Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company

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Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

           Presented by
        Phillip Mazaheri
        Paul Ravencraft
         Retail Specialists
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Table of Contents

OFFERING SUMMARY
Executive Summary

•       Executive Summary
•       Investment Opportunities
•       Investment Highlights
•       Pricing

Property Description

•       Overview
•       Tenant Roster
•       Site Plan
•       Aerial Image

Location

•       Overview
•       Oklahoma City
•       Demographic Profile
•       Employment
•       Oklahoma City Accolades

Appendix

•       Rent Roll
•       About Price Edwards & Company
•       Broker Profile

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
EXECUTIVE SUMMARY

Executive Summary

Investment Opportunities

Investment Highlights

Pricing

Lease Summary

                           pg 3
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Executive Summary

    210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Investment Opportunities

Mimi’s Cafe is a triple-net lease opportunity in the heart of Oklahoma City’s premier restaurant and retail corri-
dor. Built in 2003, this restaurant has become one of the most popular destinations for restaurant patrons in the
Memorial Road corridor hosting large crowds on a regular basis.

Mimi’s Cafe is in the midst of a 25-year lease, comprising of 15 years left on the initial term, with options to
renew for an additional 10 years. This property is a terrific opportunity for investors seeking a quality asset in a
high-growth area.

Revitalization – the 7,287 square foot restaurant can be purchased at a cost basis that would allow the reten-
tion of the current tenants and the recruitment of a new tenant that would complement the center.

Speculation – the income from the existing tenants should allow for good cash flow until an aggressive devel-
opment program has been implemented for the remaining two acre pad site.

Investment Highlights

Location
Near the Northwest corner of N. May Ave. and West Memorial Road

National Tenants
Mimi’s Cafe

Traffic Count
This property is exposed to approximately 34,162 cars daily on North Memorial Ave.

Upside Potential
Opportunity for further development allows for huge upside in the net operating income.

Purchase Price
The Property will be sold at below replacement cost and is in good condition.

Pricing

Asking Price:		           		                    $3,771,166.00
Total Net Operating Income:                     $226,269.96
CAP Rate                                        6.00%
Term Left                                       15 Years

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Lease Summary

               •  Tenant:  Mimi’s Cafe, wholly owned by Groupe Le Duff S.A.

               •  Lease Term:  (1-16-2003) - (1-17-2023)

               •  Lease Type:  Absolute Triple-Net (NNN)

               •  Rent:  $18,855.53 monthly / $226,269.96 annually
		                (1-16-2003) - (1-17-2023)
		                Recently the lease was extended 5 years with an expiration of 2028.

               •  Purchase Price:  $3,771,166

    210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Property Description
Site Description

The property is located in the thriving northwest part of Oklahoma City. It is approximately one mile west of
Quail Springs Mall and the hottest retail corridor in the city boasting a P.F. Chang, Bravo’s, Abuelo’s, Best Buy,
and many other nationally recognized restaurants and retail establishments. Furthermore, the property is
approximately one mile east of the affluent Gaillardia community, a high end residential and business com-
munity boasting some of the highest demographics in the state. Perhaps most important is the fact that the
property is located at the intersection of two of Oklahoma City’s major highways, the John Kilpatrick Turnpike
and Lake Hefner Parkway.

Improvement Description

Mimi’s Cafe is a US restaurant chain with 145 locations in 24 states. It is headquartered in Irvine, California. It
serves French and American food, with French decor and themes.

Arthur J. Simms (who headed the commissary at MGM Studios in the 1950s), his son Thomas Simms, Brian
Taylor, and Paul Kurz opened the first Mimi’s Cafe in December 1978 in Anaheim, California. Bob Evans Farms,
Inc. purchased the Mimi’s Cafe restaurant chain (operating under SWH Corporation) in July 2004 for USD$182
million. Mimi’s Cafe was sold to the U.S. branch of Groupe Le Duff, which also owns the La Madeleine
restaurants, in February 2013.

Address:			 3015 W. Memorial
				Oklahoma City, Oklahoma

Net Rentable:			                      7,287 square feet

Year Built:			2003

Land Area:			                         2.01 acres

Construction:			                      The building was constructed in 2003 with wood frame construction and a
pitched roof. The
				                                  Oklahoma County Assessor lists the property as being in very good condition.

Taxing Entities:			                   Oklahoma County Assessor, City of Oklahoma City, Oklahoma City Schools

				 Real Estate Taxes and Assessments:                                                  Millage Rate= $121.80 per 1000
				2013 Taxes = $24,407.62
				Paid by Tenant

County Assessor Account Numbers:                R203701075

Zoning:				C-3 Commercial

Highest and Best Use:

•       If the site were vacant the highest and best use would be for a national restaurant tenant
•       Given, the current development, the expeditious choice is to continue to lease as a restaurant

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Tenant ProfileS

Mimi’s Care was founded by Tom Simms in 1978. Groupe Le Duff S.A. purchased Mimi’s Cafe
in 2013. Aiming to bring European food to the masses, Groupe Le Duff operates about 1,100
restaurant and bakery concepts worldwide, including La Madeleine, Timothy’s World Coffee,
Brueggers Bagels and Bridor. Brioche Doree quick-serve restraunts have about 500 locations
in more than a dozen countires around the world. Groupe Le Duff S.A. was found by Louis
Le Duff in 1976. Groupe Le Duff S.A. ended 2012 with 1,260 locations and revenue of €1.51
billion.

Groupe Le Duff owns and operates about 145 Mimi’s Cafe locations. The New Orleans bistro-
themed restaurants serve a variety of American classic dishes for breakfast, lunch, and dinner.
The company has locations in 20 states, mostly in California.

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Maps & Aerials

Location Map

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi's Cafe Confidential Offering Memorandum Phillip Mazaheri Paul Ravencraft - Retail Specialists - Price Edwards & Company
Mimi’s Cafe
Confidential Offering Memorandum

Aerial Photo

                                                                                     Serendipity
                                                                                        Prom

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum
Mimi’s Cafe
Confidential Offering Memorandum

MEMORIAL CORRIDOR HIGHLIGHTS

•   Oklahoma City was named one of the fastest growing cities in the US by Forbes

•   OKC named one of the top Boomtowns in the nation by Bloomberg Frobes, and the Business Journal also
    lists Oklahoma City as a top 10 city for SMall Business Growth and job creation

•   Northwest Oklahoma City has a desirable housing market that includes many high-end neighborhoods
    and country clubs as well as a flourishing multifamily housing market

•   There are over 8,300 apartment units in the Corridor with another 1,000 units proposed or under
    construction

•   The average family income within a 5 mile radius is $102,000

•   The Corridor boasts over 1.5 million square feet of office space, with over half being Class A properties

•   1,200 hotel rooms and suites line Memorial Corridor

•   Integris Cancer Center, Mercy Hospital, and the Heart Hospital are all within 1.5 miles

                                                                                            New construction of Von Maur store
                                                                                          Quail Springs Mall - Memorial Corridor

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

Property Photographs

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Market Analysis
Oklahoma City Regional Analysis

Oklahoma City Regional Map

Oklahoma City Regional
Demographic Profile

Oklahoma City Retail Analysis

South Oklahoma City Submarket
Analysis

                                pg 14
Mimi’s Cafe
Confidential Offering Memorandum

oklahoma city
Oklahoma City is the capital of the state of Oklahoma and has the unique advantage of being the hub of
energy, aviation, manufacturing and education in the state. The wide range of industries in Oklahoma
City project the region from an overly-exaggerated effect of an economic recession. In fact, the region
continues to show lower unemployment, lower cost of living and higher earnings during a recession than
the rest of the country. The most recent figures show Oklahoma City’s unemployment rate to be only 4.0%,
the lowest of any major metropolitan area in the country.

