The team at our affiliated broker-dealer, RM Securities, conducts diligence on of the issuer, including detailed background checks, criminal checks, bad actor checks, and reference checks on sponsors. In addition to screening for any criminal background, we may also turn down sponsors due to poor reference checks, even if the background and criminal checks are satisfactory.
We require unaffiliated sponsors to use an unaffiliated third-party escrow agent.* When an investor makes an investment with such sponsors using the RealtyMogul platform, the investor’s money is transferred directly into a third-party escrow account. All closing conditions in connection with a sponsor’s contingency offering need to be met before the third-party escrow agent will approve releasing investor funds to the issuer or general partner. For example, if an issuer or general partner plans to use funds for a real estate acquisition that does not ultimately transact, the third-party escrow agent will not transfer investor funds to the issuer or general partner, and funds will be returned to investors.
* Unless otherwise disclosed, escrow accounts are not required for some investments that accommodate 1031 investments where the property is already acquired.
Our processes typically includes visiting certain properties (or a subset of properties if it's a fund) to confirm the real estate is what and where the real estate is supposed to be. For certain properties that accommodate 1031 exchange investments, the team will review third-party prepared due diligence reports in lieu of a site visit.
We have formalized processes and checklists for every private placement deal listed on the platform.
Commerce Center Stafford offers Rising Realty Partners the opportunity to acquire a multi-building portfolio in one of Houston's premier industrial submarkets. The Property provides attractive current cash flow and significant upside via lease-up and marking rents to market rates. The Project is presently 90% leased with rents that are currently 16.5% below market. The potential implementation of ESG initiatives including solar panels, low flow water devices, LED lighting, and low maintenance landscaping plants to reduce carbon emissions and lower operating expenses.
Class-A multi-tenant industrial park acquired at a significant discount to replacement cost. The Sponsor is buying the Project for $137 PSF, and estimates the replacement cost at $225 PSF. Commerce Center Stafford is ideally positioned in the market to provide functional units that range in size from 1,875 to 13,975 square feet and accommodate a wide range of users. The highly stable and diversified tenancy enjoyed 99% average rent collections in 2020, and should provide predictable and sustainable cash flow going forward.
Light/flex industrial product in this market has not been built since the Global Financial Crisis. Increasing construction costs coupled with significant increases in land values have created a shortage in new business park deliveries. No new supply of light industrial/flex product and steady demand are putting upward pressure on rental rates and sale values as a result. The scarcity of large industrial zoned, developable parcels further restricts future supply. The current submarket vacancy is at 4% and no new supply is planned or under construction.
Rising Realty Partners
Founded in 2012 by industry veterans Nelson and Christopher Rising, Rising Realty Partners is a family-owned, Los-Angeles based, vertically integrated real estate investment and operating platform specializing in creating world-class commercial properties.
Their investment and operating philosophy is to add value and enhance financial returns through sustainable investment practices and leverage technology as a force multiplier to increase efficiency, reduce operating costs, and improve tenant satisfaction.
https://www.risingrp.com/-
Christopher RisingCo-founder & CEO -
Scott McMullinPrincipal & CIO -
Scott WordPrincipal, Industrial Investments
Christopher Rising manages the day-to-day business activities of Rising, while also serving on its Investment Committee. Drawing on his experience as Senior Vice President, Asset Transactions at MPG Office Trust, Inc. (NYSE: MPG), Christopher is skilled at managing acquisitions and creative development. At MPG, he worked directly with the CEO to improve finances through debt reduction and restructuring.
In 2003, he founded his own company, The Rising Real Estate Group (RREG.) As the company grew, he seized the opportunity to partner with Barker Pacific Group and created Hamilton Capital Partners (HCP), an equity fund vehicle. RREG is also a principal in 626 Wilshire Blvd, a 156K square foot office building located in downtown Los Angeles.
He began his professional career as an associate at Pillsbury Madison & Sutro. He worked at Cushman Realty Corporation (CRC) under brokerage legend John C. Cushman, III. Christopher then served as a Director at Cushman & Wakefield of California, Inc. (C&W), joining C&W after its merger with CRC in 2001.
