Confidentiality & Disclaimer

This Offering Memorandum (this “Memorandum”) has been prepared by Meridian Capital Advisors (“Meridian”) (FICTIONAL), as exclusive advisor to Caldwell Distribution Systems, Inc. (fictional) (“Seller” or “Owner”), solely for use by a limited number of parties who have executed a confidentiality agreement and who are evaluating a possible acquisition of the fee-simple interest in the property known as the Harborline Building, 123 Main St, Austin TX (the “Property”). By accepting this Memorandum, the recipient agrees to hold its contents in strict confidence, not to reproduce or distribute it in whole or in part, and to return or destroy it upon request.

This Memorandum does not purport to be all-inclusive or to contain all of the information that a prospective purchaser may require. The information contained herein has been obtained from the Seller, from the fictional sponsor of the conversion program described herein, and from other sources deemed reliable; however, neither Seller nor Meridian makes any representation or warranty, express or implied, as to the accuracy or completeness of any information contained herein. All square footages, acreages, dimensions, dates, and dollar amounts are approximations. Prospective purchasers must conduct and rely exclusively upon their own independent investigation, inspection, and analysis of the Property and of the projections described herein.

Without limiting the foregoing, the financial projections set forth in Sections 4 and 5 of this Memorandum — including the small-bay conversion pro-forma, the unit-mix rent schedule, the projected stabilized net operating income, and the projected assessed value — are forward-looking statements prepared by or at the direction of the Seller’s advisor to illustrate one possible business plan for the Property. They reflect numerous assumptions concerning rental rates, lease-up velocity, occupancy, operating expenses, taxes, construction costs, and market conditions, any or all of which may prove incorrect. No representation is made that any projected result will be achieved. Actual results will vary, and the variance may be material and adverse. The pro-forma is presented on the sponsor’s basis and has not been reduced by any underwriting adjustment, reserve, or sensitivity haircut.

The Property is offered on an “AS IS, WHERE IS” basis, without representation or warranty of any kind except as may be expressly set forth in a definitive purchase and sale agreement executed by Seller. Seller expressly reserves the right, in its sole discretion, to reject any offer, to terminate discussions with any party at any time with or without notice, to negotiate with more than one party simultaneously, and to withdraw the Property from the market without obligation or liability. This Memorandum shall not be deemed an offer to sell or a solicitation of an offer to buy securities, and nothing herein constitutes legal, tax, accounting, engineering, or investment advice.

Neither Seller nor Meridian nor any of their respective officers, employees, or agents shall have any liability arising from the use of, or reliance upon, this Memorandum or its contents, or from any omission herefrom. Only a fully executed purchase and sale agreement shall bind the parties, and then only in accordance with its terms.

Inquiries regarding the Property or the offering process described in Section 12 should be directed exclusively to the Meridian professionals listed on the cover and in Appendix I. Under no circumstances should the Seller’s personnel, the occupant’s personnel, or the Property be contacted directly.

Table of Contents

Executive Summary

The Offering

Meridian Capital Advisors (FICTIONAL), as exclusive advisor to Caldwell Distribution Systems, Inc. (fictional), is pleased to present the fee-simple interest in the Harborline Building, 123 Main St, Austin TX (the “Property”) — a ±84,000-square-foot, 21-foot-clear tilt-wall warehouse constructed in 1987 on a fully fenced 5.50-acre infill site in Southeast Austin. The Property has been owner-occupied by the Seller’s HVAC-parts distribution business since 1991 and will be delivered vacant at closing, presenting an incoming investor with immediate, unencumbered control of one of the submarket’s largest contiguous shallow-bay floor plates.

The offering is priced at $10,800,000 ($128.57 per square foot) — below recent Southeast Austin as-is industrial trades of $136–$145 per square foot (Section 6) and a fraction of the $241–$260 per square foot at which stabilized small-bay storage assets have transacted. The Seller’s advisor, working with the operating team at Kestrel Bay Storage Partners LLC (fictional), has fully scoped a $2,900,000, seven-month conversion of the building into 77 small-bay commercial storage units and nine office/flex suites. On the sponsor’s pro-forma, the converted facility stabilizes in Year 2 at approximately $1.29 million of net operating income — a 9.4% yield on total capitalization of $13.7 million — with an implied stabilized value of approximately $20.7 million at a 6.25% small-bay capitalization rate.

Summary of the Offering

Pro-forma figures are the sponsor-case projections described in Sections 3–4 and Appendix J. They are presented without underwriting adjustment. All figures fictional.

