Colony Hills Capital offers a specialized focus on one market segment, value-add multifamily housing; mismanaged, underperforming, and undervalued Class A- through B- multifamily assets in growing markets. Their extensive and worldwide network of relationships uncovers significant opportunities, allowing them to respectfully achieve a “win-win” on investing in multifamily properties. Each business plan is property specific; targeted capital improvements and strong hands-on management throughout the hold period maximize asset value and investor returns.
Windfield Senior Estates & Family Housing (“The Property”) is a 160-unit, Class-B residential community built in 2000 and 2002. The Property is located in Hadley, MA, approximately 25 miles North of downtown Springfield, MA and 95 miles West of downtown Boston, MA. It is comprised of two residences, Windfield Senior Estates and Windfield Family Housing. Windfield Senior Estates contains two buildings with a total of 80 units, while Windfield Family Housing is comprised of three buildings also with a total of 80 units. Within one mile of the Property is Amherst College, UMass Amherst, University Business Park, a golf course, a post office, and numerous dining and retail options.
Of the 80 units in Windfield Family Housing, 47 command market rents. The remaining 33 are encumbered by the use and occupancy restrictions associated with the Low-Income Housing Tax Credit (LIHTC) program. Per the LIHTC program, the Property must rent either a minimum of 20% of the rental units to households whose incomes are at or below 50% of the area median gross income (AMI) or rent a minimum of 40% of the rental units to households whose incomes are at or below 60% of AMI. The LIHTC restrictions at the Property run in perpetuity (99 years). In addition to the LIHTC guidelines at Windfield Family Housing, 11 units at the Property are also subject to the HOME Investment Partnership Program. This program includes an Affordable Housing Restriction that dictates that three of the 11 units must be rented to families whose annual income is less than 50% of the AMI, while the remaining eight units must be rented to families whose income is less than 60% of AMI. The restriction runs for 30 years, terminating in 2032. However, the units will subsequently revert back to the restrictions dictated by the LIHTC program.
All 80 units at Windfield Senior Estates are subject to LIHTC restrictions. Additionally, tenants must be at least 62 years of age.
A tabular summary of the units at the Property can be found below.
| Unit Type | # of Units | Avg SF/Unit | Avg Rent (In-Place) |
Avg Rent (Stabilized) |
|---|---|---|---|---|
| Senior Living | 80 | 640 | $761 | $880 |
| 1 L Home 50% Family | 1 | 780 | $592 | $617 |
| 1 H Home 60% Family | 1 | 780 | $665 | $670 |
| 1 LIHTC Family | 2 | 780 | $775 | $816 |
| 2 L Home 50% Family | 1 | 1,060 | $721 | $742 |
| 2 H Home 60% Family | 2 | 1,060 | $793 | $822 |
| 2 LIHTC Family | 2 | 1,060 | $957 | $969 |
| 2 + den LIHTC Family | 4 | 1,135 | $991 | $982 |
| 3 L Home 50% Family | 1 | 1,190 | $897 | $892 |
| 3 H Home 60% Family | 4 | 1,190 | $975 | $1,022 |
| 3 LIHTC Family | 9 | 1,190 | $1,080 | $1,109 |
| 3 + den H Home 60% Family | 1 | 1,422 | $1,075 | $1,083 |
| 3 + den LIHTC Family | 5 | 1,422 | $1,096 | $1,109 |
| 1 Bed FM Family | 4 | 780 | $894 | $1,160 |
| 2 Bed FM Family | 15 | 1,135 | $1,098 | $1,451 |
| 3 Bed FM Family | 22 | 1,190 | $1,279 | $1,836 |
| 3/den Bed FM Family | 6 | 1,422 | $1,425 | $1,711 |
| Total/Averages | 160 | 901 | $935 | $1,126 |
