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Completed Equity
Retail
Safeway & CVS Retail Center
Prunedale, CA
INVESTMENT STRATEGY
Value-Add
INVESTMENT TYPE
Equity
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100% funded
Offered By U.S. Realty / JG Managment / Zenda
16.7%* TARGET IRR 15.0%-18.0%
8.0%* TARGET AVG CASH ON CASH
* TARGET EQUITY MULTIPLE
Estimated Hold Period 3 to 5 years
Estimated First Distribution
*Please carefully review the Disclaimers section below, including regarding Sponsor’s assumptions and target returns
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U.S. Realty / JG Managment / Zenda

In the acquisition of the Prune Tree Shopping Center, Realty Mogul will be partnering with established real estate players in the market, specifically, JG Management Inc, US Realty Partners and Zenda Properties. The property was put under contract by U.S. Realty Partners & JG Management Inc.  All four companies, U.S. Realty Partners, JG Management, Zenda Properties and Realty Mogul will play an active role in the asset management of the property.  While U.S. Realty Partners and JG Management will oversee the day-to-day operations, Realty Mogul and Zenda Properties will actively participate as Co-Owners. The Co-Owners will enter into an Operating Agreement pursuant to which U.S. Realty Partners & JG Management Inc. will act as the local Managing Partner handling all day-to-day operations and will be required to report regularly to Zenda Properties and Realty Mogul. All four entities will perform full asset management function and will be required to consent to all major decisions including the decision to sell or refinance the property.

U.S. Realty Partners ("USRP") is a real estate investment company specializing in the acquisition, asset management, development and redevelopment of high quality retail properties located in strategic metropolitan areas of the western United States.

USRP focuses on anchored retail properties in markets with strong demographics, high barriers to entry, and achieve competitive risk adjusted returns for our investors and partners. Their team takes pride in our vast shopping center experience, extensive market knowledge, disciplined underwriting and excellent history of efficient execution.

JG Management ("JGM") is a Los Angeles-based commercial real estate and asset management firm established in 1983 with a focus on investing in shopping centers, medical and general office buildings, flex office, hotels and single-user buildings nationwide. JGM is a closely held private company that provides high quality services in the areas of finance, leasing, property management, accounting and construction management. Their strong track record results from many years of experience, sound management decisions and long-term relationships with major financial institutions, brokers, tenants, vendors and investors. They continue to maintain our professional relationships through regular involvement in the International Council of Shopping Centers (ICSC).

JG Management's current portfolio consists of four million square feet of commercial real estate that spans across seven states, including over 660 hotel rooms. 

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Zenda Properties ("Zenda"), based in Montreal, Quebec, was formed by Gerald Levy in 1992. Gerald Levy is also a lawyer, licensed to practice in both the province of Quebec and the state of Arizona. Over the last twenty years, Zenda has earned a successful track record in all facets of commercial office, retail and industrial real estate development and management.  Mr. Levy has over 30 years of experience as owner, manager and advisor, both in Canada and the United States. 

Zenda was formed to invest in and manage real estate in its own name, with partners and with investors. They have developed extensive expertise in establishing and managing co-investment relationships.  

Zenda has the experience and acumen required to deal with the cyclical nature of the real estate market. Whether the issue is a potential investment or finding a solution to an existing real estate problem, Zenda has the necessary hands-on expertise and tools to take the right course of action.  The experience gained as owners, developers, investors, lawyers, managers and consultants gives Zenda a unique perspective and a broader viewpoint of real estate issues and opportunities. 

http://usrpartners.com/
  • Jay Kerner - CEO of U.S. Realty Partners
  • Greg Greenstein - President of JG Management
  • Gerald Levy - President of Zenda Properties
  • William Levy - Vice President of Zenda Properties
Jay Kerner - CEO of U.S. Realty Partners

Jay Kerner is the CEO of U.S. Realty Partners, a regional commercial real estate operating company and consulting firm focused on high quality properties in California and Arizona. He has over twenty seven years of experience in the acquisition, operation, development, leasing and management of retail, multi-family, office and mixed use properties.

