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Funded
Multifamily
Laurel Pines
Laurel, MD
INVESTMENT STRATEGY
Value-Add
INVESTMENT TYPE
Equity
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100% funded
Offered By The GSH Group
17.3%* TARGET IRR 16.3%-18.3%
12.7%* TARGET AVG CASH ON CASH
2.14X* TARGET EQUITY MULTIPLE
Estimated Hold Period 7 Years
Estimated First Distribution 7/2021
Minimum Investment 35000
*Please carefully review the Disclaimers section below, including regarding Sponsor’s assumptions and target returns
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Overview
Laurel Pines is a 235-unit multifamily community in Laurel, MD with value-add potential.
Location

Laurel, MD is located in North Prince George's County, which sits between Washington DC and Baltimore just off the Baltimore Washington Parkway. The Property is served by a large retail cluster less than a mile away and major area employers including federal agencies and military bases.  Prince George's County is an affluent suburb serving over 900,000 residents with a median household income of just over $100,000.

Value-Add

High quality renovations and proper management should allow Laurel Pines to capture premium rents in a strong Washington DC suburban submarket.

Market

The Property's current asking rents are lower than most of the competing properties in this local rental market. Comparable renovated and non-renovated properties are currently achieving higher rents. This indicates room for rent premiums once renovations are completed and experienced management is introduced.

Property At A Glance
Year Built 1961
# of Units 235
# of Buildings 7
Current Occupancy 94.0%
Parking Ratio 1.3 per unit
Acquisition Price

$38,250,000

Investment Highlights
The GSH Group is under contract to purchase the Property for $162,766 per unit, representing an acquisition cap rate of 6.32%.
The exit strategy is to sell the Property after a 7-year hold.
The GSH group is purchasing the Property at a discounted basis to comparable sales in the market through the assumption of existing financing.
The Property will be managed by Signature Properties, an experienced owner and operator, and property manager, that currently operates over 2,500 units in the Washington DC and Baltimore markets.
The Property is well located halfway between Washington DC and Baltimore, close to many employers including Fort Meade, the largest employer in the state of Maryland, just six miles away.
The Property has many opportunities for additional income and value enhancements, a true value-add opportunity.
Management
Cumulative Distributions

The GSH Group

The GSH Group (“The Real Estate Company") is a real estate investment company focused on class B/workforce housing across the United States. The leadership team has over 40 years of combined experience and the company has over $1 billion assets under management(1), made up of 8,333 multifamily units(2), inclusive of partner legacy assets.

With demonstrated experience as advisors, managers, and resolving problem loans, The Real Estate Company is attuned to the needs and processing of Special Servicers for the quick disposition of assets. The Real Estate Company employs a tactical strategy for value creation. Value enhancement is approached from multiple angles and scenarios. These include, but are not limited to, organic rental growth due to market inefficiencies, rent premiums generated through unit upgrades, and decreasing expenses through management efficiencies.

The Real Estate Company uses applicable, real-time software to help manage all assets on a minute-by-minute basis. Using real-time data, they can effectively keep all projects on track to ensure the business plan's proper implementation. Additionally, The Real Estate Company is vertically integrated, employing an affiliated general contractor and construction team to ensure projects stay on budget and on time.

(1) Portfolio value includes an assumed value based on current T1/T12 financials and a capitalization rate of 5.00%. This includes certain legacy properties owned and managed by partners.

(2) Units include legacy units owned by the partners as well as units sold.

https://gshrealestate.com/
  • Gideon Pfeffer
    Managing Partner
  • Shmuel Cohen
    Partner
  • Hannan Lis
    Partner
Gideon Pfeffer
Managing Partner

Gideon is responsible for strategic partnership initiatives and ventures, financing and debt opportunities, overseeing investment performance, strategic partner’s performance, and approving decisions on investments and acquisitions. He also oversees daily operations. Prior to GSH, Gideon operated a highly successful aggregation and renovation firm focused on single-family homes in the Midwest and Southeast.

Shmuel Cohen
Partner

Shmuel is responsible for asset management and Israeli Investor relations. An Israeli citizen, Shmuel also owns a separate  portfolio of over 1,300 units in multifamily properties in Michigan and North Carolina. His experience as an owner and operator is an invaluable resource and he is responsible for the continued success of raising private capital in Israel for The GSH Group.