Christopher is a current member of the Pasadena Chapter of the Young Presidents Organization and is a member of the Board of Overseers at Loyola Law School and a member of the board of RiverLA. He is a former board member of Loyola High School and LA Phil.
Christopher received his J.D. Law, Real Estate from Loyola Law School and his B.A. in History and Political Science from Duke University. He also attended Duke on a football scholarship and was a member of the 1989 ACC Championship team.
Scott has been a capital partner with Rising since 2015 and recently joined Rising as Principal and CIO. He oversees the capital market needs for Rising, as well as serving on the company’s advisory board and investment committee.
Prior to joining Rising, Scott was a Founding Principal of Suntex Marina Investors. Originally partnering with SMI in 1994, Scott most recently served as Chairman of the Board, CIO, and COO as the company grew to acquire $750 million of marinas throughout the US. Scott also founded other successful real estate ventures such as Stratford Hospitality and Stratford Golf.
Prior to forming Stratford, Scott spent 16 years as an Executive Managing Director with HFF. There, he oversaw over $30 billion of real estate transactions in all asset classes and served on the firm’s operating committee, facilitating the creation of the Los Angeles and San Francisco debt and equity platforms. Scott was also instrumental in the formation of the private equity affiliate, HFF Securities, holding the position of Principal at the broker/dealer. HFF executed an IPO in 2007.
Scott earned a degree from Duke University and is a member of the Young President's Organization.
Scott joined Rising in 2020 as Principal to lead the industrial platform. He oversees all industrial acquisition activities, including sourcing, strategy, market expansion, business development, market research, and underwriting.
Prior to joining Rising, Scott held Principal positions with Landmark Realty Partners, Dvele, Waypoint, and Steelwave (formerly Legacy Partners). In this capacity, he led acquisition and development activities completing over $1.5B of “value add” industrial and office acquisitions.
He began his professional career with The Seeley Company, one of the oldest and most established industrial brokerage firms in Los Angeles, where he quickly excelled to Partner and was a consistent Top Performer.
Scott earned his bachelor’s in business finance from the University of Oklahoma.
Rising Realty Partners Track Record
| Property | City, State | Asset Type | Acq Date | SF | Purchase Price | Sale Date | Sale Price |
| PacMutual | Los Angeles, CA | Office | 4/12/2012 | 464,147 | $59,000,000 | 4/17/2014 | $129,000,000 |
| PacMutual (recap) | Los Angeles, CA | Office | 4/17/2014 | 464,147 | $129,000,000 | 9/9/2015 | $200,000,000 |
| 87 N Raymond | Pasadena, CA | Office | 11/15/2013 | 62,000 | $10,475,000 | 7/29/2016 | $18,500,000 |
| The CalEdison | Los Angeles, CA | Office | 10/8/2015 | 277,074 | $92,000,000 | 12/7/2018 | $130,083,222 |
| Bank of America Portfolio | Los Angeles, CA | Office | 11/15/2013 | 1,770,624 | $189,000,000 | 12/31/14 thru 3/31/21 | $263,720,050 |
| Heritage Financial Center | Agoura Hills, CA | Office | 11/9/2016 | 62,225 | $8,000,000 | 10/21/21 | $9,500,000 |
| The Park DTLA | Los Angeles, CA | Office | 1/16/2015 | 273,448 | $16,500,000 | N/A | N/A |
| West 7 Center | Los Angeles, CA | Office/Data | 6/3/2016 | 733,762 | $210,000,000 | N/A | N/A |
| The Trust Building | Los Angeles, CA | Office | 6/9/2016 | 320,364 | $80,400,000 | N/A | N/A |
| The CalEdison (recap) | Los Angeles, CA | Office | 12/7/2018 | 287,615 | $130,083,222 | N/A | N/A |
| 1Cal | Los Angeles, CA | Office | 6/6/2017 | 1,047,062 | $459,000,000 | N/A | N/A |
| Civic Center Plaza | Denver, CO | Office | 6/27/2019 | 598,592 | $124,692,642 | N/A | N/A |
| 9320 Telstar | El Monte, CA | Office/Industrial | 2/26/2021 | 248,961 | $41,050,000 | N/A | N/A |
| Cheyenne Airport Center | Las Vegas, NV | Office/Industrial | 7/23/2021 | 143,983 | $20,850,000 | N/A | N/A |
| Commerce Center Stafford | Stafford, TX | Office/Industrial | 12/1/2021 | 245,495 | $33,600,000 | N/A | N/A |
| Alpine Industrial Park | Sacramento, CA | Office/Industrial | 2/25/2022 | 142,190 | $21,895,000 | N/A | N/A |
| Total | 7,141,689 | $1,625,545,864 | $741,303,272 |
The above bios and track record were provided by Rising Realty Partners and have not been independently verified by RealtyMogul.
