The Real Estate Company is highly experienced in the area, having owned and operated nine properties (1,508 units) within 25 miles of the Property. Given that it is vertically integrated, the Real Estate Company has unique insight into proforma rents and expenses.
According to Axiometrics, the submarket has enjoyed average annual rent growth of 6.4% over the past five years, and 4.5% effective rent growth is expected over the next five years. Over the same period, CoStar expects population growth of 5.9% within three miles of the Property.
With proforma rents 14.3% below those of comps on a per square foot basis, RealtyMogul feels that there is attractive renovation premium potential and room to exceed proforma returns. Additionally, the Property is already exceeding proforma rents on select units.
Titan Capital Investments
Based in Atlanta, Titan Capital Investments ("The Real Estate Company") is a multifamily real estate investment firm with an exclusive focus on value-add apartment transactions in the Southeast United States. Titan's investment strategy is to improve assets through renovations, operational efficiencies, and rebranding. Titan has owned a portfolio consisting of 2,374 units (with a current market value of over $213 million) in Georgia and Tennessee. Nine of the Real Estate Company's properties (1,508 units) are within 25 miles of the Property.https://www.titancapitalre.com/about-titan-capital
Joe BeasleyInvestment Strategy
Brian KerrAsset Management
Brian SuttonKey Principal
In 1971, Mr. Beasley launched his career in the property management arena managing a small apartment community while attending college. He then accepted a position with Management Enterprises as a Regional Manager, where he managed a multi-family portfolio and was directly involved in the resolution of problem loans. From 1976 to 1981 he helped organize the management division for EMCA, a German based investor group, which specialized in the acquisition, rehab and management of Class A properties across the Southeast. During that time he managed over 2000 units across 4 states. In 1981, Mr. Beasley formed an investment company with two other partners to acquire and reposition multi-family properties. By 1986, the company had built a portfolio of approximately 3,800 units in the state of Georgia. Since 2007 he has focused on asset management for lender owned properties. Joe has been involved with the renovations and management of over 12,000 units during his 45 year career.
Mr. Kerr began his real estate career in asset management for Atlanta-based Hatfield Phillips, managing commercial asset portfolios for several institutional clients. He then worked for 10 years in the commercial mortgage industry as a loan underwriter and originator, closing approximately $500 million in loans for GMAC Commercial Mortgage, MortgageRamp and CWCapital. Mr. Kerr moved on from the mortgage business to multifamily development as a development manager for Lane Company, where he was responsible for the development of over $400 million in approximately 2,100 apartment and condominium units in Atlanta. Since 2008, he has been a partner in Horizon Realty Partners, involved in the acquisition and renovation of multifamily communities in the Atlanta area.
Ms. Saunders develops and implements the firm’s equity capital structures and management strategies. She oversees investor client relationships for multifamily assets, and focuses on building relationships with both institutional and high net worth investors. Prior to joining Titan Capital, Ms. Saunders launched her career in GE’s Financial Management Program. During her time at GE Capital, she was on capital markets team syndicating $50M - $1BN private equity transactions. Ms. Saunders then transitioned to Deloitte where she worked on growth initiatives and acquisition strategy & operations. She has expertise across the deal spectrum from both the operational and transactional perspectives. With her prior syndication experience, she brings with her knowledge in developing syndication strategies, deal origination, underwriting, and investor relations. She holds a Bachelor's of Science in Accounting and Finance from the Kelley School of Business at Indiana University.
Mr. Sutton is responsible for the acquisition strategy and business plan for each transaction. He manages the corporate responsibilities of the firm including finance, asset management, and transaction structure. He has over 18 years of commercial and residential real estate experience. Before Titan Capital, Mr. Sutton personally owned and managed a single and multi-family portfolio. He has been actively involved in the acquisition, leasing and rehab of multi-family property. Other experience includes 1031 exchange, real estate sales and marketing. Brian currently has his IRO (Independent Real Estate Owner) designation and is a licensed real estate agent in the state of Georgia. He graduated from the Indiana University Kelley School of Business with a BA in Marketing.