Investment Highlights

• Vacant possession of scarce infill industrial. The Property is one of only three vacant single-story warehouses over 75,000 SF currently available inside the US-183/SH-71 corridor. Owner-occupancy since 1991 means the asset arrives unencumbered by legacy leases, below-market encumbrances, or restoration obligations — a clean canvas for the conversion program.
• Fully scoped, permit-ready business plan. Conversion drawings are 100% construction-document complete (fictional Atlas Format Architecture), the demolition and building permit applications were accepted for review in June 2026, and three fictional general-contractor bids have been received within 5% of the $2,610,000 hard-cost budget (Appendix E). Construction duration is seven months from permit issuance.
• Step-change revenue conversion. As a bulk warehouse the Property would command approximately $11.50/SF NNN in today’s market (≈$0.97M gross). Re-demised into 77 small-bay storage units averaging 861 SF, the identical envelope supports a blended $32.38/SF — $2.15M of scheduled small-bay revenue at stabilized occupancy, plus $137,025 from nine office/flex suites and $42,630 of ancillary income (Section 4).
• Structural undersupply of small-bay product. Within three miles, small-bay storage and contractor-bay inventory equates to just 5.4 SF per capita versus a national benchmark of 8.1 SF, while competitive facilities surveyed in June 2026 report 86–95% occupancy (avg. 90.2%) with active waitlists for 600–1,000 SF drive-up units (Section 5).
• Attractive basis on any measure. The $128.57/SF ask sits 8–11% below recent as-is warehouse trades, 57% below replacement cost for comparable new small-bay product (estimated $300+/SF including land), and the $163.10/SF all-in stabilized basis is roughly two-thirds of the $241–$260/SF achieved by stabilized small-bay sales.
• Sponsor-verified rent evidence. The rent tiers in Section 3 are benchmarked to eight fictional Austin small-bay leases signed since mid-2025 at $25.50–$33.00/SF, adjusted upward for the subject’s smaller average unit size, 100% drive-up access, and fenced yard — and to achieved rates at Kestrel Bay’s six operating facilities (Section 6).
• Seven-month execution window limits carry. The compact scope — interior demising, fourteen new grade-level doors, selective climate control, and a 8,700 SF office/flex component — requires no structural modification, no replatting, and no zoning relief. Pre-leasing launches during construction with first move-ins targeted at certificate of occupancy.
• Multiple exits. Stabilize and refinance at the projected 9.4% yield on cost; sell into an institutional small-bay bid that has compressed to 5.9–6.8% caps; or, as a floor, re-let the building as industrial at market NNN rents — a fallback the sponsor estimates at ≈$0.88M NOI, roughly an 8.2% yield on the asking price alone.

Business Plan Snapshot

Timeline is the sponsor’s base plan and assumes municipal review, materials procurement, and lease-up proceed as projected. See Appendix E for the month-by-month construction schedule and Appendix J for assumptions. Fictional.

Property Description

Site, Access & Location

The Property comprises a single tax parcel of 5.50 acres (±239,580 SF) improved with an 84,000 SF single-story warehouse, associated paved truck court, trailer apron, and surface parking. Building coverage is a low 35.1%, leaving approximately 2.7 acres of stabilized, fully fenced yard — a differentiating amenity for contractor and trade-service users, and a source of future vehicle-storage upside not credited in the pro-forma. The site is generally level, drains to an existing on-site detention pond at the southeast corner, and is enclosed by 8-foot chain-link fencing with three motorized gates.

Access is provided by two full-movement curb cuts on Main St, a four-lane collector connecting to the US-183 frontage system approximately 0.8 miles east. The location places the Property 2.1 miles from the Austin central business district, 1.9 miles from SH-71, 3.4 miles from I-35, and 4.6 miles from Austin-Bergstrom International Airport — a 10-minute drive shed that captures the densest concentration of contractors, service businesses, and small-format distributors in the metro. Surrounding uses are a mix of 1970s–1990s shallow-bay industrial, trade-contractor yards, and newer infill flex, with multifamily encroachment from the north steadily converting competing industrial sites to residential use.

Distances are approximate drive distances from the fictional site. Survey references are to the fictional ALTA/NSPS survey by Bluestem Surveying & Mapping, LLC dated May 14, 2026 (data room).

Construction & Structure

The building is a 1987-vintage, single-story warehouse of site-cast concrete tilt-wall construction on a 350′ × 240′ rectangular plate. The structural system consists of load-bearing perimeter tilt panels with an interior steel frame of pipe columns on a 50′ × 40′ grid, supporting open-web bar joists and a metal roof deck. The slab is 6-inch reinforced concrete over compacted select fill, in serviceable condition with isolated joint spalling noted in the fictional property condition assessment; the conversion budget carries a slab-repair and joint-fill allowance. Clear height is 21′0″ at the low eave, rising to approximately 23′6″ at the ridge — ample for the 10′ unit partitions and mezzanine-free storage program contemplated in Section 3.

Floor Plate & Demising Logic

The plate’s proportions are unusually well suited to small-bay demising. The 240-foot building depth accepts a double-loaded configuration of 40-foot and 50-foot-deep units off two 24-foot drive aisles, while the 350-foot frontage allows fourteen grade-level door positions on the long elevations without structural modification — each new opening cut within an existing panel bay and framed with a galvanized steel jamb assembly. Interior circulation for the climate-controlled zone is provided by two 10-foot conditioned corridors served by the existing northwest entry. A zone-by-zone schedule of the plate appears in Appendix A, and the full 86-unit schedule appears in Appendix B.

Structural descriptions summarize the fictional PCA by Meridian Engineering Assessment Group dated June 2026 and the fictional conversion drawings by Atlas Format Architecture. Dimensions are approximate.

Building Systems

Condition Summary

The fictional June 2026 property condition assessment characterizes the asset as “a well-maintained owner-occupied warehouse with limited deferred maintenance,” identifying $118,000 of recommended near-term work — slab joint repair ($46,000), asphalt seal and re-stripe ($38,000), exit-lighting and code items ($12,000), and miscellaneous ($22,000) — all of which is subsumed within the conversion budget line items in Section 3 rather than carried separately. No structural distress, roof moisture, or system end-of-life conditions were observed. The Seller has continuously occupied and maintained the building with in-house facilities staff, and maintenance logs since 2015 are available in the data room.

