Tennant, Ed

From: Bauer, Josh <jbauer2@prologis.com>

Sent: Saturday, February 18, 2023 12:21 PM
To: Brian Stachacz
Cc: Olvany, Sean
Subject: Re: Lyons Township High School District 204 Property Sale Update

Thank you. Have a nice weekend.

From: Brian Stachacz <bstachacz@d204.Iths.net>

Sent: Saturday, February 18, 2023 12:20:22 PM
To: Bauer, Josh <jbauer2@prologis.com>
Cc: Olvany, Sean <solvany@prologis.com>
Subject: Re: Lyons Township High School District 204 Property Sale Update

*EXTERNAL EMAIL*
CAUTION: This email originated from outside of Prologis. Do not click links or open attachments unless you recognize the sender and
know the content is safe.

Good Afternoon Josh,

We have received your offer of intent on the District 204 property. Our Board of Education is meeting on Tuesday of
next week and will be reviewing the offer in Closed Session during that meeting. Thank you and have a nice weekend.

Brian Stachacz
Director of Business Services/Treasurer
Lyons Township High School Dist. 204
(708) 579-6462

On Fri, Feb 17, 2023 at 11:05 PM Bauer, Josh <jbauer2 @prologis.com> wrote:

Brian — on behalf of Prologis, please find our revised offer attached.

Thank you,

Josh Bauer | VP, Investment Officer

6250 North River Rd, Ste 1100 | Rosemont | Illinois | 60018 | United States of America
Direct +1 (847) 292-3885 ibauer2 @prologis.com
www.prologis.com | Follow

=
The information transmitted, including any attachments, is intended only for the person or
entity to which it is addressed and may contain confidential and/or privileged material. Any
review, retransmission, dissemination or other use of, or taking of any action in reliance upon,
this information by persons or entities other than the intended recipient is prohibited, and all
liability arising therefrom is disclaimed. If you received this in error, please contact the sender
and delete the material from any computer.

From: Brian Stachacz <bstachacz@d204.Iths.net>

Sent: Thursday, January 26, 2023 2:25 PM
To: Bauer, Josh <jbauer2 @prologis.com>
Subject: Lyons Township High School District 204 Property Sale Update

*EXTERNAL EMAIL*

CAUTION: This email originated from outside of Prologis. Do not click links or open attachments unless you recognize the sender
and know the content is safe.

Good Afternoon Josh,

We are writing to notify you that on January 23«, the Lyons Township High School District 204 Board of
Education reviewed two bids for the sale of its +/- 70 acre property at 79» and Willow Springs Road in the
Village of Willow Springs. One bid was for $46.5 million and the second bid was for $55.0 million. Ultimately
the Board of Education rejected both bids because they did not conform to the Terms and Conditions of the
sale.

Despite the rejection of the bids, the Board of Education reaffirmed its desire to sell the property and is
interested in negotiating with a buyer to complete the sale. As a prospective buyer, we are notifying you of
this opportunity and hope that you have interest in pursuing the property.

For your review, we have attached a copy of the Terms and Conditions that were used during the bidding
process. The Board of Education prefers that these terms and conditions remain as part of the sale but is
willing to entertain modifications from a qualified buyer in order to progress the sale of this property. Please
be aware however, that the minimum price of $55.0 million is not an item that will be negotiated. Any
negotiated sale must include a sale price of at least $55.0 million without exception. Please ignore any
references to the Sealed Bid Process as that portion of the sales process has now passed.

If you have interest in purchasing the property, we strongly encourage you to submit a letter of intent by the
end of business on February 17, 2023. The letter of intent should include a proposed purchase price (no less
than $55.0 million) as well as any proposed changes to the terms and conditions. Letters of intent should be
emailed to Brian Stachacz, Director of Business Services at bstachacz@d204 Iths.net.

Should you have any questions, please do not hesitate to contact me at (708) 579-6462.
2
Brian Stachacz

Director of Business Services/Treasurer

Lyons Township High School Dist. 204

(708) 579-6462
Tennant, Ed

From: Bauer, Josh <jbauer2@prologis.com>

Sent: Thursday, January 26, 2023 2:47 PM
To: Brian Stachacz
Subject: RE: Lyons Township High School District 204 Property Sale Update

Hi Brian — confirming receipt. Please give me a call at your convenience on my cell. Thank you.