|Property||Location||Acquisition Date||Units||Purchase Price||Sale Price / Market Value|
|Stonegate Townhomes||Riverdale, GA||Jul-14||114||$1,950,000||$7,500,000|
|Decatur Gardens Apartments||Decatur, GA||May-15||148||$1,600,000||$8,000,000|
|Wyndham Hill Apartments||Forest Park, GA||Jun-15||112||$2,676,000||$6,550,000|
|Delta Victory Lake Apartments||Forest Park, GA||Nov-15||104||$2,350,000||$5,200,000|
|Veracruz Apartments||Forest Park, GA||Dec-15||156||$4,192,000||$9,400,000|
|Park Walk Apartments||College Park, GA||Jun-17||124||$7,050,000||$10,540,000|
|Brentwood Apartments||Decatur, GA||Oct-17||156||$9,230,000||$18,500,000|
|Glenn Cove Apartments||Gainesville, GA||Oct-17||132||$7,062,000||$10,600,000|
|Reserve at Stockbridge Apartments||Stockbridge, GA||Oct-17||88||$6,700,000||$8,360,000|
|Parc at 1875 Apartments||College Park, GA||Jun-18||352||$30,000,000||$45,000,000|
|Wildcreek Apartments||Clarkston, GA||Oct-18||242||$22,350,000||$30,250,000|
|South of Maple Apartments||Carrolton, GA||Nov-18||208||$12,300,000||$12,300,000|
|Meridian at Hamilton Place||Chattanooga, TN||Jul-19||238||$22,500,000||$22,500,000|
|Evergreen at Hickory Valley||Chattanooga, TN||Aug-19||200||$18,500,000||$18,500,000|
The bio and track record were provided by the Real Estate Company and have not been verified by RealtyMogul or NCPS
In this transaction, RealtyMogul investors are to invest in RealtyMogul 142, LLC ("The Company"), which is to subsequently invest in Titan Liberty Borrower, LLC ("The Target"), a limited liability company that will indirectly own interest in the Property. Titan Capital Investments (the "Real Estate Company") is under contract to purchase the Property for $23.5 million ($129,834 per unit) and the total project cost is expected to be $25.8 million ($142,696 per unit).
The Real Estate Company plans to implement a value-add, mark-to-market, and expense saving strategy. It has budgeted $1,049,950 for renovations (~$5,801 per unit). $417,300 ($4,850 per unit) will be spent on the 90 units that are partially renovated; upgrades are to include faux stainless steel appliances, tile backsplash, two-panel doors, resurfaced bathtubs, and interior paint. $43,875 ($8,775 per unit) will be spent on the five classic units; upgrades are to include vinyl plank flooring, faux stainless steel appliances, new countertops, tile backsplash, two-panel doors, interior paint, and new cabinets. $493,325 ($2,726 per unit) will be spent on deferred maintenance and amenity upgrades including roof repairs, exterior accent paint, a new fitness center, HVAC condensing unit replacements, new property signage, and pool area enhancements. Washer/dryers will be added to the 71 units that do not yet contain them. Upon completion, the Real Estate Company is anticipating average rental increases of $58 per unit. The Property is already achieving rents close to or above proforma for each unit type. The highest one-bedrooms currently being rented are at $919 (7 units), while proforma is $955. The highest two-bedrooms are currently being rented for $1,199 (12 units), while proforma is $1,158. The highest three-bedrooms currently being rented are at $1,449 (2 units), while proforma is $1,380. The business plan calls for a three-year hold, at which point the Property is to be sold at a 5.75% exit cap for $28.8 million ($164,458 per unit).
