LEGAL NOTICE

BRIEF SYNOPSIS OF THE

DETERMINATION AND FINDINGS OF THE CITY OF OLEAN COMMON COUNCIL ADOPTED PURSUANT TO SECTION 204 OF THE NEW YORK EMINENT DOMAIN PROCEDURE LAW FOR THE

ACQUISITION OF

CERTAIN REAL

PROPERTY RIGHTS AND/ OR INTERESTS CONSISTING OF THE NARROWED

PROPOSED

INTERESTS (AS DEFINED BELOW) OF THE NARROWED INTEREST HOLDERS (AS DEFINED BELOW) ALL IN CONNECTION WITH THE PROJECT (AS DEFINED BELOW) LOCATED IN THE CITY OF OLEAN, CATTARAUGUS COUNTY, NEW YORK

The following is a brief synopsis of the Determination and Findings adopted by the City of Olean Common Council (“City Council”) on January 13, 2026 pursuant to Section 204 of the Eminent Domain Procedure Law (“EDPL”) (collectively the “D&F”) for the Project (as defined herein). Reference is made to the D&F for complete details thereof and such D&F are incorporated herein by reference and made a part hereof. Copies of the D&F will be forwarded without charge upon written request to the City of Olean, c/o Community Development Program Coordinator, Olean Municipal Building, 101 East State Street, Olean, New York 14760.

Overview and

Background

Olean Town Centre LLC, for itself and on behalf of its affiliates (collectively, the “Company”), is the owner of certain parcels and improvements that comprise the predominantly vacant and deteriorating shopping center known as the Olean Center Mall (hereinafter, the “Mall Facility” or “Mall”), located in the City of Olean (“City’). The Mall Facility totals approximately 26.68 acres and includes: (a) approximately 17.89 acres located at 400 N. Union Street (identifiable by Tax ID No.: 94.057-3-13), which parcel comprises the southwestern end of the Mall Facility; (b) approximately 8.65 acres located at 420 N. Union Street (identifiable by Tax ID No.: 94.057-3-13./2), which parcel comprises the southern center portion of the Mall Facility; and (c) approximately 0.14 acres located at 450 N. Union Street (identifiable by Tax ID No.: 94.057-3-13./3), which is a commercial lot near to and northwest of the Mall Facility.

The Company has leases with: (a) J.C. Penney Corporation (“JCPenney”), with regard to a portion of the

improvements and adjoining parking fields located at 400 N. Union Street, for use as a JCPenney department store adjoining the southwestern end of the Mall Facility and related uses (collectively, the “JCPenney Space”); and (b) and Kohl’s Illinois, Inc. (“Kohl’s”), with regard to a portion of the improvements and adjoining parking fields located at 420 N. Union Street, for use as a Kohl’s department store adjoining the southern center portion of the Mall Facility and related uses (collectively, the “Kohl’s Space”). The Company also has a lease with KeyBank of NY, N.A./KeyCorp/Key Bank National

Association (“KeyBank”), with regard to the land and adjoining parking fields located at 450 N. Union Street (the “KeyBank Lease”), for use as a KeyBank branch building near to and northwest of the Mall Facility and related uses (collectively, the “KeyBank Space”). JCPenney, Kohl’s, and KeyBank, including any of their respective successors and/or assigns, are collectively

referred to as the “Originally Designated Interest Holders.” JCPenney and Kohl’s are collectively referred to as the “Narrowed Designated Interest Holders” or the “Narrowed Interest Holders.”

Additionally, the three leases identified above are collectively referred to as the “Original Tenant Leases,” whereas the leases with JCPenney and Kohl’s are collectively referred to as the “Narrowed Tenant Leases.” The term “Project Site” herein will collectively refer to the Mall Facility, including, but not limited to, the JCPenney Space, the Kohl’s Space, and the KeyBank Space.

On March 20, 2025, the Company received authorization from the City Council for the City to provide assistance in regard to a certain Project

(collectively, the “Project”), consisting of the City Council’s commencement of the process under the

EDPL for the “acquisition” (as such quoted term is defined in the EDPL and used herein) of the Originally Proposed Interests (as defined below) of the Originally Designated Interest Holders, pursuant to the EDPL, as necessary to facilitate the

Redevelopment (as defined below). The Originally Proposed Interests are the “real property” (as such quoted term is defined in the EDPL and used herein) rights and/or interests of the Originally Proposed Interest Holders as defined in Exhibit D to the Public Hearing (defined below) which is duplicated as Schedule 1 to the D&F.

