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Confidentiality Agreement
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By clicking the ‘I Agree’ button below:
Open for pledging
Target IRR  14.1%-16.9% *
14.1%
Target Avg. Cash on Cash* 13.8%
Target Equity Multiple* 2.1X
Estimated Hold Period* 8 Years
...
View our Risk and Quality Controls.
*Please carefully review the Disclaimers section below, including regarding Sponsor’s assumptions and target returns
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PROJECT WEBINAR
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Gold Leaf Farming LP
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Offered By
Gold Leaf Farming
Investment Strategy Core Plus
Investment Type Equity
Estimated First Distribution 4/2025
Minimum Investment 50000
Overview
Gold Leaf Farming LP ("GLF LP") is a holding company focused on providing top-tier risk-adjusted returns with low volatility through the acquisition and management of diversified, specialty farmland within California.
Cash Flow

GLF LP consists of mature, cash-flowing orchards. The Sponsor anticipates 13.8% average annual cash distributions paid quarterly, driven by crop sales after harvesting each year. 

Capital Appreciation

U.S. farmland has historically appreciated 7% annually. GLF LP consists of 16 farms in top-tier growing regions and water districts, and the Sponsor will look to acquire land in other regions with high appreciation potential. The 14.1% target returns will be driven by both cash flow and land appreciation.  

Inflation Protection

Historically, farmland investments have been an effective hedge against inflation. During medium and high inflation periods, farmland has outperformed inflation by 7%+. In addition, GLF LP's cash flows are generated by commodity sales, which are correlated to inflation.  

Investment Highlights
Excellent Macro Trends: As the population grows and gets wealthier, people need more food. But, the world has a finite amount of land, water, and resources. Moreover, the crops the sponsor invests in are supply constrainted. For example, almonds and pistachios require highly specific growing conditions and farming expertise and can't be grown in most regions of the world, unlike crops such as wheat and potatoes.
Strong Asset Class: Farmland as an asset class has seen strong, stable historical returns. US farmland has driven similar returns to the S&P 500 (~12%) with only half the volatility since 1951.
Cash Distributions: The Sponsor is targeting an average annual cash distribution of 13%. Distributions are planned to start in 2025 after our 2024 harvest.
Capital Preservation & Inflation Hedge: Farmland is an ideal asset class for capital preservation given their characteristics as a real asset and have historically been an effective hedge against inflation. Over the last 74 years, farmland only lost value during one period, demonstrating its resilience.
Top Tier Management: GLF LP has an in-house management and farming team with years of farming and finance experience, which allows for strong operational results and quality control. The Sponsor farms all the properties themselves, allowing them to add value.
Access to Niche Asset Class: Despite its strength as an investment, farmland has been difficult to access until recently. GLF and a few select others have begun investing in the space, but still only ~$22B of capital chasing a $2.8T asset class (<1%). There is opportunity for appreciation in values as the asset class institutionalizes.
Tax Efficiency: GLF LP will generate depreciation to the investors which will contribute an additional 2-3% return per annum. Bonus depreciation is available on the improvements on new acquisitions and passed through to investors to potentially offset offset passive income.
Management
Cumulative Distributions

Gold Leaf Farming

Gold Leaf Farming ("the Company") is a leading farmland investment and management company focused on specialty farmland in California and Arizona. The Company holds traditional farming values in high regard: taking pride in quality operations, only buying farms they would be happy to own forever, and staying grounded in values like hard work, responsibility, and integrity. As next-generation growers, the Company builds upon that tradition, focusing on sustainability, responsible employment, and technology.  Since its inception in 2017, the Company (within Gold Leaf Farming LP and two other vehicles) has acquired 27 different farms, which aggregate to a total of ~12,000+ acres and over $200m in equity invested. Going forward, as our portfolio reaches full maturity and full conversion to organic, GLF LP will target mid-teens IRR driven by cash flow, appreciation, and tax benefits. 