Below is a summary of the capital improvements budget:
|Common Area/Exterior Improvements||Total||Per Unit|
|Total Common Area/Exterior Improvements||$493,325||$2,726|
|Interior Unit Improvements|
|New Cabinet Doors (5 Units)||$7,500||$1,500|
|Cabinet Hardware (5 Units)||$750||$150|
|New Countertops (5 Units)||$2,000||$400|
|Tile Backsplash (95 Units)||$30,875||$325|
|Faux Stainless-Steel Appliances (95 Units)||$161,500||$1,700|
|Vinyl Plank Flooring (5 Units)||$6,500||$1,300|
|Door Hardware (95 Units)||$16,625||$175|
|Lighting Fixtures (5 Units)||$1,875||$375|
|Plumbing Fixtures (5 Units)||$1,000||$200|
|Resurface Bathtubs (95 Units)||$21,375||$225|
|Paint Unit (95 Units)||$35,625||$375|
|Washer / Dryer Sets (71 Units)||$56,800||$800|
|Total Interior Improvements||$461,175|
These amounts are subject to change at the discretion of the Real Estate Company
Built in 1969 and renovated in 2015, Liberty Pointe (the "Property") is a 181-unit garden-style apartment community located in Marietta, GA, approximately 14 miles north of Downtown Atlanta. The Property contains one-bedrooms (28 units, 850 square feet), two-bedrooms (105 units, 1,250 square feet), and three-bedrooms (48 units, 1,450 square feet). The current owner has infused $4.7 million (~$26k per unit) in capital expenditures. Improvements have included new roofs, landscaping, a remodeled clubhouse, new siding and exterior paint, a new playground, new signage, and varying degrees of interior improvements to the majority of the units. These interior improvements include new cherry cabinets, new black appliances, tile backsplash, faux-wood flooring, and new lighting and hardware. On average, renovated units are currently achieving a $27 premium over their classic counterparts; however, the Real Estate Company feels that there is a substantial mark-to-market opportunity, even on the renovated units, which is supported by nearby comparables and the highest rents at the Property. The Property includes a sport court, swimming pool, pet park, and playground. Within one mile of the Property is Life University (2,700 students), Kennesaw State University (5,200 students), the Atlanta FC training facility and headquarters, and an array of dining and retail options. There is also an Air Force Reserve Base nearby; however, fewer than 5% of the tenants are students and fewer than 5% are Military. According to Trulia, the area has the lowest crime relative to the rest of Cobb county.
In-Place/Stabilized Unit Mix:
|Unit Type||# of Units||% of Total||Unit Size (square feet)||In-Place Rent||Post-Reno Rent|
|1 Bed, 1 Bath||28||15%||850||$880||$955|
|2 Bed, 1.5 Bath Townhome||105||58%||1,250||$1,106||$1,158|
|3 Bed, 2.5 Bath Townhome||48||27%||1,450||$1,317||$1,380|
*All rents are net effective
|The Crossings||Augusta Commons||Lantern Ridge||The Hills at East Cobb||Averages||Subject|
|Average Rental Rate||$1,121||$1,085||$1,340||$1,124||$1,168||$1,185|
|Distance||0.7 miles||1.2 miles||1.5 miles||2.0 miles||1.3 miles|
|Lantern Ridge||Discovery Gateway||Avana Cumberland||The Hills at East Cobb||Averages||Subject|
|Date||Jul '19||Sep '19||Sep '19||Apr '19||Dec '19|
|Rentable Square Feet||169,950||402,570||113,844||307,128||248,373||224,650|
|Distance||1.5 miles||0.1 miles||4.1 miles||1.9 miles||1.9 miles|
Sale and lease comps were obtained from CoStar and Axiometrics
Per CoStar, the Atlanta multifamily market is in a strong position. Resurgent net absorption has helped keep the market's vacancy rate below mid-expansion highs. Overall housing construction levels remain muted compared to prior cycles. Annual single-family home deliveries are roughly half of previous cycle highs, and multifamily construction levels are in line with the national average. As long as the recent pace of job growth and household formation continues apace, Atlanta is well positioned to outperform historical norms in the near term.
Per Axiometrics, effective rent increased 2.2% from $1,235 in 2Q19 to $1,262 in 3Q19, and annual effective rent growth was 4.8% in the past 12 months. Annual effective rent growth is forecast to average 3.1% from 2020 to 2022. Annual effective rent growth has averaged 2.0% since 1Q95, which was below the national average of 2.8% over the same period. The market's occupancy rate increased from 95.4% in 2Q19 to 95.7% in 3Q19, and was up from 95.3% a year ago. The market's occupancy rate is expected to average 94.8% from 2020 to 2022. The market's occupancy rate has averaged 93.1% since 1Q95.