Hannan Lis
Partner

Hannan is responsible for banking, investor relations, and branding. He is an experienced real estate investor, owns several businesses, and is an active member of a prominent family office in Michigan. Hannan is president of WW Group, which holds Weight Watchers franchises for Michigan and Ontario, Canada. The company was formerly the largest franchisee in the Americas.

Track Record

GSH Group Track Record

Property City, State Asset Type Acq Date Units Purchase Price Sale Price
Cadieux Detroit, MI  Multifamily 2012 131 $900,000 $1,900,000
Greenfield Detroit, MI  Multifamily 2016 99 $1,750,000 $2,424,500
Cornerstone Apartments Detroit, MI  Multifamily 2016 476 $8,900,000 $12,025,000
Chapel Oaks Apartments Fort Wayne, IN Multifamily 2017 320 $7,500,000 $10,500,000
Holcomb, Chicago, Collage, & Jefferson Detroit, MI  Multifamily 2012 210 $2,450,000 $3,645,000 (1)
Whittier & Morang Detroit, MI  Multifamily 2012 44 $460,000 Under Management
Chapel Court Detroit, MI  Multifamily 2013 184 $2,090,000 Under Management
Pallister Detroit, MI  Multifamily 2016 187 $7,400,000 Under Management
Marina Bay Gibraltar, MI Multifamily 2016 137 $4,900,000 Under Management
Wakefield Apartments Southfield, MI Multifamily 2017 67 $7,200,000 Under Management
Ridge Pointe Apartments Conover, NC Multifamily 2017 160 $11,000,000 Under Management
Holiday Garden Apartments Mount Clemens, MI Multifamily 2017 64 $2,575,000 Under Management
Eastland Village Harper Woods, MI Multifamily 2017 408 $21,750,000 Under Management
Utica Square Apartments Roseville, MI Multifamily 2018 266 $11,000,000 Under Management
Barwin Place Mount Clemens, MI Multifamily 2018 48 $2,100,000 Under Management
Birch Hill Apartments Westland, MI Multifamily 2018 173 $10,650,000 Under Management
Hoover Square Warren, MI Multifamily 2018 342 $18,950,000 Under Management
Colony Club Bedford, OH Multifamily 2019 588 $35,515,200 Under Management
Louis Apartments Detroit, MI  Multifamily 2019 28 $962,000 Under Management
Pickford Apartments Detroit, MI  Multifamily 2019 35 $1,122,500 Under Management
Stacey Ann Apartments Detroit, MI  Multifamily 2019 49 $1,565,500 Under Management
Polo Club Marshall, MI Multifamily 2019 80 $3,400,000 Under Management
The Loop On Greenfield Oak Park, MI Multifamily 2019 717 $59,700,000 Under Management
Glengarry Park Waterford, MI Multifamily 2020 300 $22,650,000 Under Management
Foote Hills Grand Rapids, MI Multifamily 2020 182 $24,950,000 Under Management
BLVD West Apartments(2) Lansing, MI Multifamily 2021 144 $23,000,000 Under Management
The Landings on East Hill(2) Grand Blanc, MI Multifamily 2021 148 $14,800,000 Under Management
Veridian Castleton(2) Indianapolis, IN Multifamily 2021 398 $44,500,000 Under Management
Laurel Pines(2) Laurel, MD Multifamily 2021 235 $38,250,000 Under Management
The Orion Lake Orion, MI Multifamily 2021 200 $27,375,000 JV-Under Management
The Preserve at Spring Lake(2) Altamonte Springs, FL Multifamily 2021 320 $62,800,000 Under Management
The Meadows at Capitol Heights Capitol Heights, MD Multifamily 2021 272 $49,100,000 Under Management
Sherwood Oaks Riverview, FL Multifamily 2021 199 $35,000,000 JV-Under Management
The Meadows at Canton(2) Canton, MI Multifamily 2021 736 $125,715,000 Under Management
The Meadows at Farmington Hills(2) Farmington Hills, MI Multifamily 2021 424 $81,350,000 Under Management
Total       8,333 $773,580,200  

(1) Holcomb, Chicago, Collage, and Jefferson were a portfolio acquisition totaling 210 units in 2012. Holcomb, which makes up 90 of the 210 total units, was sold for $3,645,000. All of the other properties are still under management.