Commerce Center Stafford (“CCS”) is a 90% leased, multi-tenant light industrial park located in one of the most desirable industrial submarkets in Houston. CCS is ideally positioned in the market to provide high-quality and functional light industrial/flex space to a wide range of industrial users. CCS has enjoyed robust leasing activity over the last 12 months increasing the occupancy from 74% to 90% with project rental rates increasing by over 18% during the same period. The business plan entails multiple initiatives to reposition this asset as the market leader in the Southwest submarket. First, the Sponsor will build out the remaining eight (8) vacant suites to position them as "market ready" suites while proactively managing the rollover of existing tenants, marking rents to market rates, and aggressively pursuing early renewals from tenants with near term expirations. CCS has over 60 tenants, and is a “high touch” asset with 62% of the leases rolling during the hold period, and plays into the strength of Rising’s multi-tenant operational expertise. The Rising team will proactively manage the asset to ensure a quick lease-up of vacant suites, manage near-term rollover, and implement operational efficiencies to deliver superior results to its investor partners.
Second, the Sponsor will pursue a modest “cosmetic” capital improvement plan to enhance the Project’s market appeal. They are setting aside $710,473 to address cosmetic upgrades including project rebranding and naming, monument and tenant signage, top of building accent striping, and modest landscaping improvements. Third, the Sponsor is evaluating ESG implementation initiatives including solar panels, low flow water devices, LED lighting, and low maintenance landscaping to reduce carbon emissions and lower operating expenses.
Finally, the Property will be financed with highly attractive debt, taking advantage of historically low interest rates. The Sponsor will finance the Project with aggressive bank financing at 2.35% floating for the duration of the hold period, interest-only with no prepayment penalty. Their capital markets team is guiding the debt to 65% LTC with 100% of capital improvements, tenant improvements, and leasing commissions financed from the loan. There are no anticipated future capital calls. Matching market rate financing and sufficient working capital reserves with the business plan should deliver strong predictable cash flow distributions and an exceptional leveraged internal rate of return over the three-year hold period.
| CapEx Budget | $Amount | PSF |
| AE Design | $25,000 | $0.10 |
| As Builts | $30,000 | $0.12 |
| Monument Signage | $30,000 | $0.12 |
| Building Signage | $7,000 | $0.03 |
| Building Accent Striping | $80,000 | $0.33 |
| Tree Removal | $20,000 | $0.08 |
| Landscaping | $100,000 | $0.41 |
| Concrete Repair | $30,000 | $0.12 |
| Tenant Signage | $120,000 | $0.49 |
| Building Addressing | $65,000 | $0.26 |
| Contingency | $53,000 | $0.22 |
| HVAC | $40,000 | $0.16 |
| Capital Reserves | $110,473 | $0.45 |
| Total CapEx Costs | $710,473 | $2.89 |
The Business Park was built between 1996-2004 and offers 14'-16' clear height ceilings, 57% office finishes, rear load configuration, and 457 car parking spaces. The product mix, abundant parking, and unit configuration accommodate a wide range of light industrial users. The Project offers convenient access to US Highway 59 and Beltway 8. This location provides Commerce Center Stafford with exceptional proximity to the center of Houston’s geographical population, major employment centers, and Houston’s expansive major thoroughfare and freeway system.