Oklahoma City is the 31st largest city and 44th largest metropolitan area in the country. Thanks to an
excellent highway infrastructure, commute times average 20 minutes or less.

Four times in the past twenty years, the citizens have voted to taxed themselves a total $1.9 billion to
construct various public improvement projects that have resulted in the construction of a new arena,
baseball stadium, library, river improvements, and new and renovated school buildings. Projects still to be
constructed include a new convention center, senior activity centers, a light rail system and a 70-acre park
to be located just south of downtown.

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

Oklahoma City Accolades

The following accolades have been bestowed by numerous publications and data sources in the past year.

Recent College Grads are Happy in OKC - May 25, 2012 - Forbes
Forbes recently set out to find what cities are great for college graduates looking for a job and Oklahoma
City made the cut at No. 9. The study looked at numerous data points including job growth, compensation
and working environment.

OKC Ranks in Top 10 for Best Big Cities for Jobs - May 1, 2012 - Forbes
Forbes once again took notice of Oklahoma City as it ranked the metro the 10th “Best Big Cities for Jobs”.
OKC has been climbing the ranking of the annual report each year. Last year Oklahoma City ranked 22nd
but moved up the ranking with an employment growth of 1.7 percent.

OKC Ranked No. 1 for Highest Annual Earnings Growth Rate - April 27, 2012 - U.S. Bureau of Labor
Statistics
The Greater Oklahoma City metro’s average weekly earnings are growing faster than any other metro of its
size, according to a report issued by Garner Economics LLC. As of February 2012, Oklahoma City had an
annual growth rate of 11.3 percent, the highest rate among cities with more than 1 million residents.

Oklahoma City Named Least-Costly City by KPMG Study - April 17, 2012 - KPMG Oklahoma City was
named the least-costly city to do business among 13 midsized U.S. cities according to a study by KPMG
LLP. Oklahoma City had a cost index of 95.5, representing business costs 4.5 percent below the U.S.
national baseline of 100.0

OKC Ranked No. 3 for Small Business - April 13, 2012 - The Business Journal Small business is the
backbone to any healthy economy so it is no surprise Oklahoma City ranks at the third “Best U.S. City for
Small Business. The Business Journal created a formula to analyze small business climates across the
country. The metro area has 26.27 small businesses per 1,00 residents.

Standard & Poors Give OKC AAA Rating - April 4, 2012 - Standard & Poors Conservative financial
management, strong retail sales and a deep and diversified employment base are three of the factors that
led Standard & Poor’s rating service to confirm Oklahoma City’s General Obligation debt rating of ‘AAA.’
Moody’s Investor Service also confirmed the City’s ‘Aaa’ bond rating.

OKC Ranks as Top City for Job Creation - March 30, 2012 - Gallup
Gallup’s Job Creation Index ranked Oklahoma City as the number one city for job creation in 2011 out of
the nation’s 50 largest metro areas. According to the study, Oklahoma City had a job creation index score
of 25, outplacing other top-performing cities by at least 3 points and beating the national job creation score
by 12 points.

Oklahoma Ranks in the Top 5 for Personal Income Gains - March 28, 2012 - Wells Fargo Securities
Oklahoma’s personal income grew by 6.2 percent in 2011 ranking it as one of the five-fastest growing
states in 2011. Wells Fargo contributed the gains to the energy and agricultural sectors.

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
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Survey Finds OKC One of the Best Cities for Jobs in 2012 - March 13, 2012 - Manpower Group
Manpower Group, an employment service firm, recently surveyed 18,000 employers across the country
and tabbed Oklahoma City fourth in the their “Best City for Jobs in Spring of 2012”. The metro area had a
net employment outlook of 20 percent for the second quarter. In total, 24 percent of the OKC companies
surveyed expected to increase hiring in the Spring.

OKC is a Great Place for Manufacturing - February 20, 2012 - U.S. Bureau of Labor Statistics
As the U.S. Bureau of Labor Statistics continue to release their 2011 data, OKC continues to get good
news. It was revealed today that Oklahoma City ranked in the top 10 in manufacturing growth. The metro
saw a 5.20 percent job increase in that sector over the past year.

Retail Continues to Grow in OKC - February 9, 2012 - U.S. Bureau of Labor Statistics
As 2012 kicks off, Oklahoma City continues to see the retail sector gain momentum. In fact, according to
stats from the U.S. Bureau of Labor Statistics, OKC ranked third in the nation in percentage increase in
retail jobs. Oklahoma City saw a 3.68 percent increase in jobs in 2011.

U.S. Cities Bouncing Back from the Recession - February 7, 2012 - U.S. Bureau of Labor Statistics
According to recent statistics released by the U.S. Bureau of Labor Statistics, Oklahoma City is one of 13
cities in the United States to have bounced back from the recession. The list includes major markets that
have recovered all jobs lost during the recession.

OKC is Surging in Private-Sector Gains - February 6, 2012 - U.S. Bureau of Labor Statistics
A lot has been made about Oklahoma City’s economic strength during the Recession and the numbers
continue to back up the praise. According to the U.S. Bureau of Labor and Statistics, OKC ranked seventh
in the nation for private-job growth between 2010 and 2011. The metro saw a 12,000 job increase which
represents a 2.75 percent increase in one year.

OKC Makes List of Cities with Best Real Estate Appreciation Potential - January 11, 2012 - Forbes
Forbes recently released their list of cities they felt had great real estate potential and Oklahoma City made
the top 10. OKC’s steady home prices the past three years and four percent population growth helped the
metro make the renowned publication’s ranking.

Study Finds OKC Ranks High for IT Activity - January 6, 2012
Leading management consulting company Zinnov recently looked at the best economically emerging mid-
sized cities. Among other things, their study showed Oklahoma City ranked second among these top
cities in back office outsourcing. The study went on to show that companies can save 20 to 25 percent by
headquartering in places like Oklahoma City.

Oklahoma City Great for Starting a Business - December 28, 2011
Renowned business forecaster Kiplinger named Oklahoma City one of its “10 Great Cities for Starting
a Business”. The write up goes on to say “Oklahoma City entrepreneurs have two big advantages over
business owners elsewhere: midwestern start-up costs are low, and government support for business is
strong.” The article also highlights i2E’s contributions to entrepreneurship in Oklahoma City.

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

Forbes Recognizes Oklahoma City’s Manufacturing Economy - December 15, 2011
Oklahoma City is no stranger to Forbes as the metro made another of the publication’s rankings. This time
Forbes named Oklahoma City one of the “Best Cities for Manufacturing Jobs”. The story cited Oklahoma
City’s 28-percent growth in manufacturing jobs over the past 10 years.

Oklahoma City Ranked No. 1 for Economic Security - December 14, 2011
MetroTrends released their annual Report Card on Economic Security and Oklahoma City was at the top
of the class. The publication gave OKC an “A” and ranked it as the Best Metro in the U.S. for economic
security. In the write up, the metro’s area diverse economy was lauded, as well as the stable housing
market.

Wall Street Journal Names OKC One of the Best Cities for Business - December 13, 2011
The Wall Street Journal recently released their annual list of “Best Cities for Business” and Oklahoma City
cracked the list for the first time. The metro came in sixth due to its personal income and job growth. The
article also highlighted Project 180 and the relocation of Boeing and Continental Resources.

Eight Healthiest Housing Markets - November 7, 2011 - RealtorMag
The National Association of Realtors recently named Oklahoma City one of the “8 Healthiest Housing
Markets” in the United States. Expected income increases and low unemployment continue to attract new
businesses and households to the metro area according to the publication.

