$27,350,000
SunCap
SunCap managers have closed over $2 billion of acquisitions, including building a $500 million publicly traded international real estate fund from 1996 through its disposition in 2010*. SunCap invests in real estate in the Southeast United States, focusing on assets with solid underlying fundamentals which provide current cash yield and income growth potential through the implementation of new management, re-capitalization and capital improvements. SunCap targets quality multi-tenant retail centers providing the daily necessities and services to the neighboring communities and are resilient to overall market fluctuations. Tenants typically include grocers, restaurants and other product and service providers for the immediate neighborhood.
* - DIM Vastgoed, ticker: "DIM" on the Euronext Amsterdam Exchange
-
Scott AukerPrincipal, SunCap -
Barry RossPresident, Ross Realty Investments -
Brian MarkPrincipal, SunCap -
AJ Belt, IIIPrincipal, SunCap -
Wadid DaoudPrincipal, SunCap
Mr. Auker focuses on acquisitions and the associated investment underwriting and due diligence requirements at SunCap. He also oversees the capital improvements programs and is actively involved in the asset management of each property to ensure investment performance.
Mr. Auker is an accomplished real estate professional having been involved with the acquisition, development, construction, or management of $1 Billion of assets including one million square feet of commercial projects and 5,000 multi-family units across the Midwest and Eastern United States. His experience includes leading acquisition and development initiatives, land acquisitions, entitlements, project design, debt and equity financing, construction management, leasing and property management, and stabilized project investment sales.
Mr. Auker previously founded ADI, which developed or acquired numerous projects including Puerta de Palmas, a $70 million ground-up development in Coral Gables, and Bahia Delray, a $38 million acquisition in Delray Beach. Mr. Auker was also previously involved with several national developers, including JPI, Altman, and Clark Realty Capital where he led development efforts on numerous projects throughout the country. Mr. Auker also held various construction management positions for Clark Construction, a national commercial construction company.
Mr. Auker received his bachelors degree from Penn State University and his MBA from the American University in Washington, DC.
Barry Ross, President of Ross Realty Investments, Inc., has been a developer, broker and manager of shopping centers and office buildings in South Florida since 1978. Having been an integral part of a development team that successfully completed over 3,000,000 square feet of retail and office project. He has also overseen the management and sales of several million square feet throughout the southern United States.
Ross Realty has remained at the forefront of South Florida’s active Real Estate development and Property Management community. Mr. Ross has consulted with numerous private and institutional owners on a wide variety of real estate problem solving and feasibility study matters. Barry has served on SunTrust Bank’s Advisory Board as a real estate consultant, as well as the City of Hollywood’s Annexation Board and has been a court appointed Receiver for SunTrust Bank’s foreclosed commercial property. Barry served as Chairman of the Board of Unifirst Federal Savings Bank from 1991 to 1998. Unifirst was a $140,000,000 institution with branches in southern Broward County and was purchased in July of 1998 by Republic Security Financial Corp.
Born August 19,1940, Barry graduated from Penn State in 1962. He has worked for Girard Trust Bank, Honeywell Corp. and then went into the family retail and real estate business from 1965 until 1978 when he moved to Florida. Barry’s main functions at Ross Realty are as rain maker, acquisition and development quarterback, and the overall guidance of each department. Annette Pappas has served as Barry’s Administrative Assistant and Closing Coordinator for much of her 18 years at Ross Realty.
Mr. Mark is responsible for all aspects of asset management and due diligence at SunCap to ensure the investment performance for each asset. He is actively involved in the acquisition and underwriting process, as well as overseeing the finance and accounting department to ensure the highest level of accurate and comprehensive fiscal reporting.
Mr. Mark has worked in the commercial real estate field since 1997 and has been responsible for overseeing the financial reporting functions for 200+ properties throughout his 17-year career. In addition, Mr. Mark has been involved in over $2 billion worth of commercial real estate transactions.
