Property Information Sheet 17000 South Old Sonoita Highway,...

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Property Information Sheet – 17000 South Old Sonoita Highway, Vail, AZ – 10/12/13

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AUCTION INFORMATION

THE AUCTION: On November 26, 2013, Hilco Real Estate Auctions will auction The Andrada Ranch, a 271 deeded acre ranch with proven water resources & 16,237 acres of a 10 year Arizona State Trust Land Department Grazing Lease, located just 40 minutes east of Tucson International Airport at 17000 South Old Sonoita Highway, Vail, Arizona.

THE OFFERING: The property will be offered via a Sealed Bid Auction allowing the bidders to bid their price on this fully operational, one of a kind ranch. The offering includes the land, buildings, improvements, infrastructure, and equipment associated with operating the ranch. The offering also includes the Seller’s 10-year Arizona State Land Department Grazing lease that represents 16,237 scenic acres adjacent to the headquarters’ deeded acreage, numerous water reservoirs, ponds and tanks, three strong working corrals and roadways for easy access. Bids must be placed on the Purchase and Sale Agreement contained in the Bidder’s Information Packet and in compliance with the Terms of Sale.

AUCTION DATE & LOCATION: Sealed Bids are due on November 26th, 2013 by 5:00 pm Central Time, delivered to the offices of Hilco Real Estate Auctions, 5 Revere Drive, Suite 206, Northbrook, IL 60062. Attention: Andrada Ranch Project Manager.

BIDDING PROCEDURE: The property is being offered for sale using the sealed bid sale format. All bids must conform to the Purchase and Sale Agreement form supplied in the Bidder’s Information Packet.

The submission of a bid must include an initial deposit equal to five (5%) percent of the Total Purchase Price. These funds may be sent with the offer in the form of a cashier’s or certified check made payable to First American Title Insurance Company, as Escrow Agent, or by wire transfer directly to the Escrow Agent’s escrow account as described in the Purchase and Sale Agreement. The Seller may direct the Escrow Agent to deposit checks in a non-interest bearing escrow account during the seven (7) day consideration period.

The initial deposit for the prevailing Bidder will be held in escrow until closing. This initial deposit must be increased to ten percent (10%) of the Total Purchase Price within three (3) business days following the Seller’s acceptance of the bid and execution of the Agreement.

PROPERTY INSPECTIONS:

The first inspection is scheduled for:

Friday, November 1st

Please call for an appointment and the dates for future site inspections by contacting the Project Manager at (847) 418-2700 or via email to [email protected].

Bidders and their experts (e.g., contractors, property managers, engineers, architects, financial advisors, etc.) are invited to inspect the property, review and obtain pertinent property information, and speak with auction representatives about the auction process. Copies of the Bidder’s Information Packet, containing due diligence information, will be available at this time.

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BIDDER’S INFORMATION PACKET:

A detailed Bidder’s Information Packet is available for the property, containing property specific information, such as survey, Phase I environmental site assessment, title commitment, water report, water quality testing, hydrology reports, conservations maps, topography maps, zoning information, detailed information on the grazing lease acreage, an explanation of the auction process and the Terms of Sale and more. The purchase of the packet is required to bid and will be available at all viewing opportunities for $50 ($75 for a print version) or by contacting the Project Manager at (847) 418-2700. The purchase of a Bidder’s Information Packet is requirement in order to submit a bid at the auction. Please complete the Bidder’s Information Packet Order Form at the end of this sheet, then send the completed form by email to [email protected] or send via fax to 847-714-1289. Once your form has been received and processed, depending on the version you have selected, you will either receive an emailed link providing access to the online data room, or you will receive a hard copy of the Packet shipped via FedEx to the address you provided.