 

https://www.goldleaf.ag/
  • Jack McCarthy
  • Brandon Rebiero
    Co-founder & Head of Farming
  • Josh Guggenheim
    VP of Acquisitions
  • Jackie Zielke
    VP of Operations
  • Dan Hirst
    VP of Finance
  • Ryan Hackett
    Director of Farming
Jack McCarthy
Brandon Rebiero
Co-founder & Head of Farming

Brandon is a Co-Founder and the Head of Farming of Gold Leaf Farming, where he leads the firm’s farming efforts. Brandon is a tree nut grower, manager, and consultant and has overseen approximately 20,000 acres of crops throughout California in his career.

Before founding GLF, Brandon worked closely with private investment firm Trinitas Partners, which built a portfolio of over 10,000 acres of almonds throughout the state. Brandon played a significant role with Trinitas, including managing and advising on due diligence, plant science, orchard development, orchard management, investor relations, and strategic planning. In his spare time, Brandon is a partner in Rebiero Brothers, LLC, a small almond grower in Stanislaus County, CA. As a small grower, he is still intimately involved in every aspect of the business, from driving tractors to farm strategy.

Josh Guggenheim
VP of Acquisitions

As Vice President of Acquisitions, Josh focuses on sourcing, assessing, and capitalizing on farmland investment opportunities.  Josh also plays an important role in water strategy at Gold Leaf.  Prior to Gold Leaf, Josh was a Senior Associate at Lightview Capital, a NY-based private equity firm focused on business services.  Prior to Lightview, Josh worked as a turnaround specialist at Alvarez and Marsal.  Josh started his career at Deutsche Bank.  

Josh has a B.A. in Economics from Emory University and is working on his M.B.A. at Berkeley-Haas

Jackie Zielke
VP of Operations

Jackie is the Vice President of Operations, where she develops and leads the firm's farm operational strategy and is responsible for the entire farming team.

Before GLF, Jackie worked for Home Chef as the VP of Fulfillment, where she led the overall operational efforts in producing e-commerce and retail meal kits across the country and leading the company's logistics, skills training, and safety strategy.  Prior to Home Chef, Jackie worked at Sysco Foods as a Food Safety Program Manager and Reinhart Foodservice, where she held a number of different roles, including being the Plant Manager of their custom cut meat processing plant

Dan Hirst
VP of Finance

Dan is the VP of Finance at GLF. Prior to joining GLF in 2020, Dan spent over ten years at Teays River Investments, a food agriculture holding company, where he led the creation and development of the finance function in a high-growth environment.  Prior to Teays, Dan was an audit senior manager at PricewaterhouseCoopers in both the United Kingdom and the United States, serving public and private companies primarily in the private equity, real estate, and financial services industries.

Dan is a Certified Public Accountant (inactive) and a Fellow Chartered Accountant

Ryan Hackett
Director of Farming

Ryan is the Director of Farm Ops, managing farm operations for Central and Southern California.

Before joining Gold Leaf, Ryan worked as a tree nut grower and crop consultant in the Central Valley of California. For most of his career, Ryan worked with Gold Leaf founder Brandon Rebiero at Wilbur-Ellis advising Trinitas Partners and other California growers as an agronomist.‍

Ryan attended CSU Fresno State, where he obtained a B.S. in Plant Science – Plant Health. While attending Fresno State, Ryan first met Brandon working as his intern. Ryan grew up around ag, where his family farms in the Oakdale area

Track Record

Entity Location Asset Type Equity Invested* Realized Unrealized* Realized MoM Unrealized MoM Total MoM
GLF LP Various - California Existing Tree Nut Orchards $104,380,796 $6,940,112 $108,610,222 0.07x 1.04x 1.11x
Route 66 LP Mohave County, AZ Raw Land / Tree Nut Development $57,208,178 $16,634,394 $76,826,343 0.29x 1.34x 1.63x
QOZB LP Various - California Raw Land / Tree Nut Development $36,290,637 $0 $49,536,947 0.00x 1.37x 1.37x
Other Kern/Imperial Counties, California Existing Date/Almond Orchards (Separate) $8,375,000 $90,000 $8,612,368 0.01x 1.03x 1.04x
Total All Total Portfolio $206,254,611 $23,664,506 $243,585,879 0.11x 1.18x 1.29x

*Only common equity values are listed. Excludes redemption Equity Interests

This includes all deals managed by the Company

The track record above does not include the ~10,000 acres Brandon Rebeiro developed at a previous employer. Most of these acres were sold to an institutional investor. 