Joshua Bauer | VP, Investment Officer

6250 North River Rd, Ste 1100 | Rosemont blllingis | 60018 | United States of America
Direct +1 (847) 292-3885 | Mobile jbauer2@prologis.com
www.prologis.com | Follow us on L

From: Brian Stachacz <bstachacz@d204.Iths.net>

Sent: Thursday, January 26, 2023 2:25 PM
To: Bauer, Josh <jbauer2 @prologis.com>
Subject: Lyons Township High School District 204 Property Sale Update

*EXTERNAL EMAIL*
CAUTION: This email originated from outside of Prologis. Do not click links or open attachments unless you recognize the sender and
know the content is safe.

Good Afternoon Josh,

We are writing to notify you that on January 23«, the Lyons Township High School District 204 Board of
Education reviewed two bids for the sale of its +/- 70 acre property at 79" and Willow Springs Road in the
Village of Willow Springs. One bid was for $46.5 million and the second bid was for $55.0 million. Ultimately
the Board of Education rejected both bids because they did not conform to the Terms and Conditions of the
sale.

Despite the rejection of the bids, the Board of Education reaffirmed its desire to sell the property and is
interested in negotiating with a buyer to complete the sale. As a prospective buyer, we are notifying you of this
opportunity and hope that you have interest in pursuing the property.

For your review, we have attached a copy of the Terms and Conditions that were used during the bidding
process. The Board of Education prefers that these terms and conditions remain as part of the sale but is
willing to entertain modifications from a qualified buyer in order to progress the sale of this property. Please
be aware however, that the minimum price of $55.0 million is not an item that will be negotiated. Any
negotiated sale must include a sale price of at least $55.0 million without exception. Please ignore any
references to the Sealed Bid Process as that portion of the sales process has now passed.

If you have interest in purchasing the property, we strongly encourage you to submit a letter of intent by the
end of business on February 17, 2023. The letter of intent should include a proposed purchase price (no less
than $55.0 million) as well as any proposed changes to the terms and conditions. Letters of intent should be
emailed to Brian Stachacz, Director of Business Services at bstachacz@d204 Iths.net.

Should you have any questions, please do not hesitate to contact me at (708) 579-6462.

Brian Stachacz
Director of Business Services/Treasurer
Lyons Township High School Dist. 204
(708) 579-6462
Tennant, Ed

From: Brian Stachacz <bstachacz@d204.|ths.net>

Sent: Thursday, January 19, 2023 9:45 AM
To: Bauer, Josh
Subject: Re: Voicemail - Prologis, 7900 S. Willow Springs Road

Good Morning Josh,

| am around this morning and have time to discuss. When you have a moment, you can call me at the number
below. Thanks.

Brian Stachacz
Director of Business Services/Treasurer
Lyons Township High School Dist. 204
(708) 579-6462

On Wed, Jan 18, 2023 at 3:53 PM Bauer, Josh <jbauer2 @prologis.com> wrote:

Brian —| have been reading about Village’s reaction to the Bridge bid and the industrial use here. | have a couple of
ideas. Do you have some time to connect tomorrow?

Joshua Bauer | VP, Investment Officer

6250 North River Rd, Ste 110Q inais | 60018 | United States of America
Direct +1 (847) 292-3885 [ |Jibauer2@prologis.com
www.prologis.com | Follow

From: Bauer, Josh

Sent: Wednesday, January 11, 2023 2:17 PM
To: Brian Stachacz <bstachacz@d204.Iths.net>
Subject: RE: Voicemail - Prologis, 7900 S. Willow Springs Road

Brian —

Thank you for all your help over the last couple of days. | appreciate the opportunity to bid on this parcel of land. I will
continue to follow up with you over the next few months to see how Bridge is performing during their due diligence
period. | anticipate they'll discover that Willow Springs is requiring significant buffering from the school and alternative
land uses to industrial on the parcel which will impact their underwriting, thus if they look for a price reduction, please
contact me.

li
Josh

Joshua Bauer | VP, Investment Officer

6250 North River Rd, Ste 1100 | Rosemont | illinois | 60018 | United States of America
Direct +1 (847) 292-3885 | Mobileé1 Jbauer2@prologis.com
www.prologis.com | Follow us on Li

From: Brian Stachacz <bstachacz@d204.Iths.net>

Sent: Wednesday, January 11, 2023 8:46 AM
To: Bauer, Josh <jbauer2 @prologis.com>
Subject: Re: Voicemail - Prologis, 7900 S. Willow Springs Road

*EXTERNAL EMAIL*

CAUTION: This email originated from outside of Prologis. Do not click links or open attachments unless you recognize the sender
and know the content is safe.

