12,805,788 Yea rs51-75 $1,061,919 Tota I $13,867,707 Rounded $13,900,000 Conclusion Over the 75-year term, the net present value of the income stream for the condominium units is higher than timeshare/fractional ownership units. Timeshare 75 Year Lease Residential Condos 75 Year Lease Difference $12,300,000 $13,900,000 $1,600,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 52 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS We have also been asked to determine the present value of the projected lease revenue from both timeshares and residential condominium units, assuming the 75-year lease was extended to a 100-year lease. We have extended out the projected future rental income for the additional 75 years, to arrive at a present value. We have discounted the future income at the same rate as the 75-year lease, since market participants would likely consider the risk under a 75-year or and 100-year lease to be similar. 100-Year Lease for Fractional Units / Timeshares Year Base Rent 1 $523,000 2 $523,000 3 $523,000 4 $523,000 5 $523,000 6 $538,690 7 $554,851 8 $571,496 9 $588,641 10 $606,300 11 $624,489 12 $643,224 13 $662,521 14 $682,396 15 $702,868 16 $723,954 17 $745,673 18 $768,043 19 $791,084 20 $814,817 21 $839,261 22 $864,439 23 $890,372 24 $917,084 25 $944,596 26 $972,934 27 $1,002,122 28 $1,032,186 29 $1,063,151 30 $1,095,046 31 $1,127,897 32 $1,161,734 33 $1,196,586 34 $1,232,484 35 $1,269,458 36 $1,307,542 37 $1,346,768 38 $1,387,171 39 $1,428,786 40 $1,471,650 41 $1,515,800 42 $1,561,274 43 $1,608,112 44 $1,656,355 45 $1,706,046 46 $1,757,227 47 $1,809,944 48 $1,864,242 49 $1,920,170 50 $1,977,775 % Rent $ 264,031.25 $ 26 4,031.25 $ 26 4,031.25 $ 26 4,031.25 $ 26 4,031.25 $ 26 4,031.25 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Total Rent $787,031.25 $787,031.25 $787,031.25 $787,031.25 $787,031.25 $802,721.25 $554,850.70 $571,496.22 $588,641.11 $606,300.34 $624,489.35 $643,224.03 $662,520.75 $682,396.38 $702,868.27 $723,954.31 $745,672.94 $768,043.13 $791,084.43 $814,816.96 $839,261.47 $864,439.31 $890,372.49 $917,083.67 $944,596.18 $972,934.06 $1,002,122.08 $1,032,185.75 $1,06 3,151.3 2 $1,095,045.86 $1,127,897.23 $1,161,734.15 $1,196,586.17 $1,232,483.76 $1,269,458.27 $1,307,542.02 $1,346,768.28 $1,387,171.33 $1,428,786.47 $1,471,650.06 $1,515,799.57 $1,561,273.55 $1,608,111.76 $1,656,355.11 $1,706,045.77 $1,757,227.14 $1,809,943.95 $1,864,242.27 $1,920,169.54 $1,977,774.63 7% PWIF Present Value 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.508349 29 0.47509280 0.44401196 0.41496445 0.387817 24 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Year Base Rent $735,543 51 $2,037,108 $687,424 52 $2,098,221 $642,452 53 $2,161,168 $600,422 54 $2,226,003 $561,142 55 $2,292,783 $534,887 56 $2,361,566 $345,533 57 $2,432,413 $332,616 58 $2,505,386 $320,182 59 $2,580,547 $308,212 60 $2,657,964 $296,690 61 $2,737,703 $285,599 62 $2,819,834 $274,923 63 $2,904,429 $264,645 64 $2,991,562 $254,752 65 $3,081,308 $245,228 66 $3,173,748 $236,061 67 $3,268,960 $227,236 68 $3,367,029 $218,741 69 $3,468,040 $210,564 70 $3,572,081 $202,693 71 $3,679,243 $195,115 72 $3,789,621 $187,821 73 $3,903,309 $180,800 74 $4,020,409 $174,041 75 $4,141,021 $167,535 76 $4,265,251 $161,272 77 $4,393,209 $155,243 78 $4,525,005 $149,440 79 $4,660,755 $143,853 80 $4,800,578 $138,475 81 $4,944,595 $133,299 82 $5,092,933 $128,316 83 $5,245,721 $123,519 84 $5,403,093 $118,901 85 $5,565,186 $114,456 86 $5,732,141 $110,178 87 $5,904,106 $106,059 88 $6,081,229 $102,094 89 $6,263,666 $98,277 90 $6,451,576 $94,603 91 $6,645,123 $91,067 92 $6,844,477 $87,662 93 $7,049,811 $84,385 94 $7,261,305 $81,231 95 $7,479,144 $78,194 96 $7,703,519 $75,271 97 $7,934,624 $72,457 98 $8,172,663 $69,748 99 $8,417,843 $67,141 100 $8,670,378 $11,276,001 % Rent $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $0.00 $0.00 $1.00 $ 2.00 $3.00 $ 4.00 $5.00 $6.00 $7.00 $8.00 $9.00 $10.00 $11.00 $12.00 $13.00 $14.00 $15.00 $16.00 $17.00 $18.00 $19.00 $ 20.00 $ 21.00 $ 22.00 $23.00 $ 24.00 $25.00 Tota I Rent $2,037,107.86 $2,098,221.10 $ 2,161,167.73 $ 2, 226,002.76 $2,292,782.85 $2,361,566.33 $2,432,413.32 $2,505,385.72 $ 2,580,547.29 $ 2,657,963.71 $2,737,702.62 $2,819,833.70 $ 2,904,428.71 $ 2,991,561.58 $3,081,308.42 $3,173,747.68 $3,268,960.11 $3,367,028.91 $3,468,039.78 $3,572,080.97 $3,679,243.40 $3,789,620.70 $3,903,309.32 $4,020,408.60 $4,141,020.86 $4,265,252.49 $4,393,211.03 $4,525,008.30 $4,660,759.46 $4,800,583.12 $4,944,601.47 $5,092,940.33 $5,245,729.33 $5,403,101.97 $5,565,195.76 $5,732,152.33 $5,904,117.57 $6,081,241.74 $6,263,679.60 $6,451,590.57 $6,645,138.84 $6,844,493.52 $7,049,828.82 $7,261,324.14 $7,479,164.30 $7,703,539.63 $7,934,646.19 $8,172,685.91 $8,417,866.80 $8,670,403.08 7% PWI F 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.0226 2083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 0.00584565 0.00546323 0.00510582 0.00477179 0.00445962 0.00416787 0.00389520 0.00364038 0.00340222 0.00317965 0.00297163 0.00277723 0.00259554 0.00242574 0.00226704 0.00211873 0.00198012 0.00185058 0.0017 295 2 0.00161637 0.00151063 0.00141180 0.00131944 0.00123312 0.00115245 Subtotal Years 1-50 Years 51-75 Tota I Rounded Present Val ue $64,631 $62,215 $59,889 $57,650 $55,495 $53,421 $51,424 $49,501 $47,651 $45,869 $44,155 $42,504 $40,915 $39,385 $37,913 $36,496 $35,131 $33,818 $32,554 $31,337 $30,165 $ 29,038 $27,952 $ 26,907 $25,901 $ 24,933 $ 24,001 $ 23,104 $ 22,240 $ 21,409 $20,608 $19,838 $19,096 $18,383 $17,695 $17,034 $16,397 $15,784 $15,194 $14,626 $14,079 $13,553 $13,046 $12,559 $12,089 $11,637 $11,202 $10,783 $10,380 $9,992 $1,471,583 $11,276,001 $1,471,583 $12,747,584 $12,700,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 53 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 100-Year Lease for Residential Units Year Base Rent $ 523,000 $ 523,000 $ 523,000 $ 523,000 $ 523,000 $538,690 $ 554,851 $ 571,496 $ 588,641 $606,300 $624,489 $643,224 $662,521 $682,396 $702,868 $723,954 $745,673 $768,043 $791,084 $814,817 $839,261 $864,439 $ 890,37 2 $917,084 $944,596 $972,934 $1,002,122 $1,032,186 $1,063,151 $1,095,046 $1,127,897 $1,161,734 $1,196,586 $1,232,484 $1,269,458 $1,307,542 $1,346,768 $1,387,171 $1,428,786 $1,471,650 $1,515,800 $1,561,274 $1,608,112 $1,656,355 $1,706,046 $1,757,227 $1,809,944 $1,864,242 $1,920,170 $1,977,775 % Rent $1,542,187.50 $1,542,187.50 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Total Rent $2,065,187.50 $2,065,187.50 $523,000.00 $523,000.00 $523,000.00 $538,690.00 $554,850.70 $571,496.22 $588,641.11 $606,300.34 $624,489.35 $643,224.03 $662,520.75 $682,396.38 $702,868.27 $723,954.31 $745,672.94 $768,043.13 $791,084.43 $814,816.96 $839,261.47 $864,439.31 $890,372.49 $917,083.67 $944,596.18 $972,934.06 $1,002,122.08 $1,032,185.75 $1,063,151.32 $1,095,045.86 $1,127,897.23 $1,161,734.15 $1,196,586.17 $1,232,483.76 $1,269,458.27 $1,307,542.02 $1,346,768.28 $1,387,171.33 $1,428,786.47 $1,471,650.06 $1,515,799.57 $1,561,273.55 $1,608,111.76 $1,656,355.11 $1,706,045.77 $1,757,227.14 $1,809,943.95 $1,864,242.27 $1,920,169.54 $1,977,774.63 7% PWIF Present Value 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.508349 29 0.47509280 0.44401196 0.41496445 0.387817 24 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Year Base Rent $1,930,082 51 $2,037,108 $1,803,815 52 $2,098,221 $426,924 53 $2,161,168 $398,994 54 $2,226,003 $372,892 55 $2,292,783 $358,952 56 $2,361,566 $345,533 57 $2,432,413 $332,616 58 $2,505,386 $320,182 59 $2,580,547 $308,212 60 $2,657,964 $296,690 61 $2,737,703 $285,599 62 $2,819,834 $274,923 63 $2,904,429 $264,645 64 $2,991,562 $254,752 65 $3,081,308 $245,228 66 $3,173,748 $236,061 67 $3,268,960 $227,236 68 $3,367,029 $218,741 69 $3,468,040 $210,564 70 $3,572,081 $202,693 71 $3,679,243 $195,115 72 $3,789,621 $187,821 73 $3,903,309 $180,800 74 $4,020,409 $174,041 75 $4,141,021 $167,535 76 $4,265,251 $161,272 77 $4,393,209 $155,243 78 $4,525,005 $149,440 79 $4,660,755 $143,853 80 $4,800,578 $138,475 81 $4,944,595 $133,299 82 $5,092,933 $128,316 83 $5,245,721 $123,519 84 $5,403,093 $118,901 85 $5,565,186 $114,456 86 $5,732,141 $110,178 87 $5,904,106 $106,059 88 $6,081,229 $102,094 89 $6,263,666 $98,277 90 $6,451,576 $94,603 91 $6,645,123 $91,067 92 $6,844,477 $87,662 93 $7,049,811 $84,385 94 $7,261,305 $81,231 95 $7,479,144 $78,194 96 $7,703,519 $75,271 97 $7,934,624 $72,457 98 $8,172,663 $69,748 99 $8,417,843 $67,141 100 $8,670,378 $12,805,788 % Rent $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $1.00 $ 2.00 $3.00 $4.00 $5.00 $6.00 $7.00 $8.00 $9.00 $10.00 $11.00 $12.00 $13.00 $14.00 $15.00 $16.00 $17.00 $18.00 $19.00 $ 20.00 $ 21.00 $ 22.00 $23.00 $ 24.00 $25.00 Tota I Rent $ 2,037,107.86 $ 2,098, 221.10 $ 2,161,167.73 $ 2,2 26,002.76 $2,292,782.85 $ 2,3 61,566.33 $2,432,413.32 $ 2,5 05,385.72 $ 2,5 80,547.29 $2,657,963.71 $2,737,702.62 $ 2,819,833.70 $ 2,904,428.71 $ 2,991,561.58 $3,081,308.42 $3,173,747.68 $3,268,960.11 $3,367,028.91 $3,468,039.78 $3,572,080.97 $3,679,243.40 $3,789,620.70 $3,903,309.32 $4,020,408.60 $4,141,020.86 $4,265,252.49 $4,393,211.03 $4,525,008.30 $4,660,759.46 $4,800,583.12 $4,944,601.47 $5,092,940.33 $5,245,729.33 $5,403,101.97 $5,565,195.76 $5,732,152.33 $5,904,117.57 $6,081,241.74 $6,263,679.60 $6,451,590.57 $6,645,138.84 $6,844,493.52 $7,049,828.82 $7,261,324.14 $7,479,164.30 $7,703,539.63 $7,934,646.19 $8,172,685.91 $8,417,866.80 $8,670,403.08 7% PWI F 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 0.00584565 0.00546323 0.00510582 0.00477179 0.00445962 0.00416787 0.00389520 0.00364038 0.00340222 0.00317965 0.00297163 0.00277723 0.00259554 0.00242574 0.00226704 0.00211873 0.00198012 0.00185058 0.0017 295 2 0.00161637 0.00151063 0.00141180 0.00131944 0.00123312 0.00115245 Subtotal Years 1-50 Years 51-75 Tota I Rounded Present Val ue $64,631 $62,215 $59,889 $57,650 $55,495 $53,421 $51,424 $49,501 $47,651 $45,869 $44,155 $42,504 $40,915 $39,385 $37,913 $36,496 $35,131 $33,818 $32,554 $31,337 $30,165 $29,038 $27,952 $26,907 $25,901 $24,933 $24,001 $23,104 $22,240 $21,409 $20,608 $19,838 $19,096 $18,383 $17,695 $17,034 $16,397 $15,784 $15,194 $14,626 $14,079 $13,553 $13,046 $12,559 $12,089 $11,637 $11,202 $10,783 $10,380 $9,992 $1,471,583 $12,805,788 $1,471,583 $14,277,371 $14,300,000 Conclusion Over the 100-year term the net present value of the income stream for the condominium units is higher than timeshare/fractional ownership units. Timeshare 100 Year Lease Residential Condos 100 Year Lease Difference $12,700,000 $14,300,000 $1,600,000 JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 54 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS MIAMI DOWNTOWN RETAIL SUBMARKET Vacancy in the Downtown Miami retail submarket is 15.0% and has increased 1.3% over the past 12 months. During this period, there has been 65,000 SF of negative absorption, and 15,000 SF has been removed from inventory. Within this submarket, General Retail is the largest subtype, with 3.0 million SF in this category. KEY INDICATORS Current Quarter RBA Vacancy Rate Market Rent Availability Rate Net Absorption Deliveries SF Under SF Construction MalEs 52:3,037 13.0% $35.02 0% 0 0 0 Power Center 0 0 0 0 Neighborhood Center 535,000 68.5% $33.95 68.5% 0 0 0 Strip Center Genera( Retail 27,112 0% $36.24 3,005,240 6.0% $38.52 Other 0 0% 0 0 0 4.0% (2600) 0 0 662,000 3 662.000 Submarket 4.090.38E 15.0% $37.61 10.8% (2.600) 0 Annual Trends 12 Month Historical Average Forecast Average Peak Trough When Vacancy Change (YOY) 1.3% 10.3% 15.2% 18.0% Net Absorption SF (64.7K) 11,793 123,942 493,188 Deliveries SF 0 43,726 147,218 416,000 Rent Growth -1.2' 1.6% 1.2% 8.3% Sales Volume 59.4h:' $35M NM $280.5M 2019 Q2 3.6% 2006 03 2020 Q2 (201,805) 2017 Q2 2020 Q2 0 2023 Q3 2007 Q1 7 2009 01 2015 Q2 SG 2017 Q4 Rents are around $38.00/SF, which is a 1.3% decrease from where they were a year ago. In keeping with recent declines, retail rents are now 1.7% lower than they were three years ago. About 660,000 SF is under construction, representing a 16.2% expansion of inventory. In the past year, 3 sales have taken place. Over the past three years, there have been 18 sales, which have traded for approximately $89.1 million. During this time, the market cap rate for Downtown Miami has remained at 5.4%. Downtown Miami has had a relatively healthy investment market over the years, and buyers have exhibited a steady interest in the area. But while investors have historically been active here, they pulled back over the past 12 months as sales activity cooled off. Annual sales volume has averaged $34.6 million over the past five years, including a 12-month high of $89.4 million over that stretch. The recorded transaction volume here reached $8.6 million in the past year. Market pricing, based on the estimated price movement of all properties in the submarket, sat at $413/SF during the fourth quarter of 2023. That market price is up compared to the fourth quarter from last year, but that price is looking up at the average for the region. The market cap rate, at 5.4%, is only a few basis points lower than last year's number, which is the same as the metro's average. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 55 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Construction Recent deliveries, under construction and proposed retail construction is summarized as follows. RECENT DELIVERIES Property Name/Address 1 652 NE 2nd Ave UNDER CONSTRUCTION Rating Bldg SF Stories Start Complete DeveioperlOwner 120,060 12 Dec 2021 Jul 2022 Property Name/Address Rating Bldg 5F Stories 1 Block 55 at Sawyers Walk 362,000 4 249 NE 6th St 2 Miami Worldcenter- Retail NE 1st Ave PROPOSED ***** * * Start Complete Developer/Owner Jun 2021 Feb 2024 Swerdlow Group I I 300,000 3 Mar 2016 Mar 2024 Miami Worldcenter Associates, LLC Latezatian Properties Property NarneiAddress Rating Bldg SF Stories Start Complete Developer/Owner 1 2 Miami WorldCenter Retail 1010 NE 2nd Ave Miami Riverside Retail 230 SW 3rd St *** * * * 300,000 184,800 Jan 2024 Jan 2024 Dec 2024 Jan 2025 Market Statistics OVERALL SUPPLY & DEMAND -Yeas' 5F inventory 5F Growth % Growth Net Absorption °I of Inv Construction Ratio 202! 4, Il U,2ti3 22, /89 0.5% 18,602 0.4% 1.2 2026 4,757,494 4,743,496 , 4,744,230 13,998 0:3% 16,038 0;3% 0,9 2025 2024 (134) -_ 0% 653,841 16.0% 64,009 533,293 1 3% 11.2% - 1.2 2023 4,090,389 0 0% (74,423) -1.8% - YTD 4,090,389 0 0% (63,143) -1.5% - 2022 4,090,389 101,568 2.5% 130,912 3_2% 0_8 2021 3,988,821 10,375 0.3% 15,686 0.4% 0.7 2020 3,978,446 6,144 0.2% 41,082 1.0% 01 2019 3,972,302 416,000 11.7% 411,385 10.4% 1.0 2018 3,556,302 54,000 1.5% (133,063) -3.7% - 2017 3,502,302 0 0% 23,545 0_7% 0 2016 3,502,302 (4,778) -0.1% (175,653) -5.9% - 2015 3,507,080 (21,923) -0.6% (5,996) -0.2% - 2014 3,529,003 (16,958) -0.5% (31,054) -3_9% - 2013 3,545,961 4,492 0.1% (4,064) -0_1% - 2012 3,541,469 0 0% (13,140) -04% 2011 3,541,469 I 0 0% (1,254) 0% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 56 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS OVERALL RENT & VACANCY Year 2027 2026 Market Rent Per SF Index % Growth $40.13 136 1.0% 2025 39.72 134 1_3% $39.19 I 132 1.7% Vs Hist Peak 3.2% 2.1% 2024 $38.55 130 1.8% 202 $37:86 128 1 -0.3% YTI3 $37.61 127 -1.3% 2022 $37.99 128 i -0.2% 2021 2020 2019 $38_18 129 $38.05 129 $38.90 131 0.1% 0.8% -0.9% -2.7%4 -3.3% - 2.3% SF 683,27 679,571 681,762 Vacancy Percent 14.3% 14.3% 14.4% 746,431 15.7% 625 Ppts Chg 0% - 0.1 % - 14% 0.4% 15.3% 1.8% 614,303 15.0% i.5% 551,160 13.5% -2-1%0 580,504 14 6% -2_ 2% 0.9 - 2.2% 585,815 14.7% -02% - 0.9% 620,753 2018 2017 2016 2015 $38.54 130 $36.78 $35.19 $3429 124 119 2014 $32.73 4.8% 4.5% 2.6% 116 4.8% 111 5.6% 2013 $30.99 - 09% - 5 4% - 9.5% -11.9°% - 15.9 15.6% - 1.7% 616,138 427,433 450,978 2880,103 17.3% 12.2% 12.9% 8.0% 5,1% - 0.7% 4.9% 296,030 105 2.0% 2012 $30.37 2011 $29.60 - 20.3% 8.4% 0.4% 281,934 .0% 02°% 103 2.6% 100 0.9% OVERALL SALE - 21.0% - 23.9% 273,378 7.7% 0.4°% 260,238 7.3% 0% 'VW Deals Canlplatec Trar10,90l1; e18 all Turncoat Avg Price 4vgPricei!F avgcap Rata Racket Pricing Trends I _ " 221 Pt1eeTSF Prim lnuax cap Rate 2927 - - - 1 - - - 1403_09 ID 1 2026 - - - I - - - n 537d.51 177 1 2625 - - - - - - S300.S4 171 2024 - - - I - - - S352-59 167 2923 - - - I - - 5404.06 162 YTD 2 153M 02% $2,542,K10 S412.67 165 2022 11 $23,4144 1.0% 15, 43,750 7r$6b - d S397.76 1/181 2021 6- 1i :0.14 4.0% $11,024,000 3462.56 - j S307.33 189 2020 6 $3313h4 D.8% 1 3530,'83 33156.87 - $375.45 178 2010 15 364.4411 1-.9% 14.221, 7 '$803.97 BIM $36$-58' 167 2018 12 336_111 19.3`:a $0,770,275 $11123. - $377-€13 171 2017 1 $0 0,3% - - - $384.67 173 2016 213_i5 it Sa.ihf 0 0% $1,284,500 $15,137,647 $2,779,887 52,807,500 12.004.2S8 $234.78 - 3355.24 168 18 $257.3i1 1 9.1 1% 3 9%6 - 3% _. 0' 5620 14 4.8% $347.83 162 2314 2013 2012 23 359.AM S108.30 4_4% $311.83' 149 7 21 $14.5itiA 5107.41 $266 2 125 t k g 33i8.51it1 S 111.45 - 17246.01 {11c rrpl 7artsacdr_nda+n taseaEel sr ; TrN-_ . =..r: s3QIcrer1.61;1rt:1eare3 rdettcei the i.ovitiacCerici?eseilrttreaerca. Diet pass dan s Rase^. cn tt€ _ ] : _ _ =f 2eperties r1 wk.-rang, trrraT!ret ba arr_I TarsacliDr% tlial reWe ed Conclusions Based on the data presented, overall retail space has an average market rent of approximately $38/SF; and an average price/SF for finished buildings of approximately $400/SF. Rental rates for retail space are typically expressed as "net rents" with the tenant paying operating expenses. Operating expenses for retail space, are approximately $20/SF for high -quality space in an urban location. Total gross rental rates for retail space would be approximately $57.61/SF, on average. Of course, retail space located in highly trafficked areas will tend to have a higher -than -average rental rate, and space in areas that have fewer pedestrians passing would likely have a lower rental rate. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 57 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS MIAMI DOWNTOWN OFFICE MARKET The subject is to be located on Watson Island, located immediately east of the Miami Central Business District. According to CoStar, the subject is located in the Miami Beach submarket for office space. However, we do not consider this appropriate since the subject is located in the City of Miami, and is most influenced by proximity to the Miami CBD. For this reason, we have provided data for the Miami Central Business District, as opposed to the Miami Beach submarket, that sits to the east. According to the CoStar Office Submarket Report, September 2023, Downtown Miami is part of Miami's primary office node and developers have doubled the area's apartment stock over the past decade. It is on course to double again over the next few years. Based here are some of Miami's historic district, several museums, the 20,000-seat Kaseya Center, luxurious hotels, entertainment spots, and many highly rated restaurants. Downtown Miami boasts the region's best public transport network and is home to MiamiCentral, the largest train station in the Southeast. The area's desirable live/work/play experience has drawn many of Miami's young professionals and high -earners, leading to a sharp rise in the area's population. Workers and visitors double the area's daytime population. KEY INDICATORS Current Lu r RBA 'Vacancy Raba Market RUE kvailab11rtyRata tke[ltiGeFrpNan DalCrerteeSF ±44s &,`_,.Stu.. -_ ,18A I= -°.. :"_.40 ..e'a_ 3 - Star .. . ! 2 c.. '.:. -35.02 _ .. _ - 1 & 2 .Sta- _. E.09a 1 I 1 `:a 535.23 = . _ r, Submarket 12.632,533 12 % $51.23 14.3% s ;; s Under s:onetruebl n 1,221,8 0 0 unpai Annual Tre,n 12 Montn Itetorical Fa3et LYeragi Peak ihF1en Trough YlMwrt Vacancy Change .'OD 1 .. „ . ':: '„61'.. 7.4 2010 0.2 '.3`. 2 _�_ 03 NetApsceptlan SF 2u7K 55,402 233,50D-'5Fs559 201501 �;87 =.050; 2 O4 Deliveries, SF 0 150,83_, 202,3E 800221 201003 0 202303 Rent Growth 5.7°'= 3_15% 0.'2',. 17.996 200702 ° _ % 2010 02 Sales Volume 582.ZU 3234.9ht ryA 31145.51A 2015 04 31.2hf 2013 04 Financial and business services have the most significant footprint in the area. Government organizations, Miami -Dade College, the country's largest higher education institution, and Miami's court system are also located in this area. Some of the most prominent tenants in this submarket are Greenberg Traurig LLP, Citi, Morgan Stanley, and Carlton Fields. Office development in the area over the past few years has been significant and ahead of general market and national trends. Office construction as a percentage of existing inventory stands at 9.7%, well above the Miami market average of 3.8% and the national average of just over 1%, representing over 25% of the Miami office pipeline. The over one million SF underway is concentrated in five properties, all of which are 4- & 5- Star buildings that are 100% leased with the exception of over 127,000 SF at 601 Miami. Around 50% of the 1.9 million SF of available space in the submarket is concentrated in existing high vacancy properties. Around six 4- & 5-Star properties in the submarket are more than 20% vacant, seeing a continual rise in vacancies since the end of 2016 and representing over 650,000 SF of available space. Another three properties, rated 3 Star, are also more than 20% vacant, seeing a gradual rise in vacancies since 2020 and representing over 117,000 SF of available space. Most of these properties tend to be older office towers built before the 1990s, and although some have been renovated since, these are still facing the bulk of tenant demand contraction. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 58 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Rents for 4- & 5-Star properties in the submarket stand at $59/SF, while 3 Star rents stand at $35.00/SF, representing an above -average rental premium for high quality space of over 60% in the submarket versus an over 40% premium in the wider Miami market. Despite housing the second highest space availability of all Miami submarkets at 1.9 million SF, the submarket continues to enjoy healthy annual office rent gains at 5.8%. Slowing absorption in the near term will likely put pressure on rent growth in the coming years, with annual gains expected to slow to below 2% over the next two years, underperforming the broader Miami market. The last two years have seen two large transactions, one in June of 2022 and the other in May of this year. The 2022 sale involved the 4 Star Miami Tower, which was purchased by the CP Group for over $162 million or just over $259/SF. The 627,000 SF office tower was 67% leased at sale and is now over 72% leased. Volume so far in 2023 has been largely muted, with the largest sale so far making up almost all sales volume for the year. The sale involves the 4 Star Museum Tower which was purchased by Moishe Mana from the Bridge Investment Group. The 243,000 SF tower, built in 1983, was sold for over $73 million or over $302/SF at a 7.6% cap rate. The property was 92% leased at sale. Leasing Leasing activity has remained healthy since 2022, with annual leasing volume remaining above the five-year average since the fourth quarter of 2022. Strong leasing in the first half of 2023 totaled over 377,000 SF leased, resulting in positive absorption for the year so far. Although leasing slowed in the second quarter to just over 137,000 SF, move -ins outpaced move -outs, resulting in positive net absorption for the quarter. Slower leasing and a larger number of move -outs in the second half of 2023 are expected to lead to negative net absorption for the year, resulting in rising vacancies in the near -term. After occupancy of new product occurs in 2024, weak absorption is expected to continue in the longer -term forecast, resulting in a continuation of above -average vacancies relative to the rest of the Miami market. Since 2010, virtually all new absorption has targeted 4- & 5-Star properties, with 3 Star properties seeing negative absorption, while 1- & 2-Star properties have seen negligible absorption. These leasing trends follow national patterns in which activity has become concentrated in high -quality assets, especially those constructed within the past decade. This longer -term trend has continued in the last few years, with net absorption since 2019 remaining positive only for 4- & 5-Star properties. Most leasing activity in the first half of 2023 is being driven by activity at the Wells Fargo Center. Kaseya, an IT and security management company, leased over 93,000 SF of space at the property at an effective rent of $60/SF for a 12-year term, also Innovation Refunds, a tax consultant, leased over 25,000 SF of space for an 11-year term. Leasing was also strong at the Citigroup Center which signed two leases for space of over 10,000 SF, though these were for shorter terms of 5 years. The Greater Miami Convention and Visitors Bureau signed for over 21,000 SF of space at the property and another tenant signed for over 15,000 SF of space. Rental Rates While office rent growth across the U.S. has decelerated, unable to reach pre -pandemic levels, rent growth in Miami has reached levels not seen since 2007. Annual rent gains in the Downtown Miami submarket have remained strong at 5.8%, slightly outperforming Miami market growth. This marks a slowdown from peak rent growth of over 10% in the first quarter of 2022, but still remains above the five-year historical average of 5.4% and above muted U.S. growth. Rent gains have been led by 4- & 5-Star office properties, which have grown by over 5.9%, followed by 3 Star gains of 5.7% annually as of the third quarter of 2023. Over the last five years, 4 & 5 Star rent gains have significantly outperformed in the Downtown Miami submarket, rising around 32% relative to a 12% rise for 3 Star rents. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 59 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Going forward, a softening in demand will result in higher vacancies across the submarket. Forecast rent growth is set to slow across all-star ratings, with 3 Star product outperforming in the near -term. Although rent gains will slow, following broader Miami market trends, submarket fundamentals remain healthy given the headwinds the broader office market is facing across the country. Construction Office development in the area over the past few years has been significant and ahead of general market and national trends. Office construction as a percentage of existing inventory stands at 9.7%, well above the Miami market average of 3.8% and the national average of just over 1%, representing over 25% of the Miami office pipeline. The over one million SF underway is concentrated in five properties, all of which are 4- & 5- Star buildings that are 100% leased with the exception of over 127,000 SF at 601 Miami. Despite healthy pre - leasing of new construction, soft demand since 2016 has resulted in a weakening in fundamentals with vacancies remaining at over 14%, with lower rated 1- & 2-Star assets seeing the widest rise in vacancies. Over the past decade or so, the submarket has seen a limited number of new deliveries, though this changed over the last three years as the submarket has seen a rise in construction activity. The largest development is the 620,000 SF Miami Courthouse which is fully leased as it will house the administrative Office of the Courts of the Eleventh Judicial Circuit, the Miami Dade Clerk of Courts, the Law Library, the State Attorney's Office, and the Miami -Dade Police Department. Another major development, which is also 100% leased to Miami Public Administration, is the Miami Riverside Center which totals 286,000 SF. The third largest development totals over 127,000 SF at 601 Miami, which is part of the Natiivo Miami condo tower. Amenities will include a health and wellness center, multiple bars and restaurants, private conference facilities a spa and a cafe. The property is close to the Metro Mover and Brightline stations, still the office component is 100% vacant. All other office developments are fully pre -leased. The elevated supply pipeline in Brickell, Wynwood and Miami Beach, coupled with the near -term economic slowdown and the growing popularity of hybrid working strategies, present a near -term drag on the performance of existing and newly delivered product in terms of lease -up and rent gains across submarkets. That said, Downtown Miami remains an attractive location for office tenants which remains relatively affordable, with lower 4 & 5 Star asking rents than nearby Brickell, Wynwood, Miami Beach and Coconut Grove. Sales Activity Sales volume has slowed since the second quarter of 2022, with the largest sale over the past five years occurring in June of 2021. The sale involved the purchase of the Citigroup Center, an 822,000 SF office building that traded for $270 million, or over $364/SF. Monarch Alternative Capital LP acquired a majority interest in the building through a recapitalization of the asset. The original owner, CP Group, retained a ten percent stake in the property. The 4 Star property, built in 1983 and renovated in 2020, was 70% leased at sale. Another large sale, also in June of 2021, involved the purchase of the 691,000 SF One Biscayne Tower by CP Group through a joint venture. The 4 Star property, built in 1972 and renovated in 2020, traded for over $325/SF and was 65% leased at sale, it is now over 80% leased. The last two years have seen two large transactions with lower pricing, one in June of 2022 and the other in May of this year. The 2022 sale involved the 4 Star Miami Tower, which was purchased by the CP Group for over $162 million or just over $259/SF. The 627,000 SF office tower was 67% leased at sale and is now over 72% leased. Volume so far in 2023 has been largely muted, with the largest sale so far making up almost all sales volume for the year. The sale involves the 4 Star Museum Tower which was purchased by Moishe Mana from the Bridge Investment Group. The 243,000 SF tower, built in 1983, was sold for over $73 million or over $302/SF at a 7.6% cap rate. The property was 92% leased at sale. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 60 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Despite submarket pricing falling around 6% from peak levels in 2022, the Downtown Miami submarket has seen pricing appreciation of over 13% since 2019. Given a slowing economy, higher interest rates and pricing uncertainty, transaction activity is expected to be more muted in 2023. Debt costs have increased significantly, after a more than 400 basis point increase in the federal funds rate, forcing much of the still elevated levels of dry powder to remain on the sidelines until rate hikes cease. OVERALL SUPPLY & DEMAND Submarket Statistics Yeer SF Inventory SF Growth SF Net Absorption % of Inv Construction Ratio 2027 13,859,382 99,2+66 0.7% 114,588 0.8% 0.9 0.3 2026 13,760,622 20,688 0.2% 65,964 0.5% 2025 13,739,934 150,809 1.1% 71,574 0.5% 2.1 2024 13,589,125 998,426 7.9% 784,480 5.8`ih 1.3 2023 '12,590,699 (8,709) -0.1°Iu (53.308) -14% - YTD 12,599,408 0 0% 28,310 0.2% 0 2022 12,599,4018 48,258 0.4% 235,667 1.9% 0.2 2021 12,551,150 0 0% ('16,148) -0.1% - 2020 12,551,150 0 % (90,483) -0.7% - 2019 12,551,150 172,054 1.4% 242,173 1.9% 0,7 2018 12,379,096 186,510 1.5% (20,162) -02% - 2017 12,192,586 140,00D 1.2% (171,859) -1.4% - 2016 12,052,586 0 0% {76,865) -0.6% - 2015 12,052,586 0 0% 122,110 1_D% 0 2014 12,052,586 321,798 2.7% 452,350 3.8% 0.7 2013 11,730,788 0 0% 121,214 1.0%a 0 2012 11,730,788 (24,817) -0.2% 101,773 0.9% - 2011 11.755,605 0 0% (41355) -0 4% - OVERALL RENT & VACANCY Year Per SF Market Rent Index %Growth Vs Hist Peak sF Vacancy Percent Plats Gh. 2027 $51.62 155 0.9% 3.9% 2,137,661 15.4% -0.2% 2026 $51.17 154 0.4% 2.9% 2,153,312 15.6% -6.4% 2025 $50.96 153 -O_'I % 2.5% 2,198,625 16 0% OA% 2024 $51.03 153 -0.8% 2.7% 2,119,369 15.6% 0.5% 2023 $51.42 154 3.5% 3.5% 1,905,386 15.1% 0_4% YTD $51.19 154 5.8% 3.0% 1,832,468 14.5% -0.2% 2022 $49 71 149 9 6% 0% 1,860,778 14 8% -1 5%a 2021 $45.37 136 8.6% -8.7% 2,048,187 10.3% 0_1% 2020 $4'I.79. 125 1.3% -15.9% 2,032,039 16.2% 0_7% 2019 $41.25 124 2.5% -17.0% 1,941,556 15 5% -0 6°% 2018 $40.23 121 4.2% -19.1% 2,011,675 16.3% 1.4% 2017 $38.59 116 3.2% -22.4% 1,805,003 14.8% 2.4% 2016 $37.41 112 10.2% -24.7% 1,493,144 12.4% 0.6% 2015 $33.94 102 7.0% -31.7% 1,416,279 11.8% -1.0% 2014 $31.71 95 5.9% -36.2% 1,538,389 12.8% -1.5% 2013 $29.94 90 1.6% -39_0% 1,668,941 14.2% -1.0% 2012 $29.46 88 -1.2% -40.7% 1,790,155 15.3% -1.0%a 2011 $29.82 89 1.1% -40.0% 1,916,745 16.3% 0_4% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 61 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS OVERALL SALES Year Deals Volume Completed Transactions {1) Turnover Avg Price Avg PricelSF Avg Cap Rate Market Pricing Trends {2) PricelSF Price Index Cap Rate 2027 - - - - - $335.38 16I 6_9% 2026 - - - - - - $326.10 157 7.4%u 2025 - - - - - $320.21 154 7.1% 2024 - - - - - - $321.73 155 7.1% 2023 - - - - - - $338.21 162 6.8% YTD 8 $79.4M 2_1% $15,872,600 $309.01 7.6% $350.29 168 6.6% 2022 30 $351.5M 12.3% $16,736,190 $233.35 5.7% $369.01 177 6.3% 2021 32 $761.2M 17.0% $34,600,339 $358.80 - $342.61 165 6.1 % 2020 11 $3.1M 0.1% $384,063 $231.36 9.8% $324.53 154 6.3%r 2019 28 $271.1M 17A% $12,910,675 $124.37 6.8% $308.56 148 6.5% 2018 28 $176.9M 4.8% $7,369,813 $307.68 5.0% $306.93 147 6.3% 2017 7 $9.5M 0_5% $1,582,333 $146 67 - $291.58 140 6.2% 2016 29 $945.5M 23.1% $49,763,932 $344.24 5.2% $295.51 142 5.9% 2015 18 $206.9M 5.894 $12,933,861 $296.85 4.1% $293.09 141 5.8% 2014 38 $95.2M 6.8% $2,975,065 $124.20 8_4% $268.46 129 6.4% 2013 5 $121V1 0_1% $607,100 $335.04 - $245.76 118 6.294 2012 16 $276.6M 11.6% $27,663,480 $248.77 5.9% $229.82 110 6.5% (1) Completed transaction data is based an actual arms -length sales transactions and levels are dependent on the mix of what happened to sell in the period. (2) Market price trends data is based on the estimated price movement of all properties in the market. informed by actual transactions that have occurred. Class A Office Building Statistics The subject's office space will offer good views of the Miami skyline, and be part of a mixed -use development that sits adjacent to the cruise port. It is projected the office space will considered Class A space, also known as 4- & 5-Star buildings, by CoStar. The following data pertains to Class A office space in the Downtown submarket. 4 & 5 STAR SUPPLY & DE ? 'sear 2027 2028 2025 aAtzs 2021 2019 2418 _3t7 2]18 2315 2014 21113 2012 SF kowntch-y LF G1ovAb 9,359.859 133,1306 9,224.752 40,180 9, l.P 9.57? 3,99E1,984 107,588 1.033.800 7.963,134 1 7,rc53,704 3 % Growth SF 1.5% 7.4% 21% 13_a% 11 }.'335 82,480 134,542 881,025 204,2134 rat Jsorpltan RO�h1Y 1.2% 3.7% 1.5% 3.75E 0% 275,7(97 7,€653,184 7,9e14.526 7,ge 14.926 43,258 3 0 0_O% 0% Bo- 7,914. 7,735,5 1713,201 140,581 7,445,082 0 7r445,1382 321,796 7.083284 7,083.284 0 a 20i1 7.083.284 0 23% 2 6% 1-096 0% 4.5% 056 1, 021,37f4 3"2,Z33 225,77 t 14,80 f j 31L 2_4% 3 a a_8 oz5,t40 -t..7! 11C,703) t_te 08.003- p_091E 8 ,470,2432 0_4% 117 20.7E 0.35E 129 740 1 Tf% 0% 98J040 1 % 18 a a JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 62 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 4 & 5 STAR RENT &VACANCY 2024 - 2s773 Year rSerSf 2027 $63.FB 2026 $6 70 2025 #C 4 t $53.42 $58_ 2 64arts4 Rens index % f rnwth - i Q 559.4t1 2:1=2 357.3.E 2021 $51.37 $47.87 2019 $47 33 2018 $45.41 22010 $41:71 211t5 $37.52 2014 $35.19 21313 1`i33.52 2012 S33_48 21311 133_ 7 162 161 163 161 153 159 151 133 127 122E 123 114. 1.1 100 93 '99 10_0% Vscarocyr 1�ekilaiPegs SF Prrcwa 1.374,019 1-4. 9i, 1.354,089 14.7;6 1.37 5,422 15.036 1 323.376 I 14.746 1.153,301 I 14.4% 1 .103,093 14.7% G% 1.441.60E I 13.1% -0.1% 1,596,137 23.095 Ppta Cbp3 t1.3% U.:3% -3.796 -3.5% -1-V% 1.2% - 0.1% 1..494,761 1a. 6 I -0.451 2 - 1713% 1.527,09'8 15.39E - 20.4% 1,573,6C4 j 23.3% - 24.04 1.368,225 11136 -26.9% 1,1 03,077 1 14.9%6 3.2% 1.5% -34.2% G02,234. I 13.4%. -0'2% _496 1,081,187 14_351 919 -13.B% -41.1 % 1,210,381 17._136 - 41.39E 1,231,157 17A% - 40.8% 1.330,90T 1012% 4 &5 STAB: SALES Year 2027 2026 7395 2324 20 VTD CcmplaasETl [1 i. JYg PrIce.'SF Avg Cap Rare 3 $7 .111 7117, 2E121 13 53':4.1 14 5731..3M 1 S195K 5 S235.rki 3.19E 525, RN, 333 15.096 530,50,625 2219E 173.157;300 096 S155.000 20tg 7.35E 347,348•030 2018- 4 + 5133.5M 5.9% 333,264,725 21317 3 I 55.7M 029E S1,E83.333 5488.36 7 I 5t42_JM 33.699E 3147,145.833-S3555.28 1 i S 144_Bk1 5.14E 3144,800,253 S334.39 I-126.7141 229E 58.568,86; S164_35 4 I sac 3 3252.0M 2015 - 20t5 2014 - 2013 -2012 13.tl�9_47 7;13% S24B_0t 5.7% 5419_at - - 301_ i2 9.89E S101)..55 0.446 1292.45 $.0% 529E marital. Pricing T►eskls t ) Prlcs T PA36 Intlex Cap Rala 3397.23 3388.09 3377 27 337525 3401.52 3412.17 1424.62 5398.55 3374.84 3352.01 335-8_4t S330.130 $343.91 3347.137 154 15o 156 15.5 106 17• 17e 165 T 155 148 148 140 T 142 143 $31025 123 32E14.88 118 11.136 587.53B,333 (-'1_55 5.93 3237_10 110 'CO taimpW-letl hasrsaciirXi am is sasecE.66. arbca! i rrs- lengtla aaiea iransaatons arb ecrss are i !t •x the nix or yr= roweled ID set !n the 1;2) Ma6e/ price tends dam Is based ph the a tfl3 ed prim r.!¢+rerrrerrt atal psme 7 the Foist 1.1 ur.re..I t7 acheai liarEadlEOS slot rave occurred. 6.39E 7.094 7.196_ 7.19E 6.4% B t36 5.3% 6.59E 6.3% 6.t%6 6.0% 5.7% 5.69E 5.3% 6.0% 339E Based on the data presented, Class A, or 4- & 5-Star office buildings have an average market rent of approximately $60/SF; and an average price/SF for finished buildings of approximately $400/SF. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 63 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Overall Conclusions The average rental rates for the various property types in the subject's area are as follows. Property Types 4 & 5-star Office Retail Space Market Rent (Gross) $59.67/SF $57.61/SF Vacancy Rate 14.6% 13.0% The gross rental rate for high -quality office space and high -quality retail space is approximately the same. Currently the subject is scheduled to include 221,000 SF of retail space. We are familiar with retail developments that were constructed long before the change in shopping habits, and the effects on shopping centers from Internet retail stores. We have found in many instances, only the premier retail space in a larger development can find profitable tenants. Space that is on upper floors or that has significantly fewer pedestrians passing tends to not perform poorly. Examples in South Florida include the Plantation Fashion Center. This three -level shopping center contained multiple floors and was anchored by Lord & Taylor and Macy's, plus a food court and an adjoining office building that was fully leased. After years of marketing, much of the space located on the secondary and tertiary areas of the shopping center remained vacant, even after years of attempted leasing. A second example is the Bakery Center located in South Miami. That multi -level center was anchored by a movie theater, a popular restaurant, and a popular gym. Despite the popularity of those anchor tenants, the secondary and tertiary retail spaces struggled to attract and retain retail tenants. The structure was eventually demolished. The Bakery Center was then replaced by the Shops of Sunset. Like the Bakery Center, the facility contained multiple floors, and is anchored by a movie theater, entertainment retailers, and numerous mainstream retail tenants. When it opened the facility was close to fully leased; however, tenants found that the configuration of the center made it difficult to attract shoppers. Many of the initial tenants have left the center, and releasing efforts have been difficult at best. The owners have attempted to get approvals to demolish parts of the center in favor of other uses, such as office space or hotel space. Another example is the Miracle Center on Coral Way. That center opened in the late 1980s with a popular restaurant, a movie theatre, and a gym. The three -level center offered covered parking on levels above the retail levels. Despite years of efforts, the center was never able to attract tenants to the upper floors. The building has been reconfigured and re -leased numerous times since its initial construction. Another example is Cocowalk. This center was constructed in the 1990s, featured a movie theater and numerous restaurants. The center's font multiple level retail space met with initial success, and primarily was comprised of restaurant tenants. Second and third floor space initially leased but became vacant after the first signed leases were up for renewal. Multiple attempts to re -tenant the facility failed and a large portion of the center was demolished to make way for an office building. The redeveloped Cocowalk now contains a reported 165,000 of retail space plus 85,762 SF of office space. However, the retail space includes 33,360 SF of a movie theater. Without the movie theater, there are approximately 131,640 SF or retail space. Cocowalk is located in the center of a densely developed residential neighborhood with a very high walk score of 97 (walker's paradise). Therefore, the location would be much more attractive to retail tenants than the subject, which would have a much lower walk score. The common theme for all the noted retail centers is that the high -profile retail space tends to be leased, and the secondary and tertiary space tends to remain vacant, or becomes vacant at the time of the initial lease renewal. Tenant spaces that have little to no pedestrian traffic tend to do worst. Retail spaces on second and third floors also tend to do very poorly. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 64 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS The current lease notes the inclusion of 221,000 SF of retail space. Much of that space would be located on the second or third floor of the structure. There is little pedestrian traffic passing through the area, and retail tenants would be forced to rely on visitors to the adjacent hotel. The current lessee proposes to convert approximately half the retail space to office space. We anticipate the office space would replace the retail space that would have difficulty renting, on the second or third floors. The subject would be a very attractive location for office space. Potential tenants would be cruise lines that operate out of the port; travel agencies that specialize in cruises, professional service providers that serve the needs of the cruise industry, or shared work spaces that would serve the needs of guests and local residents. Lease Value Assuming 221,000 SF Retail Space As noted, the current lease notes the inclusion of 221,000 SF of retail space. Much of that space would be located on the second or third floor of the structure. There is little pedestrian traffic passing through the area, and retail tenants would be forced to rely on visitors to the adjacent hotel. We estimate that only approximately half the retail space would meet with success; this is based on the aforementioned multi -level retail centers in South Florida that have a similar configuration and did not meet with market success. We estimate that the actual sales amount for the retail space, on average would be in the range of $400/SF to $500/SF overall. This considers the inclusion of all 221,000 SF of retail space, much of it located in areas that would be away from pedestrian traffic. We note we have not been provided with any plans for the proposed retail center. However, based on the overall site size and the size of the hotels to be constructed, we estimate the retail space will be located facing the water on multiple levels. Input Assumptions 221,000 SF of Retail Space The following inputs were used to estimate the subject's rental income potential assuming 221,000 SF of retail space and no office space. Retail Base Rent $412,600 Base Rent Growth Years 1-5 0% Base Rent Growth Years 6+ 3% Esti mated Revenue/SF (Overall) $450 Retail SF 221,000 Esti ma ted Reta i I Sa I es $99,450,000 Percentage Rent 1.00% Annual Percent Rent $994,500 Yield Rate 7% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 65 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 75-Year Lease Assuming 221,000 SF Retail Space Year Base Rent % Rent 1 $412,600 $0.00 2 $412,600 $0.00 3 $412,600 $0.00 4 $412,600 $0.00 5 $412,600 $0.00 6 $424,978 $994,500 7 $437,727 $1,024,335 8 $450,859 $1,055,065 9 $464,385 $1,086,717 10 $478,316 $1,119,319 11 $492,666 $1,152,898 12 $507,446 $1,187,485 13 $522,669 $1,223,110 14 $538,349 $1,259,803 15 $554,500 $1,297,597 16 $571,135 $1,336,525 17 $588,269 $1,376,621 18 $605,917 $1,417,919 19 $624,095 $1,460,457 20 $642,817 $1,504,270 21 $662,102 $1,549,399 22 $681,965 $1,595,881 23 $702,424 $1,643,757 24 $723,497 $1,693,070 25 $745,201 $1,743,862 26 $767,558 $1,796,178 27 $790,584 $1,850,063 28 $814,302 $1,905,565 29 $838,731 $1,962,732 30 $863,893 $2,021,614 31 $889,810 $2,082,262 32 $916,504 $2,144,730 33 $943,999 $2,209,072 34 $972,319 $2,275,344 35 $1,001,488 $2,343,604 36 $1,031,533 $2,413,913 37 $1,062,479 $2,486,330 38 $1,094,354 $2,560,920 39 $1,127,184 $2,637,747 40 $1,161,000 $2,716,880 41 $1,195,830 $2,798,386 42 $1,231,705 $2,882,338 43 $1,268,656 $2,968,808 44 $1,306,715 $3,057,872 45 $1,345,917 $3,149,608 46 $1,386,294 $3,244,097 47 $1,427,883 $3,341,419 48 $1,470,720 $3,441,662 49 $1,514,841 $3,544,912 50 $1,560,286 $3,651,259 Total Rent $412,600 $412,600 $412,600 $412,600 $412,600 $1,419,478 $1,462,062 $1,505,924 $1,551,102 $1,597,635 $1,645,564 $1,694,931 $1,745,779 $1,798,152 $1,852,097 $1,907,660 $1,964,890 $2,023,836 $2,084,551 $2,147,088 $2,211,500 $2,277,845 $ 2,3 46,181 $2,416,566 $2,489,063 $2,563,735 $2,640,647 $2,719,867 $2,801,463 $2,885,507 $2,972,072 $3,061,234 $3,153,071 $3,247,663 $3,345,093 $3,445,446 $3,548,809 $3,655,273 $3,764,932 $3,877,879 $3,994,216 $4,114,042 $4,237,464 $4,364,588 $4,495,525 $4,630,391 $4,769,303 $4,912,382 $5,059,753 $5,211,546 7% PWIF 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Present Value $385,607 $360,381 $336,805 $314,771 $294,178 $945,858 $910,499 $876,462 $843,697 $812,157 $781,796 $752,570 $724,436 $697,354 $671,285 $646,190 $622,034 $598,780 $576,396 $554,848 $534,106 $514,140 $494,920 $476,418 $458,608 $441,464 $424,960 $409,074 $393,781 $379,061 $364,890 $351,249 $338,119 $325,479 $313,311 $301,599 $290,324 $279,471 $269,023 $ 25 8,966 $ 249,285 $239,966 $230,996 $222,360 $214,048 $206,046 $198,343 $190,929 $183,791 $176,920 $22,437,749 Year Base Rent % Rent 51 $1,607,095 $3,760,797 52 $1,655,308 $3,873,621 53 $1,704,967 $3,989,830 54 $1,756,116 $4,109,524 55 $1,808,800 $4,232,810 56 $1,863,064 $4,359,795 57 $1,918,956 $4,490,588 58 $1,976,524 $4,625,306 59 $2,035,820 $4,764,065 60 $2,096,895 $4,906,987 61 $2,159,801 $5,054,197 62 $2,224,595 $5,205,823 63 $2,291,333 $5,361,997 64 $2,360,073 $5,522,857 65 $2,430,875 $5,688,543 66 $2,503,802 $5,859,199 67 $2,578,916 $6,034,975 68 $2,656,283 $6,216,025 69 $2,735,972 $6,402,505 70 $2,818,051 $6,594,580 71 $2,902,592 $6,792,418 72 $2,989,670 $6,996,190 73 $3,079,360 $7,206,076 74 $3,171,741 $7,422,258 75 $3,266,893 $7,644,926 Total Rent $5,367,892 $5,528,929 $5,694,797 $5,865,641 $6,041,610 $6,222,858 $6,409,544 $6,601,830 $6,799,885 $7,003,882 $7,213,998 $7,430,418 $7,653,331 $7,882,931 $8,119,418 $8,363,001 $8,613,891 $8,872,308 $9,138,477 $9,412,631 $9,695,010 $9,985,861 $10,285,436 $10,593,999 $10,911,819 7% PWIF Present Value 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 $170,306 $163,940 $157,811 $151,912 $146,233 $140,766 $135,504 $130,438 $125,562 $120,868 $116,350 $112,000 $107,813 $103,783 $99,903 $96,168 $92,573 $89,113 $85,781 $82,575 $79,488 $76,516 $73,656 $70,902 $68,25 2 Subtotal $2,798,215 Years 1-50 $22,437,749 Yea rs51-75 $2,798,215 Total $25,235,964 Rounded $25,240,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 66 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS 100-Year Lease Assuming 221,000 SF Retail Space Year Base Rent 1 $412,600 $0.00 2 $412,600 $0.00 3 $412,600 $0.00 4 $412,600 $0.00 5 $412,600 $0.00 6 $424,978 $994,500 7 $437,727 $1,024,335 8 $450,859 $1,055,065 9 $464,385 $1,086,717 10 $478,316 $1,119,319 11 $492,666 $1,152,898 12 $507,446 $1,187,485 13 $522,669 $1,223,110 14 $538,349 $1,259,803 15 $554,500 $1,297,597 16 $571,135 $1,336,525 17 $588,269 $1,376,621 18 $605,917 $1,417,919 19 $624,095 $1,460,457 20 $642,817 $1,504,270 21 $662,102 $1,549,399 22 $681,965 $1,595,881 23 $702,424 $1,643,757 24 $723,497 $1,693,070 25 $745,201 $1,743,862 26 $767,558 $1,796,178 27 $790,584 $1,850,063 28 $814,302 $1,905,565 29 $838,731 $1,962,732 30 $863,893 $2,021,614 31 $889,810 $2,082,262 32 $916,504 $2,144,730 33 $943,999 $2,209,072 34 $972,319 $2,275,344 35 $1,001,488 $2,343,604 36 $1,031,533 $2,413,913 37 $1,062,479 $2,486,330 38 $1,094,354 $2,560,920 39 $1,127,184 $2,637,747 40 $1,161,000 $2,716,880 41 $1,195,830 $2,798,386 42 $1,231,705 $2,882,338 43 $1,268,656 $2,968,808 44 $1,306,715 $3,057,872 45 $1,345,917 $3,149,608 46 $1,386,294 $3,244,097 47 $1,427,883 $3,341,419 48 $1,470,720 $3,441,662 49 $1,514,841 $3,544,912 50 $1,560,286 $3,651,259 % Rent Total Rent $412,600 $412,600 $412,600 $412,600 $412,600 $1,419,478 $1,46 2,06 2 $1,505,924 $1,551,102 $1,597,635 $1,645,564 $1,694,931 $1,745,779 $1,798,152 $1,852,097 $1,907,660 $1,964,890 $2,023,836 $2,084,551 $2,147,088 $2,211,500 $2,277,845 $2,346,181 $2,416,566 $2,489,063 $2,563,735 $ 2,640,647 $ 2,719,867 $ 2,801,463 $2,885,507 $ 2,97 2,07 2 $3,061,234 $3,153,071 $3,247,663 $3,345,093 $3,445,446 $3,548,809 $3,655,273 $3,764,932 $3,877,879 $3,994,216 $4,114,042 $4,237,464 $4,364,588 $4,495,525 $4,630,391 $4,769,303 $4,912,382 $5,059,753 $5,211,546 7% PWI F 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal P resent Value $385,607 $360,381 $336,805 $314,771 $294,178 $945,858 $910,499 $876,462 $843,697 $812,157 $781,796 $752,570 $724,436 $697,354 $671,285 $646,190 $622,034 $598,780 $576,396 $554,848 $534,106 $514,140 $494,920 $476,418 $458,608 $441,464 $424,960 $409,074 $393,781 $379,061 $364,890 $351,249 $338,119 $325,479 $313,311 $301,599 $ 29 0,3 24 $ 27 9,471 $ 26 9,0 23 $258,966 $249,285 $239,966 $230,996 $222,360 $ 214,048 $206,046 $198,343 $190,929 $183,791 $176,920 $22,437,749 Year Base Rent %Rent 51 $1,607,095 $3,760,797 52 $1,655,308 $3,873,621 53 $1,704,967 $3,989,830 54 $1,756,116 $4,109,524 55 $1,808,800 $4,232,810 56 $1,863,064 $4,359,795 57 $1,918,956 $4,490,588 58 $1,976,524 $4,625,306 59 $2,035,820 $4,764,065 60 $2,096,895 $4,906,987 61 $2,159,801 $5,054,197 62 $2,224,595 $5,205,823 63 $2,291,333 $5,361,997 64 $2,360,073 $5,522,857 65 $2,430,875 $5,688,543 66 $2,503,802 $5,859,199 67 $2,578,916 $6,034,975 68 $2,656,283 $6,216,025 69 $2,735,972 $6,402,505 70 $2,818,051 $6,594,580 71 $2,902,592 $6,792,418 72 $2,989,670 $6,996,190 73 $3,079,360 $7,206,076 74 $3,171,741 $7,422,258 75 $3,266,893 $7,644,926 76 $3,364,900 $7,874,274 77 $3,465,847 $8,110,502 78 $3,569,823 $8,353,817 79 $3,676,917 $8,604,432 80 $3,787,225 $8,862,565 81 $3,900,841 $9,128,442 82 $4,017,867 $9,402,295 83 $4,138,403 $9,684,364 84 $4,262,555 $9,974,895 85 $4,390,431 $10,274,141 86 $4,522,144 $10,582,366 87 $4,657,809 $10,899,837 88 $4,797,543 $11,226,832 89 $4,941,469 $11,563,637 90 $5,089,713 $11,910,546 91 $5,242,405 $12,267,862 92 $5,399,677 $12,635,898 93 $5,561,667 $13,014,975 94 $5,728,517 $13,405,424 95 $5,900,373 $13,807,587 96 $6,077,384 $14,221,815 97 $6,259,705 $14,648,469 98 $6,447,497 $15,087,923 99 $6,640,921 $15,540,561 100 $6,840,149 $16,006,778 Total Rent $5,367,892 $5,528,929 $5,694,797 $ 5,865,6 41 $ 6,041,610 $6,222,858 $6,409,544 $6,601,830 $6,799,885 $7,003,882 $7,213,998 $7,430,418 $7,653,331 $7,882,931 $8,119,418 $8,363,001 $8,613,891 $8,872,308 $9,138,477 $9,412,631 $9,695,010 $9,985,861 $10,285,436 $10,593,999 $10,911,819 $11,239,174 $11,576,349 $11,923,640 $12, 281,349 $12,649,789 $13,029,283 $13,420,162 $13,822,766 $14,237,449 $14,664,573 $15,104,510 $15,557,645 $16,024,375 $16,505,106 $17,000,259 $17,510,267 $18,035,575 $18,576,642 $19,133,941 $19,707,960 $ 20,299,198 $ 20,908,174 $ 21,535,420 $ 22,181,482 $ 22,846,927 7% PWIF 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.017 2573 2 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 0.00584565 0.00546323 0.00510582 0.00477179 0.00445962 0.00416787 0.00389520 0.00364038 0.00340222 0.00317965 0.00297163 0.00277723 0.00259554 0.00242574 0.00226704 0.00211873 0.00198012 0.00185058 0.0017 295 2 0.00161637 0.00151063 0.00141180 0.00131944 0.00123312 0.00115245 Subtotal Years 1-50 Years 51-75 Total Rounded Present Value $170,306 $163,940 $157,811 $151,912 $146,233 $140,766 $135,504 $130,438 $125,562 $120,868 $116,350 $112,000 $107,813 $103,783 $99,903 $96,168 $92,573 $89,113 $85,781 $82,575 $79,488 $76,516 $73,656 $70,902 $68,252 $65,700 $63,244 $60,880 $58,604 $56,413 $54,304 $52,274 $50,320 $48,439 $46,628 $44,885 $43,207 $41,592 $40,037 $38,540 $37,100 $35,713 $34,378 $33,092 $31,855 $30,665 $ 29,518 $ 28,415 $ 27,352 $ 26,330 $3,877,702 $22,437,749 $3,877,702 $ 26,315,45 0 $26,320,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 67 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Lease Value Assuming Retail & Office Use Previously we noted that large format, multi -level retail centers tend to meet initial success in South Florida, however, after lease -up tend to do poorly, especially for secondary and tertiary spaces that have little pedestrian exposure. We noted case studies where the multi -level retail centers were demolished and replaced. Cocowalk is perhaps the best example. Despite having a "walker's paradise" walk score of close to 100, the center demolished approximately half the retail space in favor of office space which is now 100% leased. We estimate that if approximately half the retail space were converted to office space, and only the "premier" portions of the retail space were retained in the plan the retail space would be successful. The retail space that would have performed poorly would be replaced with office space. The subject's unique location would make it very well suited for many types of office tenants, as previously discussed. Input Assumptions Office and Retail Space The following assumptions are used for the estimation of future rental income based on the combined use of office and retail space. Base rent and rent growth are based on stipulated lease amounts. Retail tenants typically pay up to 6% of gross sales as the cost of occupancy. Therefore, a $1,000/SF of retail sales would equate to a $60/SF gross rental rate. We assume retail tenants would generate $1,000/SF in retail sales, based on the full 97,430 SF of retail space. Office tenants are projected to pay $60/SF and would pay percentage rent based on that amount. Office - Reta i l Base Rent $412,600 Base Rent Growth Years 1-5 0% Base Rent Growth Years 6+ 3% Estimated Retail Revenue/SF $1,000 Retail SF 97,430 Projected Retail Sales $97,430,000 Percentage Rent 1.00% Annual Retail Percent Rent $974,300 Office Rent/SF $60.00 Office SF 100,350 Office Total Rent/Year $6,021,000 Annual Office Percentage Rent $60,210 Total Retail Percentage Rent $974,300 Total Office Percentage Rent $60,210 Total Percentage Rent $1,034,510 Yield Rate 7% We have discounted the future income stream for the office and retail rental income at 7% to consider the relative security of receiving the future income. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 68 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Assuming Retail & Office Use 75-Year Lease Year Base Rent % Rent 1 $412,600 $0.00 2 $412,600 $0.00 3 $412,600 $0.00 4 $412,600 $0.00 5 $412,600 $0.00 6 $424,978 $1,034,510 7 $437,727 $1,065,545 8 $450,859 $1,097,512 9 $464,385 $1,130,437 10 $478,316 $1,164,350 11 $492,666 $1,199,281 12 $507,446 $1,235,259 13 $522,669 $1,272,317 14 $538,349 $1,310,486 15 $554,500 $1,349,801 16 $571,135 $1,390,295 17 $588,269 $1,432,004 18 $605,917 $1,474,964 19 $624,095 $1,519,213 20 $642,817 $1,564,789 21 $662,102 $1,611,733 22 $681,965 $1,660,085 23 $702,424 $1,709,887 24 $723,497 $1,761,184 25 $745,201 $1,814,020 26 $767,558 $1,868,440 27 $790,584 $1,924,493 28 $814,302 $1,982,228 29 $838,731 $2,041,695 30 $863,893 $2,102,946 31 $889,810 $2,166,034 32 $916,504 $2,231,015 33 $943,999 $2,297,946 34 $972,319 $2,366,884 35 $1,001,488 $2,437,891 36 $1,031,533 $2,511,027 37 $1,062,479 $2,586,358 38 $1,094,354 $2,663,949 39 $1,127,184 $2,743,867 40 $1,161,000 $2,826,183 41 $1,195,830 $2,910,969 42 $1,231,705 $2,998,298 43 $1,268,656 $3,088,247 44 $1,306,715 $3,180,894 45 $1,345,917 $3,276,321 46 $1,386,294 $3,374,611 47 $1,427,883 $3,475,849 48 $1,470,720 $3,580,125 49 $1,514,841 $3,687,528 50 $1,560,286 $3,798,154 Total Rent $412,600 $412,600 $412,600 $412,600 $412,600 $1,459,488 $1,503,273 $1,548,371 $1,594,822 $1,642,667 $1,691,947 $1,742,705 $1,794,986 $1,848,836 $1,904,301 $1,961,430 $2,020,273 $2,080,881 $2,143,307 $2,207,607 $2,273,835 $2,342,050 $2,412,311 $2,484,681 $2,559,221 $2,635,998 $2,715,078 $2,796,530 $2,880,426 $2,966,839 $3,055,844 $3,147,519 $3,241,945 $3,339,203 $3,439,379 $3,542,560 $3,648,837 $3,758,302 $3,871,051 $3,987,183 $4,106,798 $4,230,002 $4,356,903 $4,487,610 $4,622,238 $4,760,905 $4,903,732 $5,050,844 $5,202,369 $5,358,441 7% PWIF 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Present Value $385,607 $360,381 $336,805 $314,771 $294,178 $972,518 $936,163 $901,166 $867,477 $835,048 $803,832 $773,782 $744,855 $717,010 $690,206 $664,404 $639,567 $615,658 $592,642 $570,487 $549,161 $528,631 $508,870 $489,846 $471,534 $453,907 $436,938 $420,604 $404,881 $389,745 $375,175 $361,150 $347,649 $334,653 $322,142 $310,100 $ 298,507 $ 287,348 $ 276,606 $266,266 $256,312 $246,730 $237,506 $228,628 $220,081 $211,854 $203,934 $196,310 $188,971 $181,907 $23,022,504 Year Base Rent % Rent 51 $1,607,095 $3,912,099 52 $1,655,308 $4,029,462 53 $1,704,967 $4,150,346 54 $1,756,116 $4,274,856 55 $1,808,800 $4,403,102 56 $1,863,064 $4,535,195 57 $1,918,956 $4,671,250 58 $1,976,524 $4,811,388 59 $2,035,820 $4,955,730 60 $2,096,895 $5,104,401 61 $2,159,801 $5,257,534 62 $2,224,595 $5,415,260 63 $2,291,333 $5,577,717 64 $2,360,073 $5,745,049 65 $2,430,875 $5,917,400 66 $2,503,802 $6,094,922 67 $2,578,916 $6,277,770 68 $2,656,283 $6,466,103 69 $2,735,972 $6,660,086 70 $2,818,051 $6,859,889 71 $2,902,592 $7,065,685 72 $2,989,670 $7,277,656 73 $3,079,360 $7,495,986 74 $3,171,741 $7,720,865 75 $3,266,893 $7,952,491 Total Rent $5,519,194 $5,684,770 $5,855,313 $6,030,972 $6,211,901 $6,398,258 $6,590,206 $6,787,912 $6,991,550 $7,201,296 $7,417,335 $7,639,855 $7,869,051 $8,105,122 $8,348,276 $8,598,724 $8,856,686 $9,122,386 $9,396,058 $9,677,940 $9,968,278 $10,267,326 $10,575,346 $10,892,606 $11,219,385 7% PWIF Present Value 0.03172688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.01725732 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 $175,107 $168,561 $162,259 $156,194 $150,355 $144,734 $139,323 $134,115 $129,101 $124,275 $119,629 $115,157 $110,852 $106,708 $102,719 $98,879 $95,183 $91,624 $88,199 $84,902 $81,728 $78,673 $75,732 $72,901 $70,176 Subtotal $2,877,087 Years 1-50 $23,022,504 Yea rs51-75 $2,877,087 Total $25,899,591 Rounded $25,900,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 69 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Year Base Rent 1 $412,600 2 $412,600 3 $412,600 4 $412,600 5 $412,600 6 $424,978 7 $437,727 8 $450,859 9 $464,385 10 $478,316 11 $492,666 12 $507,446 13 $522,669 14 $538,349 15 $554,500 16 $571,135 17 $588,269 18 $605,917 19 $624,095 20 $642,817 21 $662,102 22 $681,965 23 $702,424 24 $723,497 25 $745,201 26 $767,558 27 $790,584 28 $814,302 29 $838,731 30 $863,893 31 $889,810 32 $916,504 33 $943,999 34 $972,319 35 $1,001,488 36 $1,031,533 37 $1,062,479 38 $1,094,354 39 $1,127,184 40 $1,161,000 41 $1,195,830 42 $1,231,705 43 $1,268,656 44 $1,306,715 45 $1,345,917 46 $1,386,294 47 $1,427,883 48 $1,470,720 49 $1,514,841 50 $1,560,286 Assuming Retail & Office Use 100-Year Lease % Rent $0.00 $0.00 $ 0.00 $ 0.00 $ 0.00 $1,034,510 $1,065,545 $1,097,512 $1,130,437 $1,164,350 $1,199,281 $1,235,259 $1,272,317 $1,310,486 $1,349,801 $1,390,295 $1,432,004 $1,474,964 $1,519,213 $1,564,789 $1,611,733 $1,660,085 $1,709,887 $1,761,184 $1,814,020 $1,868,440 $1,924,493 $1,982,228 $2,041,695 $2,102,946 $2,166,034 $2,231,015 $ 2,297,946 $2,366,884 $2,437,891 $2,511,027 $2,586,358 $2,663,949 $2,743,867 $2,826,183 $2,910,969 $2,998,298 $3,088,247 $3,180,894 $3,276,321 $3,374,611 $3,475,849 $3,580,125 $3,687,528 $3,798,154 Total Rent $412,600.00 $412,600.00 $412,600.00 $412,600.00 $412,600.00 $1,459,488.00 $1,503,27 2.6 4 $1,548,370.82 $1,594,821.94 $1,642,666.60 $1,691,946.60 $1,742,705.00 $1,794,986.15 $1,848,835.73 $1,904,300.80 $1,961,429.83 $ 2,020,27 2.7 2 $ 2,080,880.91 $ 2,143,307.33 $ 2,207,606.55 $ 2,273,834.75 $ 2,342,049.79 $ 2,412,311.29 $ 2,484,680.6 2 $2,559,221.04 $2,635,997.67 $ 2,715,077.60 $ 2,796,5 29.93 $ 2,880,425.83 $ 2,966,838.60 $3,055,843.76 $3,147,519.08 $3,241,944.65 $3,339,202.99 $3,439,379.08 $3,542,560.45 $3,648,837.26 $3,758,302.38 $3,871,051.45 $3,987,183.00 $4,106,798.49 $4,230,002.44 $4,356,902.51 $4,487,609.59 $4,622,237.88 $4,760,905.01 $4,903,732.16 $5,050,844.13 $5,202,369.45 $5,358,440.54 7% PWIF Present Value 0.93457944 0.87343873 0.81629788 0.76289521 0.71298618 0.66634222 0.62274974 0.58200910 0.54393374 0.50834929 0.47509280 0.44401196 0.41496445 0.38781724 0.36244602 0.33873460 0.31657439 0.29586392 0.27650833 0.25841900 0.24151309 0.22571317 0.21094688 0.19714662 0.18424918 0.17219549 0.16093037 0.15040221 0.14056282 0.13136712 0.12277301 0.11474113 0.10723470 0.10021934 0.09366294 0.08753546 0.08180884 0.07645686 0.07145501 0.06678038 0.06241157 0.05832857 0.05451268 0.05094643 0.04761349 0.04449859 0.04158747 0.03886679 0.03632410 0.03394776 Subtotal Year Base Rent %Rent $385,607 51 $1,607,095 $3,912,099 $360,381 52 $1,655,308 $4,029,462 $336,805 53 $1,704,967 $4,150,346 $314,771 54 $1,756,116 $4,274,856 $294,178 55 $1,808,800 $4,403,102 $972,518 56 $1,863,064 $4,535,195 $936,163 57 $1,918,956 $4,671,250 $901,166 58 $1,976,524 $4,811,388 $867,477 59 $2,035,820 $4,955,730 $835,048 60 $2,096,895 $5,104,401 $803,832 61 $2,159,801 $5,257,534 $773,782 62 $2,224,595 $5,415,260 $744,855 63 $2,291,333 $5,577,717 $717,010 64 $2,360,073 $5,745,049 $690,206 65 $2,430,875 $5,917,400 $664,404 66 $2,503,802 $6,094,922 $639,567 67 $2,578,916 $6,277,770 $615,658 68 $2,656,283 $6,466,103 $592,642 69 $2,735,972 $6,660,086 $570,487 70 $2,818,051 $6,859,889 $549,161 71 $2,902,592 $7,065,685 $528,631 72 $2,989,670 $7,277,656 $508,870 73 $3,079,360 $7,495,986 $489,846 74 $3,171,741 $7,720,865 $471,534 75 $3,266,893 $7,952,491 $453,907 76 $3,364,900 $8,191,066 $436,938 77 $3,465,847 $8,436,798 $420,604 78 $3,569,823 $8,689,902 $404,881 79 $3,676,917 $8,950,599 $389,745 80 $3,787,225 $9,219,117 $375,175 81 $3,900,841 $9,495,690 $361,150 82 $4,017,867 $9,780,561 $347,649 83 $4,138,403 $10,073,978 $334,653 84 $4,262,555 $10,376,197 $322,142 85 $4,390,431 $10,687,483 $310,100 86 $4,522,144 $11,008,108 $298,507 87 $4,657,809 $11,338,351 $287,348 88 $4,797,543 $11,678,501 $276,606 89 $4,941,469 $12,028,856 $266,266 90 $5,089,713 $12,389,722 $256,312 91 $5,242,405 $12,761,414 $246,730 92 $5,399,677 $13,144,256 $237,506 93 $5,561,667 $13,538,584 $228,628 94 $5,728,517 $13,944,741 $220,081 95 $5,900,373 $14,363,084 $211,854 96 $6,077,384 $14,793,976 $203,934 97 $6,259,705 $15,237,796 $196,310 98 $6,447,497 $15,694,929 $188,971 99 $6,640,921 $16,165,777 $181,907 100 $6,840,149 $16,650,751 $23,022,504 Total Rent $5,519,194 $ 5,6 84,7 70 $5,855,313 $6,030,972 $6,211,901 $6,398,258 $6,590,206 $6,787,912 $6,991,550 $7,201,296 $7,417,335 $7,639,855 $7,869,051 $8,105,122 $8,348,276 $8,598,724 $8,856,686 $9,122,386 $9,396,058 $9,677,940 $9,968,278 $10, 267,3 26 $10,575,346 $10,892,606 $11,219,385 $11,555,966 $11,902,645 $12,259,724 $12,627,516 $13,006,342 $13,396,532 $13,798,428 $14,212,381 $14,638,752 $15,077,915 $15,530,252 $15,996,160 $16,476,044 $16,970,326 $17,479,436 $18,003,819 $18,543,933 $19,100,251 $19,673,259 $20,263,456 $ 20,871,360 $ 21,497,501 $22,142,426 $ 22,806,699 $ 23,490,900 7% PWIF 0.0317 2688 0.02965129 0.02771148 0.02589858 0.02420428 0.02262083 0.02114096 0.01975791 0.01846533 0.017 2573 2 0.01612834 0.01507321 0.01408711 0.01316553 0.01230423 0.01149928 0.01074699 0.01004392 0.00938684 0.00877275 0.00819883 0.00766246 0.00716117 0.00669269 0.00625485 0.00584565 0.00546323 0.00510582 0.00477179 0.00445962 0.00416787 0.00389520 0.00364038 0.00340222 0.00317965 0.00297163 0.00277723 0.00259554 0.00242574 0.00226704 0.00211873 0.00198012 0.00185058 0.0017 295 2 0.00161637 0.00151063 0.00141180 0.00131944 0.00123312 0.00115245 Subtotal Years 1-50 Years 51-75 Tota I Rounded Present Value $175,107 $168,561 $16 2,259 $156,194 $150,355 $144,734 $139,3 23 $134,115 $129,101 $124,275 $119,6 29 $115,157 $110,852 $106,708 $102,719 $98,879 $95,183 $91,624 $88,199 $84,902 $81,728 $78,673 $75,732 $72,901 $70,176 $67,552 $65,027 $62,596 $60,256 $58,003 $55,835 $53,748 $51,738 $49,804 $47,942 $46,150 $44,425 $42,764 $41,166 $39,627 $38,145 $36,719 $35,347 $34,025 $32,753 $31,529 $30,350 $29,216 $28,123 $27,072 $3,987,000 $ 23,022,504 $3,987,000 $27,009,504 $ 27,010,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 70 888 MacArthur Causeway 23-291-02 MARKET ANALYSIS Change From 221,000 SF of Retail to Office & Retail 75-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 75-year term. The results are as follows: Retail 75 Year Lease Office/Retail 75 Year Lease Difference $25,240,000 $25,900,000 $ 660,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 221,000 SF of Retail to Office & Retail 100-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 100-year term. The results are as follows: Retail 100 Year Leas e Office/Retail 100 Year Lease Difference $26,320,000 $27,010,000 $ 690,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease 221,000 SF of Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Retail 75 Year Lease Retail 100 Year Leas e Change i n NPV $25,240,000 $26,320,000 $1,080,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease Office & Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Office/Retail 75 Year Lease Office/Retail 100 Year Lease Change i n NPV $25,900,000 $27,010,000 $1,110,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 71 888 MacArthur Causeway 23-291-02 DESCRIPTION OF THE SITE ADDRESS PARCEL NUMBER LEGAL DESCRIPTION LOCATION LOCATION TYPE MAP LATITUDE/LONGITUDE CENSUS TRACT SIZE USABLE LAND ZONING BUILDABLE SF PRIMARY FRONTAGE STREET PRIMARY FRONTAGE STREET LENGTH PRIMARY FRONTAGE COMMENTS SECONDARY FRONTAGE STREET SECONDARY FRONTAGE STREET LENGTH SECONDARY FRONTAGE COMMENTS ADJACENT PROPERTIES - NORTH ADJACENT PROPERTIES - SOUTH ADJACENT PROPERTIES - WEST ADJACENT PROPERTIES - EAST TRAFFIC COUNT TRAFFIC COUNT YEAR PROPOSED USE NUMBER OF PROPOSED UNITS PROPOSED UNIT TYPE PROPOSED UNIT STATUS AVERAGE DEPTH VIEW ACCESS INGRESS/EGRESS SITE VISIBILITY STREET LIGHTING STREET CONDITION SIDEWALKS CURBS AND GUTTERS LANDSCAPING TOPOGRAPHY SHAPE SITE DETAILS 888 MacArthur Causeway, Miami, Miami -Dade County, FL 33132 01-3231-061-0010 Contained in Addenda South side of MacArthur Causeway Urban 25.785804/-80.177408 12-086-9810.00 331,789 SF or 7.62 acres 331,789 SF or 7.62 acres The parcel is zoned "T6-36A-O," under the jurisdiction of the City of Miami. 