Mr. Mark earned his CPA license in 1995 and worked at two public accounting firms where he gained tremendous experience in analyzing and evaluating various companies' accounting and control procedures. In 1997, he was hired as Controller and later promoted to CFO of DBR & Associates, LLC, a $1 billion real estate asset and property management company. He was responsible for overseeing the financial reporting for DIM Vastgoed, N.V., a publicly traded real estate fund on the Euronext Stock Exchange in Holland. In addition, he served as the asset manager / consultant for many private clients advising them on acquisition and disposition strategies as well as handling over 500 lease negotiations, including a wide array of national tenants.
Mr. Mark received his bachelors degree at the University of Wisconsin-Madison and a Masters of Science in Accounting from the University of America in Washington, DC.
AJ Belt, III is a Principal at Avison Young and heads the company's Capital Markets division.
With SunCap, Mr. Belt focuses on the capital markets to assure flexible and responsive equity and debt structures. He was a principal in the creation and operation of the publicly traded Dutch retail real estate fund DIM Vastgoed, N V (Euronext Amsterdam Exchange) from 1996 through its sale in April 2010, as well as 18 Dutch partnerships (“Maatschaps”) from 1992 – 2000.
Having started his commercial real estate career in 1983 in the office and industrial market and later expanding into the retail class, A.J.’s deep and broad experience is the foundational strength of SunCap's primary mission…investor advocacy via property stabilization, enhancement and net asset value maximization.
A.J. earned his Bachelor of Science Degree in Business Administration from The University of North Carolina – Chapel Hill (1981).
Mr. Daoud focuses on strategic investor relations at SunCap. He has extensive experience in the international business arena and understands the needs of foreign investors seeking to place capital in the United States.
Mr. Daoud has been involved in many ventures across the globe for over 20 years. He started with Lincoln Electric running their Latin America and West Africa initiatives. Later he founded American Supply, an exporter of industrial equipment to multiple international countries in Latin America, the Middle East, and Asia. Wadid was born in Egypt and has lived in Ghana, Iran, Mexico, Venezuela, Britain, and now the United States.
Mr. Daoud has extensive real estate investment experience. He founded a development company in Mexico which has acquired or developed 26 assets valued at over $35 million. He also heads various land development ventures in Texas which have acquired 10 assets valued at over $7 million.
Mr. Daoud received his bachelors degree from LeTourneau University in Longview, Texas.
| Property | Location | Product Type | Total SF | Purchase Date | Purchase Price | Occupancy* | Equity Invested |
|---|---|---|---|---|---|---|---|
| Uptown Square | Atlanta, GA | Retail | 72,277 | Jun-16 | $5,950,000 | 90% | $2,552,000 |
| Metro Station | Orlando, FL | Retail | 45,921 | Feb-16 | $5,900,000 | 86% | $2,380,000 |
| Shoppes at Trickum | Atlanta, GA | Retail | 49,900 | Feb-16 | $6,000,000 | 100% | $2,111,000 |
| Penn Dutch Plaza | Margate, FL | Retail | 155,622 | Oct-15 | $18,500,000 | 98% | $7,014,000 |
| Buford Village | Atlanta, GA | Mixed-Use | 62,453 | Dec-14 | $6,825,000 | 64% | $2,779,000 |
| Berwick Marketplace | Savannah, GA | Retail | 38,368 | Jun-14 | $5,900,000 | 90% | $2,245,000 |
| Lake Washington Square | Melbourne, FL | Retail | 112,057 | Dec-13 | $12,350,000 | 93% | $4,917,000 |
| Brannon Crossing | Cumming, GA | Retail | 60,780 | Mar-11 | $9,125,000 | 61% | $3,730,000 |
| Lindbergh Crossing | Atlanta, GA | Retail | 27,057 | Jun-12 | $4,950,000 | 85% | $2,450,000 |
| Total | 624,435 | $75,500,000 | $30,178,000 |
* - Occupancy presented as of Property closing.