Hi Josh,

As per the Terms and Conditions, a check needs to be submitted with your bid. Thanks.

Brian Stachacz

Director of Business Services/Treasurer

Lyons Township High School Dist. 204

(708) 579-6462

On Tue, Jan 10, 2023 at 6:23 PM Bauer, Josh <jbauer2 @prologis.com> wrote:

12
Brian - normally we would submit an escrow check to an escrow agent. Do you know who the escrow agent is we
should be submitting funds to? It’s possible that due to the fact that we just saw this today we cannot get the check by
tomorrow. We’d still like to submit an offer and can deliver funds later in the week if selected. We cut our checks from
Denver and it’s too late to overnight, but they are checking to see if we can get a cashiers check.

From: Brian Stachacz <bstachacz@d204.|ths.net>

Sent: Tuesday, January 10, 2023 4:25:33 PM
To: Bauer, Josh <jbauer2@prologis.com>
Subject: Re: Voicemail - Prologis, 7900 S. Willow Springs Road

*EXTERNAL EMAIL*

CAUTION: This email originated from outside of Prologis. Do not click links or open attachments unless you recognize the sender
and know the content is safe.

Hi Josh,

Thanks for reaching out and for the interest in our property. In response to your question regarding the refunding of
the earnest money, please read sections 6 (Feasibility) and 7 (Approval Period) on pages 4 and 5 of the Terms and
Conditions. THat should answer your question. Thank you.

Brian Stachacz

Director of Business Services/Treasurer

Lyons Township High School Dist. 204

(708) 579-6462

On Tue, Jan 10, 2023 at 3:48 PM Bauer, Josh <jbauer2 @prologis.com> wrote:

Hi Brian —

13
Thank you for thinking to include Prologis on the distribution list for the possible acquisition of the land located at
7900 S. Willow Springs Road. | am following up on my voicemail and looking for a bit of information in order to
determine if we should submit an offer for this property.

1. Has Willow Springs provided any type of feedback on land use that would indicate they are comfortable with
an industrial use here?
2. Is the school OK having an industrial use adjacent to the school? Note that Prologis will take measures to
screen / buffer our use from the school.
3. [know the document mentions a minimum bid of $55M. Based on current market conditions, we will not be
able to meet this asking price. Would you still like us to underwrite this opportunity and submit an offer, or
since we cannot get to $55M should we not spend the time underwriting it?

If you prefer to connect, | am best reached on my cell at

Thank you

Josh Bauer | VP, investment Officer

6250 North River Rd, Ste 1100 | Rosemo inais | 60018 | United States of America
Direct +1 (847) 292-3885 | Mobile £ | jbauer2@prologis.com
www.prologis.com | Follow us on Li

€*, PROLOGIS
Ahead of what's next
The information transmitted, including any attachments, is intended only for the person or
entity to which it is addressed and may contain confidential and/or privileged material. Any
review, retransmission, dissemination or other use of, or taking of any action in reliance upon,
this information by persons or entities other than the intended recipient is prohibited, and all
liability arising therefrom is disclaimed. If you received this in error, please contact the sender
and delete the material from any computer.

14
Tennant, Ed

From: Brian Stachacz <bstachacz@d204.Iths.net>

Sent: Thursday, January 26, 2023 2:12 PM
To: jpozerycki@bridgeindustrial.com
Subject: Lyons Township High School District 204 Property Sale Update
Attachments: Negotiated Sale Packet 1-24-2023.pdf

Good Afternoon Jonathan,

We are writing to notify you that on January 23, the Lyons Township High School District 204 Board of
Education reviewed two bids for the sale of its +/- 70 acre property at 79" and Willow Springs Road in the
Village of Willow Springs. One bid was for $46.5 million and the second bid was for $55.0 million. Ultimately
the Board of Education rejected both bids because they did not conform to the Terms and Conditions of the
sale.