The above bios and track record were provided by Gold Leaf Farming and have not been independently verified by RealtyMogul.

Fund at a Glance(1)

Fund Size $131.5M in Equity Target Number of Properties 16+
Investment Period 8 Years Target Asset Classes Real Estate/Farmland
Target IRR 14.1% Target Cash on Cash 13.8%

(1) Please see the PPM for a full description, including financials.

Business Plan

GLF LP will seek to produce attractive risk-adjusted returns by making diversified, high-quality investments in almond and pistachio farms across California. GLF LP will seek to acquire the best farms by targeting those with top-quartile water, climate, and yield positioning, which the Sponsor has built the internal expertise to identify. Gold Leaf operates with an in-house agronomics and farming team who are skilled in implementing ag technology and transitioning to certified organic farming practices, which drive advantages in pricing and yield. GLF LP holds a competitive advantage as a fully integrated owner and operator that has access to capital and farming expertise—our competitors, typically small family farms or large institutional investors, rarely have both. GLF LP will look to capitalize on low commodity swings to purchase excellent assets at attractive prices.

GLF LP currently consists of 16 mature, cash-flowing almond and pistachio orchards comprising ~6,000 acres in California. The Sponsor will continuously raise capital for GLF LP to buy attractive assets.  They will look to make quarterly distributions starting in 2025 after our 2024 harvest. The timing and extent of these distributions depend upon crop price and yield, among other factors. The Sponsor guides investors towards a 7-10-year hold period and plans to capitalize on institutional buyer demand for larger, well-operated farming assets.  GLF LP is expected to return on average 14% Net IRR driven by annual crop cash flows, farm value appreciation, and tax benefits.

Target Geographies

Central Valley, California - from Chico, CA to Bakersfield, CA, with top-quartile water, yield, and climate. 

Target Asset Classes

Almond, pistachio, and date farms within CA & AZ. Other supply-constrained crops such as citrus, olives, and hazelnuts will also be considered.

Summary
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Distributions

Gold Leaf Farming intends to make distributions from Gold Lead Farming LP as follows:

Annual(1)

  1. Distributions to Common Equity Interests are apportioned in accordance with their Capital Percentages(2)

Upon Exit/Liquidation(1)

  1. After settlement of all GLF LP's obligations, the remaining proceeds will be paid to the Partners in accordance with their positive capital account balances. See LPA and PPM for further details

(1) Refer to the PPM and LPA for a full description of distributions

(2) Partners may request that they not receive all or a portion of the distributions they would be entitled to.

Gold Leaf Farming 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 April 2025 and are projected to continue on a quarterly basis thereafter. Distributions are at the discretion of Gold Leaf Farming, who may decide to delay distributions for any reason, including maintenance or capital reserves.

Gold Leaf Farming will receive a promoted/carried interest as indicated above.

 

Fees

Certain fees and compensation will be paid over the life of the transaction; please refer to Gold Leaf Farming's materials for details. The following fees and compensation will be paid(1)(2)(3)(4)(5)(6)(7):

One-Time Fees:
Type of Fee Amount of Fee Received By Paid From
Acquisition Fee Greater of $100K or 1% of the cost of acquisition Sponsor Cash Flow
Refinancing Fee(6) 1% of additional debt obtained Sponsor Cash Generated by Refinancing
Disposition Fee(7) Greater of $100K or 1% of gross sales price Sponsor Cash Generated at Sale
Technology Solution Licensing Fee(2) Flat one-time licensing fees of $15,000 plus $1,500 per each prospective investor onboarded by Sponsor through its license and use of RM Technologies’ Technology Solution RM Technologies, LLC

Capitalization (at Sponsor’s discretion)

       
Recurring Fees:
Type of Fee Amount of Fee Received By Paid From
Operations Oversight Fee(3) 2.0% per annum of net asset value Sponsor Cash Flow
Promote/Carried Interest(4) 20% over a 6% compounded annual return, vesting over a four year period Sponsor Paid in Common Equity Interests
GIC Allocation(5) 5% of imputed cash flow Employees of Sponsor Cash Flow
Administration Solution Licensing Fee(2) Flat quarterly licensing fee of $125 per investor serviced by Sponsor through the license and use of  RM Technologies’ Administration Solution RM Technologies, LLC Cash Flow

(1) Fees may be deferred to reduce impact to investor distributions.