| Property | Location | Product Type | Total SF | Purchase Price |
|---|---|---|---|---|
| Glengary Shoppes | Sarasota, FL | Retail | 91,182 | $13,775,000 |
| The Shops at Lake Tuscaloosa | Tuscaloosa, AL | Retail | 70,242 | $10,530,000 |
| Magnolia Shoppes | Coral Springs, FL | Retail | 114,118 | $11,550,000 |
| Hammocks Town Center | Kendall, FL | Retail | 172,810 | $18,300,000 |
| Eustis Village | Eustis, FL | Retail | 156,927 | $17,178,000 |
| Carolina Pavilion | Charlotte, NC | Retail | 731,703 | $76,900,000 |
| Salem Road Station | Atlanta, GA | Retail | 67,270 | $7,927,000 |
| Keith Bridge Commons | Atlanta, GA | Retail | 94,886 | $12,020,000 |
| Freehome Village | Canton, GA | Retail | 74,340 | $12,887,000 |
| Loganville Town Center | Atlanta, GA | Retail | 77,661 | $13,458,000 |
| Grayson Village | Atlanta, GA | Retail | 83,154 | $13,608,000 |
| Wilmington Island Center | Wilmington Island, GA | Retail | 87,818 | $13,538,000 |
| Governors Town Square | Acworth, GA | Retail | 68,658 | $14,213,000 |
| Dublin Village | Dublin, GA | Retail | 98,540 | $9,100,000 |
| Golden Park Village | Atlanta, GA | Retail | 68,738 | $9,500,000 |
| The Vineyards at Chateu Elan | Atlanta, GA | Retail | 79,047 | $13,300,000 |
| South Plaza Shopping Center | St. Mary's County, MD | Retail | 92,335 | $22,955,000 |
| Sunrise Town Center | Sunrise, FL | Retail | 128,124 | $13,970,000 |
| Whitaker Square | Winston-Salem, NC | Retail | 82,760 | $12,825,000 |
| Brawley Commons | Charlotte, NC | Retail | 119,189 | $13,835,000 |
| Total | 2,559,502 | $331,369,000 |
*Sponsor information and track record were provided by the Sponsor and have not been independently verified by RealtyMogul.com
In this transaction, RealtyMogul.com investors will invest in Realty Mogul 69, LLC. Realty Mogul 69, LLC will subsequently invest in SunCap 8 - Turtle Crossing, LLC, the entity that is to invest in Turtle Crossing Sponsor, LLC, a 50/50 JV between SunCap and Ross Realty. Turtle Crossing Sponsor, LLC is to then invest in Turtle Crossing, LLC, the entity that is to hold title to the Property. SunCap is performing the administrative and asset management functions, while Ross Realty is performing the on-site property management and leasing functions.
The Sponsor’s primary value-add strategy is to implement the following plan:
- Increase revenue through contractual rent growth as well as CoStar projected market rent growth.
- Implement moderate new leasing as the Property is already 86% leased. The Property is to be underwritten with a 7% general vacancy. The currently vacant spaces are expected to be leased over a 12 to 21-month period starting in January 2017.
- Ross Realty will be the on-site property management and leasing firm while investing approximately 50% of the required equity of the acquisition.
Upon completion of the business plan, the Sponsor plans to exit and sell the Property within five years.
RealtyMogul.com, along with SunCap (“Sponsor”), is providing the opportunity to invest in the acquisition and ownership of Turtle Crossing (the "Property"), a 99,174 square foot SuperTarget shadow-anchored retail center located in Coral Springs, FL. SuperTarget is not included in the acquisition. This will be the Sponsor's second transaction with RealtyMogul.com.
The Sponsor sees this investment as an opportunity to acquire a well located, well occupied asset that benefits from a strong shadow anchor, with additional upside potential through leasing of currently vacant space.
The primary objective of this investment is to acquire the Property at an attractive going-in yield and basis, increase occupancy and rental rates and sell the Property within five years.