LOCATION:

Tucson, which is sometimes referred to as “The Old Pueblo” is the second largest city in Arizona behind Phoenix, which both anchor the Arizona Sun Corridor -- aptly named as it receives an incredible 350 days of sunshine each year. This near perfect weather provides for year round enjoyment of the area’s many attractions, premier golf courses, an extensive art and cultural background, world-class accommodations and spas, and a burgeoning culinary and nightlife scene. The entrance to the Andrada Ranch itself is situated five miles south of exit 281 from I-10 only 40 minutes east of the Tucson International Airport, nestled in the foothills of the Empire Mountains near the Coronado National Forest. The main house at the Ranch Headquarters sits at an elevation of approximately 3,750 feet, providing an exceptional climate for year-round living, ranching and recreation. The entire property reaches an elevation of some 4,500 feet, offering panoramic views of the Tucson city lights and the Empire, Catalina and Rincon Mountains, year round westerly breezes, fantastic horseback riding and an excellent A-rated school system and 30 minutes from the University of Arizona. The University of Arizona, the state’s first institution of higher education, had a total enrollment of 39,086 students in 2010. The university includes the University of Arizona’s College of Medicine, one of three medical schools in the state, and the only MD-granting medical school. The university has also been labeled one of the "Public Ivies," a publicly funded university considered as providing a quality of education comparable to those of the Ivy League.

mailto:[email protected]

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PROPERTY SPECIFICATIONS:

OVERVIEW OF PROPERTY AND IMPROVEMENTS

Location: Located in the Empire/Fagan Valley, east of Tucson, Arizona, in Pima

County.

Acreage/Headquarters: 271 +/- deeded acres

Grazing Leasehold: 16,237-acre State of Arizona Grazing Lease 05-84 Grazing lease acreage allowing carrying of 253 animal units (Cow with calf being 1, bull being 1)

Water supplies: Deeded acres served by:

Natural “Davidson Spring” and storage facilities Completed well and storage facility Water rights, stock ponds, tanks and reservoirs

Soils: See Arizona Geological Survey mapping

Headquarters Building/Improvements:

Upper Headquarters (main house)

Annex (complete reconstruction 1987-1988)

Old House (complete reconstruction 2006-2007)

Pool House with concrete swimming pool and water movement system

1,500-gallon galvanized water storage tank, cement rectangular cistern over

horizontal well outlet, pump house, electrical system

Two-vehicle carport with storage room

Rear lawn underground watering system

Above ground 1,000-gallon propane storage tank

Lower Headquarters

Foreman’s House (various improvement dates)

“Bunkhouse” including 2013 renovation, apartment, four-car carport,

‘Commissary’/storage room, supply room, extra living quarters

Laundry building

Four large stall areas (served by water tanks) and storage rooms for tack and for

tools/supplies

Owner’s tack room, tool storage room, Foreman’s tack room, repair/work area

Hay Barn & vehicle/supply storage room

Extensive corrals, arenas, cattle/horse scale, cutting/separating areas, circular

training/round pen

Ventilated pellet storage facility

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Storage building

Chain link dog/animal run

Above ground 1,000-gallon propane storage tank to serve Foreman’s House

Above ground 250-gallon propane storage tank to serve apartment

On bluff over lower headquarters

Water Well with pump, pressure tank, external hose bibs, electrical panel, night

lighting, 15,000-gallon galvanized water storage tank (18’ diameter x 8’ high) on

steel rimmed gravel bed

Grazing Leasehold Improvements:

Three working corrals:

Lake Pasture off of State Rte. 83: steel pipe and sucker rod, concrete based

Across Lake and Middle Pastures fence line: combination railroad tie/T-post

North of Sahuarita Road: combination railroad tie/T-post

Right, title and interest of Seller in and to interior and exterior fencing shared with

adjacent owner for interior fencing. Approx. 30 miles, 1/3 interior and 2/3rds exterior.

Stock tanks/traps, reservoirs and water interests per records of Arizona Department of

Water Resources.

Concrete troughs (3) – constructed to maximize coverage for cattle grazing (capacity for

each c. 1,000-gallon)

Utilities: Power: Electric and propane gas

Water: Domestic and ranch uses

Septic (4): Areas for Annex, Old House, Foreman’s House and

Bunkhouse west apartment

Tucson Active Management Area: The property is part of the Tucson Active Management

Area, which was established to aggressively manage the

state’s finite groundwater resources to support the

growing economy. For more information, please visit

www.azwater.gov/AzDWR/WaterManagement/AMAs/

(Headquarters location Section 19, T17S, R17E)

Flood Zone: Approx. 232 acres in Zone X (moderate/low risk) Approx. 44.46 acres in Zone A (high risk) Pima County Riparian Habitat: Approx. 56.07 acres “important riparian area” “Xeroiparian B” areas: approx. 5.98 acres and approx.