| The Boulders | Southpoint | Mill Valley | Hawkins Meadow | Averages | Subject (Proforma) | |
|---|---|---|---|---|---|---|
| Submarket | Amherst | Amherst | Amherst | Amherst | Amherst | |
| CoStar Rating | B | C | B | B | B | |
| Units | 256 | 182 | 148 | 120 | 167 | 47 |
| Year Built | 1974 | 1968 | 1992 | 1967 | 1975 | 2000/2002 |
| Average SF | 844 | 870 | 1,267 | 809 | 947 | 1,167 |
| Average Rental Rate | $1,449 | $1,230 | $2,109 | $1,500 | $1,572 | $1,640 |
| Average Rental Rate PSF | $1.72 | $1.41 | $1.66 | $1.85 | $1.66 | $1.40 |
| Distance from Subject | 1.0 miles | 1.0 miles | 1.2 miles | 1.7 miles | 1.2 miles |
All rents are net effective and have been adjusted for utilities
Only market-rate rents and comps are shown
| Clark House | Mason Manor | Stony Brook Lodge | Averages | Subject | |
|---|---|---|---|---|---|
| Date | Mar '17 | Jun '18 | Oct '18 | Sep '19 | |
| Submarket | Amherst | Springfield | Amherst | Amherst | |
| Costar Rating | C | C | B | B | |
| Units | 100 | 48 | 32 | 60 | 160 |
| GBA (SF) | 94,560 | 44,000 | 28,985 | 55,848 | 144,136 |
| Year Built | 1978 | 1960 | N/A | 1969 | 2000/2002 |
| Purchase Price | $12,500,000 | $4,150,000 | $2,800,000 | $6,483,333 | $14,035,000 |
| $/Unit | $125,000 | $86,458 | $87,500 | $99,653 | $87,719 |
| $/SF | $132 | $94 | $97 | $108 | $97 |
| Cap Rate | N/A | N/A | N/A | N/A | 6.51% |
| Distance from Subject (mi.) | 1.3 miles | 10.5 miles | 8.2 miles | 6.7 miles |
Sale and lease comps were obtained from CoStar and Axiometrics
| Sources of Funds | Amount |
|---|---|
| Debt | $11,228,000 |
| Equity | $4,300,696 |
| Total Sources of Funds | $15,528,696 |
| Uses of Funds | Amount |
| Purchase Price | $14,035,000 |
| Real Estate Company Acquisition Fee | $280,700 |
| Broker Dealer Fee | $140,000 |
| Loan Fee | $89,824 |
| CapEx Budget | $481,460 |
| Working Capital | $25,000 |
| Escrows | $112,736 |
| Closing Costs | $363,976 |
| Total Uses of Funds | $15,528,696 |
Please note that the Sponsor's equity contribution may consist of friends and family equity and equity from funds controlled by the Sponsor
The expected terms of the debt financing are as follows:
- Estimated Proceeds: $11,228,000
- Estimated Rate (Fixed): 4.00%
- Term: 12 years
- Interest Only: 3 years
- Prepayment Penalty: Yield Maintenance
There can be no assurance that a lender will provide debt on the rates and terms noted above, or at all. All rates and terms of the debt financing are subject to lender approval, including but not limited to possible increases in capital reserve requirements for funds to be held in a lender controlled capital reserve account.
The Target intends to make distributions to investors (the Company and Real Estate Company, collectively, the "Members") as follows:
- To the Members, pari passu, all excess operating cash flows to an 8.0% IRR to the Members;
- 75.0% / 25.0% (75.0% to Members / 25.0% to Promote) of excess cash flow to a 16.0% IRR;
- 50.0% / 50.0% (50.0% to Members / 50.0% to Promote) of excess cash flow and appreciation thereafter.
Note that these distributions will occur after the payment of the Company's liabilities (loan payments, operating expenses and other fees as set forth in the LLC agreement, in addition to any member loans or returns due on member loans).
The manager of The Company may receive a portion of the promote. Distributions are expected to start in March 2020 and are projected to continue on a quarterly basis thereafter. These distributions are at the discretion of the Real Estate Company, who may decide to delay distributions for any reason, including maintenance or capital reserves.
| Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Effective Gross Revenue | $1,890,096 | $2,106,965 | $2,189,186 | $2,254,860 | $2,322,282 | $2,391,720 | $2,463,237 | $2536,892 | $2,612,752 | $2,690,881 |
| Total Operating Expenses | $979,986 | $1,041,353 | $1,044,104 | $1,073,987 | $1,104,987 | $1,136,451 | $1,169,095 | $1,202,718 | $1,237,350 | $1,237,020 |
| Net Operating Income | $910,109 | $1,092,612 | $1,145,082 | $1,180,873 | $1,217,524 | $1,255,269 | $1,294,142 | $1,334,174 | $1,375,402 | $1,417,861 |
| Year 0 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 | 2027 | 2028 | 2029 | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Distributions to RealtyMogul 135, LLC Investors | ($3,535,000) | $48,649 | $359,554 | $462,572 | $459,160 | $368,770 | $397,711 | $427,515 | $458,209 | $489,819 | $522,373 | $6,814,206 |
| Net Earnings to Investor - Hypothetical $50,000 Investment |
($50,000) | $688 | $5,086 | $6,543 | $6,494 | $5,216 | $5,625 | $6,047 | $6,481 | $6,928 | $7,389 | $96,382 |
Certain fees and compensation will be paid over the life of the transaction. The following fees and compensation will be paid:
| Type of Fee | Amount of Fee | Received By | Paid From | Notes |
|---|---|---|---|---|
| Acquisition Fee | $280,700 | Real Estate Company | Capitalized Equity Contribution | 2.0% of the Property purchase price |
| Broker-Dealer Fee | $140,000 | North Capital (1) | Capitalized Equity Contribution | Greater of $50,000 or 4.0% of the equity raised by RealtyMogul 135, LLC |
| Construction Management Fee | 6.0% of costs | Real Estate Company | Capitalized Equity Contribution |
| Type of Fee | Amount of Fee | Received By | Paid From | Notes |
|---|---|---|---|---|
| Management and Administrative Fee | 1.0% of amount invested in RealtyMogul 135, LLC | RM Manager, LLC | Distributable Cash | RM Manager, LLC is the Manager of RealtyMogul 135, LLC and a wholly-owned subsidiary of Realty Mogul, Co. (2) |
| Asset Management Fee | 2.0% of Effective Gross Income | Real Estate Company | Distributable Cash | |
| Property Management Fee | 4.0% of Effective Gross Income | Hallkeen Management | Distributable Cash |
(1) North Capital Private Securities Corporation (“NCPS”), a registered broker-dealer who will act as placement agent for interests in the Company will be paid a fee as outlined above. NCPS will pay a referral fee to Mogul Securities, LLC (“MS”), an affiliate of the Manager and RealtyMogul, Co., for referring the transaction pursuant to a referral agreement between NCPS and MS. Certain employees of Realty Mogul, Co., an affiliate of Manager are registered representatives of, and are paid commissions by, NCPS.
(2) Fees may be deferred to reduce impact to investor distributions.
The above presentation is based upon information supplied by the Real Estate Company or others. Realty Mogul, Co., RM Manager, LLC, and The Company, along with their respective affiliates, officers, directors or representatives (the "RM Parties") hereby advise you that none of them has independently confirmed or verified any of the information contained herein. The RM Parties further make no representations as to the accuracy or completeness of any such information and undertake no obligation now or in the future to update or correct this presentation or any information contained herein.
RM Securities, LLC, its registered representatives, affiliates, associated persons, and personnel of its affiliates who may also be associated with it, including our associated persons and personnel of our affiliates who are also be associated with RM Securities, LLC (it (“RM Securities,” “we,” “our,” or “us”) will receive fees, expense reimbursements, and other compensation (“Fees”) from the issuer of this investment offering, its sponsor, or an affiliate thereof (“Sponsor”), or otherwise in connection with Sponsor’s offering. The Fees paid to us are in addition to other fees you will pay to Sponsor or in connection with Sponsor’s investment offering. You will pay Fees to Sponsor, either directly or indirectly as an investor in the Sponsor’s offering. Sponsor will use the Fees you pay, as well as funds you invest in the relevant offering, to compensate us. The Fees paid to us will directly or indirectly be borne by you as the investor (typically, but not always, in the form of an expense of the Sponsor’s offering in which you invest) because such Fees will reduce the proceeds available for distribution to you and reduce the amount you earn over time.
For more information on the Fees paid to us, or any other Fees you will pay in connection with Sponsor’s offering, please carefully review the Sponsor’s Investment Documents. Please also carefully review RM Securities’ Form CRS, Regulation Best Interest Disclosures, and Limited Brokerage Services Agreement.
No Approval, Opinion or Representation, or Warranty by RM Securities, LLCSponsor has provided, approved, and is solely responsible in all aspects for the information on this webpage (“Page”), including Sponsor’s offering documentation, which may include without limitation the Private Placement Memorandum, Operating or Limited Partnership Agreement, Subscription Agreement, the Project Summary and all exhibits and other documents attached thereto or referenced therein (collectively, the “Investment Documents”). The Investment Documents linked on this page have been prepared and posted by Sponsor, and not by RM Securities. We did not assist in preparing, do not adopt or endorse, and we are not otherwise responsible for, the Sponsor’s Investment Documents. We make no representations or warranties as to the accuracy of information on this Page or in the Sponsor’s Investment Documents and we accept no liability therefor. No part of the information on this Page or in the Sponsor’s Investment Documents is intended to be binding on us.