Turtle Crossing (“Property”) is a 99,174 square foot SuperTarget shadow-anchored retail center in Coral Springs, FL with a diversified mix of 28 national and local tenants. The Property is comprised of six buildings of inline store space and two retail pads leased to Buffalo Wild Wings and AutoZone, respectively. Four of the inline store space buildings were built in 2008, while the other was built in 1999 and renovated in 2008 when the site was redeveloped. The remaining inline building was built in 2014 and contains Visionworks and Panda Express. The two outparcels were built in 2010 and 2013. The Property is situated on 12.75 acres and features 653 parking spaces, resulting in a parking ratio of 6.6 spaces per 1,000 square feet. The Property has excellent access provided by five entrances, two from US Highway 441, two from Wiles Road and one from Turtle Creek Drive. Additionally, the Property can be accessed via two points behind the center from Creekside Drive.
The Property is institutional quality with concrete tilt-wall panels on a concrete slab on grade foundation. The exterior walls consist of painted stucco with commercial grade windows and glass store fronts.
Major Tenants
Tuesday Morning (NASDAQ: TUES) operates as a retailer of upscale decorative home accessories, housewares, seasonal goods and gifts in the United States. The company offers various products, such as home décor, furniture, bed and bath, kitchen, toys, crafts, pets and seasonal goods, as well as home furnishings items. It also provides a range of branded merchandise, including Peacock Alley, Sferra, Lenox, Waterford, and Hartmann. The company operates 750 discount retail stores in 41 states. Tuesday Morning Corporation was founded in 1974 and is headquartered in Dallas, Texas. (source: finance.yahoo.com)
Phenix Salon Suites is the fastest growing “Salon Suite” concept in the US. The company began expanding in 2012 and opened 26 new locations in 2012. The company has 100 new locations that are to open during the next year and a half and over 300 locations are currently scheduled to be opened in the next couple of years. (source: www.phenixsalonsuites.com)
Panera Bread (NASDAQ: PNRA) together with its subsidiaries, owns, operates, and franchises retail bakery-cafes. As of April 26, 2016, it operated 916 company-owned bakery-cafes and 1,081 franchise-operated bakery-cafes in the United States, the District of Columbia and Ontario. The company was formerly known as Au Bon Pain Co., Inc. and changed its name to Panera Bread Company in August 1998. Panera Bread Company was founded in 1981 and is based in St. Louis, Missouri. (source: finance.yahoo.com)
Site Plan
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| Property | Sale Date | Size (Square Feet) | Price | $/Square Foot | |
|---|---|---|---|---|---|
| Village Shoppes of Coconut Creek | Feb-15 | 53,709 | $19,600,000 | $365 | |
| Riverstone Shoppes | Nov-15 | 61,698 | $13,200,000 | $214 | |
| Royal University Plaza | Feb-15 | 98,500 | $26,000,000 | $264 | |
| Promenade at Coconut Creek | Apr-16 | 297,557 | $85,600,000 | $288 | |
| Average | 127,866 | $36,100,000 | $283 | ||
| Subject | 99,174 | $27,350,000 | $276 | ||
| Property | Size (Square Feet) | Avg. Rental Rate | Occupancy | Lease Type |
|---|---|---|---|---|
| Coral Landings II | 102,825 | $26.00 | 98% | NNN |
| Coral Landings III | 169,917 | $25.50 | 83% | NNN |
| Pine Ridge Square | 117,744 | $28.00 | 97% | NNN |
| Royal Eagle Plaza | 192,092 | $22.00 | 100% | NNN |
| Coral Creek Shops | 109,312 | $32.00 | 94% | NNN |
| Average | 138,378 | $26.70 | 94% | |
| Subject (In-Place) | 99,174 | $25.53 | 86% | NNN |
The comparables included in the above tables were either sourced from CoStar, Real Capital Analytics or they were provided by the Sponsor
Turtle Crossing is situated at the corner of US Highway 441 and Wiles Road with traffic counts of approximately 47,000 vehicles per day and 32,000 vehicles per day, respectively, according to CoStar. The immediate neighborhood is characterized by dense commercial development surrounded by residential communities. The Sawgrass Expressway, just one-mile north of the Property, runs along the western and northern boundaries of Coral Springs and connects with the Florida Turnpike to the east and I-75 and I-595 to the south providing excellent connectivity throughout the South Florida region. The Property’s proximity to major thoroughfares allows easy access for its destination shoppers.