Why This Building Converts Well

• Dimensions: 240′ depth yields double-loaded 40′/50′ bays with no residual dead space; 12.5′ panel module aligns with roll-up door spacing.
• Clear height: 21′ clear accommodates 10′ partitions with open web above for sprinkler throw — no re-piping of mains.
• Slab and yard: 6″ slab takes drive-aisle loading unreinforced; the fenced 2.7-acre yard supports contractor tenancy, oversize vehicle access, and future outside-storage income.
• Systems headroom: 1,600A service and modern roof avoid the two costliest surprises in storage conversions.
• Single ownership since 1991: clean chain of title, no legacy tenant improvements or abandoned racking to remediate.

System descriptions are summaries of fictional third-party reports; capacities and tonnages are approximations for demonstration purposes only.

Business Plan & Conversion Program

The Concept: Small-Bay Commercial Storage

The business plan re-positions the Harborline Building from a single-user bulk warehouse into a multi-tenant small-bay commercial storage facility — drive-up and climate-controlled units of 400 to 1,740 SF leased month-to-month and on short flexible terms to contractors, trade-service businesses, e-commerce sellers, mobile-service fleets, and small distributors, complemented by nine finished office/flex suites for tenants that need a desk, power, and a roll-up door in one footprint. The format captures the widest and least-served band of Austin’s industrial demand curve: users too large for self-storage, too small for 5,000 SF flex leases, and priced out of new construction.

Small-bay economics rest on a simple arbitrage. Bulk warehouse space at the Property’s doorstep leases for approximately $11.50/SF NNN; demised into units averaging 861 SF with individual roll-up doors, alarms, and 24/7 gated access, the same square footage commands a blended $32.38/SF on the sponsor’s schedule — consistent with the $25.50–$33.00/SF fictional comparable leases in Section 6 after adjustment for unit size, and with achieved rates at the fictional Kestrel Bay portfolio. Because tenants supply their own racking and fit-out, re-leasing costs are negligible, and the 86-unit roster diversifies rollover into 1.2% average monthly expirations at stabilization.

Scope of Conversion

• Demising: construct 77 storage units in two zones — a 37,900 SF drive-up zone (insulated metal partitions to 10′, mesh above) and a 28,400 SF climate-controlled zone off two conditioned corridors; all partitions independent of the roof structure.
• Loading: cut and frame 12 new grade-level openings with 10′ × 10′ insulated roll-up doors; infill 6 dock positions; retain 2 dock-high doors and 2 existing grade ramps — post-conversion count 14 grade-level / 2 dock-high.
• Office/flex suites: build out 8,700 SF along the north storefront elevation into nine suites (850–1,125 SF) with private restrooms, mini-split HVAC, LED lighting, and polished-concrete floors.
• Systems: 11 new rooftop units (±96 tons) for the climate zone and suites; addressable fire alarm; sprinkler re-heading; LED high-bays; unit receptacles; two new ADA restroom cores.
• Site & security: keypad gate hardware at three entrances, 42-camera CCTV, unit-level alarms, asphalt seal/stripe, monument and pylon re-facing, and wayfinding signage.
• Technology: cloud management platform (fictional StoreTrack OS) supporting online leasing, dynamic pricing, auto-pay, and remote access control — enabling a two-person on-site staff.

Program Metrics

NRSF areas per the fictional conversion drawings (Atlas Format Architecture, CD set dated 05/29/2026). Efficiency reflects rentable NRSF (75,000 SF) over GLA. All fictional.

Unit Mix & Rent Tiers — Small-Bay Storage (77 Units)

The unit mix is engineered around the demand evidence in Section 5: the deepest waitlists sit in the 600–1,000 SF band, which accordingly comprises 52 of the 77 units. Rents are stated at Year 2 (stabilized) achieved rates from the sponsor’s revenue-management model; smaller units price meaningfully higher per square foot, consistent with storage industry curves.

*Tier F reflects the blended achieved rate for the five premium yard-access bays per the sponsor’s revenue-management model (drive-through capability and fenced apron premium). Tier totals are exact; per-unit monthly figures are rounded. Scheduled revenue is stated before vacancy, concessions, and credit loss (Section 4).

Office/Flex Suites (9 Suites · 8,700 SF)

Ancillary Income Program

Stabilized ancillary income of $42,630 (Year 2) comprises tenant-protection plan participation ($24,180 at a projected 62% attachment rate), administrative and late fees ($9,450), truck and equipment rental margin ($5,400), and merchandise, locks and packaging ($3,600) — each benchmarked to the fictional Kestrel Bay portfolio’s trailing metrics. Vehicle and outside storage on the 2.7-acre yard is an identified upside not included in the pro-forma.

The full unit-by-unit schedule, including zone, dimensions, and scheduled rate for each of the 86 rentable units, appears in Appendix B. All rates and programs fictional.

Conversion Capital Budget — $2,900,000

The budget below reflects the fictional 100% construction-document pricing exercise completed in June 2026: three general-contractor bids were received on the demising scope (Appendix E), with the low bid of $2,412,000 carried plus owner-direct procurement of $198,000 (access control, security, and management-platform hardware), a distinct office/flex allowance, and a 5.3% contingency. At $34.52 per square foot of GLA, the program sits well below the fictional $55–$70/SF cost of ground-up small-bay product, before any land cost.