(2) Please see the Fees and Disclaimers sections below for additional information concerning fees paid to RM Technologies, LLC.

(3) This is the management fee that is calculated and paid quarterly

(4) Refer to LPA and PPM for further details

(5) This is the employee incentive pool. Calculated annually, this is calculated on positive imputed cash flows on a farm-by-farm basis, without reduction or adjustment for any farms whose imputed cash flow is negative. Employee participation is 5% of imputed farm cash flow on a farm-by-farm basis. Employees receive a tie of the actual farm cash flow to align incentives and is calculated on a farm-specific basis so that employees on farms that outperform will be automatically compensated better than employees of farms that underperform. Refer to LPA and PPM for further details.

(6) Reduced (but not below zero) by any fees paid to mortgage broker or other similar banker or intermediary

(7) Reduced (but not below zero) by any amount of any brokerage fees or similar fees paid to outside listing and procuring brokers or similar intermediaries

.

Sponsor’s Projects and Targets

*Assumptions and projections included in the information on this Page, including pro forma projections (collectively “Projections”) were provided by the Sponsor or an affiliate thereof and are not reflective of the position or opinions of, nor are they endorsed by, RM Technologies, LLC or its affiliates, or any other person or entity other than the Sponsor or its affiliates.  RM Technologies, LLC and its affiliates do not provide any assurance of returns or the accuracy or reasonableness of the Projections provided by the Sponsor or its affiliates.   There can be no assurance that the Sponsor’s methodology used for calculating any Projections, including Target IRR, Target Annualized Cash-on-Cash Return, and Target Equity Multiple (“Targets”), are appropriate or adequate.  The Sponsor’s Projections and Targets are hypothetical, are not based on actual investment results, and are presented solely for the purpose of providing insight into the Sponsor’s investment objectives, detailing its anticipated risk and reward characteristics and for establishing a benchmark for future evaluation of the Sponsor’s performance. The Sponsor’s Projections and Targets are not a predictor, projection or guarantee of future performance.  There can be no assurance that the Sponsor’s Projections or Targets will be met or that the Sponsor will be successful in meeting these Projections and Targets.  Projections and Target returns should not be used as a primary basis for an investor’s decision to invest.

No Approval, Opinion or Representation, or Warranty by RM Technologies, LLC or it Affiliates

The information on this Page, including the 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”) was provided by the Sponsor or an affiliate thereof.  RM Technologies, LLC makes no representations or warranties as to the accuracy of such information and accepts no liability therefor.  No part of the information on this Page is intended to be binding on RM Technologies, LLC or its affiliates, or to supersede any of the Sponsor’s Investment Documents.  The opinions expressed on this page are solely the opinions of the Sponsor and its affiliates and none of the opinions expressed on this Page are the opinions of, nor are they endorsed by, RM Technologies, LLC or its affiliates.

Sponsor’s Information Qualified by Investment Documents

The Information on this Page, including of the principal terms of the Sponsor’s offering, 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 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.  The information on this page should not be used as a primary basis for an investor’s decision to invest.  In the event of an inconsistency between the information on this Page and the Investment Documents, investors should rely on the information contained in the Investment Documents.  The information on this Page and the information in the Investment Documents are subject to last minute changes up to the closing date at the sole discretion of the Sponsor and its affiliates.