The Property is located within northwestern Broward County. The Property lies on the eastern fringe of the City of Coral Springs and borders the City of Margate. With the City of Coconut Creek to the east, this site sees bustling daily traffic from three major submarkets in South Florida. These cities comprise a large portion of the desirable suburban communities that characterize northwestern Broward County. As congestion and overdevelopment builds along the eastern areas of South Florida, there is a movement west to find more moderately priced housing and a better quality of life. Bordered by both the Sawgrass Expressway and Florida’s Turnpike, the Coral Springs-Margate-Coconut Creek area is a direct beneficiary of this highly accessible location 20 minutes from both the Boca Raton and Ft. Lauderdale employment centers, and 45 minutes from Downtown Miami.
The Cities of Coral Springs, Margate and Coconut Creek are individually the 5th, 14th and 15th most populous cities in Broward County and combined are larger than any single incorporated community in the county based on the 2010 Census. The area within a three-mile radius of the Property has enjoyed consistent and steady growth with a gain of 10% from 2010 to 2016 and is expected to grow another 7% by 2021 according to CoStar. The average and median household incomes of the area are $76,500 and $57,409, respectively, per CoStar.
Market Overview
According to CBRE, the Broward County retail market fundamentals continued to improve at the end of the third quarter of 2016. Retail vacancy rates decreased 180 basis points (bps) year-over-year, ending the quarter at 4.8%. Average direct asking rental rates increased slightly finishing the quarter at $20.93, an increase of 2.8% from one year ago. The third quarter experienced 399,000 square feet of absorption. Broward County retail metrics remain positive as we approach the close of 2016. Continued positive job growth, and declining unemployment are helping to fuel Broward County’s retail sector.
Submarket Overview
Per CoStar market research, the Northwest Broward retail submarket is comprised of Margate, Coral Springs, Tamarac, and North Lauderdale. The submarket totals 13.5 million square feet and is the county’s fourth largest retail submarket. Occupancy rates have increased by 270 basis points since the end of 2012 which has provided buoyancy to rental rates as prospective tenants vie for prime retail space in the area.
Demographic Information
| Demographics | 1 Mile | 3 Miles | 5 Miles | |
| Population (2016) | 14,326 | 137,431 | 374,286 | |
| Growth (2010-2016) | 21.85% | 10.03% | 9.36% | |
| Growth (2016-2021) | 8.63% | 6.91% | 6.78% | |
| Average HH Income (2016) | $98,254 | $76,529 | $70,859 | |
Demographic information above was obtained from CoStar
| Sources of Funds | ||
| Debt | $19,145,000 | |
| Equity | $10,396,000 | |
| Total Sources of Funds | $29,541,000 | |
| Uses of Funds | ||
| Purchase Price | $27,350,000 | |
| Acquisition Fee | $547,000 | |
| Tenant Improvements | $440,000 | |
| Leasing Commissions | $237,000 | |
| Capital Reserves | $373,000 | |
| Financing Costs | $519,000 | |
| SunCap Costs | $75,000 | |
| Total Uses of Funds | $29,541,000 | |
The projected terms of the debt financing are as follows:
- Lender: Loews – Continental Casualty Company
- Proceeds: $19,145,000
- Estimated Rate: 4.77% fixed
- Amortization: 30 years, with two (2) years of interest-only
- Term: Five (5) years
- Extension Option: None
- Recourse: Non-recourse
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.
SunCap 8 - Turtle Crossing, LLC intends to make distributions to Investors (Realty Mogul 69, LLC, other LP investors, and Sponsor, collectively, the "Members" or "Member") per the priority order below.