Schedule & Delivery Method

The program is contracted as a single-phase, seven-month stipulated-sum engagement with milestone-based draws (monthly draw schedule in Appendix E). Long-lead items — roll-up doors (10 weeks), RTUs (12 weeks), and switchgear components (8 weeks) — are released at contract execution and are reflected in the front-loaded draw profile. The building remains fully weather-tight throughout; there is no phased occupancy dependency, and pre-leasing operates from a temporary marketing office at the site from Month 3.

Budget figures are the sponsor’s fictional carried values as of July 2026 and are subject to buy-out. Draw schedule and bid tabulation appear in Appendix E.

Financial Summary — Sponsor Pro-Forma

Transaction Summary

Sources & Uses (Illustrative)

Yield on total capitalization is computed on price plus conversion budget only, consistent with sponsor convention; closing costs, financing costs, fees, and carry (aggregate $960,600) are excluded from the denominator. All figures fictional and illustrative.

Five-Year Operating Pro-Forma — Sponsor Case

The pro-forma below presents the sponsor’s projected operations for the converted facility for fiscal years ending August 31. Year 1 reflects the seven-month construction period followed by five months of operations from certificate of occupancy (May 2027); Year 2 is the projected stabilization year. Figures are presented on the sponsor’s basis, before any underwriting adjustment, reserve, or haircut.

¹ Year 1 revenue lines are stated at the projected lease-up ramp (average post-opening physical occupancy of ≈59% across the five operating months); no separate vacancy deduction is taken in Year 1. From Year 2, vacancy is held at 10.0% of gross potential revenue (90% economic occupancy target before concessions).  ² Concessions & credit loss of 12.0% of GPR in Year 1 (eight-weeks-free lease-up promotions), 4.5% in Year 2, and 3.0% thereafter.  ³ Year 1 at the current fictional assessment; Year 2 reflects projected post-completion reassessment (page 24), escalated 4.0% annually thereafter. Revenue and other expenses grow 3.0% annually after stabilization. Totals may not foot due to rounding. All figures fictional; sponsor case presented without underwriting adjustment.

Revenue Assumptions

Rate Build-Up vs. Comparables

The blended small-bay rate is derived from the eight fictional comparable leases in Section 6 (SF-weighted average $28.11/SF) with sponsor adjustments for the subject’s materially smaller average unit size and superior functionality:

Lease-Up Ramp (Physical Occupancy)

Other Income Detail (Year 2)

All drivers are fictional sponsor projections benchmarked to the fictional Kestrel Bay portfolio and the fictional comparables in Section 6. Purchasers should independently verify every assumption.

Operating Expense Assumptions (Stabilized Year 2)

Sensitivity — Stabilized NOI & Yield on Total Capitalization

Sensitivity holds fixed expenses constant and flexes management fee with EGI. Yields computed on $13,700,000 total capitalization.

Both callouts are sponsor illustrations, not appraisals. Fictional figures throughout; see Appendix J for methodology and limitations.

Market Overview

Austin Metropolitan Economy

Austin remains one of the most consistently expanding major metropolitan economies in the United States. The five-county metro’s population reached approximately 2.55 million in 2025 and has compounded at roughly 2.1% annually over the trailing five years — more than three times the national pace — propelled by corporate relocations, a top-tier research university, no state income tax, and a deep technology and advanced-manufacturing employment base. Marquee investments of the current cycle — a multi-billion-dollar semiconductor fabrication campus northeast of the metro, a flagship electric-vehicle manufacturing complex along the SH-130 corridor, and successive corporate campus expansions downtown and in the northwest quadrant — continue to seed dense networks of suppliers, subcontractors, and service businesses, the very demand base for small-bay industrial space.

The composition of growth matters as much as its rate. Austin’s expansion is increasingly goods-adjacent: construction employment is up a fictional 6.2% year-over-year, specialty-trade contractor establishments have grown by nearly a third since 2020, and the metro consistently ranks among national leaders in new business applications per capita. Each of these cohorts — electricians, plumbing and mechanical firms, landscapers, restoration companies, event and catering operators, e-commerce sellers, and mobile-service fleets — needs precisely what the Harborline conversion supplies: secure, affordable, right-sized space with a roll-up door, close to the customer base, on flexible terms.

Housing dynamics reinforce the thesis. Elevated single-family pricing inside the urban core pushes trade businesses out of garages and accessory buildings; multifamily completions along the East Riverside and airport corridors have delivered thousands of renters with storage needs and no garage at all. Both cohorts are established feeders for small-bay and hybrid storage product in the fictional operating history of the sponsor’s portfolio.

All market statistics in this Section are fictional, illustrative figures prepared for demonstration purposes. They are directionally styled on public data patterns but are not real data and must not be relied upon.

Austin Industrial Market

The metro industrial market totals approximately 138.4 million SF. The 2023–2024 supply wave — heavily weighted toward 500,000+ SF big-box product on the SH-130/Kyle corridors — lifted headline vacancy into the high single digits, but the softness is almost entirely a bulk phenomenon. Infill shallow-bay product under 100,000 SF, the segment relevant to the Harborline Building, operates in a different market: vacancy of 4.8%, minimal new supply (6% of the construction pipeline), and steady mid-single-digit rent growth as older stock is withdrawn for redevelopment.