1,879,754 SF MacArthur Causeway 700' MacArthur Causeway contains three lanes in each direction, plus two lanes that enter a tunnel that leads to Port Miami. Parrot Jungle Trail 700' Parrot Jungle Trail runs along the western edge of MacArthur Causeway, and runs immediately to the north and east of the subject site. MacArthur Causeway Miami Children's Museum Island Gardens Yacht Club MacArthur Causeway and Jungle Island 78,000 2022 Mixed -Use development 500 Apartments and hotel rooms Zoned 400' Water and city skyline Access is provided from Parrot Jungle Trail, which is accessed via MacArthur Causeway. Ingress and egress are considered to be good. The site is clearly visible to passing motorists. Adjacent roadways are lined with pole -mounted electric street lights. Paved with asphalt There are no pedestrian sidewalks in the immediate area surrounding the subject. Adjacent roadways are lined with grass parkways and storm drains. The subject's landscaping is minimal. The subject's topography is level and at street grade. The subject site is irregular. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 72 888 MacArthur Causeway 23-291-02 DESCRIPTION OF THE SITE REQUIRED SITE WORK Typical Clear and Grade SOIL CONDITIONS AND DRAINAGE The soil conditions observed at the subject appear to be typical of the region and adequate to support development. FLOOD ZONE The site lies within Zone AE. This information was obtained from the National Flood Insurance Rate Map Number 12086C0316L dated September 11, 2009. FLOOD ZONE DEFINITION The base floodplain where base flood elevations are provided. AE Zones are now used on new format FIRMs instead of A1-A30 Zones. In communities that participate in the NFIP, mandatory flood insurance purchase requirements apply to this zone. OTHER HAZARDS None noted during inspection. ENCUMBRANCES AND EASEMENTS There are no known adverse encumbrances or easements. Please reference Limiting Conditions and Assumptions. ENVIRONMENTAL HAZARDS There are no known adverse environmental conditions on the subject's site. Please reference Limiting Conditions and Assumptions. WETLANDS AND WATERSHEDS No wetlands were observed during our site inspection. ADEQUACY OF UTILITIES The subject's utilities are typical and adequate for the market area. PUBLIC ELECTRICITY Florida Power and Light WATER SUPPLY TYPE Municipal SEWER TYPE Municipal UNDERGROUND UTILITIES No POLICE AND FIRE PROTECTION City of Miami RAIL SPUR/ACCESS No WATER/PORT ACCESS The site is adjacent to Biscayne Bay. SITE IMPROVEMENTS Site improvements are minimal with the exception of fencing and lighting. CONCLUSION The subject site is considered well -suited to functionally support its proposed use. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 73 888 MacArthur Causeway 23-291-02 DESCRIPTION OF THE SITE AERIAL PHOTOGRAPH JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 74 888 MacArthur Causeway 23-291-02 ZONING The subject is zoned "T6-36A-O," Urban Core Transect, under the jurisdiction of the City of Miami. ZONE DETAILS ZONING CODE T6-36A-O ZONING DESCRIPTION Urban Core Transect PERMITTED USES Many types of mixed -use development COMMENTS The property is subject to a development agreement in place. PARCEL DETAILS CURRENT USE Vacant Land CURRENT USE LEGALLY Is a legal and conforming use of the site. CONFORMING? BUILDABLE SF 1,879,754 ALLOWABLE FAR 5.67 ZONING CHANGE MADE/REQUESTED? No CHANGE REQUEST LIKELY TO BE No APPROVED? Based on a review of the subject in relation to the T6-36A-O zoning district, it appears the subject is a legal and conforming use of the site. However, we are not experts in determining if a property is fully in compliance with all aspects of the zoning code. We suggest interested parties obtain a letter of zoning compliance from the City of Miami to determine if the subject is zoning compliant. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 75 888 MacArthur Causeway 23-291-02 TAXES The subject is assessed by the Miami -Dade County property appraiser's office, and is taxed by Miami -Dade County, City of Miami, Miami -Dade County Public Schools. According to public records, it appears there are no unpaid taxes as of the date of this report. Assessments in the county are done by the any Florida County Property Appraiser's offices. The tax bills are sent in October, and paid by March of the following year. A 4% discount is given to bills paid in November, 3% to those paid in December, 2% if paid in January, and 1% if paid in February. Taxes paid after March are considered delinquent. Since assessments are completed annually, trends in assessed values have generally been increasing, as property values have increased. School taxes are based on "market value." Non -school taxes are based on "assessed value." These values may be equal or may be different amounts, depending on the property. The "market value" used to calculate school taxes can be increased with no cap, and is intended to be synonymous with the property's actual market value if it were to sell in the open market. The "assessed value" used to calculate non -school taxes can be adjusted upward, but has a maximum cap. According to Florida law: "Constitutional Amendment 1, approved by voters on January 29, 2008, was a provision to limit increases in the annual assessment of Non -Homestead properties to ten percent (10%). The base - year for implementing this change was 2008 and assessments were capped beginning in 2009. • There is no application for the Non Homestead Cap as it applies automatically. • Changes in ownership and use resets the Non Homestead Cap base year following the change. For example, filing a homestead exemption application removes the Non Homestead Cap. • The Non -Homestead Cap limits increases in the assessed value to 10%, excluding School Board assessments." Therefore, in times of increasing values, the "assessed value" (used to calculate non -school taxes) can fall below the "market value" (used to calculate school taxes). The "market value" is multiplied by the millage rate(s) associated with the school district. The "assessed value" is multiplied by the millage rate associated with any non -school taxes. The two amounts are added together to arrive at the total ad valorem taxes. Any non -ad valorem taxes are then added to that amount to arrive at the total tax liability. According to Florida law, if a property sells, then the "assessed value" will increase to the "market value." As we will demonstrate, the "market value" for tax purposes often falls below the actual sales price, and is not to be equated with our concluded opinion of market value. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 76 888 MacArthur Causeway 23-291-02 TAXES The following table summarizes the subject's assessment and taxes: Parcel ID Assessment Year Tax Authority Land Value Tax Authority Improvements Value Tax Authority Other Value Total Market Value Total Assessed Value School Board Millage Rate Non -School Mill age Rate School Board Mill age Rate Taxes Non -School Mill age Rate Taxes Total Tax Rate Tax Rate Per Taxes Special Assessments Taxes with Special Assessments Early Payment Discount Percentage Total Taxes 888 MacArthur Causeway 01-3231-061-0010 2022 $139,351,380 $84,554 $1,553,601 $140,989,535 $5,562,045 6.589000 14.494300 $928,980 $80,618 21.083300 $1,000.00 $1,009,598 $0 $1,009,598 4% $969,214 To estimate the subject's assessment and taxes, we have analyzed other properties in Miami -Dade County. The tax comparables are outlined in the following table: 1201 Brickell Bay 2626 Biscayne Address Drive Boulevard 222 NE 1st Avenue 1201 Brickell Bay Display Name Drive Tax Parcel ID 01-4139-071-0010 Date 04/13/2022 Price $363,000,000 Assessment Yea r Total Assessment Assessment Percent 2626 Biscayne Boulevard Land 01-3230-022-0060 07/01/2022 $ 35,000,000 2023 2023 $244,645,142 $24,593,625 67.40% 70.27% 222 NE 1st Avenue 01-0109-080- 1010, -1030, - 1040, -1140 08/23/2022 $40,500,000 2023 $38,955,083 96.19% 1550 NE Miami PI 1550 NE Miami PI 01-313 6-008-0 2 60 05/17/2022 $19,750,000 2023 $14,983,475 75.87% 33, 45 & 55 NE 6th Street 33-55 NE 6th Street & 600 NE 1st 01-0105-080- 1090; 01-0105-080 1100; 01-0105-080 11/22/2022 $17,469,800 2023 $15,681,562 $67,771,777 89.76% 79.90% Average $95,143,960 Assessed value on properties with homestead exemption is the base year market value, adjusted for annual percentage factor (3% or Consumer Price Index (CPI), whichever is less), plus new construction. • Assessed value cannot exceed market value. • On properties that do not have homestead exemption, assessed value and market value are synonymous. Florida law requires that the Property Appraiser assess all properties at market value as of January 1, of every year. To accomplish this task, sales from the prior years are used in valuing properties. For example, January 1, 2015 property assessments are based on sales activity from 2014. In arriving at just valuation as required under section 4, Art. VII of the State Constitution, the property appraiser shall take into consideration eight criteria. The eight criteria states as follows: JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 77 888 MacArthur Causeway 23-291-02 TAXES "The net proceeds of the sale of the property, as received by the seller, after deduction of all of the usual and reasonable fees and costs of the sale, including the costs and expenses of financing, and allowance for unconventional or atypical terms of financing arrangements. When the net proceeds of the sale of any property are utilized, directly or indirectly, in the determination of just valuation of realty of the sold parcel or any other parcel under the provisions of this section, the property appraiser, for the purposes of such determination, shall exclude any portion of such net proceeds attributable to payments for household furnishings or other items of personal property." As previously noted, within the State of Florida, assessments are supposed to approximate 100% of market value; however, in many instances, upon a sale of a property the assessed values equate to only 75% to 95% of market value. We therefore discussed the topic of assessments with the Miami -Dade County Property Appraiser's office. They concurred that an assessment will typically fall at less than 100% of a property's market value when values are rising, but could not comment on a specific percent of value. In times when property values are falling, the actual assessed value will likely be at or close to 100% of the market value. Based on our experience in various counties in Florida and in particular Miami -Dade County, and considering the tax comparables presented, we estimate that upon reassessment, the subject's assessment would equate to approximately 75% to 95% of market value assuming a sale of the property. We estimate the assessment would equate to 80% of the market value. The subject's projected taxes are shown in the following table. Since our opinion of value is predicated on the assumption that the subject would sell (based on the definition of market value presented in the Introduction), we also estimate the subject would be reassessed and the school taxes and non -school taxes would be based on the new "market value," which would also equal the new "assessed value." Since "market value" equals "assessed value" after a sale, the combined millage rates (school tax millage and non -school tax millage) are multiplied by the new market value to arrive at the projected new taxes. Any non -ad valorem taxes are added to arrive at the total tax liability. 888 MacArthur Causeway Parcel ID 01-3231-061-0010 Projected Taxable Total Assessment $189,100,000 Percent Assessment 80% Projected Total Assessment $151,280,000 Projected Millage Rate 21.083300 Tax Rate Per $1,000 Projected Taxes $3,189,482 Projected Special Assessments $0 Projected Total Taxes $3,189,482 Early Payment Discount Percentage 4% Projected Total Taxes with Discount $3,061,902 Projected Taxes Rounded $3,100,000 The projected taxes are used in the Income Capitalization Approach. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 78 888 MacArthur Causeway 23-291-02 HIGHEST AND BEST USE In determining the highest and best use of the property, consideration was given to the economic, legal, and social factors that motivate investors to develop, own, buy and sell, manage, and lease real estate. In forming an opinion of the highest and best use of a vacant parcel of land, there are essentially four stages of analysis: • Physically Possible Use: What uses of the site in question are physically possible? • Legally Permissible Use: What uses are permitted by zoning and deed restrictions on the site in question? • Financially Feasible Use: Which possible and permissible uses will produce a gross return to the owner of the site? • Maximally Productive: Among the feasible uses, which will produce the highest return or highest present worth of the site in question? The following tests must be met in estimating the highest and best use of a vacant parcel: the potential use must be physically possible and legally permissible, there must be a profitable demand for such a use, and it must return to the land the highest net return for the longest period of time. These tests have been applied to the subject's site and are discussed as follows: PHYSICALLY POSSIBLE The site is on MacArthur Causeway, in Miami, FL. The underlying site consists of 331,789 SF or 7.62 acres. The subject's topography is level and at street grade. As noted in the Assumptions and Limiting Conditions, we know of no environmental or engineering study that has been conducted on the site to determine subsoil conditions. Based on other improvements in the general area, it appears that many types of buildings would be physically possible on the site. This would include office buildings, retail buildings, residential buildings, hotels, or public use buildings. Upon analysis of all physical aspects, space, size, shape, terrain, location and others the most supportable highest and best uses of the site, as it relates to physical properties, are office, retail, residential or mixed - use, as is seen on other sites in the subject's area. LEGALLY PERMISSIBLE The subject's site is zoned "T6-36A-O," Urban Core Transect, under the jurisdiction of the City of Miami, FL. Reference is made to the Zoning section of this report. Permitted uses include many types of mixed -use development. The zoning allows for a mix of building types, and is intended to create a mix of uses in one or multiple structures. Upon analysis of the permitted uses, the most supportable highest and best uses of the site, as it relates to what is legally permissible, are many types of mixed -use development. FINANCIALLY FEASIBLE Analysis for financially feasible uses for the site, as if vacant, involves consideration of several criteria. Unlike the physically possible and legally permissible aspects of the highest and best use analysis, many external economic factors serve to prove or disprove financial feasibility. The cost of acquisition, sources of capital, forecast of potential revenue/expenses, reversionary price forecast, property tax implications and measures of risk and yield are all determinant to this analysis. The above financial measures serve to eliminate the uses that would not provide a reasonable return to the land based on an investor's expectations. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 79 888 MacArthur Causeway 23-291-02 HIGHEST AND BEST USE The cost of land and its development limits the highest and best use of the site, generally to only those uses that are financially feasible. Within the Market Analysis section of this report, we detailed numerous buildings that have been proposed, are under construction, or have recently been completed in the Miami Central Business District. These include office buildings, residential condominium buildings, rental apartment buildings, hotels, and retail buildings. This suggests that property owners believe that there is a sufficient profit in the planning and construction of such buildings. Most of the new construction includes more than one use; for instance, apartments with ground floor retail, or a mix of hotel rooms, retail, and residential apartments or condominiums. Mixed use development appears to be the most favored type of construction. Therefore, we conclude that financially feasible uses of the site that are physically possible and legally permissible are many types of mixed -use development. MAXIMALLY PRODUCTIVE We considered those uses, as aforementioned, to meet the physically possible, legally permissible, and financially feasible tests of the highest and best use definition. The final criteria for full compliance within the highest and best use of the subject, as vacant, is that of a maximally productive use. We conclude the maximally productive use of the site is many types of mixed -use development. Such development would take advantage of the views that are afforded by the subject's waterfrontage, and also the proximity both the Miami Central Business District and the City of Miami Beach. A mixed -use development with hotel rooms, residences, office space, retail space and possibly some public use space would most likely represent the maximally productive use of the site. Thie conclusion is based on the actual plans for the property, as well as the successful development of similar properties in the local market. HIGHEST AND BEST USE, AS IF VACANT A final reconciliation of the analysis leads to the conclusion that the highest and best use of the site, as if vacant, is many types of mixed -use development, similar to what is currently planned for the site, however maximizing all allowable zoning entitlements, including height, density and floor area. HIGHEST AND BEST USE, AS IMPROVED We must also determine the highest and best use of the subject, as improved, by analyzing occupancy levels of various surrounding improvements, as well as the general needs within the area. The subject is vacant land, therefore the highest and best use, as improved, cannot be determined. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 80 888 MacArthur Causeway 23-291-02 ANALYSIS OF DATA AND CONCLUSIONS IDENTIFICATION OF A LIKELY BUYER The most likely buyer of a property such as the subject would be a local or regional developer interested in selling or leasing any improvements they might construct on the site. VALUATION METHODOLOGIES In appraising a property, there are three traditional valuation methodologies that can be applied: the Cost, Income Capitalization and Sales Comparison Approaches. Selection of one or more of the approaches in the appraisal of a property rests primarily upon the property type and its physical characteristics, as well as the quality and quantity of available market data. The Cost Approach is based on the premise that an informed purchaser will not pay more for a property than it would cost him or her to construct a property of similar utility. This approach is most applicable when the subject is of new or nearly new construction and the improvements represent the highest and best use of the site. This approach is also particularly useful when appraising unique or special purpose properties where there are few, if any, comparable sales, or leases. The Income Capitalization Approach is based on the fundamental investment premise that the higher a property's earnings, the higher its value. Investment in an income -producing property represents the exchange of present dollars for the right to receive future dollars. In this approach, a value indication for an income -producing property is derived by converting its anticipated benefits (cash flows and reversion) into property value. This conversion can be accomplished in two ways: one year's income expectancy can be capitalized at a market -derived capitalization rate, or alternatively, the annual cash flows for the holding period and the reversion can be discounted at a specified discount rate. The Income Capitalization Approach typically provides the most meaningful estimate of value for income -producing properties. The Sales Comparison Approach involves delineating appropriate units of measurement from comparable sales, in order to apply them to the subject's property. Adjustments are then made to the sales prices of the comparable properties based on various shared elements. This methodology may be used to value many different types of improved properties and vacant land, as long as there is a sufficient quantity of good -quality market data available. It becomes less reliable as the quantity and magnitude of adjustments increases, and it is generally not applicable to unique or special purpose properties. The final step in the valuation process is the reconciliation or correlation of the value indications. In the reconciliation or correlation, we consider the relative applicability of each of the approaches used, examine the range between the value indications, and place major emphasis on the approach that appears to produce the most reliable and credible result. VALUATION METHODOLOGIES APPLICABLE TO THE SUBJECT PROPERTY The Cost Approach was not utilized because this approach does not reflect the market behavior of typical purchasers of this property type since the subject consists of vacant land. The Income Capitalization Approach was not utilized because while the subject could generate an income stream, the highest and best use of the property is for redevelopment. However, we do include an analysis of projected future rental income, and have used aspects of the Income Capitalization Approach to arrive at the net present value of the projected future income stream. The Sales Comparison Approach was utilized because there is adequate data to develop a value estimate and this approach reflects market behavior for this property type. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 81 888 MacArthur Causeway 23-291-02 LAND VALUE LAND VALUATION The land, as if vacant, is valued by direct sales comparison, in which sales of comparable sites within the subject's area are analyzed in context with the subject's site. Adjustments are made to compensate for differences between the submitted sales data and the subject for such factors as location, size, shape, topography, utility, and marketability, etc. Land sales are presented to arrive at a $/SF for the subject. In an effort to locate comparable land sales, a search throughout the subject's area was conducted. The presented sales are valid indicators of land values in the subject's area. Information pertaining to these sales has been verified by the buyer, seller, broker, or other sources considered reliable and having knowledge of the particular transaction when available. In this analysis we have been asked to provide a value of the subject site, as if it were free and clear of any encumbrances, leases, or entitlements. The subject is encumbered by a long-term lease; however, based on the requirements of this appraisal, this lease and entitlements are not considered in this analysis. We searched for parcels of land in the subject's municipality with the same zoning as the subject site. We have found 10 land sales that have occurred over the period of January 2022 through February of 2023. These sales are considered a very good indication of current land values in the subject's area for similarly zoned parcels. We will analyze the sales on a price/SF of floor area (FLR) as well as a price/SF of land area. After adjustments, we will conclude to a fee simple market value for the subject site. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 82 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation Property Rights Conditions of Sale Price Per Land SF Price Per FAR 2201 Biscayne Boulevard Miami FL $8,212,000 BBACapital LLC 33297-0433 Fee Simple Estate Arm's length $432.21 Land Comparable 1 Transaction Address 2201 Biscayne Boulevard County Miami -Dade County Zip 33127 Date 7/18/22 Grantee Minnie K LLC Tax Parcel ID 01-3230-026-0510, 0500, 0490, 0480 Financing Cash to Seller Verification Knowledgeable Third Party Price Per Acre $18,827,091 Price Per Proposed Unit $126,338.46 Site Land SF 19,000 Land Acres 0.44 Topography Level and at street grade Shape Rectangular Required Site Work Demolition Utilities All Availa ble Zoning T6-36a 0 Proposed Use Unknown Zoning Type Commercial Zoned Density 150 du/acre Buildable SF 228,000 Allowable FLR 12.0 No. of Proposed Units 65 Proposed Unit Type Apartments Road Frontage Biscayne Boulevard Comments This was an assemblage of four parcels in two transactions. There were existing structures on the properties. No information regarding the redevelopment plans are available. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 83 888 MacArthur Causeway 23-291-02 LAND VALUE Land Comparable 2 Name City State Price Grantor Recordation Property Rights Conditions of Sale Price Per Land SF Price Per FAR 264 NE 34th Street Land Miami FL $16,500,000 3350 Biscayne, LLC 33428-2670 Fee Simple Estate Arm's length $445.95 Transaction Address County Zi p Date Grantee Tax Parcel ID Financing Verification Price Per Acre Price Per Proposed Unit 264 NE 34th Street Miami -Dade County 33137 10/4/22 Tulip Developments Group, LLC 01-3230-006-0310, -0320, -0330, -0340, - 0350, and -0360 CashtoSeller Broker $19,425,405 $129,921.26 Site Land SF Topography Required Site Work Zoning Zoning Type Buildable SF No. of Proposed Units Road Frontage 37,000 Level and at street grade Typical Clearand Grade T6-36a-O Commercial 444,000 127 Biscayne Boulevard and NE34th Street Land Acres Shape Utilities Proposed Use Zoned Density Allowable FLR Proposed Unit Type 0.85 Rectangular All Availa ble Mixed -use Building 150 units per acre 12.0 Condominiums Comments This site consists of six folio numbers and is located at the southwest corner of Biscayne Boulevard and NE 34th Street. This site has frontage along Biscayne Boulevard and is expected to be developed with a mixed -use building. The westernmost folio number is improved with a four unit building containing a pproximately 2,877 SF that was constructed in 1946. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 84 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation Property Rights Conditions of Sale Price Per Land SF Price Per FAR 423-427 NE 27th Street Miami FL $17,154,000 27 Edgewater Midtown 33164-0065 Fee Simple Estate Arm's length $457.70 Land Comparable 3 Transaction Address County Zi p Date Grantee Tax Parcel ID 423-427 NE 27th Street and 426-434 NE28th Miami -Dade County 33137 4/2 5/2 2 PR Group Florida LLC 01-3230-103-0020, 01-3230-017-0390, 0400 Financing Cash to Seller Verification Knowledgeable Third Party Price Per Acre $19,937,251 Price Per Proposed Unit $132,976.74 Site Land SF 37,479 Land Acres 0.86 Topography Level and at street grade Shape Irregular Required Site Work Demolition Utilities All Available Zoning T6-36a L Proposed Use Redevelopment Zoning Type Commercial Zoned Density 150 du/acre Buildable SF 449,748 Allowable FLR 12.0 No. of Proposed Units 129 Proposed Unit Type Apartments Road Frontage NE27th Street Comments This is an assemblage of three transactions, a larger pa rcel (12-unit apartment building) with frontage on NE 27th Street and two duplexes with frontage on NE 28th Street. Existing leases are month to month. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 85 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation 2699 Biscayne Boulevard Miami FL $20,490,000 Biscayne Rentals LLC 33435-2894 Property Rights Fee Simple Estate Conditions of Sale Arm's length Price Per Land SF $493.09 Price Per FAR Land Comparable 4 Transaction Address County Zi p Date Grantee Tax Parcel ID 2699 Biscayne Boulevard Miami -Dade County 33137 10/14/22 Mesquita Properties LLC 01-3230-018-0230, 0260, 0270, 0280 and 01- 3230-020-0240, 0230 Financing Cash to Seller Verification Broker Price Per Acre $21,479,145 Price Per Proposed Unit $143,286.71 Site Land SF 41,554 Land Acres 0.95 Topography Level and at street grade Shape Irregular Required Site Work Demolition Utilities All Available Zoning T6-36a Oand L Proposed Use Redevelopment Zoning Type Commercial Zoned Density 150 du/acre Buildable SF 498,648 Allowable FLR 12.0 No. of Proposed Units 143 Proposed Unit Type Apartments Road Frontage Biscayne Boulevard Comments This is an L-shaped parcel with the majority of the frontage on NE 27th Street. The main parcel is zoned T6-36a 0and the remainder,T6-36a L. The property was marketed based on the potential development, by right, with no particular plans in place. The buyer owns the adjacent parcels. The assemblage involved four transactions and six folios that were improved with a variety of older structures. Some income was being generated by the property. The purchaser has since bought the remainder of the block that does not have frontage on Biscayne Boulevard for $12,500,000 or $392 PSF. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 86 888 MacArthur Causeway 23-291-02 LAND VALUE OM Transaction Name NE29th Street Land Address 401 NE29th Street City Miami County Miami -Dade County State FL Zip 33137 Price $22,500,100 Date 10/14/22 Grantor Edgewater 29, LLC; 431 NE29th Street, LLC; Grantee 2900Terrace Owner, LLC Recordation 33434-1877; 33434-1874; and 33434-1881 Tax Parcel ID 01-3230-013-0800, -0810, -0820, -0830, - 0840, -0850, -0860, -0870, -0920,-015-0070, - Property Rights Fee Simple Estate Financing Cash to Seller Conditions of Sale Arm's length Verification Broker Price Per Land SF $370.37 Price Per Acre $16,133,405 Price Per FAR Price Per Proposed Unit $107,655.98 Site Land SF 60,750 Land Acres 1.39 Topography Level and at street grade Shape Somewhat Rectangular Required Site Work Typical Clear and Grade Utilities AllAvailable Zoning T6-36A-L Proposed Use Luxury Apartment Building with Ground Floor Zoning Type Multifamily Zoned Density 150 units per acre Buildable SF 729,000 Allowable FLR 12.0 No. of Proposed Units 209 Proposed Unit Type Apartments Road Frontage NE29th Street, NE29th Terrace, and NE4th Comments This sale consists of 12 folio numbers that were sold in three transactions between the same buyer and seller. Two of the folio numbers were improved with small multi -family residential structures that were constructed in 1924. The site is located along the east side of NE 4th Avenue, extending from NE 29th Street to NE 29th Terrace. Preliminary plans are to construct a luxury a pa rtment tower with ground -floor retail. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 87 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation Land Comparable 6 Transaction 710 EdgeWater Miami FL $29,364,600 Va rious, see comments 32999-4270 to 4343 & 32968-1057 to 1066 Property Rights Fee Simple Conditions of Sale Assemblage Price Per Land SF $763.21 Price Per FAR Address County Zi p Date Grantee Tax Parcel ID 710 NE 29 Street Miami -Dade County 33137 1/2 5/2 2 710 Edge Property LLC 01-3230-049-0010 to 0150; 01-3230-014- 0140; 01-3230-013-0970, -0880, -0990 Financing Cash to seller Verification Sellers (see comments) Price Per Acre $33,245,535 Price Per Proposed Unit $413,585.92 Site Land SF 38,475 Land Acres 0.88 Topography Level and at street grade Shape Rectangular Required Site Work Demolition Utilities All Available Zoning T6-36A-L Proposed Use Condominiums Zoning Type Multifamily Zoned Density 150 du/acre Buildable SF 245,700 Allowable FLR 12.0 No. of Proposed Units 71 Proposed Unit Type Condominiums Road Frontage NA Comments This is the assemblage ofan apartment building located at 530 NE 29 Street (6,300 SF lot-$5,850,000 -purchased from King Me 29 Street, LLC); a 15- unit condominium building (15 separate sales - 14,175 SF lot, $17,514,600 - 15 sellers), plus three lots (currently improved with single family residential located at 500, 485 and 483 NE 29th Street -purchased from Joel and Michelle Rodriguez) fora combined $6,000,000. The tota I purchase price was $29,364,600. The site's zoning allows for 150 units per acre, 60 floors. The acreage used for the zoning approvals is the contiguous parcels located at 530 and 710 NE 29 Street, which combined, contain 20,475 SF. Therefore, a maximum of 71 units can be constructed. The by -right FLR under the zoning designation is 12.0. With public benefit, the FLR can increase to 16.8. We have based our $/FLR on the base allowable FLR. The parcels located at 483,485,501 NE 29 Street contain 18,000 SF (three, 6,000 SF contiguous sites). That 18,000 SF parcel is to be improved with a parking garage what will serve the condo building. The sale was contingent on site plan approvals from the City of Miami. Approvals were granted prior to the sales. The sale was confirmed with the seller of 530 NE29 Street, the seller of the three Tots at 500, 485 and 483 NE 29th Street, and the broker for 70 NE 29th Street. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 88 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation Property Rights Conditions of Sale Price Per Land SF Price Per FAR q M 0 0 0 0 O 0 O 0 / 0 Edge 22 Miami FL $30,650,000 Northeast Twenty -Third Street LLC 33107-2313 Fee Simple Estate Arm's length $427.81 Land Comparable 7 Transaction Address County Zi p Date Grantee Tax Parcel ID Financing Verification Price Per Acre Price Per Proposed Unit 2201 NE 2nd Avenue Miami -Dade County 33137 3/21/22 TF Second and 23rd LLC 01-32-30-107-0010 CashtoSeller Broker $18,635,392 $124,089.07 Site Land SF 71,644 Topography Level and at street grade Required Site Work Typical Clea rand Grade Zoning T6-36a 0 Zoning Type Commercial Buildable SF 859,728 No. of Proposed Units 247 Road Frontage NE2nd Avenue Land Acres Shape Utilities Proposed Use Zoned Density Allowable FLR Proposed Unit Type 1.64 Rectangular All Availa ble Apartments 150 du/acre 12.0 Apartments Comments This property is located north of the residential overlay district and is allowed a max density of 150 du/acre. The property is located in an Opportunity Zone and within the transit corridor which allows fora parking reduction. The by right FLR is 12 and the height max is 36 stories. Based on the building footprint and the max FLR, the most that could be built on the site is approximately 15 stories without bonuses. The last sa le of this pa rcel was in May of2014 for $14,500,000, an annual rate of appreciation ofa pproximately 14%. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 89 888 MacArthur Causeway 23-291-02 LAND VALUE Name City State Price Grantor Recordation Property Rights Conditions of Sale Price Per Land SF Price Per FAR Land SF Topography Required Site Work Zoning Zoning Type Buildable SF No. of Proposed Units Road Frontage Land Comparable 8 2626 Biscayne Boulevard Land Miami FL $ 3 5, 000, 000 Fairholme Midtown Association, LLC 33277-2861 Fee Simple Estate Arm's length $533.67 Transaction Address County Zi p Date Grantee Tax Parcel ID Financing Verification Price Per Acre Price Per Proposed Unit Site 65,583 Level and at street grade Typical Clearand Grade T6-36a-O Commercial 786,996 225 Biscayne Boulevard, NE 26th Street, and NE Land Acres Shape Utilities Proposed Use Zoned Density Allowable FLR Proposed Unit Type Comments 2626 Biscayne Boulevard Miami -Dade County 33137 7/1/22 2600 Biscayne Property, LLC 01-3230-022-0060 CashtoSeller Broker $23,246,878 $155,555.56 1.51 Rectangular All Availa ble Mixed -use Building 150 units per acre 12.0 Apartments This site is located a longthe west side of Biscayne Boulevard, extending from NE 26th Street to NE 26th Terrace. Plans are to develop the site with a mixed -use buildingcontainingapproximately 399 apartment units, 160,000 SF of office space, and 6,500 SF of retail space. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 90 888 MacArthur Causeway 23-291-02 • LAND VALUE Name 530 NW 1 Court City Miami State FL Price $39,500,000 Grantor Meyers Group Recordation 33574-1907 Land Comparable 9 Transaction Address County Zi p Date Grantee Tax Parcel ID 530 NW 1 Court Miami -Dade County 33128 2/6/23 The John Buck Company 01-0106-050-1010, -1020, -1030 Property Rights Fee Simple Estate Financing Cash to Seller Conditions of Sale Arm's length Verification Berkadia Price Per Land SF $877.78 Price Per Acre $38,236,000 Price Per FAR Price Per Proposed Unit NA Site Land SF 45,000 Land Acres 1.03 Topography Level and at street grade Shape Rectangular Required Site Work Demolition Utilities All Availa ble Zoning T6-36A-O Proposed Use Mixed -Use Zoning Type Commercial Zoned Density 300.00 Buildable SF 730,000 Allowable FLR 16.2 No. of Proposed Units 301 Proposed Unit Type Apartments Road Frontage 301' Comments _ According to Berkadia, the broker listing the site, the pa rcel was ava ilable for the construction of 301 residential units, 244,000 SF of office space and just over 7,000 SF of retail space. The zoning allows for a base FLR of 12; this equates to 540,000 SF of FLR. However, the site allows for40% additiona I public benefit; or 16.8. As a result, the zoning would allow for 756,000 SF of building area. According to the listing broker, the site is "Located at 533 Northwest 2nd Avenue, Miami Station offers 301 feet of frontage on NW 6th Street. It is zoned for 36-stories with a benefit height of 24 additional stories subject to FAA and MDAD approval. The property's location next to the Brightline commuter -rail station and an array of public transit offers tremendous connectivity. At the time ofsale, there was an unused parking garage on the site that was part ofa failed prior development. It remains to be seen if the parking garage will be incorporated into a new development, or be demolished. According to news reports "In April of2022, the Federal Aviation Administration (FAA) approved building permits for Miami Station, a 41-storymixed- use tower at 525 Northwest 2nd Avenue in Downtown Miami's Overtown District. Designed by ODP Architecture & Design and developed by the Related Group, the structure is permitted to rise 539-feet, or 546-feet above sea level. According to construction permits currently under review, Miami Station will yield approximately 730,000 square feet including an estimated 247,000 square feet of office space, roughly 298,000 square feet of residential space across 301 dwelling units, and a podium comprising nearly 6,000 square feet of ground floor retail and 6 levels of parking for over 500 vehicles." Since the site is approved for the 730,000 SF of building area, we have used that FLR in our calculations of Allowable FAR/FLR as well as the $/SF of building area. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 91 888 MacArthur Causeway 23-291-02 LAND VALUE LAND SALES SUMMARY Comp Address City Price Date Zoning Zoning Type Land SF Price per Land SF Land Acres Price per FLR 1 2201 Biscayne Boulevard Miami $ 8,212,000 07/18/2022 2 264 NE 34th Street Miami 3 423-427 NE 27th Street and 426- Miami 4 2699 Biscayne Boulevard Miami $16,500,000 10/04/2022 $17,154,000 04/25/2022 $20,490,000 10/14/2022 5 401 NE 29th Street Miami 6 710 NE 29 Street Miami 7 2201 NE 2nd Avenue Miami 8 2626 Biscayne Boulevard Miami 9 530 NW 1 Court Miami 10 3333 Biscayne Boulevard Miami $22,500,100 10/14/2022 $29,364,600 01/25/2022 $30,650,000 03/21/2022 $35,000,000 07/01/2022 $39,500,000 02/06/2023 $46,800,000 03/10/2022 T6-36a 0 Commercial T6-36a-0 Commercial 19,000 0.44 $432.21 $36.02 37,000 0.85 T6-36a L Commercial T6-36a 0 and Commercial T6-36A-L Multifamily 37,479 0.86 L 41,554 0.95 T6-36A-L Multifamily T6-36a 0 Commercial T6-36a-0 Commercial T6-36A-0 Commercial T6-36a 0 Commercial $445.95 $37.16 $457.70 $38.14 $493.09 $41.09 60,750 1.39 38,475 0.88 71,644 1.64 $370.37 $30.86 $763.21 $119.51 $427.81 $35.65 65,583 1.51 45,000 1.03 $533.67 $44.47 $877.78 $54.11 127,541 2.93 $366.94 $30.58 LAND SALES COMPARISON MAP [ b. ALLAPATTAH NW2Ltth St 7 1TLE HAVANA z Q z m Lc WYH WOOD OVERT . z 3 SPRIIyG GARDEN y u _Flagier.S; EAST LLTTLE DOWNTOWN —. - HAVANA WIASulI STAR, PALM AND HIBISCUS ISLANDS 1 A) Dodge island WEST AVENU bMap data ©2023 Gxgle JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 92 888 MacArthur Causeway 23-291-02 LAND VALUE LAND SALES ANALYSIS To derive an estimated value of the site, as if vacant, we analyzed the land comparables and have made adjustments for varying characteristics. Property Rights Conveyed The property rights conveyed for each sale are shown in the adjustment grid. The subject is valued in this report on the basis of a fee simple estate. The comparable sales transferred with similar property rights and no adjustments are needed. Financing Terms The financing terms for each sale are shown in the adjustment grid. The subject is valued in this report on the basis of a cash to seller transaction. The comparable sales transferred with similar financing terms and no adjustments are needed. Conditions of Sale The conditions of sale for each sale are shown in the adjustment grid. The subject is valued in this report on the basis of an arm's length transaction. The comparable sales transferred with similar conditions of sale and no adjustments are needed. Market Conditions In terms of an adjustment for market conditions, from the sales shown, it is somewhat subjective to determine an exact adjustment. We have applied a 3% adjustment to each comparable, annualized from the date of each sale to October 21, 2023. This considers the general upward trend in pricing for land in the subject's neighborhood. Location The adjustment for location reflects the trend that properties in areas of active growth and development, as well as those which offer good accessibility in terms of frontage on major thoroughfares, should sell for a higher price per SF than properties which do not offer these attributes, with all other factors held constant. The subject sits on a waterfront parcel with good views of the City of Miami skyline and the Port of Miami. The site is easily accessible from both Miami Beach and the City of Miami. The comparable sales are all located in the Brickell neighborhood or in the Miami Central Business District. The comparable sales are all in close proximity to restaurants, office buildings, and mass transit. However, they do not have as good views as the subject. The subject has excellent views and good proximity to the Miami CBD, but does not have as good access (pedestrian, walking) as the parcels that are located in the Brickell and Downtown neighborhoods. We consider the one factor offsets the other; good views are traded for walkability, and vice versa. Therefore, no adjustments are needed for location. Size In terms of size, it is noted that smaller parcels typically sell for a higher price per SF than larger parcels, with all other factors held constant. The subject consists of 7.62 acres or 331,789 SF. The comparable sales are all much smaller than the subject. Typically, a much larger parcel will take longer to develop and holding costs are involved in the portions of the site that remain to be developed. We have adjusted each sale downward to consider the longer time that it would take to develop a site the size of the subject. Zoning The subject's site is zoned "T6-36A-O", Urban Core Transect, under the jurisdiction of City of Miami, FL. The comparable sales all have a T6-36A zoning. However, some of the sales are "L" and others are "0" while others have a mix of the two. We have found that in general prices tend to be relatively constant between the various sub -categories of the T6-36A zoned parcels, and no adjustments are needed. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 93 888 MacArthur Causeway 23-291-02 LAND VALUE Topography The subject's site is level and at street grade. The comparable sales offer a similar topography and no adjustments are needed. Required Site Work The subject is valued as if vacant and available for development. A few comparable sales required demolition prior to development. However, we note that oftentimes, older improvements are used on a short-term basis to help offset holding costs until that time when development can begin. The costs associated with demolition is offset by the benefit of interim income. Therefore, we have not adjusted for demolition for those sites that had minor improvements on them. No adjustments are needed. Shape The shape of the subject's site is irregular; however, the shape of the parcel would not inhibit its development potential. The comparable sales are all of a shape that would not inhibit development. No adjustments are needed. LAND SALES ANALYSIS CONCLUSION The previously described adjustments are summarized in the following grid. The percentage adjustments are used to show the emphasis placed on each adjustment, and are not based on a paired sales analysis. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 94 888 MacArthur Causeway 23-291-02 LAND VALUE LAND SALES ADJUSTMENT G RID - PRICE PER SF OF FLR Name 888 MacArthur Address 888 MacArthur City Miami State FL Date Price Buildable SF 3981468 2201 Biscayne 2201 Biscayne Miami FL 7/18/2022 $8,212,000 228000 264 NE 34th Street 264 NE 34th Street Miami FL 10/4/2022 $16,500,000 444000 423-427 NE 27th 423-427 NE 27th Miami FL 4/25/2022 $17,154,000 449748 2699 Biscayne 2699 Biscayne Miami FL 10/14/2022 $20,490,000 498648 NE 29th Street la nd 401 NE 29th Street Miami FL 10/14/2022 $22,500,100 729000 710 EdgeWater 710 NE29 Street Miami FL 1/25/2022 $29,364,600 245700 Edge 22 2201 NE 2nd Avenue Miami FL 3/21/2022 $30,650,000 859728 2626 Biscayne 2626 Biscayne Miami FL 7/1/2022 $35,000,000 786996 530 NW 1 Court 530 NW 1 Court Miami FL 2/6/2023 $39,500,000 730000 3333 Biscayne 3333 Biscayne Miami FL 3/10/2022 $46,800,000 1530492 $36.02 $3716 $38.14 $41.09 $30.86 $119.51 $35.65 $44.47 $54.11 $30.58 Propety Rights Fee Simple Estate Financing Cash to Seller Conditions of Sale Arm's Length Fee Simple Estate 0% Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 0% Cash to Seller 096 Arm's length 096 Fee Simple 0% Cash to seller 096 Assemblage 096 Fee Simple Estate 0% Cash to Seller 096 Arrub length 096 Fee Simple Estate 0% Cash to Seller 096 Arrub length 096 Fee Simple Estate 096 Cash to Seller 096 Arrub length 096 Fee Simple Estate 096 Cash to Seller 096 Arrub length 096 Ma rket Trends Through 10/21/2023 3% 3.80% 3.14% 4.50% 3.06% 3.06% 5.27% 4.80% 3.94% 2.10% 4.89% Adjusted Price per SF $37.39 $38.33 $39.86 $42.35 $31.81 $125.81 $37.36 $46.23 $55.25 $32.07 Property Adjustments Location Good Similar Similar Similar Similar Similar Similar Similar Similar Similar Inferior %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Land Acres 7.62 0.44 0.85 0.86 0.95 1.39 0.88 1.64 1.51 1.03 2.93 %Adjustment $Adjustment -5% ($1.87) -5% ($1.92) -5% ($1.99) -5% ($2.12) -5% ($1.59) -5% ($6.29) -5% ($1.87) -5% ($2.31) -5% ($2.76) -5% ($1.60) Zoning T6-36A-0 T6-36a 0 T6-36a-0 T6-36a L T6-36a 0 and L T6-36A-L T6-36A-L T6-36a 0 T6-36a-0 T6-36A-0 T6-36a 0 Allowable FLR 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0 16.2 12.0 %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Topography level and at street grade Level and at street grade Level and at street grade Level a nd at street grade Level a nd at street grade Level a nd at street grade Level a nd at street grade Level and at street grade Level and at street grade level and at street grade level and at street grade %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Required Site Work Typical Clear a nd Demolition Typical Clear a nd Demolition Demolition Typical Clear and Demolition Typical Clear a nd Typical Clear a nd Demolition Demolition %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Shape Irregular Rectangular Rectangular Irregular Irregular Somewhat Rectangular Rectangular Rectangular Rectangular Rectangular %Adjustment $ Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Adjusted Price per SF $35.52 $36.41 $37.87 $40.23 $30.22 $119.52 $35.49 $43.92 $52.49 $30.47 Property Adjustments (Net) Property Adjustments (Gross) -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 95 888 MacArthur Causeway 23-291-02 LAND VALUE LAND VALUE CONCLUSION The comparables show a price/SF of FLR range of $30.22 /SF of FLR to $119.52 /SF of FLR on an adjusted basis, with an average of $46.21 /SF of FLR. With the exception of one sale, the comparables range from approximately $30/SF of FLR to approximately $52/SF of FLR. The majority of the sales, after adjustments, range from approximately $38/SF of FLR to approximately $45/SF of FLR. We are providing a value of the subject site, free and clear of any entitlements, leases, or other agreements. The only consideration is the subject's zoning, which allows for many types of development. The comparable sales all have the same, or similar zoning as the subject, and therefore, would be suitable for the development of a building with a similar type use and similar intensity of development. The subject is located on Watson Island, and has excellent views of the Miami skyline, as well as views of Port Miami. Based on the comparables and the adjustments made to them, we conclude to a value in the range of $45.00 /SF of FLR to $50.00 /SF of FLR. We conclude to $47.50/SF of FLR. Land Value Conclusion $47.50 /SF of FLR Multiplied by Subject Size 3,981,468 SF of FLR Indicated Land Value $189,119,730 "Hypothetical Condition" Value (10/21/2023) 888 MacArthur Causeway Land Value $189,100,000 Final Value Opinion $189,100,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 96 888 MacArthur Causeway 23-291-02 LAND VALUE LAND SALES ADJUSTMENT GRID - PRICE / SF OF LAND Name 888 MacArthur Address 888 MacArthur City Miami State FL Date Price Buildable SF 3981468 2201 Biscayne 2201 Biscayne Miami FL 7/18/2022 $8,212,000 228000 264 NE 34th Street 264 NE 34th Street Miami FL 10/4/2022 $16,500,000 444000 423-427 NE 27th 423-427 NE 27th Miami FL 4/25/2022 $17,154,000 449748 2699 Biscayne 2699 Biscayne Miami FL 10/14/2022 $20,490,000 498648 NE 29th Street la nd 401 NE 29th Street Miami FL 10/14/2022 $22,500,100 729000 710 EdgeWater 710 NE29 Street Miami FL 1/25/2022 $29,364,600 245700 Edge 22 2201 NE 2nd Avenue Miami FL 3/21/2022 $30,650,000 859728 2626 Biscayne 2626 Biscayne Miami FL 7/1/2022 $35,000,000 786996 530 NW 1 Court 530 NW 1 Court Miami FL 2/6/2023 $39,500,000 730000 3333 Biscayne 3333 Biscayne Miami FL 3/10/2022 $46,800,000 1530492 $36.02 $3716 $38.14 $41.09 $30.86 $119.51 $35.65 $44.47 $54.11 $30.58 Propety Rights Fee Simple Estate Financing Cash to Seller Conditions of Sale Arm's Length Fee Simple Estate 0% Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 096 Cash to Seller 096 Arm's length 096 Fee Simple Estate 0% Cash to Seller 096 Arm's length 096 Fee Simple 0% Cash to seller 096 Assemblage 096 Fee Simple Estate 0% Cash to Seller 096 Arrub length 096 Fee Simple Estate 0% Cash to Seller 096 Arrub length 096 Fee Simple Estate 096 Cash to Seller 096 Arrub length 096 Fee Simple Estate 096 Cash to Seller 096 Arrub length 096 Ma rket Trends Through 10/21/2023 3% 3.80% 3.14% 4.50% 3.06% 3.06% 5.27% 4.80% 3.94% 2.10% 4.89% Adjusted Price per SF $37.39 $38.33 $39.86 $42.35 $31.81 $125.81 $37.36 $46.23 $55.25 $32.07 Property Adjustments Location Good Similar Similar Similar Similar Similar Similar Similar Similar Similar Inferior %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Land Acres 7.62 0.44 0.85 0.86 0.95 1.39 0.88 1.64 1.51 1.03 2.93 %Adjustment $Adjustment -5% ($1.87) -5% ($1.92) -5% ($1.99) -5% ($2.12) -5% ($1.59) -5% ($6.29) -5% ($1.87) -5% ($2.31) -5% ($2.76) -5% ($1.60) Zoning T6-36A-0 T6-36a 0 T6-36a-0 T6-36a L T6-36a 0 and L T6-36A-L T6-36A-L T6-36a 0 T6-36a-0 T6-36A-0 T6-36a 0 Allowable FLR 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0 16.2 12.0 %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Topography level and at street grade Level and at street grade Level and at street grade Level a nd at street grade Level a nd at street grade Level a nd at street grade Level a nd at street grade Level and at street grade Level and at street grade level and at street grade level and at street grade %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Required Site Work Typical Clear a nd Demolition Typical Clear a nd Demolition Demolition Typical Clear and Demolition Typical Clear a nd Typical Clear a nd Demolition Demolition %Adjustment $Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Shape Irregular Rectangular Rectangular Irregular Irregular Somewhat Rectangular Rectangular Rectangular Rectangular Rectangular %Adjustment $ Adjustment 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 0% $0.00 Adjusted Price per SF $35.52 $36.41 $37.87 $40.23 $30.22 $119.52 $35.49 $43.92 $52.49 $30.47 Property Adjustments (Net) Property Adjustments (Gross) -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% -5% 5% JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 97 888 MacArthur Causeway 23-291-02 LAND VALUE LAND VALUE CONCLUSION The comparables show a price/SF range of $400.80 /SF of land to $941.02 /SF of land on an adjusted basis, with an average of $559.24 /SF of land. We are providing a value of the subject site, free and clear of any entitlements, leases, or other agreements. The only consideration is the subject's zoning, which allows for many types of development. The comparable sales all have the same, or similar zoning as the subject, and therefore, would be suitable for the development of a building with a similar type use and similar intensity of development. The subject is located on Watson Island, and has excellent views of the Miami skyline, as well as views of Port Miami. Based on the comparables and the adjustments made to them, we conclude to a value in the range of $550.00 /SF of land to $600.00 /SF of land. We conclude to $575.00/SF of land. Land Value Conclusion Multiplied by Subject Size $575.00 /SF 331,789 SF Indicated Land Value $190,778,675 "Hypothetical Condition" Land Value (10/21/2023) 888 MacArthur Causeway Indicated Land Value $190,778,675 Rounded Final Annual Land Rent $191,000,000 LAND VALUE CONCLUSION The primary unit of comparison utilized in the valuation of the subject was the price per FLR and price per SF. A number of recent sales of comparable properties were uncovered, and after the adjustment process, we concluded to a value/price per SF for the subject. Both methods were analyzed, and after considering both methods, we relied on the price/SF of FLR, since developers would most likely make their purchase decision on the amount of building area that could be constructed on the site. Based on the sales presented and their similarity to the subject, and since the subject consists of a parcel of vacant land, we have relied on this method in the final estimate of value. Date of Indicated Land Rounded Final Value Value Value Land Value ypothetical Conditic 10/21/23 $189,119,730 $189,100,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 98 888 MacArthur Causeway 23-291-02 RECONCILIATION AND FINAL VALUE The purpose of the appraisal is to develop the following opinions: • Fair market value of the land as if it were sold in fee simple only bound by current zoning (T6-36a-O), at "highest and best use" Notwithstanding the declaration, development agreement, leases, and their restrictions including sq ft and uses; Notwithstanding past site plan approvals and other entitlements; Notwithstanding the history of litigation settlement and the restrictions therefrom • Value of timeshare vs. condo residential units, based on current fair market value as of today • Value of retail vs. retail + office, based on current fair market value as of today. • Analysis of timeshare vs. condo residential units and retail vs. retail + office assuming existing 75- year lease structure, versus a 100-year lease structure. • Calculate the difference of fair market value between 105 timeshare residential units (fractional interests) per existing lease vs. 105 condo residential units per proposed lease change. • Calculate the difference of fair market value between 221,000 net SF of retail only per existing lease vs. 221,000 net SF of "highest and best" mix of retail and office per proposed lease change. • If there is any difference between timeshare vs. condo, and/or retail vs. retail + office -- should the existing lease rent structure change to capture that difference in fair market value of those components, or does the existing structure (base + % of first sale, and base + % of ongoing revenue) or does the exiting lease already adequately capture any difference. • If value of the proposed development component increases, does the existing % rent structure cause rent for that component also to increase in a manner that captures for the City the additional fair market value? We have attempted to summarize all the input data and have briefly explained our methodology in processing and/or analyzing this data. Insofar as we have been able to determine, this data has been obtained from reliable sources and was accepted as being accurate. We give full recognition to the inherent weaknesses in each of the approaches. It should be acknowledged that because the appraisal of real property is not an exact science, professional judgment on our part becomes a component of each of the recognized approaches. For the subject's valuation assuming the hypothetical conditions noted, we have used the Sales Comparison Approach. The Sales Comparison Approach is dependent on a direct comparative technique of the sale, or offering of, similar properties. Since no two properties are ever identical, it is necessary to analyze and determine the degree of comparability between the subject and the sale properties for differences. The primary unit of comparison utilized in the valuation of the subject was the price per FLR and price per SF. A number of recent sales of comparable properties were uncovered, and after the adjustment process, we concluded to a value/price per SF for the subject. Both methods were analyzed, and after considering both methods, we relied on the price/SF of FLR, since developers would most likely make their purchase decision on the amount of building area that could be constructed on the site. Based on the sales presented and their similarity to the subject, and since the subject consists of a parcel of vacant land, we have relied on this method in the final estimate of value. Based on the analysis of pertinent physical and economic factors, we have arrived at the following value opinions: Value "Hypothetical Condition" Date of Value Interest Appraised 10/21/23 Fee Simple Estate Value Opinion $189,100,000 JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 99 888 MacArthur Causeway 23-291-02 RECONCILIATION AND FINAL VALUE Change from Timeshares to Residential Condominiums We have analyzed the projected income from the sale of fractional interest units (timeshare units) versus the sale of residential condominium units. Based on our analysis the residential condominium units will generate more percentage rent than the timeshares. NPV Income - Timeshares $1,000,000 NPV Income- Residential Condos $2,500,000 Difference $1,500,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. Change from Timeshare to Residential Condominiums, 75-Year Lease Over the 75-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 75 Year Lease $12,300,000 Residential Condos 75 Year Lease $13,900,000 Difference $1,600,000 Based on our analysis, the change from timeshares to residential condominiums would have a positive effect on future income to the City of Miami. Change from Timeshare to Residential Condominiums, 100-Year Lease Over the 100-year term, the net present value of the income stream for residential condominiums is greater than timeshare/fractional ownership units. Timeshare 100 Year Lease $12,700,000 Residential Condos 100 Year Lease $14,300,000 Difference $1,600,000 Change From 221,000 SF of Retail to Office & Retail 75-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 75-year term. The results are as follows: Retail 75 Year Lease $25,240,000 Office/Retail 75 Year Lease $25,900,000 Difference $660,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. Change From 221,000 SF of Retail to Office & Retail 100-Year Lease We have analyzed the projected rental income that would be generated by 221,000 SF of retail space versus a mix of office and retail space. We have analyzed the projected income over a 100-year term. The results are as follows: Retail 100 Year Lease $26,320,000 Office/Retail 100 Year Lease $27,010,000 Difference $690,000 Based on our analysis, the mix of office and retail space would have a positive effect on future income to the City of Miami. JOSEPH J. BLAKE AND ASSOCIATES, INC REAL ESTATE VALUATION AND CONSULTING 100 888 MacArthur Causeway 23-291-02 RECONCILIATION AND FINAL VALUE Change From 75-Year to 100-Year Lease 221,000 SF of Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Retail 75 Year Lease Retail 100 Year Leas e Change i n NPV $25,240,000 $26,320,000 $1,080,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. Change From 75-Year to 100-Year Lease Office & Retail We have also considered the impact on increasing the lease term from 75-year to 100 years. Office/Retail 75 Year Lease Office/Retail 100 Year Lease Change i n NPV $25,900,000 $27,010,000 $1,110,000 Based on our analysis, the longer lease term would have a positive effect on future income to the City of Miami. This appraisal is not based on any extraordinary assumptions. The subject site is bound by declarations, development agreements, leases, use and building size restrictions, site plan approvals and other entitlements. We have been asked to provide, and we have provided the fee simple, fair market, value of the land assuming the hypothetical condition it was only bound by current zoning (T6-36a-O), at 'highest and best use.' The fee simple (hypothetical) value conclusion is notwithstanding the declaration, development agreement, leases, and their restrictions including square foot and uses; notwithstanding past site plan approvals and other entitlements; notwithstanding the history of litigation settlement and the restrictions therefrom. This appraisal is not based on any other hypothetical conditions. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 101 888 MacArthur Causeway 23-291-02 ADDENDA JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION ANO CONSULTING OFFICE OF THE PROPERTY APPRAISER Detailed Report PROPERTY INFORMATION Folio Property Address Owner Mailing Address Primary Zone Primary Land Use 01-3231-061-0010 888 MACARTHUR CSWY MIAMI, FL 33132-0000 CITY OF MIAMI /ASSET MGMT 444 SW 2 AVE #325 MIAMI, FL 33130-1910 6405 CEN HIGH DNSTY BORDERS CB 2111 RESTAURANT OR CAFETERIA: RETAIL OUTLET Beds / Baths /Half 0/0/0 Floors Living Units Actual Area Living Area Adjusted Area Lot Size Year Built 1 0 4,277 Sq.Ft 4,277 Sq.Ft 4,277 Sq.Ft 331,789 Sq.Ft 2016 ASSESSMENT INFORMATION Yea r Land Value Building Value 2023 2022 2021 $159,258,720 $139,351,380 $99,536,700 $83,681 $84,554 $85,424 Extra Feature Value $1,537,860 $1,553,601 $1,569,341 Market Value Assessed Value $160,880,261 $140,989,535 $101,191,465 $6,118,249 $5,562,045 $5,056,405 ITS INFORM.. ,IN Benefit Non- Assessment Homestead Reduction $154,762,012 $135,427,490 $96,135,060 Cap Note: Not all benefits are applicable to all Taxable Values (i.e. County, School Board, City, Regional). Type 2023 2022 2021 Generated On: 10/18/2023 BLE VALUE INFORMATION Year 2023 COUNTY Exemption Value 2022 2021 $0 $0 $0 Taxable Value $6,118,249 $5,562,045 $5,056,405 SCHOOL BOARD Exemption Value Taxable Value $160,880,261 $140,989,535 $101,191,465 CITY Exemption Value $0 $0 $0 $0 $0 $0 Taxable Value $6,118,249 $5,562,045 $5,056,405 REGIONAL Exemption Value Taxable Value $6,118,249 $5,562,045 $5,056,405 so so so The Office of the Property Appraiser is continually editing and updating the tax roll. This website may not reflect the most current information on record. The Property Appraiser and Miami -Dade County assumes no liability, see full disclaimer and User Agreement at http://www.miamidade.gov/info/disclaimer.asp OFFICE OF THE PROPERTY APPRAISER Generated On: 10/18/2023 Property Information Folio: 01-3231-061-0010 Property Address: 888 MACARTHUR CSWY Roll Year 2023 Land, Building and Extra -Feature Details INFORM ION Land Use GENERAL Muni Zone T6-36a-O PA Zone 6405 Unit Type Square Ft. Units 331, 789.00 Calc Value $159,258,720 BUILDING INFORMATION Building Number 1 2 3 4 5 6 Sub Area Year Built 1 2016 1 2016 1 2016 1 2016 1 2016 1 2016 Actual Sq.Ft. Living Sq.Ft. Adj Sq.Ft. 2,213 2,213 $2,213 720 720 $720 720 720 $720 216 216 $216 48 48 $48 360 360 $360 Calc Value $50,988 $11,405 $11,405 $3,421 $760 $5,702 EXTRA RE Description Patio - Terrazzo, Pebble Patio - Concrete Slab w/Roof Aluminum or Fiber Patio - Brick, Tile, Flagstone Dock - Wood Girders on Concrete Pilings Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Year Built Units Calc Value 2016 3,016 $18,428 2016 2,586 $21,878 2016 6,372 $65,886 2018 48,310 $1,420,314 2016 2 $2,304 2016 2 $2,304 2016 1 $1,152 2016 147 $1,058 2016 315 $2,268 2016 315 $2,268 The Office of the Property Appraiser is continually editing and updating the tax roll. This website may not reflect the most current information on record. The Property Appraiser and Miami -Dade County assumes no liability, see full disclaimer and User Agreement at http://www.miamidade.gov/info/disclaimer.asp OFFICE OF THE PROPERTY APPRAISER Generated On: 10/18/2023 Property Information Folio: 01-3231-061-0010 Property Address: 888 MACARTHUR CSWY Roll Year 2022 Land, Building and Extra -Feature Details INFORM ION Land Use GENERAL Muni Zone T6-36a-O PA Zone 6405 Unit Type Square Ft. Units 331, 789.00 Calc Value $139,351,380 BUILDING INFORMATION Building Number 1 2 3 4 5 6 Sub Area Year Built 1 2016 1 2016 1 2016 1 2016 1 2016 1 2016 Actual Sq.Ft. Living Sq.Ft. Adj Sq.Ft. 2,213 2,213 $2,213 720 720 $720 720 720 $720 216 216 $216 48 48 $48 360 360 $360 Calc Value $51,519 $11,524 $11,524 $3,457 $768 $5,762 EXTRA RE Description Patio - Terrazzo, Pebble Patio - Concrete Slab w/Roof Aluminum or Fiber Patio - Brick, Tile, Flagstone Dock - Wood Girders on Concrete Pilings Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Year Built Units Calc Value 2016 3,016 $18,624 2016 2,586 $22,110 2016 6,372 $66,587 2018 48,310 $1,434,807 2016 2 $2,328 2016 2 $2,328 2016 1 $1,164 2016 147 $1,069 2016 315 $2,292 2016 315 $2,292 The Office of the Property Appraiser is continually editing and updating the tax roll. This website may not reflect the most current information on record. The Property Appraiser and Miami -Dade County assumes no liability, see full disclaimer and User Agreement at http://www.miamidade.gov/info/disclaimer.asp OFFICE OF THE PROPERTY APPRAISER Generated On: 10/18/2023 Property Information Folio: 01-3231-061-0010 Property Address: 888 MACARTHUR CSWY Roll Year 2021 Land, Building and Extra -Feature Details INFORM ION AL Units 331,789.00 Land Use GENERAL Muni Zone T6-36a-O PA Zone 6405 Unit Type Square Ft. Calc Value $99,536,700 BUILDING INFORMATION Building Number 1 2 3 4 5 6 Sub Area Year Built 1 2016 1 2016 1 2016 1 2016 1 2016 1 2016 Actual Sq.Ft. Living Sq.Ft. Adj Sq.Ft. 2,213 2,213 $2,213 720 720 $720 720 720 $720 216 216 $216 48 48 $48 360 360 $360 Calc Value $52,050 $11,642 $11,642 $3,493 $776 $5,821 EXTRA RE Description Patio - Terrazzo, Pebble Patio - Concrete Slab w/Roof Aluminum or Fiber Patio - Brick, Tile, Flagstone Dock - Wood Girders on Concrete Pilings Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room - Refridgeration (200 sgft/Ton) Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Cooler Room -Area - Used with X/F #15 Year Built Units Calc Value 2016 3,016 $18,820 2016 2,586 $22,343 2016 6,372 $67,288 2018 48,310 $1,449,300 2016 2 $2,352 2016 1 $1,176 2016 2 $2,352 2016 315 $2,315 2016 147 $1,080 2016 315 $2,315 The Office of the Property Appraiser is continually editing and updating the tax roll. This website may not reflect the most current information on record. The Property Appraiser and Miami -Dade County assumes no liability, see full disclaimer and User Agreement at http://www.miamidade.gov/info/disclaimer.asp OFFICE OF THE PROPERTY APPRAISER Generated On: 10/18/2023 Property Information Folio: 01-3231-061-0010 Property Address: 888 MACARTHUR CSWY FULL LEGAL DESCRIPTION WATSON ISLAND SOUTHWEST PB 166-11 T-21420 TRACT A LOT SIZE 331789 SQ FT M/L FAU 01 3132 000 0010 & 0012 SALES INFORMATION Previous Sale Price OR Book -Page Qualification Description The Office of the Property Appraiser is continually editing and updating the tax roll. This website may not reflect the most current information on record. The Property Appraiser and Miami -Dade County assumes no liability, see full disclaimer and User Agreement at http://www.miamidade.gov/info/disclaimer.asp 10/24/23, 5:43 PM City of Miami Zoning Application None Click to Print This Page City of Miami - Planning and Zoning Miami 21 Zoning(Current): Zone: Description: T6-36A-O Urban Core Zone T a 6A-0 Enactment: 13114 Areas of Specific Designation: Section: Description: None Enactment: Special Area Planning: Section: I Description: Enactment: Established Setbacks: Section: None Description: I Area: Sub: Former 11000(Not Valid): Zone: Description: Enactment: LU Code: Property Information: �arr1 crl s Ir.f Sri rf C,F Folio: f CSA, Existing Land Use Description: Vacant, Non -Protected, 801 Government -Owned or controlled. City Address: County Address: Owner: Mailing Address: Beds/Baths/Half: Floors: Living Units: Actual Area: Living Area: Adjusted Area: Lot Size: Year Built: Legal Description: Subdivision: 0132310610010 888 MACARTHUR CSWY 888 MACARTHUR CSWY CITY OF MIAMI /ASSET MGMT 444 SW 2 AVE #325 MIAMI, FL 33130-1910 0/0/0 4,277 Sq Ft 4,277 Sq Ft 4,277 Sq Ft 331,789 WATSON ISLAND SOUTHWEST PB 166-11 T- 21420 TRACT A LOT SIZE 331789 SQ FT M/L FAU 01 3132 000 0010 & 0012 WATSON ISLAND SOUTHWEST Assessment Information: Land Value Description: Building Value: XF Value: VACANT Future Land Use FLU Code: -1 Description: Market Value: 2023 $159, 258, 720 $83,681 $1,537,860 2022 $139, 351, 380 $84,554 $1, 553, 601 $160,880,261 $140,989,535 2021 $99,536,700 $85,424 $1,569341 $101,191,465 Assessed Value: $6,118,249 $5,562,045 $5,056,405 Sales Information Year: Description: Sale Amount Sale 0/R District Information: City Commissioner District: City Commissioner: Sabina Covo 2 Homestead Information: Year: Homestead: NET ID: 11 C-1 Restricted Commercial C-1 Restricted Commercial 12533 NET Name: Downtown-Brickell (Temporary at OMNI CRA Building) C-1 PR Restricted Commercial 12566 Parks and Recreation PR Parks and Recreation 12535 PR Parks and Recreation 12568 Former Overlay Districts: Section: Description: Enactment: NET Phone: (305) 960-5135 Code Enforcement District: Code Enforcement Admin: None None None None None None Code Enforcement Phone: 2023 2022 2021 $0 $0 $0 Second Homestead: $0 $0 $0 Alternate Addresses: 1040 MACARTHUR CSWY 858 MACARTHUR CSWY 800 MACARTHUR CSWY 862 MACARTHUR CSWY 2 1040 MACARTHUR CSWY 36 MARIA TOVAR (305) 329-4800 Flood Zone: Flood Zone: Elevation: Description: AE 9 SPECIAL FLOOD HAZARD AREAS 1050 MACARTHUR CSWY Historic & Environmental Preservation: Type: Flag Present: Scenic Transp.: Historic Sites: Arch. Zones: Env. Preserv: Historic District: No No No No No Arch. Conserv: No https://gis.miamigov.cam/miamizoning/printpage.html?id=0132310610010&map=_ags_63e90010-72b6-11 ee-991 b-00505685a5ec.jpg&title=test 1/1 National Flood Hazard Layer FIRMette 80.10'59"W 25.47'25"N FEMA Legend 0 250 500 1,000 1,500 reef 2,000 1:6,000 Basemap Imagery Source: USGS National Map 2023 SEE FIS REPORT FOR DETAILED LEGEND AND INDEX MAP FOR FIRM PANEL LAYOUT SPECIAL FLOOD HAZARD AREAS Without Base Flood Elevation (BFE) Zone A, V, A99 With BFE or Depth zone AE. AO.. A,v, 0E, AR Regulatory Floodway OTHER AREAS OF FLOOD HAZARD OTHER AREAS GENERAL STRUCTURES OTHER FEATURES MAP PANELS 0.2 % Annual Chance Flood Hazard, Areas of 1% annual chance flood with average depth less than one foot or with drainage areas of less than one square mile zone x Future Conditions 1%Annual Chance Flood Hazard zone Area with Reduced Flood Risk due to Levee. See Notes. zoo- x ` 11 Area with Flood Risk due to Levee zmre o No SCREEN Area of Minimal Flood Hazard zone x r� Effective LOMRs Area of Undetermined Flood Hazard zone o - — - - Channel, Culvert, or Storm Sewer I I I I I I I Levee, Dike, or Floodway Cross Sections with 1% Annual Chance 175 Water Surface Elevation - - - Coastal Transect ^513--^ Base Flood Elevation Line (BFE) Limit of Study Jurisdiction Boundary Coastal Transect Baseline Profile Baseline Hydrographic Feature Digital Data Available N No Digital Data Available Unmapped The pin displayed on the map is an approximate point selected by the user and does not represent an authoritative property location. This map complies with FEMA's standards for the use of digital flood maps if it is not void as described below. The basemap shown complies with FEMA's basemap accuracy standards The flood hazard information is derived directly from the authoritative NFHL web services provided by FEMA. This map was exported on 10/18/2023 at 3:36 PM and does not reflect changes or amendments subsequent to this date and time. The NFHL and effective information may change or become superseded by new data over time. This map image is void if the one or more of the following map elements do not appear: basemap imagery, flood zone labels, legend, scale bar, map creation date, community identifiers, FIRM panel number, and FIRM effective date. Map images for unmapped and unmodernized areas cannot be used for regulatory purposes. Paid By Flagstone Island Gardens LLC Miami -Dade County, Florida Paid 03/29/2023 plicate public user 10/18/2023 Receipt # INT-23-323517 $1,009,597.99 2022 Real Estate Property Taxes Notice of Ad Valorem Tax and Non -Ad Valorem Assessments SEE REVERSE SIDE FOR IMPORTANT INFORMATION FOLIO NUMBER MUNICIPALITY MILL CODE 01-3231-061-0010 MIAMI 0101 CITY OF MIAMI /ASSET MGMT 444 SW 2 AVE #325 MIAMI, FL 33130-1910 Property Address 888 MACARTHUR CSWY Exemptions: AD VALOREM TAXES ASSESSED VALUE 1,000 OF RATE TAXABL VALU MILLAG 1 Miami -Dade School Board School Board Operating School Board Debt Service Voted School Operating State and Other Florida Inland Navigation District South Florida Water Management District Okeechobee Basin Everglades Construction Project Childrens Trust Authority Miami -Dade County County Wide Operating County Wide Debt Service Library District Municipal Governing Board Miami Operating Miami Debt Service Miami Miscellaneous 140,989,535 140,989,535 140,989,535 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5.67400 0.16500 0.75000 0.03200 0.09480 0.10260 0.03270 0.50000 4.62020 0.48530 0.28120 7.55390 0.32350 0.46810 140,989,535 140,989,535 140,989,535 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 5,562,045 799,974.62 23,263.27 105, 742.15 177.99 527.28 570.67 181.88 2,781.02 25,697.76 2,699.26 1,564.05 42,015.13 1,799.32 2,603.59 LEVYING AUTHORITY NON -AD VALOREM ASSESSMENTS RATE FOOTAGE/UNITS AMOUNT AMOUNT IF PAID BY ( . a onl one amount) Mar 31, 2023 $0.00 r RETAIN FOR YOUR RECORDS r Combined Taxes and Assessments $1,009,597.99 2022 Real Estate Property Taxes 01-3231-061-0010 FOLIO NUMBER 888 MACARTHUR CSWY PROPERTY ADDRESS LEGAL DESCRIPTION WATSON ISLAND SOUTHWEST PB 166-11 T-21420 TRACT A LOT SIZE 331789 SQ FT M/L FAU 01 313200 i DETACH HERE AND RETURN THIS PORTION WITH YOUR PAYMENT 4- CITY OF MIAMI /ASSET MGMT 444 SW 2 AVE #325 MIAMI, FL 33130-1910 1 IIIIII IIII II 1 III 111 I111 IIIII I111 IMII IIIII 111 IIIII IIIII IIIII 111 IIIII IIII II 1 III IIIII 111 IIIII IIII I11 Mail payments payable to: Miami -Dade Office of the Tax Collector 200 NW 2nd Avenue, Miami, FL 33128 (In U.S. funds from a U.S. Bank) Funds must be available for immediate withdrawal. Du.licate .ublic user 10/18/2023 PAY ONLY ONE AMOUNT If Paid By Please Pay Mar 31, 2023 $0.00 1000000000000000000132310610010202200000000000000000000005 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Air Rights The right to undisturbed use and control of designated air Appraisal Institute, The space above a specific land area within stated elevations. Dictionary of Real Air rights may be acquired to construct a building above Estate Appraisal, 7th the land or building of another or to protect the light and Ed. (Chicago: Appraisal air of an existing or proposed structure on an adjoining Institute, 2022) lot. Air rights do not always include development rights. As Is Market Value The estimate of the market value of real property in its Appraisal Institute, The current physical condition, use, and zoning as of the Dictionary of Real appraisal date. (Interagency Appraisal and Evaluation Estate Appraisal, 7th Guidelines) Note that the use of the "as is" phrase is Ed. (Chicago: Appraisal specific to appraisal regulations pursuant to FIRREA Institute, 2022) applying to appraisals prepared for regulated lenders in the United States. The concept of an "as is" value is not included in the Standards of Valuation Practice of the Appraisal Institute, Uniform Standards of Professional Appraisal Practice, or International Valuation Standards. Band of Investment A technique in which the capitalization rates attributable Appraisal Institute, The to components of an investment are weighted and Dictionary of Real combined to derive a weighted -average rate attributable Estate Appraisal, 7th to the total investment (i.e., debt and equity, land and Ed. (Chicago: Appraisal improvements). Institute, 2022) Condominium An attached, detached, or stacked unit within or attached Appraisal Institute, The to a structure with common areas that are held as tenants Dictionary of Real in common (an undivided interest) with other owners in Estate Appraisal, 7th the project. The units can be residential, commercial, Ed. (Chicago: Appraisal industrial, or parking spaces or boat docks. These units are Institute, 2022) commonly defined by state laws in their locations. Because units can be stacked on top of other units, these units can be defined both vertically and horizontally. Debt Coverage Ratio (DCR) The ratio of net operating income to annual debt service Appraisal Institute, The (DCR = NOI/IM), which measures the relative ability of a Dictionary of Real property to meet its debt service out of net operating Estate Appraisal, 7th income; also called debt service coverage ratio (DSCR). A Ed. (Chicago: Appraisal larger DCR typically indicates a greater ability for a Institute, 2022) property to withstand a reduction of income, providing an improved safety margin for a lender. Deferred Maintenance Items of wear and tear on a property that should be fixed Appraisal Institute, The now to protect the value or income -producing ability of Dictionary of Real the property, such as a broken window, a dead tree, a leak Estate Appraisal, 7th in the roof, or a faulty roof that must be completely Ed. (Chicago: Appraisal replaced. These items are almost always curable. Institute, 2022) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Depreciation 1. In appraisal, a loss in the value of improvements from any cause; the difference between the cost of an improvement on the effective date of the appraisal and the value of the improvement on the same date. 2. In accounting, an allocation of the original cost of an asset, amortizing the cost over the asset's life; calculated using a variety of standard techniques. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Discount Rate (Y) A rate of return on capital used to convert future payments or receipts into present value. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Effective Gross Income (EGI) The anticipated income from all operations of the real estate after an allowance is made for vacancy and collection losses and an addition is made for any other income. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Effective Gross Income Multiplier (EGIM) The ratio between the sale price (or value) of a property and its effective gross income. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Entrepreneurial Profit 1. A market -derived figure that represents the Appraisal Institute, The amount an entrepreneur received for his or her Dictionary of Real contribution to a past project to compensate for Estate Appraisal, 7th his or her time, effort, knowledge, and risk; the Ed. (Chicago: Appraisal difference between the total cost of a property Institute, 2022) (cost of development) and its market value (property value after completion), which represents the entrepreneur's compensation for the risk and expertise associated with development. An entrepreneur is motivated by the prospect of future value enhancement (i.e., the entrepreneurial incentive). An entrepreneur who successfully creates value through new development, expansion, renovation, or an innovative change of use is rewarded by entrepreneurial profit. Entrepreneurs may also fail and suffer losses. 2. In economics, the actual return on successful management practices, often identified as coordination, the fourth factor of production following land, labor, and capital; also called entrepreneurial return or entrepreneurial reward. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Equity Capitalization Rate (RE) An income rate that reflects the relationship between one year's equity cash flow and the equity investment; also called the cash -on -cash rate, cash flow rate, cash throw- off rate, or equity dividend rate. (RE = IE/VE, or Pre -Tax Cash Flow/Equity Invested) Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Equity Ratio (E) The ratio between the down payment paid on a property and its total price; the fraction of the investment that is unencumbered by debt. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Excess Land Land that is not needed to serve or support the existing use. The highest and best use of the excess land may or may not be the same as the highest and best use of the improved parcel. Excess land has the potential to be sold separately and is valued separately. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Exposure Time An opinion, based on supporting market data, of the length of time that the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal. Uniform Standards of Professional Appraisal Practice 2020-2021 Ed. (Washington, DC: The Appraisal Foundation, 2019 (extended through December 31, 2023)). External Obsolescence A type of depreciation; a diminution in value caused by negative external influences and generally incurable on the part of the owner, landlord, or tenant. The external influence may be either temporary or permanent. There are two forms of external obsolescence: economic and locational. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Extraordinary Assumption An assignment -specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser's opinions or conclusions. Uniform Standards of Professional Appraisal Practice 2020-2021 Ed. (Washington, DC: The Appraisal Foundation, 2019 (extended through December 31, 2023)). Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Gross Building Area (GBA) 1. Total floor area of a building, excluding unenclosed areas, measured from the exterior of the walls of the above -grade area. This includes mezzanines and basements if and when typically included in the market area of the type of property involved. 2. Gross leasable area plus all common areas. 3. For residential space, the total area of all floor levels measured from the exterior of the walls and including the superstructure and substructure basement; typically does not include garage space. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Gross Leasable Area (GLA) Total floor area designed for the occupancy and exclusive Appraisal Institute, The use of tenants, including basements and mezzanines; Dictionary of Real measured from the center of joint partitioning to the Estate Appraisal, 7th outside wall surfaces. Ed. (Chicago: Appraisal Institute, 2022) Highest and Best Use 1. The reasonably probable use of property that Appraisal Institute, The results in the highest value. The four criteria that Dictionary of Real the highest and best use must meet are legal Estate Appraisal, 7th permissibility, physical possibility, financial Ed. (Chicago: Appraisal feasibility, and maximum productivity. Institute, 2022) 2. The use of an asset that maximizes its potential and that is possible, legally permissible, and financially feasible. The highest and best use may be for continuation of an asset's existing use or for some alternative use. This is determined by the use that a market participant would have in mind for the asset when formulating the price that it would be willing to bid. (IVS) 3. [The] highest and most profitable use for which the property is adaptable and needed or likely to be needed in the reasonably near future. (Uniform Appraisal Standards for Federal Land Acquisitions) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source 4. [For fair value determination] The use of a nonfinancial asset by market participants that would maximize the value of the asset or the group of assets and liabilities (for example, a business) within which the asset would be used. (FASB Glossary) The highest and best use of a nonfinancial asset takes into account the use that is physically possible, legally permissible, and financially feasible. (FASB 820-10-35-10B). The highest and best use of a nonfinancial asset establishes the valuation premise used to measure the fair value of the asset, as follows: (a) The highest and best use of a nonfinancial asset might provide maximum value to market participants through its use in combination with other assets as a group (as installed or otherwise configured for use) or in combination with other assets and liabilities (for example, a business). (b) The highest and best use of the asset might provide maximum value to market participants on a standalone basis. (FASB 820-10-35-10E) Hypothetical A condition, directly related to a specific assignment, Uniform Standards of Condition which is contrary to what is known by the appraiser to Professional Appraisal exist on the effective date of the assignment results, but Practice 2020-2021 Ed. is used for the purpose of analysis. (Washington, DC: The Appraisal Foundation, 2019 (extended through December 31, 2023)). Insurable Value A type of value for insurance purposes. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Internal Rate of The annualized yield rate or rate of return on capital that Appraisal Institute, The Return (IRR) is generated within an investment or portfolio over a Dictionary of Real period of ownership. Alternatively, the indicated return Estate Appraisal, 7th on capital associated with a projected or pro forma Ed. (Chicago: Appraisal income stream. Institute, 2022) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Leased Fee Interest The ownership interest held by the lessor, which includes the right to receive the contract rent specified in the lease plus the reversionary right when the lease expires. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Leasehold Estate (Leasehold Interest) The right held by the lessee to use and occupy real estate for a stated term and under the conditions specified in the lease. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Loan -to -Value Ratio (M) The ratio between a mortgage loan and the value of the property pledged as security, usually expressed as a percentage; also called loan ratio or LTV. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Marketing Time An opinion of the amount of time to sell a property interest at the concluded market value or at a benchmark price during the period immediately after the effective date of an appraisal. Marketing time differs from exposure time, which precedes the effective date of an appraisal. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Market Rent The most probable rent that a property should bring in a Appraisal Institute, The competitive and open market under all conditions Dictionary of Real requisite to a fair lease transaction, the lessee and lessor Estate Appraisal, 7th each acting prudently and knowledgeably, and assuming Ed. (Chicago: Appraisal the rent is not affected by undue stimulus. Implicit in this Institute, 2022) definition is the execution of a lease as of a specified date under conditions whereby • Lessee and lessor are typically motivated; • Both parties are well informed or well advised, and acting in what they consider their best interests; • Payment is made in terms of cash or in terms of financial arrangements comparable thereto; and • The rent reflects specified terms and conditions typically found in that market, such as permitted uses, use restrictions, expense obligations, duration, concessions, rental adjustments and revaluations, renewal and purchase options, frequency of payments (annual, monthly, etc.), and tenant improvements (Tls). JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Market Value A type of value, stated as an opinion, that presumes the Uniform Standards of transfer of a property (i.e. a right of ownership or a bundle Professional Appraisal of such rights), as of a certain date, under specific Practice 2020-2021 Ed. conditions set forth in the value definition that is (Washington, DC: The identified by the appraiser as applicable in an appraisal. Appraisal Foundation, 2019 (extended through December 31, 2023)). Mortgage Capitalization Rate (RM) The capitalization rate for debt; the ratio of the annual Appraisal Institute, The debt service to the remaining principal balance of the Dictionary of Real mortgage loan. The mortgage capitalization rate (RM) is Estate Appraisal, 7th equivalent to the periodic (monthly, quarterly, annual) Ed. (Chicago: Appraisal mortgage constant multiplied by the number of payments Institute, 2022) per year on a given loan on the day the loan is initiated. RM = Annual Debt Service/Mortgage Principal Mortgage Debt Service (IM) The annualized periodic payment for interest on and Appraisal Institute, The retirement of the principal of a mortgage loan; also called Dictionary of Real total mortgage debt service. The abbreviation IM refers to Estate Appraisal, 7th the annual debt service. These terms often refer to annual Ed. (Chicago: Appraisal debt service, but clarification is often required if they are Institute, 2022) monthly, quarterly, or annual because many mortgages are paid monthly. Net Income Multiplier (NIM) The relationship between price or value and net operating Appraisal Institute, The income expressed as a factor; the reciprocal of the overall Dictionary of Real capitalization rate. Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Net Operating Income (NOI or lo) The actual or anticipated net income that remains after all Appraisal Institute, The operating expenses are deducted from effective gross Dictionary of Real income but before mortgage debt service and book Estate Appraisal, 7th depreciation are deducted. Note: This definition mirrors Ed. (Chicago: Appraisal the convention used in corporate finance and business Institute, 2022) valuation for EBITDA (earnings before interest, taxes, depreciation, and amortization). Net Rentable Area (NRA, Rentable Area) For office or retail buildings, the tenant's pro rata portion Appraisal Institute, The of the entire office floor, excluding elements of the Dictionary of Real building that penetrate through the floor to the areas Estate Appraisal, 7th below. The rentable area of a floor is computed by Ed. (Chicago: Appraisal measuring to the inside finished surface of the dominant Institute, 2022) portion of the permanent building walls, excluding any major vertical penetrations of the floor. Alternatively, the amount of space on which the rent is based; calculated according to local practice. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Overall Capitalization Rate (Ro) The relationship between a single year's net operating income expectancy and the total property price or value (Ro = to /Vo). Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Prospective Market Value "As Completed" and "As Stabilized" A prospective market value may be appropriate for the valuation of a property interest related to a credit decision for a proposed development or renovation project. According to USPAP, an appraisal with a prospective market value reflects an effective date that is subsequent to the date of the appraisal report. Prospective value opinions are intended to reflect the current expectations and perceptions of market participants, based on available data. Two prospective value opinions may be required to reflect the time frame during which development, construction, and occupancy will occur. The prospective market value —as completed— reflects the property's market value as of the time that development is expected to be completed. The prospective market value —as stabilized— reflects the property's market value as of the time the property is projected to achieve stabilized occupancy. For an income -producing property, stabilized occupancy is the occupancy level that a property is expected to achieve after the property is exposed to the market for lease over a reasonable period of time and at comparable terms and conditions to other similar properties. (See USPAP Statement 4* and Advisory Opinion 17.) (Interagency Appraisal and Evaluation Guidelines) Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Prospective Opinion of Value A value opinion effective as of a specified future date. The term does not define a type of value. Instead, it identifies a value opinion as being effective at some specific future date. An opinion of value as of a prospective date is frequently sought in connection with projects that are proposed, under construction, or under conversion to a new use, or those that have not yet achieved sellout or a stabilized level of long-term occupancy. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Replacement Cost The estimated cost to construct, at current prices as of a specific date, a substitute for a building or other improvements, using modern materials and current standards, design, and layout. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Replacement Cost for Insurance Purposes The estimated cost, at current prices as of the effective Appraisal Institute, The date of valuation, of a substitute for the building being Dictionary of Real valued, using modern materials and current standards, Estate Appraisal, 7th design, and layout for insurance coverage purposes Ed. (Chicago: Appraisal guaranteeing that damaged property is replaced with new Institute, 2022) property (i.e., depreciation is not deducted). Reproduction Cost The estimated cost to construct, at current prices as of the Appraisal Institute, The effective date of the appraisal, a duplicate or replica of the Dictionary of Real building being appraised, using the same or similar Estate Appraisal, 7th materials, construction standards, design, layout, and Ed. (Chicago: Appraisal quality of workmanship and embodying all the Institute, 2022) deficiencies, superadequacies, and obsolescence of the subject building. Residual Capitalization Rate (RN) An overall capitalization rate used to estimate the resale Appraisal Institute, The price of a property; usually applied to the anticipated Dictionary of Real stabilized income for the year beyond the holding period; Estate Appraisal, 7th also called terminal capitalization rate. Ed. (Chicago: Appraisal Institute, 2022) Retrospective Value Opinion A value opinion effective as of a specified historical date. Appraisal Institute, The The term retrospective does not define a type of value. Dictionary of Real Instead, it identifies a value opinion as being effective at Estate Appraisal, 7th some specific prior date. Value as of a historical date is Ed. (Chicago: Appraisal frequently sought in connection with property tax Institute, 2022) appeals, damage models, lease renegotiation, deficiency judgments, estate tax, and condemnation. Inclusion of the type of value with this term is appropriate, e.g., "retrospective market value opinion." Sandwich Lease A lease in which an intermediate, or sandwich, Appraisal Institute, The leaseholder is the lessee of one party and the lessor of Dictionary of Real another. The owner of the sandwich lease is neither the Estate Appraisal, 7th fee owner nor the user of the property; he or she may be Ed. (Chicago: Appraisal a leaseholder in a chain of leases, excluding the ultimate Institute, 2022) sublessee. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING 888 MacArthur Causeway 23-291-02 GLOSSARY OF VALUATION TERMS Term Definition Source Sum of the Retail Values The sum of the separate and distinct market value opinions for each of the units in a condominium, subdivision development, or portfolio of properties, as of the date of valuation. The aggregate of retail values does not represent the value of all the units as though sold together in a single transaction; it is simply the total of the individual market value conclusions. An appraisal has an effective date, but summing the sale prices of multiple units over an extended period of time will not be the value on that one day unless the prices are discounted to make the value equivalent to what another developer or investor would pay for the bulk purchase of the units. Also called the aggregate of the retail values or aggregate retail selling price. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) Surplus Land Land that is not currently needed to support the existing use but cannot be separated from the property and sold off for another use. Surplus land does not have an independent highest and best use and may or may not contribute value to the improved parcel. Appraisal Institute, The Dictionary of Real Estate Appraisal, 7th Ed. (Chicago: Appraisal Institute, 2022) JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING QUALIFICATIONS OF THE APPRAISER TED ALLEN, MAI Mr. Allen currently holds the position of Managing Partner with the Miami office of Joseph J. Blake and Associates, Inc., at 5201 Blue Lagoon Drive, Suite 270, Miami, Florida. Previous positions include Principal (1986 to 2011), Regional Manager Southeast Region (1984 to 1986), Senior Appraiser (1982 to 1983) and Associate Appraiser (1979 to 1981). University of Texas - Austin, Texas Bachelor of Business Administration FORMAL EDUCATION PROFESSIONAL AFFILIATIONS Affiliation Number Florida State -Certified General Real Estate Appraiser No. RZ 426 Georgia State -Certified General Real Property Appraiser No. CG 1855 Appraisal Institute, Designated Member No. 6949 Royal Institution of Chartered Surveyors No. 6329062 CURRENT RESPONSIBILITIES Responsibilities include the preparation and direction of a variety of full narrative real estate appraisals and consulting studies prepared on a national basis. Mr. Allen supervises all staff appraisers and consultants and directs all major assignments throughout the southeastern United States and the Caribbean. APPRAISAL EXPERIENCE Mr. Allen has prepared and directed numerous appraisal and consulting assignments which include mixed - use properties, multifamily developments, proposed and existing condominiums and conversions, timeshares, office buildings, motels, hotels, industrial properties, regional malls, shopping centers, mobile home parks, market studies, feasibility studies, and investment analyses on a variety of institutional and non - institutional grade real property in over 15 states and 10 Caribbean nations. He has appraised and has supervised appraisals, as well as prepared consulting studies of properties for a variety of public pension funds, large institutional investors, pension fund advisors, insurance companies and banks. Mr. Allen has qualified as an expert witness for Federal Bankruptcy Court in the State of Florida and the State of Georgia and has given oral and written testimony in each. He has also been qualified in Florida State and County Courts. LEADERSHIP AND ADDITIONAL EXPERIENCE Mr. Allen is currently one of three executive committee members managing the operations of Joseph J Blake and Associates. This position oversees all aspects of the firms operations throughout the US. His duties including accounting oversight, IT oversight, marketing, short and long range planning, personnel staffing and budgeting. Positions held at the Appraisal Institute include: former service on Chapter Admissions Committee Member, former service on National Admissions Committee, and former service on National Ethics Committee. Additional real estate activities include NCREIF and Mortgage Bankers Association functions and service as Special Magistrate Miami Dade County Value Adjustment Board for the 2014 tax year. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING QUALIFICATIONS OF THE APPRAISER CERTIFICATION I STATE OF DEPARTMENT OF BUSINESS AN Melanie S. Griffin, Secretary FLORIDA D PROFESSIONAL REGULATION dL5a FLORIDA REAL ESTATE APPRAISAL BD THE CERTIFIED GENERAL APPRAISER HEREIN IS CERTIFIED UNDER THE PROVISIONS OP CHAPTER_475, FLORIDA STATUTES 1004 ALLEN, TED EUGENE 5201 BLUE LAGOON DRIVE SUITE 270 } MIAMI EXPIRATION DATE: NOVEMBER 30, 2024 Always Verify licenses online a t MyFloridaLicense.com Do not alter this document in any form. This is your license. It is unlawful for anyone other than the licensee to use this document. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING QUALIFICATIONS OF THE APPRAISER JOSEPH W. HATZELL, MAI Mr. Hatzell holds the position of Partner with the Miami office of Joseph J. Blake and Associates, Inc., at 5201 Blue Lagoon Drive, Suite 270, Miami, Florida. FORMAL EDUCATION Pennsylvania State University - State College, Pennsylvania Bachelor of Science in Real Estate REAL ESTATE AND APPRAISAL EDUCATION Course Name Provider Real Estate Principles and Practices Real Estate Law Real Estate Finance Real Estate Appraisal Construction and Building Techniques Real Estate Appraisal Principles Basic Valuation Principles Capitalization Theory and Techniques, Part A & B Standards of Professional Practice, Part A & B Case Studies in Real Estate Valuation Report Writing and Valuation Analysis Demonstration Report Comprehensive Exam PROFESSIONAL AFFILIATIONS Pennsylvania State University Pennsylvania State University Pennsylvania State University Pennsylvania State University Pennsylvania State University Appraisal Institute Appraisal Institute Appraisal Institute Appraisal Institute Appraisal Institute Appraisal Institute Appraisal Institute Appraisal Institute Affiliation Appraisal Institute, Designated Member Florida State -Certified General Real Estate Appraiser Former Education Chair, South Florida Chapter of the Appraisal Institute Member - Rho Epsilon Real Estate Fraternity Number No. 11394 No. RZ 1302 APPRAISAL EXPERIENCE Clients served by Mr. Hatzell include banks, savings and loans, institutional investors, development companies, real estate syndicators and various other entities. Responsibilities include preparation of full narrative appraisal and market study reports for a wide variety of property types and purposes, including, but not limited to business parks, office buildings, industrial buildings, shopping centers, traditional and low- income multi -family projects, and vacant land. He has appraised commercial property in the State of Florida since 1989. JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING QUALIFICATIONS OF THE APPRAISER CERTIFICATION eap Ron DeSantis, Governor Melanie 5. Griffin, Secretary STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION FLORIDA REAL ESTATE APPRAISAL BD THE CERTIFIED GENERAL APPRAISER HEREIN IS CERTIFIED UNDER THE PROVISIONS OF CHAPTER 475, FLORIDA STATUTES • HATZELL, JOSEPH W 5201 BLUE LAGOON DRIVE SUITE 270 MIAMI FL 33126 • LICENSE NUMBER: RZ1302 EXPIRATION DATE: NOVEMBER 30, 2024 Always verify licenses online at MyFloridaLicense.com Do not alter this document in any form. This is your license. It is unlawful for anyone other than the licensee to use this document. d pbnior JOSEPH J. BLAKE AND ASSOCIATES, INC. REAL ESTATE VALUATION AND CONSULTING