Aggregate value of properties owned by the Apartment Growth REIT based on the most recent internal valuations as of the end of the fiscal quarter upon which our most recently announced NAV per share is based pursuant to our valuation policies; provided, however, the value of the preferred equity investments is based on the most recent purchase price of the asset and the value of properties underlying investments acquired since the most recent NAV per share was announced are based on the most recent purchase prices. As with any methodology used to estimate value, the methodology employed by our affiliates’ internal accountants or asset managers is based upon a number of estimates and assumptions about future events that may not be accurate or complete. For more information, see the section of our Offering Circular captioned “Description of Our Common Stock – Valuation Policies.”
Return shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared in the period. All returns shown assume reinvestment of distributions pursuant to the Apartment Growth REIT's distribution reinvestment plan, are derived from unaudited financial information and are net of all Apartment Growth REIT expenses, including management fees. An individual stockholder's total return may vary from the total return, and there is no assurance that stockholders will be able to realize the estimated NAV per share upon attempting to sell their shares. Past performance is historical and not a guarantee of future results. Inception to Date Return is annualized utilizing a compounding method and consistent with the IPA Practice Guideline 2018, as reported in the IPA/Stanger Monitor (initial issuance in Q1’19). The inception date is August 23, 2017.
There is no guarantee that stockholders will receive a distribution, and distributions have been paid from sources other than cash flow from operations, including net proceeds from our offering, cash advances by RM Adviser, LLC, manager of the Apartment Growth REIT (the "Manager"), cash resulting from a waiver of fees or reimbursements due to our Manager, borrowing and the issuance of additional securities. The Board of Directors may in the future declare lower distributions or no distributions at all for any given period.
The Apartment Growth REIT is a non-traded REIT that invests in apartment buildings located in resilient markets that can offer current income and solid growth potential. The Apartment Growth REIT’s primary objective is to realize capital appreciation in the value of its investments over the long term through the renovation or repositioning of multifamily properties as well as to pay attractive and stable cash distributions to stockholders.
RealtyMogul's Apartment Growth REIT has a minimum investment of just $5,000.
RM ADVISER
The RealtyMogul Apartment Growth REIT is managed by RM Adviser, LLC, a SEC registered investment adviser and wholly-owned subsidiary of Realty Mogul, Co. RM Adviser, which manages the Apartment Growth REIT’s day-to-day operations, and its affiliates have access to an experienced team of real estate finance professionals employed by Realty Mogul, Co., including Jilliene Helman, its Chief Executive Officer. The team has adopted underwriting approaches used by real estate finance industry leaders in its analysis of real estate capital structures and financial strategies.INDEPENDENT BOARD OF DIRECTORS
Although the Manager, RM Adviser, LLC, manages the day-to-day operations, the Apartment Growth REIT operates under the direction of its board of directors, a majority of whom are independent directors.
Other than the limited stockholder voting rights described in our offering circular, our charter vets most other decisions relating to our assets and to the business of the Company, including certain decisions relating to acquisitions and dispositions, the engagement of asset managers, the issuance of securities in the Company including additional shares of our common stock, mergers, roll-up transactions, listing on a national securities exchange, and other decisions relating to our business, to our board of directors.
REITs are legally required to distribute 90% of all taxable income to investors annually.
Generally, REITs have historically outperformed the broad stock market more often than not when returns are measured in years.** REITs have also historically been positively correlated with inflation, which may make them a possible hedge for inflation.***
**. https://www.reit.com/news/blog/market-commentary/reit-average--historical-returns-vs-us-stocks
***. https://www.reit.com/news/blog/market-commentary/how-reits-provide-protection-against-inflation
• Demonstrated consistently high occupancy and income levels across market cycles; and
• Offer value-add opportunities with appropriate risk-adjusted returns and the potential for significant value appreciation.
Existing Apartment Growth REIT investors can click on the “Auto Invest” tab on their investor Dashboard to begin the Auto Invest enrollment process. Once an enrollment form is submitted, the Auto Invest enrollment request will need to be processed before it will become active on your Dashboard. Please visit the “Auto Invest” tab on your investor Dashboard to get started and for more information.
Once your auto investment enrollment is active, you will have the option to either pause, edit, or cancel your enrollment right from the “Auto Invest” tab on your investor Dashboard. For more information, please refer to our full offering circular.