Cash Flow
- Pro rata share of cash flow to an 8% preferred return
- Excess cash flow will be split 85% to Members pari passu and 15% to Sponsor
Capital Events (Sale or Refinance)
- Pro rata share of cash flow to an 8% Internal Rate of Return ("IRR") hurdle
- Excess balances will be split pro rata 85% to Members and 15% to Sponsor to a 13% IRR hurdle
- Excess balances will then be split pro rata 70% to Members and 30% to Sponsor to a 17% IRR hurdle
- Any excess balance will be split pro rata 55% to Members and 45% to Sponsor
Distributions are projected to start in August 2017 and are projected to continue on a quarterly basis thereafter. Note that the return of initial capital occurs only upon a capital event (sale or refinance). These distributions are at the discretion of the Sponsor, who may decide to delay distributions for any reason, including maintenance or capital reserves. Realty Mogul 69, LLC is to to distribute 100% of its share of excess cash flow (after expenses and fees) to the Members of Realty Mogul 69, LLC (the RealtyMogul.com investors).
| Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | |
|---|---|---|---|---|---|
| Effective Gross Revenue | $2,779,267 | $3,225,637 | $3,429,355 | $3,523,970 | $3,616,855 |
| Total Operating Expenses | $983,555 | $1,106,338 | $1,143,271 | $1,177,280 | $1,212,149 |
| Net Operating Income | $1,795,712 | $2,119,299 | $2,286,084 | $2,346,690 | $2,404,706 |
| Distributions to Realty Mogul 69, LLC Investors | $136,401 | $173,525 | $158,533 | $164,240 | $3,132,673 |
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 |
|---|---|---|---|---|
| One-Time Fees | ||||
| Acquisition Fee | $547,000 (2% of purchase price) | Ross Realty Investments, Inc. and Avison Young - Florida, LLC, an affiliate of SunCap 8 - Turtle Crossing, LLC | Capitalized Equity Contribution | Each entity receives half of the fee |
| Broker-Dealer Fee | $76,000 | North Capital (1) | SunCap / Realty Mogul 69, LLC | SunCap and Realty Mogul 69, LLC shall each pay half of the fee |
| Leasing Commissions | Standard recurring leasing and renewal commissions | Ross Realty Investments, Inc. | Operating Cash Flow | |
| Sale Commissions | One-half (1/2) of all standard sale commissions | Ross Realty Investments, Inc. and Avison Young - Florida, LLC | Operating Cash Flow | Each entity is entitled to half of the sale commissions paid to Ross Realty Investments, Inc. |
| Recurring Fees | ||||
| Property Management Fee | 3.5% of effective gross income | Avison Young Property Management (USA), LLC, an affiliate of SunCap, and Ross Realty Investments, Inc. | Operating Cash Flow | Each entity is entitled to receive half of the fee |
| Asset Management Fee | $55,000 per year | SunCap Opportunity Fund | Operating Cash Flow | |
| Management and Administrative Fee | 1.0% of investment assets in Realty Mogul 69, LLC | RM Manager, LLC | Distributable Cash | RM Manager, LLC is the Manager of Realty Mogul 69, LLC and a wholly-owned subsidiary of Realty Mogul, Co. (2) |
Notes:
(1) Certain employees of Realty Mogul, Co. are also registered representatives of, and are paid commissions by, North Capital Private Securities Corporation, a Delaware Corporation ("North Capital"). In addition, North Capital pays a technology provider services fee to Realty Mogul Co. for licensing and access to certain technology, reporting, communications, branding, entity formation and administrative services performed from time to time by Realty Mogul, Co., and North Capital, Co. are parties to a profit sharing arrangement.
(2) Fees may be deferred to reduce impact to investor distributions.
The above presentation is based upon information supplied by the Sponsors. Realty Mogul, Co., RM Manager, LLC, and Realty Mogul 69, LLC, 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.