The City Council determines to authorize the City’s exercise of its eminent domain authority for the acquisition of all or a portion of certain real property rights and/or interests of the Narrowed Interest Holders, at once or in stages, as follows: (A) the specific rights and/or interests of the Narrowed Interest Holders under the Narrowed Tenant Leases identified by the Company in Section A(1)-(2) of Exhibit D to the Public Hearing (defined herein); and (B) any rights and/or interests of the

Narrowed Interest Holders that could inhibit redevelopment of the Project Site into something other than a traditional retail mall (collectively, the “Narrowed Proposed Interests”), all in connection with the Redevelopment (defined

below). The Narrowed Proposed

interests are more fully defined in Schedule 2 to the D&F.

The Redevelopment, collectively, consists of the productive reuse, redevelopment, and overall enhancement, as the case may be, by the Company of the predominantly vacant and underutilized Project Site and any and all related parking realignments, parking improvements, infrastructure, or site improvements or modifications necessary therefor at the Project Site, contemporaneously or in stages pursuant to the

EDPL, to redevelop and enhance the Project Site for use as a multi-purpose mixed use facility to attract and accommodate new and diverse tenant(s), and/or end user(s) to the Mall Facility, and to enhance and/or complement the surrounding area and existing businesses (including, but not limited to, those operating at the JCPenney Space, the Kohl’s Space, and the KeyBank Space) in order to further the public purpose of advancing the general prosperity and economic and social welfare of the residents of the City by returning the predominantly vacant and underutilized Project Site to productive use by, among other things, attracting new and/or expanded business or other commercial activity thereby promoting economic revitalization, employment, less development on previously undisturbed locations, increasing the property tax base and sales tax revenues within the City and Cattaraugus County, and alleviating the negative impacts associated with large vacant, underutilized, and deteriorating buildings within the City, and, including but not limited to, as appropriate, complimenting and/or advancing any public purpose contemplated by the City’s Comprehensive Development Plan (2025-2045) (the “Comprehensive Plan”), the City’s Downtown Olean Form-Based Zoning Code (the “Form-Based Zoning Code”), the

Cattaraugus County “Vision 2025 Comprehensive Plan,” and the Olean

Strategic Investment Plan (the “Strategic Investment Plan”), prepared in connection with the City’s receipt of a grant from New York State’s Downtown Revitalization Initiative (collectively, the “Redevelopment”), all of which are incorporated into this Synopsis by reference.

Opened in 1977, the Mall is a 319,000-square-foot shopping center conveniently located in the heart of the City, offering easy access from North Union Street, one of the City’s main thoroughfares. The Mall

originally featured several major anchor stores, including Kohl’s, JCPenney, Sears, and Bon-Ton. At its peak, the Mall provided jobs for over 1,000 people. However, tenancy at the Mall Facility and, accordingly, foot traffic, has declined significantly over time and is now predominantly vacant. Currently, there are two remaining anchor

tenants (JCPenney and Kohl’s), and their stores are separated from the rest of the Mall Facility, which currently houses only two small store

tenant – a jewelry store and a gift shop.

Repurposing the Mall Facility and filling this large physical and undesirable predominantly empty space has long been an objective of the City. However, efforts for redevelopment and/or productive reuse of the Mall Facility have stalled and it remains predominantly vacant. Preventing completion of redevelopment of the Mall Facility are the Narrowed Tenant Leases, which contain outdated restrictions limiting how the Project Site can be used, including limitations on building height, size,

lighting, operation, maintenance, and parking, and effectively preclude any redevelopment that deviates from a traditional retail mall, which the City Council finds is not suitable or feasible in the current market environment. It is important to note that the Redevelopment will likely benefit the JCPenney Space, Kohl’s Space, and KeyBank Space, as increased visitors to the site will increase economic activity, all of which is more desirable than the current state of the Mall

Facility.

The proposed acquisition of the Narrowed Proposed Interests is within the City’s statutory authority pursuant to subdivision 2 of Section 20 of the New York General City Law, which authorizes acquisitions of any lands or rights therein, either within or outside the limits of the City’s boundaries, required for any public purpose, in the manner provided by the EDPL. The City has an obligation to advance the general prosperity of its residents and to foster economic development, and the implementation of the Redevelopment will help in such efforts. The Project, as a means to advance these public purposes is consistent with the City’s Comprehensive Plan, as well as with the City’s Downtown Form-based Zoning Code, adopted in 2015, which is a pilot project to enable and encourage mixed-use development of a new “City Center” zoning district, which encompasses the Mall Facility, by promoting a varied mix of uses and allowing for adaptive reuse of existing developments.

The Public Hearing and Comment

Period

In accordance with the EDPL, on May 15, 2025, at 10:00 a.m., a duly noticed public hearing (the “Public Hearing”) was held at the Municipal Building, located at 101 East State Street, in the City of Olean, to inform the public and to review the public use, benefit, or purpose to be served by the Project, the proposed location of the Project, and its general effect on the environment and the residents of the locality.