2.23 acres Important Riparian Areas (“IRA”) Underlying Riparian Classification: “Hydromesoriparian” or “Mesoriparian H” areas: “Xeroriparian B” areas:

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Approx. 8.19 acres, approx. 6.58 acres, approx. 1.06 acres and approx. 0.81 acres

Please check the Pima County Habitat Ordinance and

Classifications as part of the Sonoran Desert Conservation Plan.

Zoning: RH (Rural Homestead Zone: low-density residential;

limited condition conditional commercial usage:

Agricultural

Assessor’s Tax Parcel numbers: Deeded acreage: Book 306, Map 15, Parcel 0580 2013 Pima County Real Estate taxes $5,937.29 (Agricultural use) Pima County Personal Property Taxes: State Code

#13013030183-1 and 13013093022-5 2013 Pima County Personal property taxes $4,307.55 and

$22.46 respectively Building/Area Measurements: Upper Headquarters (Main House) Annex/Breezeway/Old House See builder/architects drawings in Bidder’s Information

Packet Carport: 26’ x 30’9” including storage room for c. 25’ x 4’6” Pool House: Overall 16’2” x 8’2” (divided into three interior rooms) Swimming pool/concrete/ With water system: Approx. 36.6’ x 16.5’ – shallow and graduating to ‘deep’

end, step arrangement and metal ladder for ingress/egress (Not currently in use)

Water storage tank, cistern and pump house: At Davidson spring head

Rear lawn underground Sprinkler System: Manually operated

Lower Headquarters

Foreman’s house

Master Bedroom: 14’10” x 9’4”

Master Bedroom bath: 9’4” x 10’8”

Second Bedroom: 12’ x 13’

Enclosed/windowed/ Sewing area/3rd Bedroom: 7’ x 16’8” (Enclosed end of porch)

Hallway Bedroom: 5’5” x 6’6”

Living room: 13’ x 18’8”

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Dining room: 12’ x 11’11’

Kitchen: 11’10” x 12’1”

Screened porch: 7’ x c30’

Utility room for hot water heater: c. 3’x3’

Bunkhouse West Apartment

Master Bedroom: 11’4” x 12’2”

Master Bedroom closet: 5’4” x 2’

Second Bedroom: 12’ x 12’2”

Second Bedroom walk-in: 7’6” x 4’4”

Living room: 14’4” x 16’2” with wall heater and fireplace

Bathroom: 8’3” x 5’

Kitchen: 11’6” x 10’6” (excl. recess for water heater) Additional Apartment Features:

Rooftop evaporative cooler

Venetian blinds

Screened porch

Outside bricked sitting area/adjacent carport parking

Lawn areas/rose bushes, west area of c. 70’ x 33’ – area fenced Bunkhouse carport: c. 29’3” x 23’5” plus 13’4” x 12’8” Bunkhouse supply room: 10’ x 13’ Bunkhouse Commissary: 10’6” x 15’6” plus 7’1” x 4’6” Bunkhouse East Apartment/Office: 10’ x 11’4” plus entry 5’1” x 3’8” with shower area (4’ x 9’) Open/covered stalls: Approx. 1 stall W 21’ x 75’, 3 stalls at 27’ x 75’ Tack, tool, repair areas (covered): Overall approx. 84’ x 20’ Owner’s tack room: 9’8” x 13’ Tool room: 9’ x 12’ Foreman’s tack room: 9’ x 9’10” Work/repair shop area: 19.5’ x 33’ Hay barn/overall: Approx. 21’ x 87’ Hay barn/East storage room: 12’ x 21’ Hay barn equipment/feed storage room: Approx. 11’ x 15’ Hay barn hay storage: 24’ x 66’ Feed/pellet storage facility/ Closed air: Approx. 8’ x 9’, capacity c. 10-tons, normal usage 5-tons Laundry building:

Wash house 9’10” x 10’6”

Cooler vault 9’5” x 6’4” Other storage building: Approx. 9’ x 9’

(Note: Some longer distances on buildings/area measurements were paced off. References to “c.” and “Approx.” indicate estimated measurements that are reasonably accurate.) DISCLAIMER: Seller hereby specifically disclaims any warranty, guaranty, or representation, oral or written, past, present, or future of, as to, any factual information such as property dimensions, square footage, or sketches shown to Bidder or set forth herein are or may be approximate, and Bidder has the right to inspect and verify the facts and information prior to the submission of a bid. No liability for any inaccuracies, errors or omissions is assumed by the Seller, the broker, or their agents.