(2) JV Equity raised through RealtyMogul Platform.

The above bios and track record were provided by GSH Group and have not been independently verified by RealtyMogul.

Business Plan

The Real Estate Company is acquiring the Property at a discount through a mortgage assumption. They determined that tenants at the Property, and in the market, are willing to pay premium rents for renovated units. Their business plan will capture the rental premiums through their proposed value-add execution. 

The value-add program consists of aggressive unit renovations and common area improvements. The large unit sizes at the Property, compared to competing properties in the market, should help achieve attractive returns on interior renovation costs. The interior renovation plan is to update kitchens and bathrooms, install hardwood-style flooring, and add stackable washers and dryers. Common area improvements will include a state-of-the-art fitness center, resident lounge, resident green space, and modifications to the existing dog park. The combined renovation plan should assist with resident acquisition and retention while further differentiating the Property from competing multifamily communities in the submarket. 

The Real Estate Company projects raising NOI over $1M by year three through executing their renovation plan, hiring a local property manager with deep experience in the market and a successful track record, raising utility rebill income 100%, and improving collections to decrease bad debt by 50%.

The Real Estate Company plans to hire Signature Properties to manage the Property. Signature Properties manages over 2,500 units in the Baltimore/Washington DC area valued at approximately $300M and will be investing in the Property as an LP. 

Property
Property Details

Laurel Pines is a 235-unit apartment community in an infill location in Laurel, MD. The units at the Property are 28% larger than the competitive set on average. Laurel is a Washington DC suburb located halfway between Washington DC and Baltimore and provides convenient linkages to employment, shopping, education, recreation, and places of worship. The Real Estate Company determined that tenants at the Property, and in the market, desire renovated units and will pay premium rents. Their business plan expects to capture the rental premiums through their proposed value-add execution. 

Current Unit Mix

Unit Type # of Units Avg SF/Unit Avg Rent (In-Place) Avg Rent (Post-Renovation) Rent/SF (Post-Renovation)
1x1 68 936 $1,227 $1,327 $1.42
2x1 114 1,117 $1,451 $1,601 $1.43
2x2 11 1,379 $1,568 $1,718 $1.25
3x1 36 1,382 $1,767 $1,967 $1.42
3x2 6 1,558 $1,785 $1,985 $1.27
Total/Averages     235 1,129 $1,449 $1,593 $1.41
Comparables

Lease Comparables

  Crestleigh Apartments Willow Lake Woodland Grove Summerlyn Place Comp Averages Laurel Pines (Post Renovation)
Submarket North Prince George's County North Prince George's County North Prince George's County North Prince George's County   North Prince George's County
Year Built 1970 1962 1965 1961 1964 1961
Units 389 442 120 423 344 235
Distance to Subject 2.5 Miles 1.4 Miles 1.9 Miles 0.1 Miles 1.5 Miles  
Average Rental Rate $1,603 $1,546 $1,525 $1,547 $1,561 $1,593
Average SF 908 842 982 860 879 1,129
Average $/SF   $1.77   $1.84   $1.55   $1.80 $1.78 $1.41
             
$ (1x1) $1,475 $1,375 $1,355 $1,445 $1,432 $1,327
SF (1x1) 718 732 825 724 730 936
$/SF (1x1) $2.05 $1.88 $1.64 $2.00 $1.96 $1.42
             
$ (2x1) $1,515 $1,610   $1,535 $1,580 $1,601
SF (2x1) 860 889   985 920 1,117
$/SF (2x1) $1.76 $1.81   $1.56 $1.72 $1.43
             
$ (2x2) $1,825   $1,610 $1,619 $1,683 $1,718
SF (2x2) 1187   1,060 923 1,054 1,379
$/SF (2x2) $1.54   $1.52 $1.75 $1.60 $1.25
             
$ (3x1)       $1,796 $1,796 $1,967
SF (3x1)       1170 1,170 1,382
$/SF (3x1)       $1.54 $1.54 $1.42
             
$ (3x2) $1,910 $1,940   $1,930 $1,923 $1,985
SF (3x2) 1405 1046   1,298 1,276 1,558
$/SF (3x2) $1.36 $1.85   $1.49 $1.51 $1.27