Despite the rejection of the bids, the Board of Education reaffirmed its desire to sell the property and is
interested in negotiating with a buyer to complete the sale. As a prospective buyer, we are notifying you of this
opportunity and hope that you have interest in pursuing the property.

For your review, we have attached a copy of the Terms and Conditions that were used during the bidding
process. The Board of Education prefers that these terms and conditions remain as part of the sale but is
willing to entertain modifications from a qualified buyer in order to progress the sale of this property. Please
be aware however, that the minimum price of $55.0 million is not an item that will be negotiated. Any
negotiated sale must include a sale price of at least $55.0 million without exception. Please ignore any
references to the Sealed Bid Process as that portion of the sales process has now passed.

If you have interest in purchasing the property, we strongly encourage you to submit a letter of intent by the
end of business on February 17, 2023. The letter of intent should include a proposed purchase price (no less
than $55.0 million) as well as any proposed changes to the terms and conditions. Letters of intent should be
emailed to Brian Stachacz, Director of Business Services at bstachacz@d204 Iths.net.

Should you have any questions, please do not hesitate to contact me at (708) 579-6462.

Brian Stachacz
Director of Business Services/Treasurer
Lyons Township High School Dist. 204
(708) 579-6462
Tennant, Ed

From: Brian Stachacz <bstachacz@d204 iths.net>

Sent: Thursday, January 26, 2023 2:08 PM
To: sgroetsema@bridgeindustrial.com; jpozeryicki@bridgeindustrial.com
Subject: Lyons Township High School District 204 Property Sale Update
Attachments: Negotiated Sale Packet 1-24-2023.pdf

Good Afternoon Johathan and Steve,

We are writing to notify you that on January 23«, the Lyons Township High School District 204 Board of
Education reviewed two bids for the sale of its +/- 70 acre property at 79" and Willow Springs Road in the
Village of Willow Springs. One bid was for $46.5 million and the second bid was for $55.0 million. Ultimately
the Board of Education rejected both bids because they did not conform to the Terms and Conditions of the
sale.

Despite the rejection of the bids, the Board of Education reaffirmed its desire to sell the property and is
interested in negotiating with a buyer to complete the sale. As a prospective buyer, we are notifying you of this
opportunity and hope that you have interest in pursuing the property.

For your review, we have attached a copy of the Terms and Conditions that were used during the bidding
process. The Board of Education prefers that these terms and conditions remain as part of the sale but is
willing to entertain modifications from a qualified buyer in order to progress the sale of this property. Please
be aware however, that the minimum price of $55.0 million is not an item that will be negotiated. Any
negotiated sale must include a sale price of at least $55.0 million without exception. Please ignore any
references to the Sealed Bid Process as that portion of the sales process has now passed.

If you have interest in purchasing the property, we strongly encourage you to submit a letter of intent by the
end of business on February 17, 2023. The letter of intent should include a proposed purchase price (no less
than $55.0 million) as well as any proposed changes to the terms and conditions. Letters of intent should be
emailed to Brian Stachacz, Director of Business Services at bstachacz@d204.Iths.net.

Should you have any questions, please do not hesitate to contact me at (708) 579-6462.

Brian Stachacz
Director of Business Services/Treasurer
Lyons Township High Schoo! Dist. 204
(708) 579-6462
February 17, 2023

Mr. Brian Stachacz

Director of Business Services
Lyons Township High School District No. 204

Re: 7900 S. Willow Springs Road, Willow Springs, Illinois

Dear Brian:

I am prepared to recommend to Prologis’ Investment Committee consideration of a potential acquisition by

PROLOGIS, L.P. (“Buyer”) as outlined below:

1. Seller: Lyons Township High School District No. 204

2. Property Description: 7900 S. Willow Springs Road, Willow Springs, Illinois is an approximately 70-
acre site (the “Property”).

3. Purchase Price: $60,525,000 all-cash at closing.

4. Timetable for Due Diligence and Closing: The following outlines our proposed timetable for the
transaction, which reflects the terms and conditions in the resolution approving the land sale:

a. Feasibility Period: Three-hundred and sixty (360) days commencing on the mutual execution
of a Purchase Agreement. Seller shall deliver all documents necessary for Buyer to commence
its due diligence as outlined in the Purchase Agreement. Such documents include:

a. All leases and service agreements affecting the property,

b. Operating statements for the current year and prior year, if applicable
c. Seller’s existing survey, if any,
d. Seller’s third-party reports regarding the Property, and
e. Other items reasonably requested by Buyer.