Site Selection Tabs Oklahoma as Having One of the Best Business Climates
Site Selection released their annual rankings of “Best Business Climates” and Oklahoma came in at 13th.
Of all the factors used, Oklahoma showed best in the Executive Survey aspect of the rank.

Oklahoma City is the Fourth-Best for a Job Search - October 25, 2011 - BenefitsPro
A lot of factors go into a healthy job market and Oklahoma City offers most of them. Low cost of living, low
unemployment and value in the housing market caught BenefitPro’s eye as the site named the metro area
as the “Fourth Best City for a Job Search.”

Oklahoma City among Top 20 Strongest Metros in the Nation For Tenth Consecutive Quarter
October 6, 2011 - Brookings
For the tenth quarter in a row, Oklahoma City was listed as one of the Top 20 Strongest Metros among
America’s 100 largest metropolitan areas, according to The Brookings Institute MetroMonitor report.
Oklahoma City has been in the Top 20 in this report since the recession began. While the majority of the
cities evaluated saw high unemployment rates, rising foreclosures and other negative economic indicators,
Oklahoma City saw a positive trend in nearly all areas.

Oklahoma City #5 on “Best Places to Start Over” List - September 31, 2011 - MSN Real Estate
Oklahoma City has done more than just OK in the jobs arena. It has consistently ranked as one of the
nation’s strongest economies over the past few years. Low unemployment, healthy economy and stable
housing market landed OKC on the 10 “Best Places to Start Over” list.

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
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Oklahoma City #3 on “10 Metros with Greatest 5-Year Gain in Real Estate Values” List
September 2, 2011 - Inman News / Zillow
Housing bubble not inspiring any Lawrence Welk-esque merriment in your area? Check out Oklahoma City.
Zillow “calculated the 10 U.S. metro areas that have experienced the largest gains in home values over the
past five years, based on the company’s home-value estimates and its Zillow Home Value Index” in order
to find the best housing markets in the country. OKC clocked in at a 10.1% rate of appreciation over that
period, in stark contrast to the many negative rates that continue to dominate the nation.

Oklahoma City Makes Top 10 of “Best Places to Live” List - August 3, 2011 - RelocateAmerica via WSJ
Marketwatch
Citing a “renovation of convention, cultural and educational sites” as well as all types of new downtown
development projects, Oklahoma City lands at number 10 on another Top 10 list (this time from relocation
specialist RelocateAmerica) for best places to live.

Kotkin: OKC a Top 20 Boom Town in the U.S. - July 6, 2011 - Forbes / New Geography
Past, present and future job growth and demographic factors like growth in educated migration and
population increases help explain Oklahoma City’s presence on Joel Kotkin’s “Next Boom Towns in
the U.S.” top 20 list, published in Forbes and New Geography. What’s behind the next boom? “...well-
established patterns of job creation and vital demographics will drive future regional growth, not only in the
next year, but over the coming decade. People create economies and they tend to vote with their feet when
they choose to locate their families as well as their businesses,” says Kotkin.

Oklahoma City Named 2nd-Best Place to Start a Small Business - July 1, 2011
Along with an affordable cost of living and a high concentration of local investors, The Fiscal Times explains
OKC’s exciting environment for emerging companies as easy-to-succeed for entrepreneurs with a bevy of
groundbreaking incentives alongside a strong economy, an expanding population, great “quality of life,
revitalized downtown, and cultural activities, along with a talented workforce.”

Forbes Best Places for Business and Careers: OKC #28 of 200 - June 29, 2011 - Forbes | Archived
Article
Forbes looked at “12 metrics relating to job growth (past and projected), costs (business and living),
income growth, educational attainment and projected economic growth,” as well as a bevy of quality-of-life
factors and proximity to highly-ranked colleges among the top 200 metros in the country. Oklahoma City’s
economic strength, cost of doing business, income growth and proximity to four universities on Forbes’
“Best Colleges” ranking all helped OKC rise to the top 14% of all 200 metro areas studied.

Oklahoma Ranked 6th-Lowest Cost of Business State, 4th-Best Economy - June 28, 2011 - CNBC |
Archived Article
In CNBC’s “America’s Top States for Business 2011” report, Oklahoma ranked 6th-best for cost of business
due to low income, property and business taxes, “particularly as they apply to new investments.” CNBC
also factored in utility costs, cost of wages and rental rates for both office and industrial space to round
out their cost-of-business rankings. In addition, Oklahoma also ranked as the 4th-best economy (due to
economic diversity and fiscal health) and the 3rd-lowest cost of living in the CNBC study.

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
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Oklahoma City Boasts 5th-Best Retail Employment Growth Since Recession
June 20, 2011 - The Business Journals | Archived Article
In Bizjournals’ analysis of new U.S. Bureau of Labor Statistics data, Oklahoma City ranks fifth in raw retail
employment growth since April 2008, “when the recession slammed the brakes on consumer spending.”
OKC is also one of only eight of the top 100 markets to add jobs since the recession began, another
indication of how Oklahoma City’s economic strength makes it one of the country’s few prime growth spots
for destination retail. With a strong economy, high-paying jobs, multiple Fortune 500 headquarters and a
real estate market lauded for its investment potential, OKC is on every national retailer’s radar.

Global Insight: Oklahoma City Expected to Show 2nd-Highest GMP Growth
June 20, 2011 - U.S. Conference of Mayors / Global Insight
With an estimated 7.5% increase in Gross Metropolitan Product, Oklahoma City ranked 2nd for GMP
growth among the 100 largest U.S. metros in Global Insight’s 2011 U.S. Metro Economies Report of GMP
and employment forecasts. Highlighting a rosy future as well as a sunny recent past, the report also details
OKC’s actual 4.8% annual average GMP growth rate from 2007-2009, which ranks #1 among the 100 largest
metros, as well as our lowest unemployment rate among metros with more than 1 million in population for
Q1 of 2011.

OKC #3 on “Best Cities for Recent Grads” List - June 1, 2011
Newsweek / The Daily Beast | Archived Article
After four years at college, which “cities offer the brightest future?” Oklahoma City ranks 3rd in Newsweek’s
“The Daily Beast” new “Best Cities for Recent Grads” list by virtue of our superior economy along with an
outstanding quality of life. First-class housing, employment, affordability and livability rankings? We’ve got
it all - along with more than 120,000 metro college students - in Oklahoma City.

Source: The Greater Oklahoma City Chamber of Commerce

       210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

Oklahoma City Map

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

 EXPANDED PROFILE
 2000 - 2010 Census, 2011 Estimates with 2016 Projections
 Calculated using Proportional Block Groups
 Price Edwards & Company
 June 2013
 Lat/Lon: 35.61032/-97.5695

 3015
 3001 W. Memorial Road
                                                        1 Mile                    2 Miles                      3 Miles                        5 Miles
 Oklahoma City, OK

                                                                                                                                                                     This report was produced using data from private and government sources deemed to be reliable. The information herein is provided without representation or warranty.
 Population (2011)
 Estimated Population                                   7,420                    30,069                       55,956                        146,606
 Census Population (2010)                               6,982                    29,421                       55,900                        144,343
 Census Population (2000)                               6,072                    23,860                       43,919                        120,755
 Projected Population (2016)                            8,287                    31,905                       59,293                        153,747
 Forecasted Population (2021)                           9,518                    36,370                       67,824                        172,044
 Historical Annual Growth (2000 to 2010)                  910     1.5%            5,561        2.3%           11,981          2.7%           23,588          2.0%
 Historical Annual Growth (2010 to 2011)                  438     6.3%              648        2.2%               56          0.1%            2,263          1.6%
 Projected Annual Growth (2011 to 2016)                   867     2.3%            1,836        1.2%            3,337          1.2%            7,141          1.0%
 Estimated Population Density                           2,364 psm                  2,395 psm                    1,980 psm                      1,868 psm
 Trade Area Size                                         3.14 sq mil               12.56 sq mil                 28.26 sq mil                   78.49 sq mil