Please refer to the Documents section to view Commerce Center Stafford's current rent roll.
Lease Comparables
| Point West Business Park | Point West Business Park | Commerce Center Sugar Land | Greenbriar Business Park | Greenbriar Business Park | Averages | Subject | |||
| Year Built | 1979 | 1979 | 2006 | 2001 | 2001 | 1993 | 1996-2004 | ||
| Average $/SF- NNN | $10.00 | $10.00 | $10.80 | $9.56 | $9.00 | $9.87 | $9.65 | ||
| Distance from subject | 7.8 mi | 7.8 mi | 3.1 mi | 0.7 mi | 0.2 mi | 0.7 mi | N/A | ||
Sales Comparables
| West Belt Business Park | Westport Business Center | Woodlands Flex Portfolio | Point West Business Park | Beltway Southwest | Averages | Subject | |||
| Date Sold | Jun-21 | Aug-21 | Apr-21 | Under Contract | Aug-18 | 2021 | |||
| Year Built | 1978 | 1985 | 1978-1983 | 1979 | 2016 | 1991 | 2006 | ||
| Sale Price | $30,500,000 | $27,550,000 | $38,200,000 | $17,800,000 | $79,200,000 | $38,650,000 | $33,600,000 | ||
| $/SF | $117 | $156 | $152 | $122 | $117 | $133 | $137 | ||
| Cap Rate | N/A | 5.70% | N/A | 5.30% | 5.30% | 5.43% | 5.26% | ||
| Building Size | 260,687 SF | 176,684 SF | 250,723 SF | 145,915 SF | 674,418 SF | 301,685 SF | 245,495 SF | ||
| Distance from subject | 14 mi | 17 mi | 9.9 mi | 7.8 mi | 5.7 mi | 10.9 mi | N/A | ||
Market Overview
The overall Houston industrial market is comprised of 471 MSF with a current market direct vacancy of 9.3%, which represents a 140 basis point decline from the Q1 vacancy. The Houston market is considered one of the top industrial markets in the US and experienced almost 12 MSF of net absorption in the second quarter of 2021. Record leasing activity coupled with reduced new construction starts is quickly returning the Houston industrial market to equalibrium with projected year-end vacancy reaching the mid 8% range. In addition, over 72% of leasing activity was represented by industrial users that are new to the Houston market or existing tenants that are expanding their current footprint to keep pace with the robust demand associated with the expanding and dynamic Houston economy. The market is experiencing modest rent growth and concessions have stabilized.
Submarket Overview
The Project is located in the Southwest Houston submarket, one of the most coveted institutional submarkets in Houston. The Southwest submarket consists of 49.9 MSF of warehouse distribution space and is presently 8.9% vacant. The light industrial/flex product represents approximately 12.4 MSF or 25% of the industrial base in this submarket. Presently there is 3.82 MSF of dock high distribution space under construction that is presently 67% pre-leased (source: JLL). In contrast, there is presently no new light industrial/flex product under construction or planned in the Southwest submarket, and this submarket has experienced minimal light industrial/flex product built in the last 10 years. The current light industrial/flex vacancy in the Southwest submarket presently sits at 8.4%. The Stafford subset of the Southwest submarket is 1.82 MSF, and the directly competitive buildings to CCS are presently at 96% occupancy. In addition, Stafford enjoys a very favorable tax treatment (no inventory tax), which provides a competitive advantage to other Houston submarkets that cannot offer this same user benefit. The lack of new supply coupled with consistent user demand continues to put upward pressure on rents. The Southwest light industrial product has realized 10-year average rent growth of 3.56%, Stafford specifically has enjoyed 4.85% average rent growth the last decade, and 26% rent growth in the last 12 months. The forecast is modest rent growth over the next few years.