Why Shallow-Bay Supply Cannot Respond

• Land economics. Infill industrial land inside US-183 trades at a fictional $18–$26/SF. At a 35% coverage ratio, land alone contributes $51–$74 per building SF — before $120–$140/SF of shell cost — making speculative small-bay development uneconomic below roughly $16–$18/SF NNN rents.
• Zoning attrition. Since 2020 an estimated 1.8M SF of close-in industrial has been rezoned or razed for residential and mixed-use projects, a one-way ratchet on supply.
• Developer preference. Institutional capital continues to concentrate in large-format logistics; small-bay remains a fragmented, operationally intensive niche with limited new entrants.

The consequence is a durable spread between what small users must pay and what bulk landlords collect — the arbitrage the conversion program monetizes. Even at the sponsor’s blended $32.38/SF, the subject’s average tenant occupying 861 SF pays approximately $2,320 per month — a sum that rents barely 450 SF of Class A flex or a single 300 SF commercial self-storage unit at fictional prevailing street rates.

As-is, the Harborline Building itself would clear the market quickly: Meridian’s fictional leasing desk estimates the vacant building would command approximately $11.50/SF NNN as a single-tenant warehouse, consistent with the four industrial lease comparables on page 21, providing the downside re-let case quantified on page 15.

Fictional illustrative statistics; product-type segmentation and figures invented for demonstration.

Southeast Austin Submarket

The Property sits in the Southeast submarket — Austin’s largest and most infill industrial concentration at approximately 31.2 million SF, bounded by the CBD to the northwest, Austin-Bergstrom International Airport to the southeast, and the US-183/SH-71 interchange system at its center. The submarket’s tenant base skews toward airport-linked logistics, food and beverage production, building trades, and last-mile distribution, with average tenant sizes well below the metro norm.

Micro-Location Dynamics

Within a ten-minute drive of the Property sit the metro’s densest concentrations of specialty-trade contractors and service establishments — a fictional 2,140 contractor firms within three miles alone — alongside the East Riverside multifamily corridor and the airport employment node. Main St itself carries approximately 16,400 vehicles per day (fictional count), giving the future facility retail-grade signage exposure unusual for storage product. Multifamily encroachment from the north, ordinarily a threat to industrial users, is an asset here: it simultaneously removes competing small-bay supply and delivers thousands of storage-needy households to the doorstep.

Competitive small-bay projects face binding constraints: the two nearest comparable facilities operate above 90% occupancy with no expansion land, the submarket’s impervious-cover and compatibility standards cap redevelopment intensity, and no small-bay storage product is currently under construction within five miles (fictional survey, June 2026). The subject’s 5.50-acre fenced site — with 2.7 acres of yard — cannot be replicated at today’s land values without rents half again higher than the sponsor’s schedule.

Submarket boundaries, counts, and statistics are fictional and illustrative.

Small-Bay Storage Demand Drivers

Small-bay commercial storage sits at the intersection of three deep, growing user pools, each verified in the sponsor’s fictional operating portfolio:

• Trade contractors and field-service fleets (≈55% of tenancy). Electricians, HVAC and plumbing firms, restoration and roofing companies, and landscapers holding materials, tools, and vehicles. Growth in Travis County specialty-trade establishments has compounded at a fictional 5.6% annually since 2020; garages, driveways, and city right-of-way are no longer viable bases of operation.
• E-commerce and inventory-light businesses (≈25%). Marketplace sellers, wholesalers, sample rooms, and micro-fulfillment users who need racking depth and a door, not an office lease. The 800–1,000 SF band is this cohort’s sweet spot — and the subject’s largest tier.
• Households and lifestyle users (≈20%). Renters and downsizing owners storing vehicles, gear, and household goods beyond self-storage dimensions — a cohort concentrated in exactly the multifamily corridors surrounding the site.

Supply-Demand Model (3-Mile Trade Area)

Competitive Set Performance (June 2026 Survey)

Fictional demand model and fictional competitive survey conducted by the sponsor, June 2026. The 90% stabilized occupancy assumption in Section 4 mirrors the competitive-set average.

Comparables

Small-Bay / Flex Lease Comparables (Fictional)

The eight leases below — all signed since mid-2025 within nine miles of the Property — establish the achieved-rent environment for demised small-bay and flex space in the Austin market. Every address, tenant, and term is fictional.

Reading the Comp Set

Two features of the set support the sponsor’s schedule. First, the inverse size-rate relationship is pronounced: the two smallest leases (3,600 and 4,800 SF) achieved $33.00 and $31.00, while the largest (12,000 SF) cleared at $25.50 — and the subject’s average unit, at 861 SF, sits an order of magnitude below the smallest comparable, where the storage-industry rate curve is steepest. Second, the set is uniformly older product: none offers the subject’s combination of new construction quality, 100% roll-up door access, climate-controlled inventory, individual unit alarms, and a gated 5.50-acre site. The page 14 adjustment waterfall converts the $28.11 weighted average into the modeled $32.38 blended rate on these two factors; the sponsor regards the resulting premium (+15.2%) as conservative relative to the +22% to +31% small-unit premiums observed across the fictional Kestrel Bay portfolio.

Fictional leases; rents stated on a triple-net-equivalent basis. Distances are from the fictional subject site.

Bulk / Shallow-Bay Industrial Lease Comparables (Fictional)

The following full-building industrial leases frame the as-is rental value of the Property in its current single-tenant configuration — the basis for the $11.50/SF NNN in-place market rent estimate used in the downside re-let analysis (page 15).