 Households (2011)
 Estimated Households                                   3,824                    14,449                       25,823                         62,259
 Census Households (2010)                               3,863                    14,360                       26,010                         62,031
 Census Households (2000)                               3,108                    11,545                       20,591                         51,359
 Projected Households (2016)                            4,104                    14,717                       26,238                         62,529
 Forecasted Households (2021)                           4,655                    16,469                       29,359                         68,693
 Households with Children                                 767    20.1%            3,398      23.5%             6,656         25.8%           19,285         31.0%
 Average Household Size                                  1.93                      2.07                         2.16                           2.34

 Average Household Income (2011)
 Est. Average Household Income                       $66,866                   $72,292                       $74,098                        $80,692
 Proj. Average Household Income (2016)               $72,531                   $80,054                       $82,592                        $90,361
 Average Family Income                              $104,521                  $101,776                     $100,222                       $101,819

 Median Household Income (2011)
 Est. Median Household Income                        $54,384                   $58,886                       $59,018                        $63,568
 Proj. Median Household Income (2016)                $56,658                   $62,865                       $63,331                        $68,624
 Median Family Income                                $85,435                   $84,544                       $81,453                        $82,531

 Per Capita Income (2011)
 Est. Per Capita Income                              $34,619                   $34,941                       $34,384                        $34,522
 Proj. Per Capita Income (2016)                      $36,090                   $37,152                       $36,759                        $37,037
 Per Capita Income Est. 5 year change                 $1,471      4.2%          $2,211         6.3%           $2,374          6.9%           $2,515          7.3%

 Other Income (2011)
 Est. Median Disposable Income                       $44,784                   $48,507                       $48,589                        $51,896
 Proj. Median Disposable Income (2016)               $46,367                   $51,157                       $51,597                        $55,463
 Disposable Income Est. 5 year change                 $1,583      3.5%          $2,649         5.5%           $3,008          6.2%           $3,567          6.9%
 Est. Average Household Net Worth                   $388,621                  $438,143                     $458,651                       $481,499

 Daytime Demos (2011)
 Total Number of Businesses                               203                     1,307                        2,292                          5,744
 Total Number of Employees                              3,475                    18,065                       29,133                         65,281
 Company Headqtrs: Businesses                               -     0.2%                2     0.1%                   5     0.2%                    16     0.3%
 Company Headqtrs: Employees                                6     0.2%               77     0.4%                 686     2.4%                 1,164     1.8%
 Unemployment Rate                                      2.6%                      2.2%                         2.5%                           2.9%
 Employee Population per Business                        17.1 to 1                 13.8 to 1                    12.7 to 1                      11.4 to 1
 Residential Population per Business                     36.6 to 1                 23.0 to 1                    24.4 to 1                      25.5 to 1

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com

           ©2013, Sites USA, Chandler, Arizona, 480-491-1112             page 1 of 5      Demographic Source: Applied Geographic Solutions 8/2011, TIGER Geography
Mimi’s Cafe
Confidential Offering Memorandum

 EXPANDED PROFILE
 2000 - 2010 Census, 2011 Estimates with 2016 Projections
 Calculated using Proportional Block Groups
 Price Edwards & Company
 June 2013
 Lat/Lon: 35.61032/-97.5695

 3015
 3001 W. Memorial Road
                                                        1 Mile                     2 Miles                      3 Miles                        5 Miles
 Oklahoma City, OK

                                                                                                                                                                      This report was produced using data from private and government sources deemed to be reliable. The information herein is provided without representation or warranty.
 Race & Ethnicity (2011)
 White                                                  4,678    63.0%            20,036        66.6%          37,436         66.9%          101,457         69.2%
 Black or African American                              1,838    24.8%             6,397        21.3%          11,382         20.3%           25,449         17.4%
 American Indian & Alaska Native                          127     1.7%               548         1.8%           1,073          1.9%            3,237          2.2%
 Asian                                                    261     3.5%             1,198         4.0%           2,435          4.4%            6,025          4.1%
 Hawaiian & Pacific Islander                               10     0.1%                22         0.1%              38          0.1%              107          0.1%
 Other Race                                               136     1.8%               434         1.4%             944          1.7%            2,885          2.0%
 Two or More Races                                        371     5.0%             1,435         4.8%           2,647          4.7%            7,446          5.1%
 Not Hispanic or Latino Population                      6,971    94.0%            28,260        94.0%          52,581        94.0%           137,012         93.5%
 Hispanic or Latino Population                            449     6.0%             1,808         6.0%           3,374         6.0%             9,594          6.5%
 Not of Hispanic Origin Population (2010)               6,613    94.7%            27,796        94.5%          52,854        94.6%           135,728         94.0%
 Hispanic Origin Population (2010)                        369     5.3%             1,625         5.5%           3,046         5.4%             8,615          6.0%
 Not Hispanic or Latino Population (2000)               5,856    96.4%            23,138        97.0%          42,521        96.8%           116,568         96.5%
 Hispanic or Latino Population (2000)                     217     3.6%               721         3.0%           1,399         3.2%             4,187          3.5%
 Not Hispanic or Latino Population (2016)               7,563    91.3%            29,175        91.4%          54,226        91.5%           139,730         90.9%
 Hispanic or Latino Population (2016)                     724     8.7%             2,730         8.6%           5,067         8.5%            14,017          9.1%
 Hist. Hispanic Ann Growth (2000 to 2011)                 232     9.7%             1,087        13.7%           1,976        12.8%             5,407         11.7%
 Proj. Hispanic Ann Growth (2011 to 2016)                 275    12.3%               922        10.2%           1,692        10.0%             4,422          9.2%

 Age Distribution (2011)
 0 to 4 yrs                                               527      7.1%             2,288       7.6%             4,417         7.9%           12,110          8.3%
 5 to 9 yrs                                               476      6.4%             2,073       6.9%             4,030         7.2%           10,961          7.5%
 10 to 14 yrs                                             395      5.3%             1,799       6.0%             3,458         6.2%            9,456          6.5%
 15 to 19 yrs                                             374      5.0%             1,731       5.8%             3,388         6.1%            9,224          6.3%
 20 to 24 yrs                                             418      5.6%             1,955       6.5%             3,788         6.8%           10,272          7.0%
 25 to 29 yrs                                             619      8.3%             2,336       7.8%             4,329         7.7%           11,301          7.7%
 30 to 34 yrs                                             582      7.8%             2,195       7.3%             4,071         7.3%           10,621          7.2%
 35 to 39 yrs                                             492      6.6%             1,860       6.2%             3,448         6.2%            8,994          6.1%
 40 to 44 yrs                                             800     10.8%             2,419       8.0%             3,980         7.1%            9,162          6.2%
 45 to 49 yrs                                             510      6.9%             2,189       7.3%             3,714         6.6%            9,477          6.5%
 50 to 54 yrs                                             554      7.5%             2,128       7.1%             3,818         6.8%            9,681          6.6%
 55 to 59 yrs                                             509      6.9%             2,014       6.7%             3,653         6.5%            9,129          6.2%
 60 to 64 yrs                                             317      4.3%             1,393       4.6%             2,736         4.9%            7,072          4.8%
 65 to 74 yrs                                             453      6.1%             1,908       6.3%             3,674         6.6%            9,752          6.7%
 75 to 84 yrs                                             281      3.8%             1,246       4.1%             2,421         4.3%            6,559          4.5%
 85 yrs plus                                              116      1.6%               536       1.8%             1,035         1.8%            2,836          1.9%
 Median Age                                             36.75 yrs                   35.59 yrs                    34.86 yrs                     33.92 yrs