Per CoStar, the submarket also continues to perform well. Despite consistent supply additions, vacancies have remained comfortably below the metro average in recent years, and rent growth continues to outpace the Atlanta metro average. A significant portion of new development in the submarket is clustered near the intersection of I-75 and I-285, adjacent to SunTrust Park and The Battery. Developers have been able to take advantage of being near these mega-projects, as well as the proximity to major office tenants in the area. New deals are primarily mid-rises that command a significant premium over older assets throughout the submarket.
Per Axiometrics, effective rent increased 5.2% from $1,124 in 2Q19 to $1,183 in 3Q19. The submarket's annual rent growth rate of 3.7% was below the market average of 4.8% in the past 12 months. Annual effective rent growth is forecast to average 4.4% from 2020 to 2022. Annual effective rent growth has averaged 2.4% per year since 1Q95. The submarket's occupancy rate increased from 95.6% in 2Q19 to 96.0% in 3Q19, and was up from 95.7% a year ago. The submarket's occupancy rate was above the market average of 95.7% in 3Q19. The submarket's occupancy rate is expected to average 95.3% from 2020 to 2022. The submarket's occupancy rate has averaged 92.1% since 1Q95.
|Sources of Funds||Amount|
|Total Sources of Funds||$25,827,950|
|Uses of Funds||Amount|
|Real Estate Company Acquisition Fee||$352,500|
|Broker Dealer Fee||$180,000|
|Closing, Legal Fees and Due Dilligence||$200,000|
|Total Uses of Funds||$25,827,950|
Please note that the Real Estate Company's equity contribution may consist of friends and family equity and equity from funds controlled by the Real Estate Company
The expected terms of the debt financing are as follows:
- Estimated Proceeds: $19,700,000
- Initial Funding: $18,800,000
- Future Funding: $900,000
- Estimated Rate (Floating): One Month Libor plus 2.85%
- Term: 3 years
- Interest Only: 3 years
- Prepayment Penalty: 18 month lock out; 0.5% exit fee
- Extension Options: Two (2) one-year extension options (0.25% fee for each)
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;
- 80% / 20% (80% to Members / 20% to Promote) of excess cash flow to a 14.0% IRR;
- 70% / 30% (70% to Members / 30% to Promote) of excess cash flow to an 18.0% IRR;
- 50% / 50% (50% to Members / 50% 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 July 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|
|Effective Gross Revenue||$2,473,720||$2,602,910||$2,792,764|
|Total Operating Expenses||$1,153,316||$1,164,321||$1,200,974|
|Net Operating Income||$1,320,404||$1,438,589||$1,591,789|
|Distributions to RealtyMogul 142, LLC Investors||($4,555,000)||$0||$279,512||$325,948||$6,544,593|
|Net Earnings to Investor
- Hypothetical $50,000 Investment
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||$352,500||Real Estate Company||Capitalized Equity Contribution||1.5% of the Property purchase price|
|Broker-Dealer Fee||$180,000||North Capital (1)||Capitalized Equity Contribution||Greater of $50,000 and 4.0% of the equity raised by RealtyMogul 142, LLC|
|Type of Fee||Amount of Fee||Received By||Paid From||Notes|
|Management and Administrative Fee||1.0% of amount invested in RealtyMogul 142, LLC||RM Manager, LLC||Distributable Cash||RM Manager, LLC is the Manager of RealtyMogul 142, LLC and a wholly-owned subsidiary of Realty Mogul, Co. (2)|
|Asset Management Fee||1.5% of Effective Gross Income||Real Estate Company||Distributable Cash|
|Property Management Fee||3.0% of Effective Gross Income||Real Estate Company||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.
