CALL FOR OFFERS

2535 Midway Drive, San Diego, CA 92110-9992

To: Prospective Purchasers

From: Blake Mirkin, Executive Vice President, CBRE, Inc.

Subj: Sale of 2535 Midway Drive, San Diego, CA 92110-9992

Date: October 10, 2014

The Offering

The United State Postal Service (USPS), having made the decision to offer for sale its facility located at

2535 Midway Drive, San Diego, CA 92110-9992, is now requesting that prospective purchasers submit

their offers no later than 5:00 PM PST on Wednesday, October 22, 2014. Please find the Offering

Memorandum and the Recorded Parcel Map (Parcel 2) under the DOWNLOADS tab for this property on

www.uspspropertiesforsale.com (from the Home Page, please select “Building”, then filter by “State”

and scroll down to 2535 Midway Drive). This property consists of 15.681 acres and is located in the

Midway/Pacific Highway District of the Greater Point Loma Area. The property is improved with a 3-

story, +/- 436,000 SF mail processing facility and a +/- 22,000 SF vehicle maintenance facility. The

property is currently zoned IP-2-1. The Property will be delivered vacant on the Closing Date, which may

not occur prior to January 15, 2015.

The Process

The USPS has retained CBRE, Inc. as its exclusive representative for the sale of this asset. The Call-for-

Offers time and date are currently set as 5:00 PM PST on Wednesday, October 22, 2014. It is

anticipated that as part of the evaluation of this round of offers there would be a period of

approximately ten (10) days for Questions & Answers, discussions for clarification of responses, and

conversations related to the following: a) Offeror’s history of development in the area; b) Offeror’s

plans for the property; and c) how Offeror’s plans relate to required due diligence time frames. After

the evaluation of this round of offers, a Best & Final Round of Offers may take place, with further

discussions and clarifications to occur as necessary for the USPS evaluation process. If a Call for Best &

Final Offers is required, a time and date for those offers will be set forth. Negotiations may continue

until the USPS identifies one Offeror whose terms and conditions offer the maximum benefits to the

USPS. The USPS reserves the right to reject all offers for the Property.

All offers and correspondence should be sent to:

Blake Mirkin Executive Vice President CBRE, Inc. 1840 Century Park East, 9th Floor Los Angeles, CA 90067 Phone: (310) 550-2562 Email: blake.mirkin@cbre.com

The Transaction Structure

This is the sale of the fee simple interest in the Property. The goal of the USPS is to have the Property

under contract in early December, 2014, with a Closing during the last two weeks in January, 2015.

Possession of the Property will be given at Closing, at which time the USPS will have vacated the

Property.

Transaction Documents

Offerors’ Proposals – The Offerors are asked to focus on the objectives of the USPS in the sale of this

asset. The primary objectives of the USPS include: highest possible price for the asset, shortest due

diligence period, and the shortest closing period (but not prior to 1/15/15).

Agreement of Purchase and Sale – The USPS will use its standard Agreement of Purchase and Sale.

Important clauses in the Agreement of Purchase and Sale

4.3 AS-IS WHERE-IS Purchase. Buyer acknowledges that Buyer has inspected the Property and any

improvements, and that Buyer agrees to purchase the Property in its AS-IS, WHERE-IS condition WITH

ALL FAULTS, whether or not specifically raised herein or by attachment, without recourse, liability, or

indemnification of any type from USPS. In no event shall the Purchase Price be reduced or the sale

rescinded if the Property fails to correspond to the standard expected, or if Buyer's costs associated with

its study and/or use of the Property exceed projections.

5.7 Costs. Buyer and USPS shall share the Closing Agent’s fees equally. In the event of a

termination, if there are fees due the Closing Agent, Buyer's share of such fees shall be deducted from

any refund of the Deposit under ¶¶ 3.2, 6.11 or by attachment hereto. Buyer agrees that USPS is not

responsible for any other costs related to this transaction, including, without limitation, title evidence

and costs, property surveys, insurance of any kind, taxes, recording fees and stamps, or environmental

assessments, which costs shall not be credited towards the purchase price.

6.9.3 No Specific Performance. Under no circumstances shall Buyer be entitled to specific performance of this Agreement.

Brokerage

Offerors will be responsible for any fees/commissions due to their representatives/brokers. By

submitting a proposal, each Offeror shall indemnify and hold the USPS and CBRE, Inc. harmless from all

claims, liabilities, and costs arising from any claim for brokerage commissions, finder’s fees, or other

remuneration relating to the transaction contemplated herein.

Disclaimers

No cooperating brokerage commission shall be paid by the USPS or CBRE. Buyer's Broker, if any, shall

seek commission compensation from the Buyer only.

The USPS expressly reserves the right, at its sole discretion, to reject any or all expressions of interest or

offers to purchase the property (the “Property”), and/or terminate discussions with any entity at any

time with or without notice. The USPS shall have no legal commitment or obligation to any entity

reviewing the marketing materials or making an offer to purchase the Property unless and until written

agreement(s) for the purchase of the Property have been fully executed, delivered and approved by the

USPS, and any conditions to the USPS's obligations have been satisfied or waived.

CBRE, Inc. operates within a global family of companies with many subsidiaries and/or related entities

(each an "Affiliate") engaging in a broad range of commercial real estate businesses including, but not

limited to, brokerage services, property and facilities management, valuation, investment fund

management and development. At times different Affiliates may represent various clients with

competing interests in the same transaction. For example, this information may be received by our

Affiliates, including CBRE Investors, Inc. or Trammell Crow Company. Those, or other, Affiliates may

express an interest in the Property described and may submit an offer to purchase the Property and may

be the successful bidder for the Property. You hereby acknowledge that possibility and agree that

neither CBRE, Inc. nor any involved Affiliate will have any obligation to disclose to you the involvement

of any Affiliate in the sale or purchase of the Property. In all instances, however, CBRE, Inc. will act in the

best interest of the client(s) it represents in the transaction and will not act in concert with or otherwise

conduct its business in a way that benefits any Affiliate to the detriment of any other offeror or

prospective offeror, but rather will conduct its business in a manner consistent with the law and any

fiduciary duties owed to the client(s) it represents in the transaction.

The information pertaining to the Property does not purport to be a representation of the state of

affairs of the Property or to be all-inclusive or to contain all or part of the information which prospective

purchasers may require to evaluate a purchase of real property. All financial projections and information

are provided for general reference purposes only and are based on assumptions relating to the general

economy, market conditions, competition and other factors beyond the control of the USPS and CBRE,

Inc. Therefore, all projections, assumptions and other information provided and made are subject to

material variation. All references to acreages, square footages, and other measurements are

approximations. Interested parties are expected to review all information and other documents of

whatever nature independently and not rely on any other information provided.

Neither the USPS or CBRE, Inc., nor any of their respective directors, officers, Affiliates or

representatives make any representation or warranty, expressed or implied, as to the accuracy or

completeness of this information or any of its contents, and no legal commitment or obligation shall

arise by reason of your receipt of this information or use of its contents; and you are to rely solely on

your investigations and inspections of the Property in evaluating a possible purchase of the real property.