Mr. Kerner was formerly Regional Director of Capital and Counties, U.S.A., a privately held real estate investment trust with 2.5 million square feet of retail, office, multi-family and mixed use properties organized as a subsidiary of Capital Shopping Centre Group, London (a publicly traded FTSE 100 company; CSCG.L). In addition to his duties overseeing acquisitions, dispositions, financing, and operations, he was a key executive involved in the sale of the company to Equity One (NYSE; EQY) in 2011 for more than $600 million. Prior to that, he was Senior Director of Acquisitions for Federal Realty Investment Trust, a public REIT with more than 19 million square feet of high quality mixed use and retail properties in the best markets in the U.S. (NYSE: FRT). Mr. Kerner was also President of Kerner Management and Investments, a regional shopping center operator and developer, for more than 10 years. Over his career, he has been personally involved in more than $1 billion in commercial real estate projects.

Mr. Kerner is a graduate of UCLA with a degree in Business & Economics. He is a member of the International Council of Shopping Centers and has served as a speaker at past events. In addition, his is a licensed California Real Estate Broker and General Contractor. Mr. Kerner is also the author of Chasing Yield: an Individual Investor’s Guide to Passive Commercial Real Estate Investments.

Greg Greenstein - President of JG Management
Greg Greenstein has over 31 years of experience in the acquisition, development, operation, leasing and management of commercial properties including shopping centers, medical buildings, office buildings, industrial properties, hotels and marinas. Mr. Greenstein is the President of JG Management Co., Inc., a privately held real estate investment firm providing asset and property management services. JG Management specializes in acquisition, development and management of retail centers, office buildings, industrial centers, hotels and several varieties of single user properties throughout the United States, currently consisting of over 4 million square feet. 
Gerald Levy - President of Zenda Properties
Gerald E. Levy is an attorney licensed to practice in the Province of Quebec and in the State of Arizona.  Gerry has been practicing law in Quebec and Arizona, specializing in real estate, since 1977. Gerry moved from Tucson, Arizona to Montreal, Quebec in 1986 and joined Canderel Ltd., a real estate development company, as Legal Counsel and Vice-President responsible for the administration of its Montreal operations. In 1992, Gerry began to provide consulting expertise to various individuals and corporations and other professionals in the field of real estate, marketing and general business administration. In addition, Gerry created several partnerships to acquire, develop and manage real estate projects in the United States and Canada.
William Levy - Vice President of Zenda Properties
William graduated with a Bachelor of Commerce from McGill University in 1999. He spent much of the next 3 years working part-time for Zenda assisting in the creation of Zenda Properties G.P. and aiding in the acquisition of Zenda’s first properties. In 2003, William graduated from York University’s Schulich School of Business with an M.B.A. specializing in Real Estate Finance and Investment. In January 2004, William joined Zenda on a full-time basis as the company’s Financial Analyst. Since 1999, William has been intricately involved in all aspects of real estate investing and ownership, including acquisitions, development, property management, and dispositions. During that time Zenda has bought, developed, managed, and sold almost $100 million of commercial real estate.
Track Record

Business Plan
Property

At A Glance

Investment Strategy: Buy and Hold
Hold Period: 3-5 years
Total Project Budget: $16,875,000
Property Type: Retail
Gross Leaseable Area: 133,600 square feet
Distributions to Realty Mogul 9, LLC 8% preferred return with excess cash flow and appreciation shared 70/30

Investment Details

U.S. Realty Partners, JG Management and Zenda ("USRP",  "JGM" and "Zenda") plan to acquire and reposition Prune Tree Shopping Center, a 133,600 square feet, Safeway, CVS, and McDonald’s anchored center located at the gateway of the Monterey Peninsula at the northeast corner of Vera Canyon Road and US-101 in Prunedale, California. The investment represents a unique opportunity to acquire the dominant shopping center in the trade area anchored by Safeway with 2012 sales of nearly $21 million or $585 psf and CVS with 2012 sales of $6.9 million or $319 psf on its floor space. The property features significant value-add potential with in-place occupancy at 75% and an active Safeway proposal to lease a currently vacant pad on-site for a Safeway gas station.