Selected Comparable Profiles

4812 Burleson Rd — Hill Country Gear Co. (fictional)

A 1989 shallow-bay project re-demised in 2023 into bays of 3,000–6,500 SF. The tenant, an outdoor-equipment distributor, expanded from 4,100 SF at $27.75 to 6,200 SF at $29.50 — a 6.3% unit-rate increase on expansion, evidencing pricing power in the segment. The project reports a fictional 97% occupancy and maintains a waitlist for sub-5,000 SF bays.

600 Industrial Blvd — Zilker Provisions (fictional)

The set’s highest rate ($33.00) and smallest suite (3,600 SF), taken by a catering and provisioning firm displaced by the redevelopment of its prior building into multifamily — the supply-attrition dynamic described in Section 5 operating in real time. Landlord provided no tenant improvements beyond paint and LED retrofit; the tenant self-performed racking and cold-storage fit-out.

7401 E Ben White Blvd — Colorado Bend Storage (fictional)

Most directly analogous to the subject’s program: a storage operator master-leasing 9,400 SF of demised small-bay space at $27.25 to satisfy overflow demand from its adjacent facility — an operator paying wholesale for space it retails in smaller increments, and a natural future tenant or acquirer of the subject.

All comparables, tenants, occupancies, and narratives on this page are fictional and illustrative.

Sale Comparables (Fictional)

What the Sales Say About Basis

The cap-rate spread between the two cohorts — roughly 6.6% for as-is industrial versus 6.2–6.7% for stabilized small-bay with its month-to-month mark-to-market — underlines the institutional bid that has formed for the product type. The sponsor’s 6.25% stabilization cap assumption is set at the midpoint of the small-bay evidence.

All sales, prices, and cap rates on this page are fictional and invented for demonstration purposes; averages are simple means.

Rent Roll & Occupancy Status

Current Rent Roll

There are no leases, licenses (other than the Seller occupancy license described below), service contracts binding on the buyer, or leasing commissions payable with respect to the Property. No rental income is in place, and none is underwritten in Year 1 of the pro-forma prior to certificate of occupancy.

Occupancy History

Implications for Underwriting

• No in-place income: the offering is priced on the business plan, not current cash flow; carry from closing through certificate of occupancy is a use of capital reflected in the sources & uses on page 12.
• No tenant risk to diligence: no estoppels, SNDAs, or assignment consents are required; diligence compresses to physical, title, and entitlement work.
• Clean delivery obligations: the purchase and sale agreement will obligate Seller to remove all trade fixtures, racking, and vehicles, and to deliver all building systems in working order at closing (form PSA in the data room).

The occupancy license and holdover terms summarized above are fictional deal points subject to negotiation in the definitive agreement. All parties fictional.

Tax & Title Summary

Real Estate Taxes (Fictional)

The pro-forma carries $136,000 in Year 1 at the current fictional assessment. Upon completion of the conversion, the sponsor projects reassessment to approximately $8,496,000 — roughly 62% of total capitalization — producing Year 2 taxes of approximately $186,000 at the current rate, escalated 4.0% annually thereafter. The sponsor’s fictional tax consultant regards this as the probable outcome of an income-approach protest posture; purchasers should note that an assessment tracking the full purchase price plus improvements would produce a higher figure, and should model their own tax conclusion.

Title Summary (Fictional)

Summaries only; the fictional commitment, exception documents, and survey are posted in the data room. Purchasers must rely solely on their own title examination.

Environmental & Zoning

Environmental Summary (Fictional)

A Phase I Environmental Site Assessment was completed by Stonecreek Environmental Consultants (fictional) on June 5, 2026 in conformance with ASTM E1527-21. The report identifies no recognized environmental conditions (RECs), no controlled or historical RECs, and no vapor-encroachment concerns, and recommends no further investigation.

Zoning & Entitlements (Fictional)

The Property carries a fictional LI — Limited Industrial Services designation, under which warehousing, self-service storage, and limited office are permitted uses by right. The fictional zoning verification letter (May 2026, data room) confirms the existing structure is conforming as to use, coverage, and parking, and that the proposed conversion requires no rezoning, no conditional use permit, no variance, and no compatibility-standards relief — the nearest residentially zoned tract lies approximately 410 feet north, beyond the trigger distance. Impervious cover is 74% against an 80% maximum, preserving headroom for future yard improvements. Site-plan review for the conversion is limited-scope (interior demising plus door openings), and the demolition and building permits have been in municipal review since June 2026 with issuance projected for November 2026. Bulk regulations are tabulated in Appendix G.

This page summarizes fictional third-party reports prepared for a demonstration document. No real regulatory records, case numbers, or site conditions are described.

Offering Process

Call for Offers

Offers are due in writing by 5:00 p.m. Central Time on Wednesday, September 9, 2026, delivered electronically to the Meridian deal team listed in Appendix I. The Seller reserves the right to accept an offer prior to the deadline, to conduct one or more subsequent rounds, or to withdraw the Property, in each case in its sole discretion. Guidance pricing is the $10,800,000 asking price; the Seller will weigh certainty of execution — deposit size, diligence duration, and financing posture — alongside headline price.