 

Sales Comparables

  Crestleigh Apartments Southridge The Views at Laurel Lakes Westgate at Laurel Concord Park At Russett Total/Averages Subject: Laurel Pines
Date Under Contract Sep '19 Oct '20 Jan '20 Jul '19    
Submarket North Prince George's County North Prince George's County North Prince George's County North Prince George's County Outer W Anne Arundel   North Prince George's County
Year Built 1968 1965 1987 1964 2005 1978 1961
SF 425,963 358,690 160,704 202,464 573,732 344,311 269,556
Units 389 386 308 219 335 327 235
Average SF 1,095 917 816 850 1,242 998 1,129
Sale Price $80,396,000 $63,500,000 $66,050,000 $33,500,000 $86,700,000 $66,029,200 $38,250,000
$/Unit $206,674 $164,508 $214,448 $152,968 $258,806 $201,677 $162,766
$/SF $188.74 $177.03 $411.00 $165.46 $151.12 $191.77 $141.90
Cap Rate   5.10% 5.00% 5.75% 4.90% 5.10% 6.32%
Distance from Subject (mi.) 2.5 Miles 2.5 Miles 1.5 Miles 1.1 Miles 3.0 Miles 2.1 Miles  
Location

Market Overview

The Property is located in Prince George’s County within the Washington DC Metro area. Population in Prince George’s County as of 2019 was 923,700 with a median household income of $100,960 annually. Median gross rent throughout the county reached $1,475. Maryland’s GDP ranked 15th in the nation and its largest sectors are finance, insurance, real estate, and government. This region is home to the headquarters of Marriott International, Lockheed Martin, and MedStar Health which operates over 120 entities, including ten hospitals throughout the Baltimore-Washington metropolitan area. 

Submarket Overview

Laurel, MD is a suburb of Washington DC located in Prince George's County between Washington DC and Baltimore. The Property is located off of Bowie Road close to a large retail cluster, major area employers, which include federal agencies and military bases. The Property sits six miles away from Fort Meade, the US Government's hub for the major cybersecurity agencies, including the NSA. Fort Meade employs over 50,000 workers and pays an estimated $13 billion in wages annually. The area is served by strong regional transportation linkages including a commuter rail connecting to Washington and Baltimore. The Property is flanked by I-95 and the Baltimore Washington Parkway which carry 200,000 and 100,000 vehicles per day, respectively.

Photos
Financials
Sources & Uses

Sources of Funds $ Amount $/Unit
Senior Loan $23,946,000 $101,898
Supplemental Loan $3,213,000   $13,672
GP Investor Equity $2,000,000 $8,511
LP Equity (RealtyMogul) $3,500,000   $20,213
LP Equity (Other Investors) $14,500,000   $56,383
Total Sources of Funds $47,159,000 $200,677
       
Uses of Funds $ Amount $/Unit
Purchase Price $38,250,000 $162,766
Transactional Costs(1) $1,357,375 $5,776
Acquisition Fee $765,000 $3,255
Closing & Due Diligence $848,695 $3,611
Tax, Insurance, and COVID Reserve $2,209,020 $9,400
Initial CapEx Plan Funds $2,708,100 $11,524
CapEx Contingency (10%) $270,810 $1,152
Working Capital & CapEx Reserves $750,000 $3,191
Total Uses of Funds $47,159,000 $200,677

Please note that the GSH Group's equity contribution may consist of friends and family equity and equity from funds controlled by GSH Group. Additionally, the numbers represented above can change prior to closing depending on final loan proceeds, property condition assessments, appraisals, final closing costs, and other lender-mandated expenses.

(1) RM Technologies operates the RealtyMogul platform. RM Technologies charges a fixed, non-percentage-based fee for real estate companies to use the marketplace. An estimate of this fee is included in the Transactional Costs and is intended to be capitalized into the transaction at the discretion of the Manager.