Realty Mogul investors are being afforded the opportunity to invest in Realty Mogul 9, LLC.  Realty Mogul 9, LLC, will be making an investment in another LLC which will hold title to the Prune Tree Shopping Center at 17533-17643 Vierra Canyon Road in Prunedale, CA 93907.

The managers of USRP and JGM will handle all aspects of the investment including acquiring the property, completing a strategic repositioning and lease-up program, and ultimately selling the asset. They will be responsible for negotiating lease renewals for Safeway and CVS, working to add a fuel pad for Safeway, and leasing up the remaining vacant space with a dedicated local leasing agent and focused property management team. USRP, JGM, Zenda and Realty Mogul plan on holding the property for 3-5 years before exiting the investment, but the hold period may be longer or shorter. Realty Mogul investors have the opportunity to participate as equity stakeholders and earn a share of the cash-flow and appreciation. Investors can expect to receive quarterly updates and quarterly distributions, with the first distribution expected in month 4 after the purchase of the property.   

Prune Tree Shopping Center represents a unique opportunity to invest in the dominant shopping center in the trade area anchored by two investment grade tenants with historically strong sales. The property has existing, in-place cash flow while also offering investors value-add potential through a concentrated repositioning and lease-up program.

Investment Highlights

  • Significant Upside with Improving Market Fundamentals: Prune Tree Shopping Center provides the opportunity to substantially increase cash flow through the lease-up of vacant space in the strengthening Monterey retail market.  The current sellers have been inefficiently managing the property as it is the smallest property in their portfolio, gets little attention, and they do not have local leasing and management.  Under new ownership, Prune Tree Shopping Center is well-positioned to capture the recovery in the Monterey retail market.  Currently 75% leased, Prune Tree Shopping Center has below market occupancy which is averaging 93.8% (6.2% vacancy) for shopping centers across the region. The Monterey County shopping center submarket has had a robust recovery, absorbing over 123,000 square feet and vacancy tightening from 8% at the end of the third quarter of 2012 to 6.2% at the end of the second quarter of 2013, a 23% improvement in under a year. In addition, rental rates have increased 12% year-over-year from $1.29 NNN/square feet/month at the end of the second quarter of 2012 to $1.44 NNN/square feet/month at the end of the second quarter of 2013. 
  • Supermarket and Pharmacy Anchors with Historically Strong Sales: The Safeway and CVS anchored center provides a recession resistant “daily needs” draw to the property for the benefit of all tenants. Safeway had 2012 sales of nearly $21 million ($585 psf), an increase of nearly $660,000 from the already robust 2011 sales of $20.2 million ($560 psf). The strong sales at this Safeway equates to an exceptional 2.1% occupancy cost based on 2012 sales. CVS had 2012 sales of $6.9 million ($319 psf on retail space or $218 psf of total gross leasable area), an increase of nearly $300,000 from 2011 sales of $6.5 million ($306 psf on retail space or $209 psf on total gross leasable area). In addition, 10,000 square feet of the 31,500 sf CVS gross leasable area is used as the regional distribution center that serves their regional stores within Salinas and the Monterey peninsula. On the 2012 sales revenue, this CVS has a healthy occupancy cost of 3.5% on retail space or 5.1% on total gross leasable area.