Offers Should Address

• Purchase price and earnest money (suggested $500,000, with $250,000 hard at the end of the diligence period);
• Diligence period (suggested not to exceed 45 days) and closing date (target Q4 2026);
• Evidence of financial capability — proof of funds, lender term sheet or discretionary-capital confirmation;
• Purchaser background: entity structure, track record with comparable conversions or storage assets, and internal approvals obtained or required;
• Any assumptions regarding the Seller’s post-closing holdover license (Section 7); and
• Confirmation that the offer is based solely on the purchaser’s independent evaluation.

Process Timeline (Fictional)

Data Room Contents (Summary)

Tours must be scheduled through Meridian; the Seller’s operations continue through closing and the occupant’s staff should not be approached. The full data room index appears in Appendix I. All process details fictional.

Floor Plate & Zone Schedule

Post-Conversion Zone Schedule

Core & Circulation Detail (Zone Z4)

Plate Metrics

Areas per the fictional CD set dated 05/29/2026; minor field variation to be reconciled in the as-built schedule at completion.

Post-Conversion Door & Loading Schedule

Column Grid Reference

Code Data Summary (Fictional)

Code summary reflects the fictional design team’s analysis for demonstration purposes; the authority-having-jurisdiction’s plan review governs.

Unit Schedule Detail

Complete schedule of all 86 rentable units at scheduled Year 2 (stabilized) rates per the sponsor’s revenue-management model. Units 101–150 below; continued on the following page. All rates fictional.

Schedule continues on the next page. *Tier F rates are the blended premium yard-access rates described in Section 3.

Unit Schedule Detail (Continued) — Units 151–177 and Office/Flex Suites

Schedule Totals

Totals are computed on unrounded unit rates; displayed per-unit monthly rents are rounded to the cent. Scheduled figures are stated before vacancy, concessions, and credit loss (Section 4). Ancillary income (Section 4) is excluded from this schedule. All figures fictional.

Insurance Program Summary

Program Structure (Fictional)

The stabilized pro-forma carries insurance at $31,200 per year ($0.37/SF), based on a June 2026 indication from Blackland Prairie Mutual Insurance Company (FICTIONAL; fictional A.M. Best rating A−) for the Property’s admission to the sponsor’s portfolio blanket program covering, on a shared-limit basis, the fictional Kestrel Bay portfolio of nine facilities. The blanket structure — a single property policy with a scheduled statement of values, portfolio-level wind/hail aggregate, and shared casualty towers — is the source of the rate advantage relative to standalone placement; a single-asset owner writing a monoline policy should expect a materially higher premium, and purchasers who will not benefit from a portfolio program are encouraged to obtain their own quotations during diligence.

During the seven-month conversion, coverage transitions to a builder’s risk form (completed-value, $3,190,000 limit equal to the conversion budget plus soft-cost exposure) carried within the project soft-cost line at a fictional one-time premium of $18,500, with the permanent program incepting at certificate of occupancy. Contractors are required to carry commercial general liability at $1M/$2M with the owner as additional insured, statutory workers’ compensation, and $5M excess, evidenced before mobilization.

Five-Year Loss History (Fictional)

Risk Characteristics Supporting the Rate (Sponsor View)

• 2019 TPO roof with 15-year NDL warranty and 2021 hail performance on record;
• Fully sprinklered (wet-pipe OH-II) with addressable monitored alarm post-conversion;
• Unmanned-hours security: gated access, 42-camera CCTV, individual unit alarms;
• No habitational exposure, no cooking exposures, tenant-stored goods excluded from landlord property values (tenant-protection program shifts contents risk);
• Zone X flood designation — flood coverage not required by the indicative lender.

This appendix summarizes a fictional insurance indication for demonstration purposes; no actual quotation, carrier, or rating exists. Purchasers must independently verify insurability and pricing.

Schedule of Coverages (Fictional Indication — June 2026)

Stabilized Premium Allocation

All limits, deductibles, premiums, and carrier references are fictional and illustrative only.

Site & Parcel Data

Recorded Easements & Encumbrances (Fictional)

Yard Upside (Not Underwritten)

The 2.7-acre fenced yard supports a future vehicle, trailer, and outside-materials storage program. At fictional prevailing rates of $95–$140 per stall per month, striping 40 rentable stalls on the existing pavement would add roughly $45,000–$67,000 of annual revenue at stabilized utilization — none of which is credited in the Section 4 pro-forma, and all of which is incremental to the sponsor’s carried yields.

All parcel data, instruments, and counts fictional; the fictional survey and title commitment control over this summary.

Construction Schedule & Contracting

Seven-Month Schedule (from Permit Issuance — Target November 2026)

General Contractor Bid Tabulation (Fictional — June 2026)

GC contract $2,412,000 + owner-direct procurement $198,000 (access control, CCTV, unit alarms, platform hardware) = $2,610,000 hard-cost subtotal (Section 3).

Monthly Draw Schedule (Total Program Including Soft Costs & Contingency)

Stipulated-sum contract with 10% retainage to 50% completion, 5% thereafter; liquidated damages $1,850/day beyond Month 8 outside permitted delays; payment & performance bonds priced as an owner option (0.9%, not carried). All contracting details fictional.

Utility Service Summary

Projected Stabilized Utility Costs (Year 2)

The projection is built from the fictional engineer’s load calculations for the climate zone (the dominant variable), benchmarked against metered performance at the sponsor’s two most comparable fictional facilities (Round Rock — La Frontera and San Antonio — Broadway Yard), each of which operates hybrid climate/drive-up programs of similar scale. Office/flex suites are separately metered for electric; suite utility recovery is conservatively excluded from other income. Seller’s trailing 24 months of utility bills (warehouse-use profile: $0.51/SF) are posted to the data room for reference, though the sponsor notes they are not representative of the post-conversion load profile.