Debt Assumptions

The expected terms of the debt financing are as follows:

  Assumed Loan Supplemental
Lender: Fannie Mae Fannie Mae
Term: 10 Years, originally dated 03/30/2017 6 Years
LTV: 62% 70%
Estimated proceeds: $23,946,000 $3,213,000
Interest type: Fixed Fixed
Annual interest rate: 4.60% 5.30%
Interest-only period: 5 Years, first full payment 05/01/2022 0 Years
Amortization: 30 Years 30 Years
Prepayment Terms: Estimated $2,031,658 on 4/1/2024 Estimated $272,602 on 4/1/2024
Loan Fees: 1% Assumption Fee of $239,460 and $20,720 of Legal fees Application Deposit of $23,800 and Estimated Legal Fees of $2,780.
Extension requirements: N/A N/A
     
Refinance Assumptions:    
Refinance date: 4/1/2024  
Lender: Fannie Mae  
Term: 10 Years  
Estimated proceeds: $44,292,563  
Interest type: Fixed  
Annual interest rate: 4.50%  
Interest-only period: 5 Years  
Amortization: 30 Years  
Loan Origination Fee 1.0%   
 

A substantial portion of the total acquisition for the Property will be paid with borrowed funds. The use of borrowed money to acquire real estate is referred to as leveraging. Leveraging increases the funds available for investment or development purposes, on the one hand, but also increases the risk of loss on the other. If the Company were unable to pay the payments on the borrowed funds (called a "default"), the lender might foreclose, and the Company could lose its investment in its property. 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.

Distributions

GSH Group intends to make distributions from Laurel Pines Domestic Investors, LLC as follows:

1. To the Investors, pari passu, all operating cash flows to a 10.0% preferred return 

2. 65% / 35% (65% to Investors / 35% to Promote) of excess operating cash flows

Note: 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).

Distributions are expected to start in September 2021 and are projected to continue on a quarterly basis thereafter. These distributions are at the discretion of GSH Group, who may decide to delay distributions for any reason, including maintenance or capital reserves.

Cash Flow Summary
    Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
Effective Gross Revenue   $3,949,105 $4,427,897 $4,770,264 $4,967,323 $5,128,352 $5,270,775 $5,430,981
Total Operating Expenses   $1,560,088 $1,623,284 $1,669,784 $1,706,230 $1,742,205 $1,778,245 $1,815,453
Net Operating Income   $2,389,017 $2,804,612 $3,100,479 $3,261,094 $3,386,148 $3,492,531 $3,615,528
                     
Project-Level Cash Flows
  Year 0 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
Net Cash Flow -$20,000,000 $1,173,915 $1,358,357 $16,199,447 $1,098,082 $1,219,915 $1,323,450 $27,715,406
                     
Investor-Level Cash Flows*
  Year 0 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
Net Cash Flow -$4,750,000 $231,305 $275,110 $3,799,869 $213,294 $242,230 $266,819 $5,118,660
                     
Investor-Level Cash Flows - Hypothetical $50,000 Investment*
  Year 0 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
Net Cash Flow -$50,000 $2,435 $2,896 $39,999 $2,245 $2,550 $2,809 $53,881

*Returns are net of all fees including RM Admin's 1.0% administrative services fee. 

PLEASE NOTE: Estimated distributions and returns include the assumption of property refinancing in April 2024. There is no assurance of said refinance and could affect the distributions and returns if it does not take place as expected.

NO ASSURANCE OF RETURN: The Company's pro-forma projections are based on assumptions regarding future events, such as the timing and extent of the recovery of the residential market and the stabilization of the debt markets. While the Manager believes that these assumptions are reasonable and achievable, the likelihood of its occurrence is subject to many factors that are not within the control of the Company or its Manager and that could impair the ability of the Company to meet its projections.

Fees

Certain fees and compensation will be paid over the life of the transaction; please refer to GSH Group's materials for details. The following fees and compensation will be paid(1)(2)(3):

One-Time Fees:
Type of Fee Amount of Fee Received By Paid From Notes
Acquisition Fee 2.0% of Purchase Price GSH Group LLC Capitalization  
Buyer Broker Fee 2.0% of Acquisition Cost Momentum Realty Capitalization Affiliate to GSH
Refinance Fee 1.0% of Loan Amount GSH Group LLC Loan Proceeds Stipulated in PPA
Recurring Fees:
Type of Fee Amount of Fee Received By Paid From Notes
Asset Management Fee 2.0% of EGI GSH Group, LLC Property Cash Flow  
Property Management Fee 3.0% of EGI Signature Properties Property Cash Flow LP Investor
Administrative Services Fee 1.0% of RM amount invested RM Admin(3) Distributable Cash  

(1) Fees may be deferred to reduce impact to investor distributions. The above table is a summary and there may be additional fees and expenses associated with this offering. Please refer to the Private Placement Memorandum for further details.