Seller shall also cause the Title Company to deliver a preliminary title report and underlying
documents to Buyer.

b. Approval Period: In the event, the Purchaser has not terminated the Agreement during the
Feasibility Period, Purchaser shall be granted the right to extend the Feasibility Period
(“Government Approvals Period”) by an additional one-hundred and eighty (180) days for the
sole purpose of obtaining any necessary Governmental Approvals, including but not limited
to approval of a Class 6b tax abatement by Cook County.

c. Closing shall be 15 days following the expiration of the Approval period.

5. Earnest Money: Escrow and title shall be provided by Land Services USA, One South Church Street
– Suite 300, West Chester PA 19382 (“Title Company”). Within 3 business days after the execution
of the Purchase Agreement, Buyer shall deposit into escrow with the Title Company cash in the amount
of $500,000 (“Earnest Money Deposit”). In the event Buyer does not terminate the Purchase
Agreement on or prior to the end of the Feasibility Period, $100,000 of the Earnest Money will become
 Page 2 of 4

non-refundable except as otherwise set forth in the Purchase Agreement. At the expiration of the
Approval Period, the remaining $400,000 shall become non-refundable.

6. Purchase & Sale Agreement: Buyer shall deliver a draft Purchase and Sale Agreement to Seller
within 5 business days following full execution of this letter.

7. Closing Costs: Seller shall pay for all transfer and excise taxes, base title insurance premium and ½
of escrow charges. Buyer shall pay for extended title coverage and endorsements, and ½ of escrow
charges. Buyer may, at its own expense, update any existing survey delivered by Seller or obtain a new
survey. Each of Buyer and Seller are responsible for its legal fees. All other closing costs shall be
allocated between Buyer and Seller in accordance with local custom as determined by the escrow
officer.

8. Commission: Neither Seller nor Buyer has dealt with any brokers or agents.

9. Confidentiality: This letter, any future discussions, agreements, or contracts between Buyer, Seller,
or the parties’ agents will be kept confidential by Buyer and Seller.

10. 1031 Exchange: Each party may structure the transaction as a 1031 exchange, and the other party
shall cooperate, at no cost, with such 1031 exchange, including executing documents typically required
by a title company or other qualified intermediary.

11. Expiration: This letter shall expire on February 25, 2023

12. Non-Binding Letter: With the exception of the Confidentiality paragraph, all proposed terms
contained herein are preliminary and shall not be binding until both parties have executed a Purchase
Agreement.

SELLER AND BUYER ACKNOWLEDGE THAT THE TERMS AND CONDITION SET
FORTH IN THIS LETTER ARE NOT BINDING ON EITHER SELLER OR BUYER, UNTIL
THE PARTIES ENTER INTO A PURCHASE AGREEMENT CONTAINING SUCH TERMS
AND CONDITIONS. BUYER AND SELLER WAIVE ANY AND ALL RIGHTS TO FILE SUIT
TO ENFORCE THE TERMS OF THIS LETTER, OTHER THAN THE CONFIDENTIALITY
PROVISION IN SECTION 10 ABOVE. THIS PROVISION SHALL REMAIN IN FULL FORCE
AND EFFECT UNTIL BUYER AND SELLER HAVE EXECUTED A PURCHASE
AGREEMENT, WHICH BUYER AND SELLER ACKNOWLEDGE MAY NOT OCCUR.

321 N Clark St, Suite 2625 | Chicago | Illinois | 60654

 Page 3 of 4

We look forward to working with you on this transaction. If I can answer any questions on the enclosed,
please let me know.

Sincerely,

Prologis, L.P., a Delaware limited partnership

By: Prologis, Inc.
Its: General Partner

By:
Name: Josh Bauer
Title: Vice President – Investment Officer

Agreed and Accepted as of ________, 2023:

SELLER:
Lyons Township High School District No. 204

By:
Its:

321 N Clark St, Suite 2625 | Chicago | Illinois | 60654