Providers are referenced generically; all capacities, loads, and costs are fictional estimates for demonstration.

Zoning Bulk Regulations

The table below summarizes the fictional LI — Limited Industrial Services development standards as applied to the Property, per the fictional zoning verification letter dated May 2026. The existing improvements and the proposed conversion conform to every standard without relief.

Parking Requirement (Fictional Calculation)

Provided parking exceeds the fictional requirement by 38%, preserving flexibility to dedicate surplus stalls to the future vehicle-storage program described in Appendix D without triggering a site-plan amendment.

Signage Allowance (Fictional)

• One freestanding sign per street frontage, maximum 35′ height / 300 SF face — existing 24′ pylon conforms and will be re-faced;
• Building signage up to 10% of each facade area — program uses ≈4%;
• Electronic message center permitted with limits on luminance and hold time — carried as a marketing option, not in budget.

All district standards, ratios, and calculations on this page are fictional and for demonstration only; no real municipal code is quoted.

Demographic Snapshot

Radius Profile (Fictional, 2025 Estimates)

Small-Bay Supply Metrics — 3-Mile Trade Area (Fictional)

The demographic profile matches the tenant base observed across the fictional Kestrel Bay portfolio: a dense, fast-growing, renter-weighted population ringed by trade-contractor establishments, with daytime population more than triple the residential base — evidence of the commercial activity that drives weekday small-bay utilization. Household growth of 1.6–2.1% annually across all three rings compounds the per-capita supply deficit quantified in Section 5 even before any establishment growth is credited.

All demographic estimates on this page are fictional figures invented for demonstration; they are not census data and correspond to no real geography.

Offer Instructions & Data Room Index

Deal Team (Fictional)

Submission Mechanics

• Offers by email to the lead contact with all team members copied, subject line “Harborline Building — Offer — [Purchaser Name]”;
• Letter-of-intent format acceptable; Seller’s form PSA (data room folder 01) governs final documentation;
• Confidentiality agreement must remain in effect; offers may not be conditioned on exclusivity prior to Seller countersignature.

Data Room Index (Fictional — dataroom.meridiancapadv.example/harborline)

Data room access is granted upon execution of the confidentiality agreement. All contacts, addresses, and the data room itself are fictional.

Pro-Forma Assumptions & Methodology

Stated Assumptions (Sponsor Case)

1. Basis of presentation. Fiscal years ending August 31. Year 1 comprises the seven-month conversion (November 2026 – May 2027) plus five operating months; Year 2 is the stabilization year. All figures nominal dollars.
2. Revenue. Small-bay scheduled revenue of $2,146,497 at the Year 2 blended rate of $32.38/SF on 66,300 NRSF; office/flex $137,025 at $15.75/SF on 8,700 SF; other income $42,630 per the Section 4 program detail. Year 1 revenue reflects the lease-up ramp (38% committed at CO; 72% at FYE 1). Growth of 3.0% annually from Year 3.
3. Vacancy & concessions. No separate vacancy line in Year 1 (embedded in ramp); 10.0% of GPR thereafter. Concessions and credit loss of 12.0% (Year 1), 4.5% (Year 2), 3.0% (Year 3 onward).
4. Operating expenses. Per the Section 4 schedule: CAM $44,400; insurance $31,200 (portfolio blanket basis — Appendix C); real estate taxes $136,000 stepping to $186,000 upon projected reassessment, +4.0% annually; management 6.0% of EGI; payroll $99,000 (2.0 FTE); IT $25,000; marketing $85,000 stepping to $65,000; utilities $106,000 (Appendix F). Non-tax expenses grow 3.0% annually.
5. Capital. Conversion budget of $2,900,000 per Section 3; no replacement-reserve, structural-reserve, or re-leasing capital deducted from NOI in any year.
6. Yield conventions. Yield on total capitalization equals NOI divided by $13,700,000 (price plus conversion budget); closing costs, financing costs, fees, and construction-period carry (aggregate $960,600 in the page 12 sources & uses) are excluded from the denominator.
7. Valuation references. Implied stabilized value applies a 6.25% capitalization rate to Year 2 NOI; the industrial fallback applies $11.50/SF NNN, 95% occupancy, 3% management, and $0.10/SF non-recoverables to the existing envelope.
8. Exclusions. Yard/vehicle storage income, holdover license income, suite utility recoveries, and any tax-protest savings are excluded (upside); financing effects are excluded from NOI.

Methodology & Limitations

The pro-forma is the sponsor’s marketing case: it is built from the fictional comparable evidence in Section 6, the fictional competitive survey in Section 5, and the operating benchmarks of the fictional Kestrel Bay portfolio, and it is presented without underwriting adjustment, sensitivity haircut, or reserve. It assumes the conversion is completed on schedule and budget, that lease-up follows the stated ramp, that the projected reassessment outcome is achieved, and that blanket insurance pricing remains available. Purchasers and their lenders should apply their own vacancy, expense, tax, insurance, and contingency adjustments; the sensitivity grid on page 15 illustrates the arithmetic consequences of lower occupancy and rates but is not a substitute for independent underwriting.