Sponsor’s Information Qualified by Investment DocumentsThe information on this Page is qualified in its entirety by reference to the more complete information about the offering contained in the Sponsor’s Investment Documents. The information on this Page is not complete and subject to change at the Sponsor’s discretion at any time up to the closing date. The Sponsor’s Investment Documents and supplements thereto contain important information about the Sponsor’s offering including relevant investment objectives, the business plan, risks, charges, expenses, and other information, which you should consider carefully before investing. The information on this Page should not be used as a basis for an investor’s decision to invest.
Risk of InvestmentThis investment is speculative, highly illiquid, and involves substantial risk. There can be no assurances that all or any of Sponsor’s assumptions, expectations, estimates, goals, hypothetical illustrations, or other aspects of Sponsor’s business plans (“Assumptions”) will be true or that actual performance will bear any relation to Sponsor’s Assumptions, and no guarantee or representation is made that Sponsor’s Assumptions will be achieved. If Sponsor does not achieve its Assumptions, your investment could be materially and adversely affected. A loss of part or all of the principal value of your investment may occur. You should not invest unless you can readily bear the consequences of such loss. Sponsor’s Assumptions should not be relied upon as the primary basis for your decision to invest.
No Reliance on Forward-Looking Statements; Sponsor AssumptionsSponsor is solely responsible for statements made concerning forward-looking statements and Assumptions, which apply only as of the date made, are preliminary and subject to change, and are expressly qualified in their entirety by the disclosures and cautionary statements included in Sponsor’s Investment Documents, which you should carefully review. Neither RM Securities nor Sponsor are obligated to update or revise such forward-looking statements or Assumptions to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. Sponsor’s forward-looking statements and Assumptions are hypothetical, not based on actual investment achievements or events, and are presented solely for purposes of providing insight into the Sponsor’s investment objectives, detailing Sponsor’s anticipated risk and reward characteristics, and establishing a benchmark for future evaluation of actual results; therefore, they are not a predictor, projection, or guarantee of future results. You should not rely on Sponsor’s forward-looking statements as a basis to invest.
Importantly, we do not adopt, endorse, or provide any assurance of returns or as to the accuracy or reasonableness of Sponsor’s Assumptions or forward-looking statements.
No Reliance on Past PerformanceAny description of past performance is not a reliable indicator of future performance and should not be relied upon as the primary basis to invest.
Sponsor’s Use of DebtA substantial portion of the total cost of the real estate asset acquired by the Sponsor with investor funds (“Property”) will be paid with borrowed funds, i.e., debt. Sponsor’s estimated rates and terms of the debt financing are subject to lender approval, and there is no assurance that the Sponsor will secure debt at the rates and terms presented on this Page or in the Sponsor’s Investment Documents, or at all. The use of borrowed money to acquire real estate is referred to as leveraging, which can amplify losses and could result in lender foreclosure. In addition, if the debt includes a variable (or “floating”) interest rate, the total amount of interest paid over the term of the debt will fluctuate and can increase. As a result, Sponsor’s use of debt can result in a loss of some or all of your investment.
Sponsor’s Offering is Not RegisteredSponsor’s securities offering will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon the exemptions from registration pursuant to Rule 506(c) of Regulation D as promulgated under the Securities Act (“Private Placement”). In addition, the offering will not be registered under any state securities laws in reliance on exemptions from state registration. Such securities (your ownership interests) are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under applicable state and federal securities laws pursuant to registration or an available exemption. All Private Placements on the Platform are intended solely for “Accredited Investors,” as that term is defined in Rule 501(a) under the Securities Act.
No Investment AdviceNothing on this Page should be regarded as investment advice (either with respect to a particular security or regarding an overall investment strategy), a recommendation, an offer to sell, or a solicitation of or an offer to buy any security. Advice from a securities professional is strongly advised to understand and assess the risks associated with real estate or private placement investments. For additional information on RM Securities’ involvement in this offering, please carefully review the Sponsor’s Investment Documents, and RM Securities’ Form CRS, Regulation Best Interest Disclosures, and Limited Brokerage Services Agreement.
1031 Exchange RiskInternal Revenue Code Section 1031 (“Section 1031”) contains complex tax concepts and certain tax consequences may vary depending on the individual circumstances of each investor. RM Securities and its affiliates make no representation or warranty of any kind with respect to the tax consequences of your investment or that the IRS will not challenge any such treatment. You should consult with and rely on your own tax advisor about the tax aspects with respect to your particular circumstances.