Total Capitalization
| Sources of Funds | $ Amount | PSF |
| Debt | $24,013,500 | $98 |
| GP Investor Equity | $1,303,485 | $5 |
| LP Investor Equity | $11,731,309 | $48 |
| Net Capitalized Cash Flow | $200,146 | $1 |
| Total Sources of Funds | $37,248,440 | $152 |
| Uses of Funds | $ Amount | PSF |
| Purchase Price | $33,600,000 | $137 |
| Tenant Improvements & Leasing Costs | $1,223,087 | $5 |
| Capital Improvements | $710,473 | $3 |
| Working Capital | $400,000 | $2 |
| Financing Fees | $414,200 | $2 |
| Closing Costs(1) | 900,680 | $4 |
| Total Uses of Funds | $37,248,440 | $152 |
The Sponsor’s equity contribution may consist of friends and family equity and equity from funds controlled by the Sponsor.
(1) RM Technologies, LLC, an affiliate of RealtyMogul, operates the RealtyMogul Platform. RM Technologies, LLC charges a fixed, non-percentage-based fee for real estate companies and their sponsors to use the Platform and for Platform-related services. Please see the Fees and Disclaimers sections below for additional information concerning fees paid to RM Technologies, LLC.
The expected terms of the debt financing are as follows:
- Lender: California Bank & Trust
- Term: 60 Months + Two 12-month extensions, subject to Extension Conditions
- Loan-to-Value: 65.0%
- Closing Proceeds: $22,280,086
- Future Funding: $1,733,414
- Total Debt: $24,013,500
- Interest Type: Floating
- Spread above one-month SOFR: 2.35%
- Interest-Only Period: 48 months
- Amortization: 25 Years
- Prepayment Terms: No prepayment penalty. Borrower is obligated under any interest rate hedging transaction for any termination fees and other payments in the event it is terminated.
- Extension Requirements: Extension Fee of 0.25% of Loan Amount payable at extension closing
The following conditions must be met prior to each extension:
1) No default
2) Updated appraisal to confirm max LTV of 65% of the then-current loan amount
3) Minimum debt yield of 8.2%
4) Payment of 0.25% extension fee
5) Exercise extension option 60 days prior to maturity
6) Borrower in full compliance with all other terms and conditions of the loan
Please refer to the Project Summary in the Documents section for additional details on financing.
There can be no assurance that the Sponsor will secure debt on the rates and terms noted above, or at all. All of the Sponsor’s estimated 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.
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 risk of loss. If the Sponsor were unable to pay the payments on the borrowed funds (called a "default"), the lender might foreclose, and the Sponsor could lose its investment in its property.
Rising Realty Partners intends to make distributions from Rising Commerce Center Stafford, LLC as follows:
- To the Investors, pari passu, all operating cash flows to an 8.0% IRR;
- 80% / 20% (80% to Investors / 20% to Promoted/Carried Interest) of excess cash flow to a 12.0% IRR;
- 70% / 30% (70% to Investors / 30% to Promoted/Carried Interest) of excess cash flow to a 16.0% IRR;
- 60% / 40% (60% to Investors / 40% to Promote/Carried Interest) of excess cash flow thereafter.
Rising Realty Partners intends to make distributions to investors after the payment of the company's liabilities (loan payments, operating expenses, and other fees as more specifically set forth in the LLC agreements, in addition to any member loans or returns due on member loan).
Distributions are expected to start in May 2022 and are projected to continue on a quarterly basis thereafter. Distributions are at the discretion of Rising Realty Partners, who may decide to delay distributions for any reason, including maintenance or capital reserves.
Rising Realty Partners will receive a promoted/carried interest as indicated above, and a portion of this promoted/carried interest may be received by RM Admin, LLC.