 Gender Age Distribution (2011)
 Female Population                                      3,719     50.1%           15,927     53.0%             29,978     53.6%               77,571     52.9%
  0 to 19 yrs                                             843     22.7%            4,034     25.3%              7,829     26.1%               20,947     27.0%
  20 to 64 yrs                                          2,372     63.8%            9,613     60.4%             17,772     59.3%               45,005     58.0%
  65 yrs plus                                             505     13.6%            2,282     14.3%              4,381     14.6%               11,630     15.0%
 Female Median Age                                         37 yrs                     37 yrs                       36 yrs                         36 yrs
 Male Population                                        3,702     49.9%           14,140     47.0%             25,977     46.4%               69,032     47.1%
  0 to 19 yrs                                             930     25.1%            3,857     27.3%              7,464     28.7%               20,805     30.1%
  20 to 64 yrs                                          2,429     65.6%            8,876     62.8%             15,764     60.7%               40,703     59.0%
  65 yrs plus                                             345      9.3%            1,407     10.0%              2,749     10.6%                7,517     10.9%
 Male Median Age                                        35.92 yrs                  34.29 yrs                    33.27 yrs                      32.13 yrs

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com

           ©2013, Sites USA, Chandler, Arizona, 480-491-1112              page 2 of 5      Demographic Source: Applied Geographic Solutions 8/2011, TIGER Geography
Mimi’s Cafe
Confidential Offering Memorandum

 EXPANDED PROFILE
 2000 - 2010 Census, 2011 Estimates with 2016 Projections
 Calculated using Proportional Block Groups
 Price Edwards & Company
 June 2013
 Lat/Lon: 35.61032/-97.5695

 3015
 3001 W. Memorial Road
                                                         1 Mile                     2 Miles                        3 Miles                        5 Miles
 Oklahoma City, OK

                                                                                                                                                                         This report was produced using data from private and government sources deemed to be reliable. The information herein is provided without representation or warranty.
 Household Income Distribution (2011)
 $200,000 or More                                          209     5.5%                714        4.9%              1,261        4.9%             3,490          5.6%
 $150,000 to $199,999                                      170     4.5%                660        4.6%              1,323        5.1%             3,105          5.0%
 $100,000 to $149,999                                      362     9.5%              1,830       12.7%              3,288       12.7%             8,991         14.4%
 $75,000 to $99,999                                        293     7.7%              1,526       10.6%              2,797       10.8%             7,464         12.0%
 $50,000 to $74,999                                        482    12.6%              2,144       14.8%              4,376       16.9%            11,129         17.9%
 $35,000 to $49,999                                        534    14.0%              2,183       15.1%              3,923       15.2%             9,166         14.7%
 $25,000 to $34,999                                        647    16.9%              1,950       13.5%              3,350       13.0%             6,897         11.1%
 $15,000 to $24,999                                        484    12.6%              1,699       11.8%              2,889       11.2%             6,439         10.3%
 $0 to $14,999                                             645    16.9%              1,740       12.0%              2,614       10.1%             5,575          9.0%
 $35,000+                                                2,050    53.6%              9,059       62.7%            16,969        65.7%            43,344         69.6%
 $75,000+                                                1,035    27.1%              4,731       32.7%             8,670        33.6%            23,050         37.0%

 Housing (2011)
 Total Housing Units                                     4,312                     15,917                         28,429                         67,687
 Housing Units, Occupied                                 3,825     88.7%           14,449     90.8%               25,824     90.8%               62,260     92.0%
  Housing Units, Owner-Occupied                          1,230     32.1%            6,847     47.4%               14,017     54.3%               39,046     62.7%
  Housing Units, Renter-Occupied                         2,595     67.9%            7,601     52.6%               11,806     45.7%               23,213     37.3%
 Housing Units, Vacant                                     487     11.3%            1,469      9.2%                2,605      9.2%                5,428      8.0%
 Median Years in Residence                                   2 yrs                      3 yrs                          3 yrs                          3 yrs

 Marital Status (2011)
 Never Married                                           2,031    33.9%             6,645        27.8%            11,700        26.6%            28,267         24.8%
 Now Married                                             2,487    41.5%            11,883        49.8%            23,154        52.6%            63,507         55.7%
 Separated                                                 310     5.2%             1,204         5.0%             1,825         4.1%             3,848          3.4%
 Widowed                                                   443     7.4%             1,481         6.2%             2,391         5.4%             5,859          5.1%
 Divorced                                                  719    12.0%             2,651        11.1%             4,946        11.2%            12,538         11.0%

 Household Type (2011)
 Population Family                                       4,449    60.0%            20,476        68.1%            40,594         72.5%          115,887         79.0%
 Population Non-Family                                   2,941    39.6%             9,443        31.4%            15,097         27.0%           29,870         20.4%
 Population Group Qtrs                                      30     0.4%               150         0.5%               265          0.5%              850          0.6%
 Family Households                                       1,565    40.9%              6,947       48.1%            13,478        52.2%            37,504         60.2%
  Married Couple With Children                             415    16.7%              2,265       19.1%             4,453        19.2%            12,873         20.3%
  Average Family Household Size                             2.8                         2.9                           3.0                            3.1
 Non-Family Households                                   2,258    59.0%              7,501       51.9%            12,345        47.8%            24,755         39.8%

 Household Size (2011)
 1 Person Household                                      1,789    46.8%              6,096       42.2%            10,155         39.3%           20,189         32.4%
 2 Person Households                                     1,246    32.6%              4,536       31.4%             8,080         31.3%           19,230         30.9%
 3 Person Households                                       292     7.6%              1,454       10.1%             2,946         11.4%            8,333         13.4%
 4 Person Households                                       358     9.4%              1,578       10.9%             3,022         11.7%            9,237         14.8%
 5 Person Households                                        95     2.5%                521        3.6%             1,071          4.1%            3,635          5.8%
 6+ Person Households                                       44     1.2%                264        1.8%               549          2.1%            1,634          2.6%

 Household Vehicles (2011)
 Total Vehicles Available                                5,826                     23,676                         43,752                        113,538
 Household: 0 Vehicles Available                           327     8.6%               895         6.2%             1,287          5.0%            2,508          4.0%
 Household: 1 Vehicles Available                         1,871    48.9%             6,441        44.6%            10,907         42.2%           22,444         36.0%
 Household: 2+ Vehicles Available                        1,624    42.5%             7,111        49.2%            13,626         52.8%           37,299         59.9%
 Average Vehicles Per Household                             1.5                        1.6                            1.7                            1.8

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com

            ©2013, Sites USA, Chandler, Arizona, 480-491-1112              page 3 of 5        Demographic Source: Applied Geographic Solutions 8/2011, TIGER Geography
Mimi’s Cafe
Confidential Offering Memorandum

 EXPANDED PROFILE
 2000 - 2010 Census, 2011 Estimates with 2016 Projections
 Calculated using Proportional Block Groups
 Price Edwards & Company
 June 2013
 Lat/Lon: 35.61032/-97.5695

 3015
 3001 W. Memorial Road
                                                     1 Mile               2 Miles               3 Miles                5 Miles
 Oklahoma City, OK