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MAPS

Note: The below map is for illustration purposes only and is not an exact depiction of the deeded acre property lines or the grazing acre property lines. A survey of the 271 deeded acres is available in the Bidder’s Information Packet.

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PICTURES

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ADDITIONAL AUCTION INFORMATION

OFFERING METHOD: This property will be sold via sealed bid auction. See the Purchase and Sale Agreement in the Bidder’s Information Packet and the terms of sale at the end of this document for more information.

BUYER’S PREMIUM: A Buyer’s Premium will be charged to the successful buyer at the auction. The Buyer’s Premium is equal to ten (10%) of the bid price. This amount is added to the bid price and together equals the Total Purchase Price.

CERTIFIED FUNDS OR WIRE TRANSFERRED FUNDS ARE REQUIRED: Certified funds in the amount equal to five (5%) percent of the Total Purchase Price as an initial down payment must be submitted with your bid or sent via wire transfer directly to the Escrow Agent’s escrow account, as described in the Purchase and Sale Agreement. The Seller may direct the Escrow Agent to deposit checks in a non-interest bearing escrow account during the seven (7) day consideration period. Checks are to be made payable to First American Title Insurance Company, as Escrow Agent. No third party checks will be accepted. Upon the Seller's acceptance of the Purchase and Sale Agreement, the check will be deposited as earnest money as provided in the Purchase and Sale Agreement.

STANDARD CLOSING DATE: The Standard Closing Date shall be on or before 45 days from the date of Seller Acceptance.

POSSESSION: Possession will be delivered either at Closing or subject to the terms of the Purchase and Sale Agreement. See the Bidder’s Information Packet for details.

AUCTION INFORMATION CENTER: Representatives of Hilco Real Estate Auctions, LLC can be reached at our Auction Information Center, to answer your questions, satisfy requests for information, and assist you in any other way possible. PLEASE DO NOT HESITATE TO CALL US AT ANY TIME WE CAN BE OF HELP. We have found that the most successful method of answering technical questions (which may require research) is for you to email ([email protected]) or fax the questions to us. We can then research them and can usually respond either immediately or within a few hours. The Seller has requested that neither brokers, nor prospective bidders, contact the Seller directly.

Telephone (847) 418-2700 I Fax (847) 897-0826

Alan R. Kravets, Licensed AZ Broker 847.504.3268 [email protected]

Jeff Azuse 847.418.2703 [email protected]

PROPERTY CONDITION: The property is being sold on an "AS-IS, WHERE-IS" basis. We invite you and your experts (such as inspectors, property managers, contractors, engineers, environmental, hydrology) to inspect the property. We will provide several viewings to allow you sufficient time to investigate the site,



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review and obtain all pertinent property information, and speak with auction representatives about the auction process.

TITLE: The Purchase and Sale Agreement describes the condition of title to be delivered at closing. A list of Permitted Title Exceptions is included in the Bidder's Information Packet.

AGENCY DISCLOSURE: Hilco Real Estate Auctions, LLC in Cooperation with Alan R. Kravets, Licensed Arizona Broker, and all other licensees employed by or associated with the Broker and Auctioneer represent the Seller in the sale of this property.

DISCLAIMER: TO THE EXTENT THERE ARE ANY INCONSISTENCIES BETWEEN THE INFORMATION CONTAINED HEREIN AND ANY INFORMATION CONTAINED IN OTHER MARKETING MATERIALS; THE INFORMATION IN THE BIDDER'S INFORMATION PACKET SHALL PREVAIL. HOWEVER, NOTWITHSTANDING THE ABOVE, THE PURCHASE AND SALE AGREEMENT SHALL GOVERN AND PREVAIL WITH REGARD TO THE TERMS AND CONDITIONS OF THE SALE OR DISPUTES WITH RESPECT TO THE PROPERTY.

EQUAL HOUSING: We are pledged to the letter and spirit of U.S. policy for the achievement of equal housing opportunity throughout the nation. We encourage and support an affirmative advertising and marketing program in which there are no barriers to obtaining housing because of race, color, religion, sex, handicap, status or national origin.