Co-Tenancy Clause Risk
There is an on-going risk of co-tenancy, which is common amongst retail tenants at the Property. Co-tenancy clauses are generally triggered when an anchor tenant vacates or ceases to conduct business in its space. Should SuperTarget or any other tenant who is tied to co-tenancy clauses of other tenants at the Property elect to vacate or cease to conduct business in their space it could trigger co-tenancy clauses and lead to retail tenants having the ability to terminate their leases and/or pay reduced rental rates from some defined period of time.
Relationship of Manager and Deadlock Resolution Procedures
The Sponsor Entity is expected to own, indirectly, a fifty percent interest in the Property. Another entity is expected to own, indirectly, the other fifty percent interest in the Property. The approval of both entities is required for all key decisions regarding the Property. There are deadlock resolution procedures that have been put in place if the parties cannot agree. The deadlock procedures include the ability of one entity to offer to buy or sell the ownership interests of/to the other entity at a price that is set by such entity by written notice and may be below the fair market value of the Property. The recipient entity has the choice to buy or sell ownership interests of/to the other entity at the price stated in the written notice.
Hurricane Risk
Coral Springs, FL is near the Atlantic Ocean, which is subject to frequent and sometimes destructive hurricanes. There can be no assurance that a sizable hurricane will not cause significant damage to the Property, in which case the business and financial condition of the Property, and thus the Company, would be materially adversely affected.
Retail Center Competition
Competition in the Property’s local market area is significant and may affect the Property’s occupancy levels, rental rates and operating expenses. In addition, internet-based retailing presents significant competition to certain types of retailers. If development of retail centers by other operators were to increase due to increases in availability of funds for investment or other reasons, or if internet-based retailing continues to draw consumers away from making purchases of goods and/or services of the types offered by tenants of the Property (or if it decreases the prices that such consumers are willing to pay for such goods and/or services), then this competition with the Property and its tenants could cause the value of the Property and the cash flow from the Property to decrease.
Local Market Conditions May Impact Rental Rates
Local conditions may significantly affect occupancy, rental rates, and the operating performance of a property. Such risks include (but are not limited to): (i) plant closings, industry slowdowns and other facts that affect the local economy; (ii) an oversupply of, or a reduced demand for, similar properties; (iii) a decline in household formation or employment or lack of employment growth, (iv) laws that could inhibit the ability to raise rents or to sell a property; and (v) other economic conditions that might cause an increase in operating expenses, such as increases in property taxes, utilities, compensation of on-site personnel and routine maintenance.
Vacancies and Tenant Defaults May Reduce the Property’s Revenues
A vacancy or default of a tenant on its rent will cause the Property to lose the revenue from that unit and, if enough effective vacancies occur, it could cause the Porperty to have to find an alternative source of revenue to meet any loan payments and other operating expenses for a particular property and it may not be possible to have to find a viable alternative source of revenue. If the company managing the investment property does not employ sufficiently aggressive marketing campaigns and/or lease incentive programs, vacancies may increase and an investment in the Realty Mogul 69, LLC may be adversely affected.
Interest Only Loan
The loan being used to acquire the Property is expected to have an interest-only period during the first two years of the term, which means that there will be no reduction in the principal balance during that interest-only period.
Forward-Looking Statements
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.
Illiquid Investment - Transfer Restrictions & No Public Market
The transferability of membership interests in Realty Mogul 69, LLC 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. 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.
Uncertainty Surrounding Future Sales Price
There is risk associated with the Sponsor being unable to sell the Property as projected.
Interest Rate Risk
The Federal Reserve has methodically reduced the amount of stimulus it was earlier injecting into the U.S. economy, and has signaled that increases in the federal funds rate may be forthcoming. This could potentially lead to rising interest rates offered by other lenders and could have a negative effect on the future value of the Property (since higher loan interest rates might mean that potential buyers would face proportionately higher debt service expenses).