                                                                                                                                         This report was produced using data from private and government sources deemed to be reliable. The information herein is provided without representation or warranty.
 Labor Force (2011)
 Est. Labor: Population Age 16+                      5,918                23,523                43,343               112,156
 Est. Civilian Employed                              4,079    68.9%       15,756    67.0%       29,498    68.1%       76,875     68.5%
 Est. Civilian Unemployed                              153     2.6%          527     2.2%        1,094     2.5%        3,214      2.9%
 Est. in Armed Forces                                   55     0.9%          199     0.8%          284     0.7%          528      0.5%
 Est. not in Labor Force                             1,631    27.6%        7,041    29.9%       12,467    28.8%       31,538     28.1%

 Occupation (2000)
 Occupation: Population Age 16+                      3,554                13,307                24,266                63,681
 Mgmt, Business, & Financial Operations                635    17.9%        2,428    18.2%        4,229    17.4%       11,236     17.6%
 Professional and Related                              727    20.5%        3,308    24.9%        6,044    24.9%       15,703     24.7%
 Service                                               533    15.0%        1,786    13.4%        3,253    13.4%        8,229     12.9%
 Sales and Office                                    1,284    36.1%        4,454    33.5%        7,987    32.9%       20,388     32.0%
 Farming, Fishing, and Forestry                          1         -          14     0.1%           35     0.1%           99      0.2%
 Construct, Extraction, & Maintenance                  162     4.6%          592     4.4%        1,222     5.0%        3,594      5.6%
 Production, Transp. & Material Moving                 212     6.0%          724     5.4%        1,495     6.2%        4,434      7.0%
  Percent White Collar Workers                       2,646    74.4%       10,190    76.6%       18,260    75.3%       47,326     74.3%
  Percent Blue Collar Workers                          908    25.6%        3,117    23.4%        6,006    24.7%       16,355     25.7%

 Consumer Expenditure (2011)
 Total Household Expenditure                       $198 M                $799 M                $1.46 B               $3.73 B
  Total Non-Retail Expenditures                    $113 M     57.4%       $459 M    57.5%       $839 M    57.5%      $2.15 B     57.6%
  Total Retail Expenditures                       $84.4 M     42.6%       $340 M    42.5%       $619 M    42.5%      $1.58 B     42.4%
 Apparel                                          $9.48 M      4.8%      $38.2 M     4.8%      $69.8 M     4.8%      $179 M       4.8%
 Contributions                                    $7.90 M      4.0%      $31.3 M     3.9%      $57.1 M     3.9%      $148 M       4.0%
 Education                                        $5.11 M      2.6%      $20.2 M     2.5%      $36.7 M     2.5%      $94.8 M      2.5%
 Entertainment                                    $11.0 M      5.6%      $44.7 M     5.6%      $81.6 M     5.6%       $210 M      5.6%
 Food And Beverages                               $30.1 M     15.2%       $121 M    15.2%       $221 M    15.1%       $563 M     15.1%
 Furnishings And Equipment                        $8.65 M      4.4%      $35.3 M     4.4%      $64.6 M     4.4%       $167 M      4.5%
 Gifts                                            $5.51 M      2.8%      $22.0 M     2.7%      $40.0 M     2.7%       $103 M      2.8%
 Health Care                                      $12.1 M      6.1%      $48.6 M     6.1%      $88.4 M     6.1%       $223 M      6.0%
 Household Operations                             $7.23 M      3.7%      $29.2 M     3.7%      $53.4 M     3.7%       $139 M      3.7%
 Miscellaneous Expenses                           $3.31 M      1.7%      $13.3 M     1.7%      $24.2 M     1.7%      $61.5 M      1.6%
 Personal Care                                    $2.86 M      1.4%      $11.6 M     1.4%      $21.1 M     1.4%      $53.9 M      1.4%
 Personal Insurance                               $2.09 M      1.1%      $8.40 M     1.1%      $15.4 M     1.1%      $39.8 M      1.1%
 Reading                                           $660 K      0.3%      $2.66 M     0.3%      $4.84 M     0.3%      $12.3 M      0.3%
 Shelter                                          $38.3 M     19.4%       $155 M    19.4%       $282 M    19.4%       $724 M     19.4%
 Tobacco                                          $1.27 M      0.6%      $5.05 M     0.6%      $9.17 M     0.6%      $23.0 M      0.6%
 Transportation                                   $38.4 M     19.4%       $157 M    19.7%       $288 M    19.7%       $739 M     19.8%
 Utilities                                        $13.8 M      7.0%      $55.4 M     6.9%       $101 M     6.9%       $255 M      6.8%

 Educational Attainment (2011)
 Adult Population (25 Years or Older)                5,230                20,219                36,872                94,562
 Elementary (0 to 8)                                   115     2.2%          371     1.8%          604     1.6%        1,909      2.0%
 Some High School (9 to 11)                            200     3.8%          609     3.0%        1,156     3.1%        3,652      3.9%
 High School Graduate (12)                           1,166    22.3%        3,934    19.5%        7,128    19.3%       19,255     20.4%
 Some College (13 to 16)                             1,367    26.1%        4,773    23.6%        8,748    23.7%       23,170     24.5%
 Associate Degree Only                                 266     5.1%        1,152     5.7%        2,217     6.0%        5,322      5.6%
 Bachelor Degree Only                                1,445    27.6%        6,150    30.4%       11,300    30.6%       27,708     29.3%
 Graduate Degree                                       671    12.8%        3,229    16.0%        5,718    15.5%       13,547     14.3%

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

 EXPANDED PROFILE
 2000 - 2010 Census, 2011 Estimates with 2016 Projections
 Calculated using Proportional Block Groups
 Price Edwards & Company
 June 2013
 Lat/Lon: 35.61032/-97.5695

 3015
 3001 W. Memorial Road
                                                        1 Mile                     2 Miles                       3 Miles                        5 Miles
 Oklahoma City, OK

                                                                                                                                                                       This report was produced using data from private and government sources deemed to be reliable. The information herein is provided without representation or warranty.
 Units In Structure (2000)
 1 Detached Unit                                          975    28.6%              5,000      39.8%            10,866        48.3%            35,482         64.3%
 1 Attached Unit                                          151     4.4%                647       5.1%             1,050         4.7%             3,048          5.5%
 2 to 4 Units                                             480    14.1%              1,340      10.7%             2,084         9.3%             3,281          5.9%
 5 to 9 Units                                             718    21.1%              2,168      17.2%             3,205        14.3%             4,616          8.4%
 10 to 19 Units                                           543    15.9%              1,639      13.0%             2,360        10.5%             3,882          7.0%
 20 to 49 Units                                            98     2.9%                481       3.8%             1,089         4.8%             1,745          3.2%
 50 or more Units                                         441    12.9%              1,255      10.0%             1,761         7.8%             2,834          5.1%
 Mobile Home or Trailer                                     5     0.2%                 38       0.3%                55         0.2%               301          0.5%
 Other Structure                                            -         -                 -           -                -             -               14              -

 Homes Built By Year
 1999 to 2000                                              71     2.1%                335       2.7%              1,131         5.0%            1,982          3.6%
 1995 to 1998                                             242     7.1%              1,166       9.3%              1,809         8.1%            5,217          9.5%
 1990 to 1994                                             336     9.9%              1,132       9.0%              1,785         7.9%            4,669          8.5%
 1980 to 1989                                           1,665    48.8%              5,262      41.9%              7,977        35.5%           17,101         31.0%
 1970 to 1979                                             784    23.0%              3,207      25.5%              5,403        24.0%           11,202         20.3%
 1960 to 1969                                             269     7.9%              1,220       9.7%              2,643        11.8%            6,865         12.4%
 1950 to 1959                                              20     0.6%                155       1.2%              1,504         6.7%            5,846         10.6%
 Built Before 1949                                         25     0.7%                 99       0.8%                226         1.0%            2,329          4.2%