The following third-party expense reimbursements will be paid from proceeds of the sale of the Apartment Growth REIT shares:
TYPE OF FEE | AMOUNT | NOTES |
---|---|---|
Organization, Offering and Other Operating Expenses including, but not limited to, actually incurred third-party legal, accounting, and marketing expenses.† | Up to 3% of equity contribution | NAV, at any given time, is net of Organization, Offering and Other Operating Expenses. |
The following fees will be paid by the Apartment Growth REIT to our Manager, RM Adviser, LLC, and/or its affiliates for services related to the offering, and the investment and management of our assets:††
TYPE OF FEE | AMOUNT | NOTES |
---|---|---|
Asset Management Fee paid to our Manager, RM Adviser, LLC | 1.25% annualized based on the "total equity value" | For purposes of this fee, total equity value equals (a) our then-current NAV per share, as determined by our board of directors, multiplied by (b) the number of shares of our common stock then outstanding. Actual amounts are dependent upon the offering proceeds we raise (and any leverage we employ) and the results of our operations and changes to our NAV. |
Reimbursement of Other Operating Expenses paid to our Manager, RM Adviser, LLC | Variable – dependent upon operations | Includes, but is not limited to, license fees, auditing fees, fees associated with SEC reporting requirements, acquisition expenses, interest expenses, property management fees, insurance costs, tax return preparation fees, marketing costs, taxes and filing fees, administration fees, fees for the services of independent directors, and third-party costs associated with the aforementioned expenses. |
Servicing Fee (Performing Preferred Equity Investments) - RM Originator, an affiliate of our Manager, RM Adviser, LLC | 0.5% of the principal balance plus accrued interest of each preferred equity investment to RM Originator for the servicing and administration of certain investments held by us. Servicing fees payable by us may be waived at RM Originator’s sole discretion. | Actual amounts are dependent upon the principal amount of the preferred equity investments. We cannot determine these amounts at the present time. |
Special Servicing Fee (Non- Performing Preferred Equity Investments) - RM Originator, an affiliate of our Manager, RM Adviser, LLC | 1% of the original value of a non-performing preferred equity investment serviced by such RM Originator. Whether an investment is deemed to be non-performing is at the sole discretion of our Manager. | Actual amounts are dependent upon the principal amount of the preferred equity investments. We can not determine these amounts at the present time. |
†† There are other fees not paid by the Apartment Growth REIT itself that may be paid to affiliates that originate or manage investments on behalf of the Apartment Growth REIT. To learn more about our fees, estimated use of proceeds, and the Apartment Growth REIT's estimated expenses, please refer to our full offering circular. Additionally, unaffiliated and affiliated third-parties will pay our Manager or affiliates of our Manager substantial fees related to the origination, investment, and management of our equity and preferred equity. A portion of these fees may be paid to personnel affiliated with our Manager, including officers of our Manager, Jilliene Helman and Eric Levy. These fees reduce the amount of funds that are invested in the underlying equity and preferred equity, or the amount of funds available to pay distributions to the Company, thereby reducing returns on that investment. Please carefully review the “Management Compensation” section of the Company’s Offering Circular for more information on these fees.
As is more thoroughly discussed in the Share Repurchase Program section of RealtyMogul Apartment Growth REIT’s Offering Circular, after 12 months of ownership, you may request up to 25% of your eligible shares to be repurchased on a quarterly basis at the most recently announced NAV per share multiplied by the Effective Repurchase Rate, a discount based on how long the shares have been held.
The Effective Repurchase Rate is based on the stock purchase anniversary as follows:
Share Repurchase Anniversary (Year) | Effective Repurchase Rate(1) |
---|---|
Less than 1 year | (Lock-up) 0% |
1 year until 2 years | 98% |
2 years until 3 years | 99% |
3 or more years | 100% |
Death (Exception Repurchases) | 100% |
We intend to limit the number of shares to be repurchased during any calendar year to 5.0% of the weighted average number of shares of common stock outstanding during the prior calendar year (or 1.25% per quarter, with excess capacity carried over to later quarters in the calendar year). In the event that share repurchase requests exceed the 5.0% annual limit of allowable repurchases, pending requests will be honored on a pro rata basis.