Mortgage Risk
The Sponsor has a signed term sheet with a lender to provide the debt financing for the acquisition of the Property, but there can be no assurance that the lender will complete financing on the rates and terms included in the underwriting being presented in the model for this investment opportunity. All rates and terms of the debt financing are subject to final lender committee approval, including but not limited to a modification in lender held capital reserve requirements that may result in a corresponding movement of certain funds currently projected as being held in a Sponsor controlled capital escrow account.
Management Risk
Investors will be relying solely on the Sponsor for the execution of its business plan. The Sponsor may in turn rely on other key personnel with relevant experience and knowledge, including contractors and consultants. Members of SunCap 8 - Turtle Crossing, LLC (including Realty Mogul 69, LLC) will agree to indemnify the manager in certain circumstances, which may result in a financial burden if any litigation results from the execution of the business plan. While the Sponsor has significant operating experience, SunCap 8 - Turtle Crossing, LLC is a newly formed company and has no operating history or record of performance. Realty Mogul 69, LLC is pursuing a venture capital strategy through its investment in SunCap 8 - Turtle Crossing, LLC, and the manager of Realty Mogul 69, LLC is expected to be treated as an investment adviser exempt from federal or state registration under this strategy.
Uncertain Distributions
The Sponsor cannot offer any assurances that there will be sufficient cash available to make distributions to its members (including Realty Mogul 69, LLC) from either net cash from operations or proceeds from the sale or refinancing of the asset. Sponsor, in its discretion, may retain any portion of such funds for tenant improvements, tenant refurbishments and other lease-up costs or for working capital reserves. Sponsor has chosen to make distributions quarterly.
Risk of Interest Charges for Sponsor Capital Calls
The amount of capital that may be required by Turtle Crossing, LLC, Turtle Crossing Sponsor, LLC and Sun Cap 8 - Turtle Crossing, LLC from Realty Mogul 69, LLC is unknown, and although Sun Cap 8 - Turtle Crossing, LLC does not require that its members contribute additional capital to it, it may from time to time request additional funds in the form of loans or additional capital. Realty Mogul 69, LLC does not intend to participate in a capital call if one is requested by Sun Cap 8 - Turtle Crossing, LLC, and in such event the manager of Sun Cap 8 - Turtle Crossing, LLC may accept additional contributions from other members of Sun Cap 8 - Turtle Crossing, LLC. Amounts that the manager of Sun Cap 8 - Turtle Crossing, LLC advances on behalf of Realty Mogul 69, LLC will be deemed to be a manager loan at an expected interest rate of 18%. Amounts that are contributed by existing or new members will be deemed to be additional capital contributions, in which case Realty Mogul 69, LLC's interest in Sun Cap 8 - Turtle Crossing, LLC will suffer a proportionate amount of dilution.
Uncertain Exit Timing
Although it is anticipated that the Property will be sold at the end of the expected five (5) year hold period, Realty Mogul 69, LLC will not have full control over the timing of the sale of the Property, and therefore we cannot offer assurances of when the exit will occur. If the Property is not sold after ten (10) years, Realty Mogul 69, LLC may have the right (either at that point or at a later time), subject to other contractual limitations such as the loan on the Property and the requirements of the operating agreement of SunCap 8 - Turtle Crossing, LLC, to force a sale of the Property or force a sale of the interests of Realty Mogul 69, LLC in SunCap 8 - Turtle Crossing, LLC.
General Economic and Market Risks
While the Sponsor has conducted significant research to justify the intended rental rates and sales price relative to comparable properties in the market, its best efforts to forecast economic conditions cannot state for certain whether or not rental rates will be achieved or investor sentiment and the capital markets will be favorable to the Property at the intended disposition date. The real estate market is affected by many factors, such as general economic conditions, the availability of financing, interest rates and other factors, including supply and demand for real estate investments, all of which are beyond the control of the Sponsor.
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 Sponsor and others. Realty Mogul, Co., RM Manager, LLC, and Realty Mogul 69, LLC, 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.