Risk of Investment

This real estate investment is speculative and involves substantial risk.  There can be no assurances that all or any of the assumptions will be true or that actual performance will bear any relation to the hypothetical illustrations herein, and no guarantee or representation is made that investment objectives of the Sponsor will be achieved.  In the event that actual performance is below the Sponsor’s Targets, your investment could be materially and adversely affected, and there can be no assurance that investors will not suffer significant losses.  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.  Please see the Sponsor’s Investment Documents for additional information, including the Sponsor’s discussion concerning risk factors.

Risk of Forward-Looking Statements

Forward-looking statements are found here and in the applicable Investment Documents and may include words like “expects,” “intends,” “anticipates,” “estimates” and other similar words. These statements are intended to convey the Project Sponsor’s projections or expectations as of the date made. These statements are inherently subject to a variety of risks and uncertainties. Please see the applicable Investment Documents for disclosure relating to forward-looking statements.  All forward-looking statements attributable to the Sponsor or its affiliates apply only as of the date of the offering and are expressly qualified in their entirety by the cautionary statements included elsewhere in 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.

Sponsor’s use of Debt

A substantial portion of the total acquisition for the Property will be paid with borrowed funds, i.e., debt.  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 the annual interest rate and possible increases in capital reserve requirements for funds to be held in a lender-controlled capital reserve account. 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.

In addition, unless the debt provides for a fixed rate of interest during the term of the loan and/or any subsequent extensions, the total amount of interest paid over the term of the debt will increase by the same amount as the related index. For example, if the index rate increases by 0.50% (50 basis points) the interest rate on the loan will increase by the same amount. The amount of such interest rate increases may be capped either by its terms or as the result of the Sponsor entering into an arrangement that caps the interest rate with respect to the debt at a particular rate.

Sponsor’s Offering is Not Registered

The interests offered by the Sponsor 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 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 Private Placements on the RealtyMogul Platform are intended solely for “Accredited Investors,” as that term is defined Rule 501(a) of the Securities Act.  Prospective investors must certify that they are Accredited Investors and provide either certain supporting documents or third party verification, and must acknowledge that they have received and read all investment materials.

RM Technologies, LLC Fees and Conflicts

RM Technologies, LLC, an affiliate of RealtyMogul, operates the RealtyMogul Platform.  RM Technologies, LLC charges a fixed, non-percentage-based licensing fee for real estate companies and their sponsors to license and use the RM Technologies LLC’s proprietary Platform, including one-time flat licensing fees for its Technology Solution and an ongoing quarterly flat licensing fees for its Administration Solution.  A portion of the offering proceeds may be allocated as a reserve to ensure timely payment of the ongoing licensing fees for RM Technologies’ Administration Solution. For the avoidance of doubt, the Administration Solution Fee is not due with respect to any quarter until the Administration Solution has been provided by RM Technologies and without regard to any amounts on reserve for the payment of such fees. An estimate of the Technology Solution licensing fee is included in the Closing Costs above and is intended to be capitalized into the transaction at the discretion of the Sponsor.  The licensing fees received by RM Technologies, LLC are disclosed in the relevant operating agreement(s). Additionally, from time to time, employees of RM Technologies, LL C and its affiliates invest in Sponsor’s offering.  RM Technologies LLC’s receipt of licensing fees and its employee’s investments in Sponsor’s offering creates a conflict of interest between RealtyMogul and its affiliates, and investors or prospective investors.

No Investment Advice

None of RM Technologies nor any affiliate are registered as a broker, dealer, investment adviser, or funding portal (except with respect to RM Adviser, LLC, which has no involvement in the transactions to be consummated hereby or contemplated herein and solely for the purposes hereof, shall not be deemed an affiliate or RM Technologies). They do not provide investment advice or recommend the purchase of any securities that are the subject of this agreement or the Sponsor’s offering with respect to the Project. Project Sponsor’s use of the Platform, including Project Sponsor’s license to utilize the Platform and any related technology, software and supporting services, Project Sponsor’s posting of offering documents and all related information on the Platform does not constitute the approval of or endorsement by RM Technologies or any of its affiliates of Project Sponsor’s securities offering with respect to the Project or signify the suitability thereof in any manner.

For additional information on risks and disclosures visit https://www.realtymogul.com/investment-disclosure.

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