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TERMS OF SALE

BIDDING: This is a sealed bid auction. To bid in the auction, your written bid must be delivered to Hilco Real Estate, LLC and received by 5:00 p.m. Central Time, on November 26, 2013. Bids are to be sent to the Andrada Ranch Project Manager, Hilco Real Estate Auctions, LLC, 5 Revere Drive, Suite 320, Northbrook, Illinois 60062. Bids that are received after the deadline may not be eligible for consideration and may be returned to the sender unopened.

DOCUMENTS AVAILABLE: A Bidder's Information Packet (Packet), available in our virtual deal room, has been assembled and includes property specific information, such as survey, Phase I environmental site assessment, title commitment, water report, water quality testing, hydrology reports, conservations maps, topography maps, zoning information, detailed information on the grazing lease acreage, an explanation of the auction process, Terms of Sale and more. Access to the Virtual Deal Room is available by filling out the order form and signing the Confidentiality Agreement at the bottom and returning it to us via email ([email protected]) or fax (847-897-0826). Access is required to participate in the auction. Seller, Seller’s Broker and Auctioneer shall not be liable for any inaccuracy contained in any reports furnished to buyers originating from third party experts.

ATTORNEY REVIEW: We recommend all bidders have the Purchase and Sale Agreement (“the Agreement”) and the Bidder's Packet reviewed by the bidder’s attorney prior to bidding. The terms of this sale are governed by the terms of the Purchase and Sale Agreement and if there is any conflict between these “Terms of Sale” or any other materials oral or written and such Purchase and Sale Agreement, the terms of the Agreement shall in all instances prevail.

AUCTION PROCEDURE REQUIREMENTS FOR PLACING BIDS: All bids must conform to the Agreement form supplied in the Bidder’s Information Packet. Any bid submitted that does not conform must include proof that the bidder has the prior written consent of the Seller for the bid's non-conforming elements. Any proposed modifications shall be submitted through Seller’s Broker for approval by the Seller. The deadline for a bidder's submission of proposed non-conforming modifications to the Agreement shall be six business days prior to the auction bid deadline. The Seller’s Broker will respond with the Seller’s acceptance or rejection of the proposed modification no later than three business days prior to the auction bid deadline. The submission of the bid must include a cashier’s check or wire transfer directly to the escrow agent in the amount equal to five (5%) percent of the Total Purchase Price as initial down payment and be made payable to the Escrow Agent listed in the Agreement contained in the Bidder’s Information Packet. The initial down payment shall be held by the Escrow Agent during the consideration period and then, either be returned to the bidder in the case the bid was not accepted or it will become the initial earnest money for the Bidder whose bid is accepted. The Seller may direct the Escrow Agent to deposit checks in a non-interest bearing escrow account during the seven (7) day consideration period. The initial down payment must be increased to ten percent (10%) of the Total Purchase Price within three (3) business days following the Seller’s acceptance of the bid.

BID CONSIDERATION: Bids will be given priority on the sole discretion of the Seller based on the following criteria.

1. Bids that are conforming to the terms and conditions of the Agreement.

2. Seller has a preference for a non-contingent offer.

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3. Highest purchase price.

4. Bids which have financial information reflecting the ability to close.

Seller agrees that no negotiations shall take place with parties other than the participants of the sealed bid program during the Bid Consideration Period. Seller reserves the right to reject a bid, notwithstanding that a particular bid is for the highest purchase price among the bids received for the property and meets the terms and conditions of the bid package. Seller reserves the right, in their sole and absolute discretion, to accept a bid, reject any and all bids, counter or request best and final bids on all bids submitted, or ask the bidders to participate in a runoff auction.

BID AWARD: All bids are subject to Seller acceptance within seven (7) days of the bid due date, the Bid Consideration Period. Bids must remain irrevocable by the bidder during this time. All bidders will be notified of the Seller’s decision in writing, with notice delivered by email, facsimile, overnight carrier, personal delivery or certified mail. Failure to notify the bidder within seven (7) days does not constitute acceptance by the Seller, but converts the bid to a revocable offer.

CLOSING DATE: The Standard Closing Date shall be on or before 45-Days from Seller’s Acceptance.

BUYER'S PREMIUM: All auction Bidders shall pay a Buyer‘s Premium equal to ten percent (10%) of the high bid price. This amount shall be added to the high bid and the sum will be the total purchase price in the Agreement.