 Home Values (2000)
 $1,000,000 or More                                        -          -               -             -               8          0.1%              116           0.4%
 $500,000 to $999,999                                     14      1.6%               37         0.8%               83          0.8%              329           1.1%
 $400,000 to $499,999                                     54      6.1%              117         2.5%              204          2.1%              423           1.4%
 $300,000 to $399,999                                     71      8.1%              143         3.0%              263          2.7%              570           1.9%
 $200,000 to $299,999                                    260     29.3%              684        14.4%              979         10.0%            2,151           7.2%
 $150,000 to $199,999                                    179     20.2%            1,130        23.8%            1,494         15.2%            3,984          13.2%
 $100,000 to $149,999                                    113     12.7%            1,490        31.4%            2,768         28.1%            8,523          28.3%
 $70,000 to $99,999                                      141     15.9%              923        19.4%            2,575         26.2%            8,233          27.4%
 $50,000 to $69,999                                       41      4.6%              163         3.4%            1,180         12.0%            3,258          10.8%
 $25,000 to $49,999                                       12      1.3%               51         1.1%              250          2.5%            2,041           6.8%
 $0 to $24,999                                             -          -               8         0.2%               25          0.3%              439           1.5%
 Owner Occupied Median Home Value                   $190,681                   $150,451                      $129,230                       $117,912
 Renter Occupied Median Rent                            $369                       $412                          $442                           $463
 Transportation To Work (2000)
 Drive to Work Alone                                    3,150    87.2%            11,968       88.5%            21,421         87.2%           54,940         85.5%
 Drive to Work in Carpool                                 365    10.1%             1,026        7.6%             1,920          7.8%            5,824          9.1%
 Travel to Work - Public Transportation                     7     0.2%                45        0.3%               102          0.4%              217          0.3%
 Drive to Work on Motorcycle                                8     0.2%                17        0.1%                25          0.1%               27              -
 Walk or Bicycle to Work                                   18     0.5%                59        0.4%               188          0.8%              544          0.8%
 Other Means                                               11     0.3%                43        0.3%               110          0.4%              273          0.4%
 Work at Home                                              52     1.4%               360        2.7%               799          3.3%            2,392          3.7%

 Travel Time (2000)
 Travel to Work in 14 Minutes or Less                   1,286    36.1%              4,173    31.7%               7,172    30.2%                17,715    28.7%
 Travel to Work in 14 to 29 Minutes                     1,715    48.2%              6,904    52.5%              12,595    53.0%                31,919    51.6%
 Travel to Work in 30 to 59 Minutes                       424    11.9%              1,681    12.8%               3,319    14.0%                10,488    17.0%
 Travel to Work in 60 Minutes or More                     131     3.7%                400     3.0%                 681     2.9%                 1,705     2.8%
 Average Travel Time to Work                             19.9 mins                   19.1 mins                    19.0 mins                      19.6 mins

      210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com

           ©2013, Sites USA, Chandler, Arizona, 480-491-1112              page 5 of 5       Demographic Source: Applied Geographic Solutions 8/2011, TIGER Geography
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Confidential Offering Memorandum

Employment

Top Local Employers

State of Oklahoma				                            Government			                            38,000
Tinker Air Force Base			                         Military				                             26,000
US Postal Service				                            Government			                            8,700
Integris Health				                              Health Care			                           7,000
Oklahoma City Public Schools		                   Education			                             5,900
Federal Aviation Administration		                Aerospace			                             5,600
Chesapeake Energy			                             Energy				                               4,900
Devon Energy Corporation			                      Energy				                               4.600
City of Oklahoma City			                         Government			                            4,300
OU Health Sciences Center			                     Higher Education			                      4,200
OU Medical Center				                            Health Care			                           3,250
AT&T					                                        Telecommunications		                     3,400
OG&E Energy				                                  Electric Utility			                      3,100
Hertz Reservation Center			                      Auto Rental/Leasing		                    2,700
Hobby Lobby Stores			                            Wholesale/Retail			                      2,522
SSM Health Care of OK			                         Health Care			                           2,500
United Parcel Service			                         Delivery Service			                      2,500
Mercy Health System of OK			                     Health Care			                           2,450
Norman Regional Hospital			                      Health Care			                           2,200
Dell Computers				                               Technology			                            2,200

Demographics

As seen in the demographic reports, the population within a three-mile radius of Mimi’s Cafe has been on a positive trend
since 2000 with growth forecast through 2016. The outlook for the one, three and five mile radii is for positive growth
forecast through 2013 as more people immigrate to Oklahoma Cityto take advantage of positive employment and lifestyle
benefits.

 Demographics                                                     Oklahoma City MSA
 2015 Projected Population                                        1,312,927
 2010 Estimated Population                                        1,230,772
 2010 Estimated Median Age                                        34.99
 2010 Estimated Average Household Income                          $64,755
 2010 Estimated Median Household Income                           $50,310

        210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

Oklahoma City Local Analysis

2012 was a good year for Oklahoma City retail, particularly for national tenants. Oklahoma City probably saw the most national tenant leasing in
the last ten years. Much of our report this year end will focus on tenants new to our market, new concepts and expanding tenants. Newer well
located space is generally well occupied. If you take only centers opened from 2000 till now, vacancy is 5.2%. There isn’t much space available for
tenants in the best locations which is a hindrance for attracting more national and big-name tenants. Consequently, a number of new projects
are in some stage of development; expect announcements of new construction in 2013.

The overall market is healthy but not without concerns. We’ve talked before about the importance of consumer confidence in an economy that
is 70 percent driven by consumption.  ‘Consumer Confidence Rises to 4-year High’, Chain Store Age; ‘The Mighty Consumer is on the Ropes’, Wall
Street Journal; ‘Consumer Confidence Points to Growing Optimism’, National Retail Federation; ‘Consumer Confidence is on the Wane’, Wall Street
Journal. These four headlines were all from the last few months and highlight the retail market’s continued issues with slow national growth and
related uncertainties in our economic and political environment. Locally, we have some issues that contribute to this uncertainty as well: low
natural gas prices, shareholder/management issues at Chesapeake and Sandridge, health care changes – to name a few.

Our year-end survey results reflect this back and forth between the positive and this uncertainty. The market as a whole was relatively flat for the
year, vacancy ended the year at 10.2 percent, up moderately from year-end 2011 at 9.8 percent. The South submarket reflected improved occupancy
as some long-vacant spaces were filled. The remaining markets saw vacancy tick up slightly, but overall absorpsion was positive at just over 178,000
square feet. With the exception of the West-Central submarket, the increase was generally spread throughout the centers in each submarket. In
the West-Central submarket, older centers experienced a few sizable tenant move-outs that contributed to the rise in vacancy. This divergence
between vacancy in old and new product is taking place throughout the country. A number of older centers will need to be re-positioned in the
upcoming years to compete; a few may need to be torn down. The vibrancy in the top half of our market is winning the day though which bodes
well for the upcoming year.

Issues of Interest

Big Boxes.
Much of the improvement in our market has come from big boxes being filled. Both former Ultimate Electronics, on I-240 and Quail Springs
Marketplace, have been leased, by US Foods Chef’s Store and Golfsmith, respectively. The former Belle Isle Linen’s space is expected to be leased
in the first quarter.  Gold’s Gym took the NW Highway and Portland former Circuit City off the market as well as the former Sportmen’s building
at Quail Springs. Several boxes have been converted to non-retail use, including both former Borders, the Norman location will be a library and
the NW Highway location a medical clinic.  The former Crossroad’s Best Buy will be expansion space for Heritage College.  As a result, we’ve seen
a nearly 1 percent drop in vacancy for the free-standing retail buildings we track, to 4.7 percent.