As of December 31, 2023, we are receiving requests for the repurchase of our shares in excess of the repurchase limit set forth in our share repurchase program. In accordance with our share repurchase program, such share repurchase requests are honored on a pro rata basis. For more information regarding our share repurchase program, see the section of our Offering Circular captioned “Description of Our Common Stock – Quarterly Share Repurchase Program."
Our board of directors may in its sole discretion, amend, suspend, or terminate the share repurchase program at any time. Reasons we may amend, suspend or terminate the share repurchase program include (i) to protect our operations and our remaining shareholders, (ii) to prevent an undue burden on our liquidity, (iii) to preserve our status as a REIT, or (iv) following any material decrease in our NAV.
Additional details regarding the RealtyMogul Apartment Growth REIT, Inc.’s Repurchase Program are found in the Offering Circular, including all supplements.
To learn more about the Apartment Growth REIT's Share Repurchase Plan, please refer to the section of our offering circular captioned “Description of our Common Stock – Quarterly Share Repurchase Program.”
Because each investor’s tax considerations are different, it is recommended that you consult with your tax advisor. You also should review the section of the offering circular entitled “U.S. Federal Income Tax Considerations,” including for a discussion of the special rules applicable to distributions in repurchase of shares and liquidating distributions.
Your annual detailed tax information will be reported on Form 1099-DIV, if required, and will be provided to you in electronic form by January 31 of the year following each taxable year.
A liquidity transaction could consist of a sale of all assets, a roll-off to maturity of all assets, a sale or merger of the Apartment Growth REIT, consolidation with other REITs managed by our Manager, a listing of the Apartment Growth REIT on an exchange, or any other similar transaction.
The Apartment Growth REIT does not have a stated term. The board of directors has the discretion to consider and execute a liquidity transaction at any time if it determines it is in the best interest of the Company.
Accredited Investors include individuals who meet the following criteria:
- Have a net worth over $1 million, excluding primary residence (individually or with spouse or partner)
- Income over $200,000 (individually) or $300,000 (with spouse or partner) in each of the prior two years, and reasonably expects the same for the current year
All Other Investors may invest so long as their investment in our common shares does not represent more than 10% of the greater of their annual income or net worth (for natural persons), or 10% of the greater of annual revenue or net assets at fiscal year-end (for non-natural persons)
CUMULATIVE DISTRIBUTIONS
Return shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared in the period. All returns shown assume reinvestment of distributions pursuant to the Apartment Growth REIT's distribution reinvestment plan, are derived from unaudited financial information and are net of all Apartment Growth REIT expenses, including management fees. An individual stockholder's total return may vary from the total return, and there is no assurance that stockholders will be able to realize the estimated NAV per share upon attempting to sell their shares. Past performance is historical and not a guarantee of future results. 1-Year Return is annualized utilizing a compounding method and consistent with the IPA Practice Guideline 2018, as reported in the IPA/Stanger Monitor (initial issuance in Q1’19). The inception date is August 23, 2017.
Return shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared in the period. All returns shown assume reinvestment of distributions pursuant to the Apartment Growth REIT's distribution reinvestment plan, are derived from unaudited financial information and are net of all Apartment Growth REIT expenses, including management fees. An individual stockholder's total return may vary from the total return, and there is no assurance that stockholders will be able to realize the estimated NAV per share upon attempting to sell their shares. Past performance is historical and not a guarantee of future results. 3-Year Return is annualized utilizing a compounding method and consistent with the IPA Practice Guideline 2018, as reported in the IPA/Stanger Monitor (initial issuance in Q1’19). The inception date is August 23, 2017.
Return shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared in the period. All returns shown assume reinvestment of distributions pursuant to the Apartment Growth REIT's distribution reinvestment plan, are derived from unaudited financial information and are net of all Apartment Growth REIT expenses, including management fees. An individual stockholder's total return may vary from the total return, and there is no assurance that stockholders will be able to realize the estimated NAV per share upon attempting to sell their shares. Past performance is historical and not a guarantee of future results. 5-Year Return is annualized utilizing a compounding method and consistent with the IPA Practice Guideline 2018, as reported in the IPA/Stanger Monitor (initial issuance in Q1’19). The inception date is August 23, 2017.