(2) RM Technologies operates the RealtyMogul platform. RM Technologies charges a fixed, non-percentage-based fee for real estate companies to use the marketplace. An estimate of this fee is included in the Closing Costs and is intended to be capitalized into the transaction at the discretion of the Manager.

(3) RM Admin will be providing the following services:(a) responding to inbound investor inquiries regarding how to subscribe to the Project, (b) distribution of all annual tax forms (after receipt of same from Project Sponsor), (c) processing distributions that are payable from RM Investors to Investors, however, RM Admin will not be deemed to have custody of client funds, (d) distribution of all quarterly reports (after receipt of same from Project Sponsor) and (e) summarizing sponsor information on property performance, responding to investor inquiries regarding sponsor performance information as well as the real estate market generally.

Disclaimers/FAQs
Disclaimers

The content on this detail page was provided by the Sponsor or an affiliate thereof. The Sponsor is under no obligation to update this detail page. None of the opinions expressed on this detail page are the opinions of RealtyMogul and they are not endorsed by RealtyMogul. Assumptions and projections included in this detail page are not reflective of the position of RealtyMogul or any other person or entity other than the Sponsor’s investment vehicle (“Investment Entity”) or its affiliates.

The preceding summary of principal terms of the offering is qualified in its entirety by reference to the more complete information about the offering contained in the offering documents, including, without limitation, the Private Placement Memorandum, Operating Agreement, Subscription Agreement and all exhibits and other documents attached thereto or referenced therein (collectively, the "Investment Documents"). This summary is not complete, and each prospective investor should carefully read all of the Investment Documents and any supplements thereto, copies of which are available by clicking the links above or upon request, before deciding whether to make an investment. In the event of an inconsistency between the preceding summary and the Investment Documents, investors should rely on the content of the Investment Documents.

There can be no assurance that the methodology used for calculating targeted IRR is appropriate or adequate. Target IRR is presented solely for the purpose of providing insight into the Investment Entity’s investment objectives, detailing its anticipated risk and reward characteristics and for establishing a benchmark for future evaluation of the Investment Entity’s performance. Targeted IRR is not a predictor, projection or guarantee of future performance. There can be no assurance that the Investment Entity’s targets will be met or that the Investment Entity will be successful in identifying and investing in investment opportunities that would allow the Investment Entity to meet these return parameters. Target returns should not be used as a primary basis for an investor’s decision to invest in the Investment Entity. Please see the applicable Investment Documents for disclosure relating to forward-looking statements.

All forward–looking statements attributable to the Sponsor or persons acting on its behalf apply only as of the date of the offering and are expressly qualified in their entirety by the cautionary statements included elsewhere in this summary and the Investment Documents. Any financial projections are preliminary and subject to change; the Sponsor undertakes no obligation to update or revise these forward–looking statements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. Inevitably, some assumptions will not materialize, and unanticipated events and circumstances may affect the ultimate financial results. Projections are inherently subject to substantial and numerous uncertainties and to a wide variety of significant business, economic and competitive risks, and the assumptions underlying the projections may be inaccurate in any material respect. Therefore, the actual results achieved may vary significantly from the forecasts, and the variations may be material.

The interests in the Investment Entity will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) in reliance upon exemptions contained in Rule 506(b) or 506(c) of Regulation D as promulgated under the Securities Act. In addition, the interests will not be registered under any state securities laws in reliance on exemptions from registration. Such 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 investing activities risk the loss of capital. There can be no assurance that investors will not suffer significant losses. No guarantee or representation is made that investment objectives of the Investment Entity will be achieved. You should not subscribe to purchase interests in the Investment Entity unless you can readily bear the consequences of such loss.

Interests in the Investment Entity are listed on the RealtyMogul Platform. RealtyMogul receives fees from the Sponsor or the Investment Entity partially based on the number of investors investing in such Investment Entity through the RealtyMogul Platform. This arrangement could create a conflict of interest between RealtyMogul and investors.

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