  • Major National Retailers with Investment Grade Tenancy: Prune Tree Shopping Center is currently 75% leased to a diverse tenant base, including two investment grade anchor tenants - Safeway (S&P: BBB) occupying 27% of gross leasable area and CVS Pharmacy (S&P: BBB+) occupying 24% of gross leasable area. Also among the tenant roster are several well-known national name brands including: Starbucks (S&P: A-), Subway, Verizon Wireless, Autozone (S&P: BBB), and McDonald’s (Ground Lease S&P: A).  Starbucks has been a tenant at Prune Tree Center for over 10 years. It has indicated that it is interested in moving from its current in-line location to a pad location with a drive thru within the center if such an opportunity becomes available. In addition, Both Subway and McDonald’s have been tenants at Prune Tree Center since 1989.
  • Existing Tenant Anchor Expansion: Safeway has indicated interest in leasing a vacant pad site on the property for the construction of a Safeway gas station. This would be structured as a long term ground lease (20+ years), with Safeway responsible for obtaining approvals and entitlements, as well as the costs of construction for the station. With this proposal along with the strong sales and low occupancy cost at this location, the sponsor is confident that Safeway will execute on their 5-year extension option over the initial lease term expiration at the end of May 2014.
  • Unparalleled Location and Access: Prune Tree Shopping Center is strategically located along Highway-101 at the northeast corner of Vierra Canyon Road at the interchange of Highway-101 and Highway-156. These two thoroughfares feature strong daily traffic volume, with over 83,700 cars per day along Highway-101 and 28,000 cars per day along Highway-156. In addition to this, the property features a pylon sign visible from the freeway and 675 feet of frontage along Highway-101, ensuring tenants receive maximum exposure. A 4-way signalized interchange also allows passing traffic easy access to the property.
  • Dominant Grocery-Anchored Shopping Center in Trade Area: The Safeway at Prune Tree Shopping Center is the only competitive grocery in the trade area, with the closest national grocers located six miles to the south in Salinas. The only competitive grocer in the immediate trade area is Super Max Discount Foods, which is not a direct competitor with Safeway.
  • Strong Sponsorship: U.S. Realty Partners, JG Management, Zenda and Realty Mogul will be co-sponsoring this transaction. U.S. Realty Partners is a regional real estate investment company specializing in the acquisition, asset management, development and redevelopment of high quality retail properties located in strategic metropolitan areas of the western United States. Jay Kerner is the CEO of U.S. Realty Partners and a co-sponsor in this investment. Mr. Kerner has over 29 years of experience in the acquisition, operation, development, leasing and management of retail, multi-family, office and mixed-use properties. Over his career, he has been personally involved in more than $1 billion in commercial real estate projects. JG Management is a Los Angeles-based commercial real estate and asset management firm established in 1983 with a focus on investing in shopping centers, medical and general office buildings, flex office, hotels and single-user buildings nationwide. JG Management's current portfolio consists of four million square feet of commercial real estate that spans across seven states.  Zenda is a Montreal, Quebec based real estate investment firm founded in 1992 by Gerald Levy.  The firm has over 30 years of experience in real estate investing, including experience gained as owners, developers, investors, lawyers, managers and consultants.