| Cash Flow Summary | |||||||
| Year 1 | Year 2 | Year 3 | Year 4 | ||||
| Effective Gross Revenue | $2,599,608 | $2,944,477 | $3,078,114 | $3,311,425 | |||
| Total Operating Expenses | $836,888 | $877,001 | $908,947 | $947,080 | |||
| Net Operating Income | $1,762,721 | $2,067,476 | $2,169,167 | $2,364,345 | |||
| Project-Level Cash Flows | |||||||
| Year 0 | Year 1 | Year 2 | Year 3 | ||||
| Net Cash Flow | ($13,034,794) | $975,136 | $1,177,990 | $19,540,728 | |||
| Investor-Level Cash Flows(1) | |||||||
| Year 0 | Year 1 | Year 2 | Year 3 | ||||
| Net Cash Flow | ($6,385,000) | $413,813 | $513,180 | $8,734,021 | |||
| Investor-Level Cash Flows - Hypothetical $50,000 Investment(1) | |||||||
| Year 0 | Year 1 | Year 2 | Year 3 | ||||
| Net Cash Flow | ($50,000) | $3,241 | $4,019 | $68,395 | |||
(1) Returns are net of all fees. Such Fees include fees paid to RM Admin, an affiliate of RealtyMogul, who charges an annual fixed administrative fee for providing certain ongoing administrative services to the Sponsor. Please see the Fees and Disclaimers sections and Disclaimers sections below for additional information concerning fees paid to RM Admin.
RM Technologies, LLC and its affiliates does not provide any assurance of returns. The content on this Page, including Sponsor’s pro forma projections, was provided by the Sponsor or an affiliate thereof. Although RM Technologies, LLC believes the Sponsor reliably produced this content, RM Technologies, LLC makes no representations or warranties as to the accuracy of such information and accepts no liability therefor. The assumptions and projections included in the content on this Page, including the Sponsor’s pro forma projections, are not reflective of the position of RM Technologies, LLC or any other person or entity other than the Sponsor or its affiliates. There can be no assurances that all or any of the Sponsor’s assumptions will be true, that actual performance will bear any relation to these hypothetical illustrations, or that the Sponsor’s investment objectives will be achieved. For additional information concerning the Sponsor’s assumptions and projections, and the significant risks involved in investing in real estate, please see the Disclaimers section below.
Certain fees and compensation will be paid over the life of the transaction; please refer to Rising Realty Partners' materials for details. The following fees and compensation will be paid(1)(2)(3)(4)(5)(6):
| One-Time Fees: | |||
| Type of Fee | Amount of Fee | Received By | Paid From |
| Acquisition Fee | 1.25% of Purchase Price | Rising Realty Partners | Purchase Proceeds |
| Disposition Fee(1) | 0.25% of Sale Price | Rising Realty Partners | Sale Proceeds |
| Recurring Fees: | |||
| Type of Fee | Amount of Fee | Received By | Paid From |
| Asset Management Fee | 2.0% of EGI | Rising Realty Partners | Cash Flow |
| Property Management Fee | up to 5.0% of EGI | Third-Party Property Manager(2) | Cash Flow |
| Administrative Services Fee | 1.0% of Equity(3) | RM Admin(6) | Cash Flow |
(1) Disposition Fee shall only be paid if each RM Investor has received aggregate distributions from the Project Company in an amount equal to or exceeding such RM Investor’s capital contribution plus a 10% IRR.
(2) Rising Realty Partners may receive a portion of the property management fee.
(3) Only applies to equity raised through the RealtyMogul Platform.
(4) Fees may be deferred to reduce impact to investor distributions.
(5) RM Technologies, LLC, an affiliate of RealtyMogul, operates the RealtyMogul Platform. RM Technologies, LLC charges a fixed, non-percentage-based fee for real estate companies and their sponsors to use the RM Technologies, LLC’s proprietary Platform and receive Platform-related services. An estimate of this fee is included in the Closing Costs above and is intended to be capitalized into the transaction at the discretion of the Sponsor. The Platform fees received by RM Technologies, LLC are disclosed in the relevant operating agreement(s). RM Technologies LLC’s receipt of Platform fees creates a conflict of interest between RealtyMogul and its affiliates, and investors or prospective investors.
(6) RM Admin, an affiliate of RealtyMogul, charges an annual fixed administrative fee for providing certain ongoing administrative services to the Sponsor. RM Admin’s administrative services and fees are disclosed in the relevant operating agreement(s). RM Admin’s receipt of administrative fees creates a conflict of interest between RealtyMogul and its affiliates, and investors or prospective investors.
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.