New Retailers; New Concepts.
The health of our market can be seen in the activity by retailers new to our market and new concepts by existing retailers. The biggest entry to our
market was probably made by Dick’s Sporting Goods who opened four stores this fall that have been well received. Title Boxing recently signed a
lease in Edmond.   Lululemon  opened a temporary location on Automobile Alley.   As noted, Golfsmith is on its way as is HomeGoods.  LA Fitness
is still expected to open 4 to 5 stores although they are moving slowly. Trader Joe’s is expected to open at least one store in 2013 as could Fresh
Market, in a continuation of the new wave of specialty grocers discovering Oklahoma. The grocery market remains active. Tulsa based Reasors
is rumored to be searching for sites. Aldi is actively looking for more sites. Local operators Buy for Less, Crest, and Williams all have expansion
plans of some degree or another on the table. A new Mercado opened at City Center in Moore. Vitamin Cottage opened in Norman. A number of
Herbalife stores are now open.  Torrid is now in our market.  New dental chains are expanding aggressively, including Monarch, Aspen, Heartland,
Dental Depot and others.

A number of our existing retailers are either expanding or rolling out new concepts.  Hemisphere’s announced a planned Fritts Farm store.  Forever
21, a favorite of the teen set, has opened a big store at Penn Square. Mathis Brothers has opened two Sleep Centers, has plans for others, and is
working on locations for a smaller mattress store concept. The number of new and expanding restaurants in our market are too numerous to list,
but include Oliveto’s, Costa Vida, Five Guys, Smashburger, Top That Pizza, Chuy’s, Freebirds, and Zoie’s Kitchen.

Retailers kicking the tires and searching for locations include Charming Charlies, Nordstrom Rack, Costco, Von Maur, Versona, a couple of upscale

         210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

movie theaters, a large golf range, Einstein Bagel, Petland, Cabella’s and Ruth’s Chris.

Costco, Von Maur.
While Costco is one of the more exciting retailers on the above list, it appears that they may be passing on Oklahoma City for now. They’ve secured a
site on south Memorial in Tulsa for their first Oklahoma store and may see how that store does first. Von Maur has talked to a number of developers
over the past few years about Oklahoma City. If you are not familiar with them, you’ll like them. People like to compare their stores to Nordstrom;
they aren’t quite to that level, but are an upgrade from Dillards. The Quail Springs Mall space that General Growth recently bought from Sears may
be their landing place once Sears vacates, provided the Mall (and perhaps the City) can provide sufficient incentives. Von Maur would be good for
the Mall and help it strengthen the quality of its other tenants over time.

The Outlet Shoppes of Oklahoma City.
The Outlet Shoppes continue to be a retail juggernaut. Full since it opened with continued strong sales, this concept clearly hit the sweet spot in
our market.  Their recent expansion brought more new tenants to our market:  Columbia Sportswear, Kenneth Cole, Coach Men’s Factory & Loft
Outlet among others. There is talk of another expansion and the surrounding pad sites are being filled. So far, there appears to be limited effect
on existing Malls/retailers, which has been a concern.

Crossroads Mall.
The future of Crossroads Mall remains a hot topic of conversation since local businessman Mike Dillard bought the distressed property just over a
year ago. Dillard’s group has been developing plans for the Mall; expect a first quarter announcement. From what we know, the direction will be
exciting for south Oklahoma City and, we think, has a chance to be very successful.

Walmart.
Walmart is such a part of the Oklahoma City retail fabric. It dominates retail both nationally and locally, and dominates the local grocery market
with between 65 & 70 percent market share, depending upon your source.  Despite our current wave of grocery expansion, Walmart isn’t ready to
give up market share. It has planned, or has underway, eight new stores for the Oklahoma metro area. These include two new Sam’s Clubs, at Fox
Lake in Edmond and on 149th street in Moore. Four new Walmart Neighborhood Markets are planned and two new Walmart Supercenters, one of
which is under construction in Choctaw.  It won’t affect us locally, but it is rumored that Walmart will buy the Tesco Fresh & Easy stores after Tesco
announced its leaving the US market, converting them into Walmart Express’s. At this point, Oklahoma does not have any Walmart Express stores.

New Development.
The lack of available space at the top end of the market has resulted in a number of new projects being in some stage of development. Larger
projects currently being marketed include Phase 2 of University North Park and an expansion of Westgate south of I-40. Most of the larger successful
developments have plans for additional small shop space in out-buildings, pad site sales, or a few in-fill spaces. A few smaller developments are
being marketed, like the Shops at North Village on the southwest corner of 150th and May Avenue. The Fox Lake Sam’s Club is expected to have
some small shop space at the north end of the site.

A couple of projects that were teed up 4 years ago then put on hold are back:  I-35 & Covell in north Edmond and the Bridges at Springcreek on
Bryant in Edmond. Expect the announcement of a project or two along the Memorial Road corridor in 2013. And, a Dallas developer has been
working to acquire property for a retail development along west I-40. Another Midwest City project is a possibility as well.

Outlook for 2013
We remain positive in our outlook for the Oklahoma City retail market barring any disruption by one of our major employers. There is far more
positive in the market than negative with low unemployment, good population and income growth, and all the positives we as a community are
getting from MAPS, Project 180, and the Thunder. As a result, Oklahoma City’s national image among retailers is the best its ever been. Expect
this to translate into more stores, more new development, and a better quality and diversity of retailers in our market.

Survey Footnote:
Our survey tracks 27.7 million square feet in 233 buildings of over 25,000 square feet and 12.3 million square feet of stand-alone buildings for a
total market of 40.0 million square feet.

There continues to be a significant number of smaller strip centers in the market (under 25,000 s.f. in size). We would estimate there are easily 3
million square feet of these properties in the market.

         210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
Mimi’s Cafe
Confidential Offering Memorandum

north Submarket Analysis

The north submarket is the leading retail area of Oklahoma City; the one area in which
all national retailers want to be, as evidenced by the 6.5 million square feet of space in
the submarket. Vacancy ended the year at 7.9 percent, virtually unchanged from year-
end 2011 at 7.7 percent. Smaller centers and older centers in the market reflect a higher
vacancy, typically 12 to 15 percent, but the larger centers and malls are highly occupied
and drive the submarket vacancy down.

National retailers first choice is generally ‘in or near Penn Square Mall’, but given its in-fill
location, available space nearby is limited. Penn Square Mall is the leading mall in the state
in terms of per square foot sales and just added Forever 21, Michael Kors, Vera Bradley
and other tenants to fill the vacated Aspen Fitness space. The Memorial Road corridor
is a close second choice for retailers with nearly 3 million square feet of space. Recent
activity backs this up, including the new Dick’s Sporting Goods and adjacent development, Golf Smith back-filling the former Ultimate
Electronics space, the former Books a Million building being demised and filled with small shop tenants, and the Shops at North Village
Development. It will be interesting to see how Quail Springs Mall handles the Sears space once Sears vacates; this will be the first major
anchor one of our regional malls has had available in a number of years and gives Quail Springs a chance to improve its overall tenant base.

The Memorial Road corridor is the most likely location for a significant new retail development; most likely locations include between
Pennsylvania and Western and near Rockwell. Costco looked in this area for their Oklahoma City location but has apparently passed for now.
A number of other retailers are searching for sites along this corridor as well. The land north of Quail Springs Mall is being marketed for
retail, housing and office. We anticipate a couple of projects
being started in 2013.

         210 Park Avenue, Suite 1000, Oklahoma City, OK 73102 | Phone (405) 843-7474 | Fax (405) 236-1849 | www.priceedwards.com
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