$243.5 Million UCC Disposition | Pledge of Equity Interests | Interests in Mixed-Use | New York, NY

UCC PUBLIC SALE NOTICE

PLEASE TAKE NOTICE that Newmark Group, Inc., on behalf of PARLEX 14 FINCO, LLC, as lead lender

(together with its successors and assigns, “Secured Party”), offers for sale at public auction on Monday,

February 8, 2027, at 9:00 a.m. (prevailing Eastern Time), at the offices of Gibson, Dunn & Crutcher LLP,

200 Park Avenue, New York, New York 10166, and also via videoconference for remote participation, in

connection with a Uniform Commercial Code sale, 100% of the limited partner interests in Terminal Fee

Owner LP, a Delaware limited partnership, and 100% of the limited liability company interests in Terminal Fee

Owner GP LLC, a Delaware limited liability company (collectively, the “Interests”), together with all related

collateral pledged under the Pledge Agreement (as defined below). Terminal Fee Owner LP is the owner

of the real property commonly known as Terminal Stores, 261 Eleventh Avenue, New York, New York (the

“Premises”). The Interests are owned by Terminal Mezz I LP, a Delaware limited partnership (“Pledgor”),

and are pledged to Secured Party under that certain Senior Mezzanine Pledge and Security Agreement,

dated as of July 23, 2021 (the “Pledge Agreement”), to secure a senior mezzanine loan in the maximum

principal amount of $243,597,750.00.

The Interests and related collateral (collectively, the “Collateral”) will be offered as a single lot, “as is, where

is,” with all faults, and without any representation, warranty or recourse of any kind made by Secured Party

or any person acting for or on behalf of Secured Party, without any recourse whatsoever to Secured Party,

Secured Party’s affiliates, direct and indirect holders of equity in Secured Party, directors, officers, agents,

or employees of Secured Party or its affiliates or equity holders, or any other person acting for or on behalf

of Secured Party or its affiliates or equity holders. The Premises are encumbered by a mortgage loan that

matured on October 9, 2026 and is in default. The Collateral will be sold subject to such mortgage loan and

to an intercreditor agreement which, among other things, conditions any purchaser’s acquisition on the

satisfaction of specified requirements, including the cure of all monetary defaults under such mortgage

loan. The sale is subject to the Terms of Sale, which contain specific requirements that each prospective

bidder must satisfy in order to bid, including the delivery of an initial deposit of $2,500,000.00 and other

qualification materials prior to the bid deadline of 5:00 p.m. (prevailing Eastern Time) on Thursday, February

4, 2027.

The sale of the Collateral will be subject to all applicable third-party consents and regulatory and other

governmental approvals, if any, as well as the terms of sale prepared by Secured Party. Without limitation

to the foregoing, please take notice that there are specific requirements for any prospective bidder in

connection with bidding on the Collateral. Each bidder must make its own inquiry regarding the Collateral

and the ability to qualify as a Qualified Equity Holder under the intercreditor agreement. The winning

bidder shall be responsible for the payment of all transfer taxes, stamp duties, and similar taxes incurred

in connection with the purchase of the Collateral.

Secured Party reserves the right to (i) credit bid, (ii) reject any bid if Secured Party determines, in its sole and

absolute discretion, that such bid was made by a participant that is not a Qualified Bidder (as defined in the

Terms of Sale), (iii) accept a lower bid if the bid is on terms that Secured Party determines is more favorable

or is from a bidder that, in Secured Party’s determination, offers a more certain likelihood of execution, (iv)

terminate or adjourn the sale to another date and time, and (v) impose any other commercially reasonable

conditions upon the sale of the Collateral as Secured Party may deem proper.

Each prospective bidder (other than Secured Party or its affiliates, nominees or designees) will further

be required to represent in writing to Secured Party, among other things, that such bidder (a) is acquiring

the Collateral for investment purposes, solely for the purchaser’s own account and not with a view to

distribution or resale of the Collateral; (b) is an accredited investor within the meaning of the applicable

securities laws; (c) has sufficient knowledge and experience in financial and business matters so as to

be capable of evaluating the merits and risks of investment and has sufficient financial means to afford

the risk of investment in the Collateral; (d) will not resell or otherwise hypothecate the Collateral without

a valid registration under applicable federal or state laws, including, without limitation, the Securities Act

of 1933, as amended (the “Securities Act”), or an available exemption therefrom; provided that Secured

Party reserves the right to impose such other limitations or conditions in connection with the sale of the

Collateral as Secured Party deems necessary or advisable in order to comply with the Securities Act or any

other applicable law; (e) is not an Embargoed Person (as defined in the Terms of Sale); (f) is not capitalized

with a Crowd Funding Structure (as defined in the Terms of Sale); and (g) will purchase the Collateral in

compliance with all applicable federal and state laws. Meeting any requirements of the foregoing shall be

at the sole responsibility, risk, cost, and expense of a prospective bidder.

Further information concerning the Collateral, the Terms of Sale and the requirements for bidding may be

obtained by contacting Newmark Group, Inc. (“Newmark”), 125 Park Avenue, New York, New York 10017,

Attention: Brock Cannon, Executive Managing Director (brock.cannon@nmrk.com), telephone: (212) 372-2066.