Risks and Risk Mitigation*

  • Anchor Tenant Renewal: A risk associated with this transaction is in renewing the existing anchor tenant leases. The leases for Safeway and CVS both expire in May 2014, and the inability to renew these leases would cause a significant decrease in occupancy. This risk is mitigated by the fact that both tenants have very strong sales and low operating cost ratios. Furthermore, in on-going dialogue between the sponsors and anchor tenants, Safeway and CVS have indicated strong interest that they intend to renew their lease. Safeway has also submitted a proposal to lease additional space for a fuel pad (gas station) at the vacant drive-through pad building, which will be a topic of discussion in the on-going renewal negotiation.
  • Lease-up of Vacant Space: Given that the retail center is currently 75% leased, there is a risk that the vacant space will be difficult to lease. The low occupancy can be mainly attributed to the fact that the previous owner did not have local leasing and management. USRP and JGM will partially mitigate this risk by utilizing a dedicated local leasing agent and a focused property management team.
  • Nearby Construction: Caltrans and the Transportation Agency of Monterey County ("TAMC") have proposed a two-phase infrastructure improvement project in the area around Highway-156 and US-101 in Prunedale proximate to the retail center. The purpose of this project is to improve traffic flow on both a local and regional basis. There are two ongoing proposals under consideration - one proposal is to widen Highway-156 to a four lane divided highway and add two new interchanges; the other proposal is to improve the interchange between Highway-156 and US-101 just southwest of the retail center and add a frontage road. The proposed highway construction could potentially increase traffic congestion in the area and limit the accessibility of the center to customers. Furthermore, the McDonalds pad building could be impacted and forced to relocate to make room for the potential highway widening work. The earliest proposed date to start construction is not until 2016, more than two years into the investment period and after the majority of the leasing and re-positioning work has been completed. Furthermore, there is currently no funding for the $250 million project, and it will likely be delayed past the 2016 start date due to lack of funding. 
  • Environmental Risk: The property site was formerly rural land that was potentially used as a poultry farm until the shopping center was constructed. After the retail center was completed, a dry cleaning facility and small wastewater treatment plant were also documented uses on the site. This environmental risk is partially mitigated by the successful completion of a Phase I Environmental Site Assessment ("ESA") and a Phase II ESA, both which identified no evidence of recognized environmental conditions. In addition, the Monterey County Department of Health issued a "No Further Action" letter, which further mitigates risk of any additional environmental damage.
  • Fuel Station: The Valero fuel station that is located adjacent to and below Prune Tree Shopping Center abandoned their old septic system and installed a new drip dispersal system. Valero recently sent two letters claiming that irrigation and storm water runoff from Prune Tree Shopping Center was saturating their system and causing it to work improperly. Engineering consultants have reviewed the matter and concluded that Valero's claims are unfounded and that their issues are unrelated to Prune Tree Shopping Center. 

*The above is not intended to be a full discussion of all the risks of this investment. Please see the Risk Factors in the Investor Document Package for a discussion of additional risks.

Property Details

Address: 17533-17643 Vierra Canyon Road
Prunedale, California 93907
Year Built: 1989
Current Occupancy: 75.0%
Net Rentable Area: 133,600 square feet
Parking: 570 spaces or approximately 4.3 spaces per 1,000 square feet of leaseable area
Street Frontage: 675 feet of frontage along Highway-101 and 900 feet along Vierra Canyon Road
Daily Traffic Count Highway-101 at Vierra Canyon Road: 83,700
Highway-156 at Highway-101; 28,000
Total: 111,700
Current Rent Roll
TENANT NAME SQUARE FOOTAGE CURRENTLY LEASED
Safeway 35,722
CVS Pharmacy 31,472
Normas Restaurant 4,488
McDonald's 4,313
Auto Zone 3,381
Coldwell Banker America 3,032
J.V. Liquor & Deli 2,668
Panda Garden 2,127
Starbucks 1,425
Verizon Wireless 1,340
Diggity's 1,290
Cottage & Castle Real 1,279
Master Cleaners 1,226
Sunshine Donuts 1,206
Subway 1,072
All About Me Tan 1,039
The Income Statement 1,026
All The Right Steps 1,009
Nails Art 1,005

Prune Tree Shopping Center was built in 1989 and is the dominant grocery-anchored shopping center in the area.  The Safeway at Prune Tree Shopping Center is the only competitive grocery in the trade area, with the closest national grocers located 6 miles to the south in Salinas. The only competitive grocer in the immediate trade area is Super Max Discount Foods, which is not a direct competitor with Safeway.

The property features a pylon sign visible from the freeway and 675 feet of frontage along Highway-101 and a 4-way signalized interchange for easy access to the property. 

The retail buildings are woodframed structures with load-bearing, steel columns which support the upper floors and roofs. The exterior walls are finished with painted wood siding, and portions of the exterior walls are accented with stone masonry or concrete masonry units. The primary roofs are classified as flat roofs. The roofs are finished with an elastomeric, roofing membrane and insulated with fiberglass batts. The secondary roofs are classified as a sloped roofs and are finished with asphalt composition shingles over asphalt-saturated paper. These sections of roof are not insulated and have sheet metal flashing elements.