At the Public Hearing, the public was provided an opportunity to provide any comments, and a record of the

Public Hearing was made, including written statements submitted at or prior to the Hearing. The comments

received at the Public Hearing have been reviewed, made part of the record, and accorded full consideration by the City Council.

Brief Synopsis of the D&F

At a duly noticed and scheduled meeting on January 13, 2026, in addition to the above findings, the City Council adopted its D&F concerning the Project pursuant to EDPL Section 204. The following is a brief synopsis of the D&F and should not be considered a full statement thereof:

1. The Public Use, Benefit or Purpose to Be Served by the Project

The proposed acquisition of the Narrowed Proposed Interests from the Narrowed Interest Holders in connection with the undertaking of the Project will serve a public use, benefit, and/or purpose because it will advance the overall general prosperity and economic welfare of the residents of City by returning the predominantly vacant and/or underutilized Project Site to productive use thereby: (i) combating economic stagnation through stimulating, promoting, and/or supporting new and/or existing economic revitalization and redevelopment efforts, (ii) advancing employment opportunities, (iii) increasing, broadening, diversifying, and strengthening the City’s economic base, (iv) enhancing and/or complementing the overall functionality and/or attractiveness of the Mall Facility, the surrounding area, and existing businesses (including, but not limited to, the JCPenney Space, Kohl’s Space, and KeyBank Space), (v) attracting and retaining new, diverse and/or expanded industry, business, and/or other commercial activity thereby promoting economic revitalization and employment, and by attracting, accommodating, and/or retaining new, diverse, and/or expanded tenant(s) and/or end user(s) to the Project Site, which will, among other things, attract additional visitors to the Project Site to the benefit of all existing tenants/users of the Project Site (including, but not limited to, those at the JCPenney Space, Kohl’s Space, and KeyBank Space) and the surrounding community, increase sales tax revenues, and decrease the negative impacts associated with vacant buildings within the City, and/or (vi) as appropriate, may include, but not be limited to, complementing and/or advancing any public purpose contemplated by the City’s Comprehensive Plan, its Strategic Investment Plan and/or its Form-Based Zoning Code.

2. Location of the Project and Reasons for Selection of that Location

The location of the Project is in the heart of the City of Olean and generally comprises the predominantly vacant and deteriorating Mall Facility and adjoining and/or nearby parking fields and related improvements located at 400 N. Union Street, 420 N. Union Street, and 450 N. Union Street, as depicted in map presented as Exhibit C at the Public Hearing. Such location was determined based upon the request of the Company to the City Council to assist in the redevelopment of the Project Site. There are no alternate locations in

connection with the Project.

3. General Effect of the Project on the Environment and Residents of the Locality

By resolution duly adopted on January 13, 2025 (the “SEQRA Resolution”) and based upon the completed Full Environmental Assessment Form (“EAF”), including Parts 1 and 2 of the Full EAF for the Project, and the accompanying written reasoned elaboration as set forth in Part 3 of the Full EAF and in the SEQRA Resolution, the City Council, under Article 8 of the New York Environmental Conservation Law and associated regulations promulgated thereunder (collectively known hereafter as “SEQRA”), declared that the Project – limited to the acquisition of the Narrowed Proposed Interests – constituted an “Unlisted Action” (as such quoted term is defined under SEQRA), and found that: (i) the Project will not have a potential significant adverse impact on the environment; and (ii) no environmental impact statement pursuant to SEQRA is needed to be prepared for such Project. Such determination of the City Council constituted the adoption of a Negative Declaration pursuant to SEQRA, and no further SEQRA review or action is required pursuant to SEQRA with respect to the Project.

The general effect of the proposed acquisition of the Narrowed Proposed Interests on the environment is that such acquisition will have no significant adverse effect on the environment. The Project does not involve construction on, or physical alteration of, the land surface or subsurface of the proposed site or any buildings or improvements thereon, such as grading, clearing, filling, excavation or construction activities.

The City Council’s Project is limited to the acquisition of all or part of the Narrowed Proposed Interests as necessary to facilitate the ultimate redevelopment of the Project Site as a multi-purpose mixed use facility in order to attract and accommodate new and diverse tenant(s) and/or end user(s), and is not tied to any previously identified potential development plan for the Mall Facility, or any specific future potential plan. Rather, the Project is designed to provide the foundational property control necessary to support a range of potential future redevelopment options, regardless of the specific tenants or end-users that may ultimately be secured.

4. Other Relevant Factors

The City Council has given due consideration to the comments received at the Public Hearing. In addition, the City Council has taken into account the public’s opinions and concerns, if any, expressed through the SEQRA process associated with the Project.