INSPECTION: The property is being offered for sale in its existing condition subject to the terms of the Agreement. The Bidder may not rely upon any disclosures, representations or warranties other than those provided in the Agreement. We recommend you thoroughly inspect the property prior to the auction. Those inspecting the property assume all risk associated with any inspection.

SELLER’S AGENT: Hilco Real Estate, LLC, In Cooperation with Alan Kravets, Licensed Arizona Broker, and all licensees employed by or associated with Hilco Real Estate, LLC who are involved with this auction, represent the Seller in this real estate transaction.

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BUYER’S AGENT COMPENSATION:

The Seller will pay an approved buyer’s broker, upon closing, a fee equal to 2% (two percent) of the High Bid Price paid by his or her client. In order to be eligible for compensation, the buyer’s agent must hold an active real estate license in the state of Arizona, or possess a valid real estate license and act in conformance with the laws for paying a referral fee to an out of state broker as promulgated by the state of Arizona, and register the client by letter sent via email to [email protected] or overnight carrier to Hilco Real Estate, 5 Revere Drive, Suite 320, Northbrook, Illinois 60062, Attention: Andrada Ranch Project Manager, or hand delivered to a Hilco Real Estate representative during one of the viewings. The receipt of the letter by Hilco Real Estate will be acknowledged in writing. The letter must contain a signed acknowledgement of the Buyer’s Agency relationship by the client. This registration letter must be received before any inspection of the property by the client, and no later than four (4) business days prior to the Auction.

The Buyer’s Agent must register in person with the client during an onsite inspection. All registrations will be acknowledged in writing and the Buyer’s Agent must include the registration acknowledgment letter with the submission of the bid. No oral registrations will be accepted. No agency relationship will be recognized for a client who has previously contacted or been contacted by the Seller, or agents. Referral fees are based on the High Bid Price at Closing. If an Agent has not met all of these requirements, no compensation will be paid, even if the Agent’s client purchases the property.

The Seller and Auctioneer and their agents assume no liability for inaccuracies, errors or omissions in the auction marketing materials, including the Bidder’s Information Packet/Virtual Deal Room. ALL SQUARE FOOTAGE, DIMENSIONS, COMMON AREA CHARGES (IF, ANY), AND TAXES IN THIS AND OTHER MARKETING MATERIALS ARE APPROXIMATE. This offering may be withdrawn, modified or canceled without notice at any time. This is not a solicitation or offering to residents of any state where this offering is prohibited by law.

For additional Terms of Sale, see Purchase and Sale Agreement available at all inspections.


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BIDDER’S INFORMATION PACKET ORDER FORM

Complete Bidder's Information Packets (BIPs) can be obtained by filling out this form, executeing the Confidentiality Agreement below and send it by email to [email protected] or fax it to 847-897-0826. You will receive an email with access to download all the files online.

HILCO REAL ESTATE AUCTIONS, LLC

5 Revere Drive, Suite 206 Northbrook, IL 60062

847.418.2700 Fax 847.897.0826

Please type or print.

Quantity Property Name Cost of Each Total

The Andrada Ranch, Vail, AZ (ONLINE) $50.00

The Andrada Ranch, Vail, AZ (PRINT) $75.00

Shipping (if requesting a printed Packet) $25.00

Total

Note: If a print Packet is requested it will be sent by second day FedEx at a cost of $25.00 per packet, or can be picked up at an On-Site Inspection or at the Auction Information Center at the address above (please call first to make sure that the requested packet is on hand). If you include your Federal Express number we will charge the shipment to your account. However, we will not be responsible for the amount charged to your account. Please make checks payable to "Hilco Real Estate Auctions, LLC“.

Mailing Address Name Company Address City State Zip Code Telephone Email Address

Payment Method Cash Check Credit Card Visa/MasterCard/Am Express Acct. # Exp. Date Signature (by signing you authorize this transaction) __________________________________________

CONFIDENTIALITY AGREEMENT The undersigned states that they are requesting this information only for the purpose of evaluating the property for possible purchase and further states that they will not disclose the information in the Bidder’s Information Packet to anyone other than legal or financial advisors of the undersigned without the written consent of Seller.

Signature(s): Date:


Property Information Sheet 17000 South Old Sonoita Highway,...

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