Location

Prune Tree Shopping Center is strategically located at the interchange at Highway-101 (83,700 cars/day) and Highway-156 (28,000 cars/day), the main arterial in and out of the Monterey Peninsula. The property enjoys excellent visibility and accessibility from Highway-101 as well as from Vierra Canyon Road.

Monterey County Overview

Covering 46 square miles, Prunedale is approximately 18 miles north of the Monterey Peninsula, 35 miles south of Santa Cruz, and 10 miles north of Salinas. Monterey County is situated on the California Pacific coastline almost at its midpoint, 106 miles south of San Francisco and approximately 241 miles north of Los Angeles with a population of 431,892. The county encompasses 3,322 square miles (or 2,127,359 acres), with almost 100 miles of coastline — the largest amount of coastline in California. Monterey County is bounded by Santa Cruz County to the north, San Benito County to the east, San Luis Obispo County to the south, while on the west lies the Pacific Ocean. The beautiful coastline, including Big Sur, California Highway and 17-mile drive on the Monterey Peninsula has made the county world famous.

The county has a population of approximately 430,000, with a majority of the populous congregated in the northern part of the county along the Monterey Peninsula and in Salinas. The unemployment rate stood at 9.8% as of Q4 2012 and the average household income is $77,903, 11% above the national average of $69,637. Monterey County has an extremely robust leisure and hospitality industry, and is home to some of the world’s most famous golf courses including Pebble Beach and Cypress Point. In addition, the county is home to Big Sur, a popular tourist destination where the Santa Lucia Mountains rise abruptly from the Pacific Ocean. The region stretches south from Monterey Peninsula 90 miles, and is one of the nation’s most spectacular coastlines.

  • Leisure and hospitality, which includes the arts, recreation, entertainment, accommodations and food service, brings in approximately $1.8 billion in annual revenue for Monterey County and accounts for approximately 12% of the county’s total workforce.
  • Agriculture is the largest industry in the county and accounts for approximately 27% of all employment and totals $3.8 billion in annual county revenue.

Monterey County has recently experienced a significant decline in the county’s unemployment rate. From Q4 2010 to Q4 2012, unemployment fell significantly by 32%, indicating a major, positive shift in this economy. As of Q4 2012, the unemployment rate stood at 9.8%.

Monterey County Retail Overview

The Monterey County retail market is comprised of approximately 18 million square feet and encompasses the submarkets of Carmel/Pebble Beach, Marina/Seaside, Monterey, North Monterey County, Pacific Grove, Salinas, Soledad, and South Monterey County. 

The Monterey County retail market is experiencing significant growth as vacancy rates have dropped and average asking rates have risen. As of Q4 2012, shopping center vacancy within Monterey County was at 6.1%, down from 6.7% in Q3 2012, reflecting 38,456 square feet of positive net absorption over that period. The current average asking rate stands at $16.79 (NNN) per square foot, per year, which is a 7.0% increase over the county’s average rate of $15.65 (NNN) per square foot, per year as of Q4 2011.

  • As of Q4 2012, the North County region of Monterey County had the lowest vacancy of 4.6% compared with the South County at 5.9% and the Central County at 13.8%. In addition, the North County’s average asking rate was $19.32 (NNN) per square foot, per year as of Q4 2012, which was 13% above the average for the entire county.
  • Prune Tree Center is located in the North Monterey County retail market, which is made up of approximately 3 million square feet of space. North Monterey makes up approximately 17% of the entire retail market in Monterey County.
  • North Monterey county has seen a recent rise in retail rental rates with a 20% increase occurring between Q2 2011 and Q4 2012. As of Q4 2012, the average asking rent was $19.10 (NNN) per square foot, per year. 

Located in North Monterey County, Prune Tree Center is well positioned to take advantage of the growth in the economy and the associated increase in retail rental rates.

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