Investors should not rely on any forward-looking statements made regarding this opportunity, because such statements are inherently uncertain and involve risks. We use words such as “anticipated”, “projected”, “forecasted”, “estimated”, “prospective”, “believes”, “expects”, “plans”, “future”, “intends”, “should”, “can”, “could”, “might”, “potential”, “continue”, “may”, “will” and similar expressions to identify these forward-looking statements.
Non-Transferability of Securities
The transferability of membership interests in The Company are restricted both by the operating agreement for that entity and by U.S. federal and state securities laws. In general, investors will not be able to sell or transfer their interests. There is also no public market for the investment interests and none is expected to be available in the future. Moreover, the estimated investment holding period described herein is only a projection, and there can be no assurance when or if an investment may be liquidated. Persons should not invest if they require any of their investment to be liquid. This is particularly important for persons of retirement age, who should plan carefully to assure that their assets last throughout retirement.
Floating Interest Rate
The loan being used to acquire the Property is expected to have a floating rate based on the London Interbank Offered Rate (“LIBOR”). If LIBOR increases the interest payments due on the loan are expected to increase as well. This could adversely affect the Property’s financial results or business operations and thus the value of the Company’s investment.
Apartment Complex - Competition
Competition in the Property’s local market area is significant and may affect the Property’s occupancy levels, rental rates and operating expenses. The Property will compete with other residential alternatives to attract tenants, including but not limited to other apartment units that are currently available for rent, new apartments that are built and condominiums/houses that are for rent or sale. If development of apartment complexes by other operators were to increase, due to increases in availability of funds for investment or other reasons, then competition with the Property could intensify. If the Property is not able to successfully compete with the competitive residential alternatives in the local or regional area this could adversely affect the ability of Target Entity to sell the Property, rent its units as necessary to maintain occupancy, and/or to increase or maintain unit rental rates.
All funds from investors will be held in a non-interest-bearing escrow account with Broker-Dealer as escrow agent for the benefit of the investors in accordance with Rule 15c2-4 under the Exchange Act. All investor funds will be transmitted directly by wire or electronic funds transfer via ACH to the escrow account maintained by the escrow agent per the instructions in the Subscription Agreement. Upon certification by Broker-Dealer and acceptance by the Company that all contingencies have been met, the investor’s funds will be promptly transmitted to the Company. If the contingencies fail to be satisfied during the offering period, we will instruct the Broker-Dealer to return all funds to the investors without interest, deduction, or setoff, and all of the obligations of the investor hereunder shall terminate.
Capital Call Risk
The amount of capital that may be required by the Target from the Company is unknown, and although the Target does not require that the Company and its members contribute additional capital to it, it may from time to time request additional funds in the form of loans or sell additional equity. The Company does not intend to participate in a capital call if one is requested by the Target, and in such event the manager of the Target may accept additional contributions from other members of Target or from new members. In the event that the manager of Target advances any capital on behalf of the Company, it will be deemed to be a manager loan at an interest rate that cannot be determined at this time. Amounts that are contributed by existing or new members will be deemed to be additional capital contributions, in which case the Company's interest in Target will potentially suffer a proportionate amount of dilution.
The Property was 93% occupied as of November 2019, and the Target intends to implement a capital improvement plan involving the interior and exterior renovation of the Property, and a leasing program in its effort to add value to the Property. The Target intends to renovate all or some of the units within the Property and increase the current rental rates of such renovated units. There can be no assurance that, (i) the renovations will be consummated on a timely basis, (ii) the renovations will be completed satisfactorily, (iii) such work will not materially adversely affect other aspects of the operation of the Property, and (iv) the planned rental rate increase will have favorable results to meet the goals the Target projected. Any delays or negative results of the renovation work or rental increase efforts could adversely affect the Property’s financial results or occupancy levels, including its business operations and thus the value of the Company’s investment.
Interest-Only Loan Period
The loan being used to acquire the Property is expected to have an interest-only period during the first three (3) years of the loan term, which means that there will be no reduction in the principal balance during that interest-only period.
The above is not intended to be a full discussion of all the risks of this investment. Please see the Risk Factors in the Issuer Document Package for a discussion of additional risks. The above presentation is based upon information supplied by the Real Estate Company and 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.
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