Return shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared in the period. All returns shown assume reinvestment of distributions pursuant to the Apartment Growth REIT's distribution reinvestment plan, are derived from unaudited financial information and are net of all Apartment Growth REIT expenses, including management fees. An individual stockholder's total return may vary from the total return, and there is no assurance that stockholders will be able to realize the estimated NAV per share upon attempting to sell their shares. Past performance is historical and not a guarantee of future results. Inception to Date Return is annualized utilizing a compounding method and consistent with the IPA Practice Guideline 2018, as reported in the IPA/Stanger Monitor (initial issuance in Q1’19). The inception date is August 23, 2017.
Locations where the broader MSAs have a population of 5 million or greater.
Secondary
Locations where the broader MSAs have a population between 2 – 5 million.
Tertiary
Locations where the broader MSAs have a population less than 2 million.
The RealtyMogul Apartment Growth REIT targets apartment communities that have demonstrated consistently high occupancy and income levels across market cycles as well as multifamily properties that offer value added opportunities with appropriate risk-adjusted returns and opportunity for value appreciation.
Investment | Location | Property Type | Investment Type | Weight |
---|---|---|---|---|
Brooklyn, NY | Multi-family | Joint Venture Equity | 0% | |
Dallas, TX | Multi-family | Joint Venture Equity | 0% | |
Orion Township, MI | Multi-family | Joint Venture Equity | 0% | |
Austin, TX | Multi-family | Joint Venture Equity | 0% | |
Riverview, FL | Multi-family | Joint Venture Equity | 0% | |
Oklahoma City, OK | Multi-family | Preferred Equity | 0% | |
Vancouver, WA | Multi-family | Joint Venture Equity | 0% | |
Raleigh, NC | Multi-family | Joint Venture Equity | 0% | |
East Lansing, MI | Multi-family | Joint Venture Equity | 0% |
Investment | Location | Property Type | Investment Type | Invested |
---|---|---|---|---|
Dallas, TX | Multi-family | Joint Venture Equity | 4000000.00 | |
Plano, TX | Multi-family | Joint Venture Equity | 1000000.00 | |
San Antonio, TX | Multi-family | Joint Venture Equity | 1000000.00 | |
Fort Worth, TX | Multi-family | Joint Venture Equity | 1066558.00 | |
Avon, CT | Multi-family | Joint Venture Equity | 3000000.00 | |
El Paso, TX | Multi-family | Joint Venture Equity | 3385320.00 | |
Chicago, IL | Multi-family | Preferred Equity | 1440000.00 |
The NAV per share calculation reflects the total value of our assets minus the total value of our liabilities, divided by the number of shares outstanding. As with any methodology used to estimate value, the methodology employed calculating our NAV per share is based upon a number of estimates and assumptions about future events that may not be accurate or complete. Further, different parties using different assumptions and estimates could derive a different NAV per share, which could be significantly different from our calculated NAV per share. Our NAV will fluctuate over time and does not represent: (i) the price at which our shares would trade on a national securities exchange, (ii) the amount per share a shareholder would obtain if he, she or it tried to sell his, her or its shares or (iii) the amount per share shareholders would receive if we liquidated our assets and distributed the proceeds after paying all our expenses and liabilities.
You should carefully review the “Risk Factors” section of this offering circular which contains a detailed discussion of the material risks that you should consider before you invest in our common shares. These risks include the following:
- The RealtyMogul Apartment Growth REIT has no prior operating history.
- Because no public trading market for shares of our common stock currently exists, it will be difficult for an investor to sell their shares and, if an investor is able to sell their shares, they will likely sell them at a substantial discount to the public offering price.
- We may be unable to pay or maintain cash distributions or increase distributions over time.
- Future disruptions in the financial markets or deteriorating economic conditions could adversely impact the commercial real estate market as well as the market for debt-related investments generally, which could hinder our ability to implement our business strategy and generate returns to you.
- This is a blind pool offering, and the REIT is not committed to acquiring any particular investments with the net proceeds of this offering.
- There are conflicts of interest between the REIT, its Manager and its affiliates.
- Our investments may be concentrated and will be subject to the risk of default.
- We are dependent on our Manager and Realty Mogul, Co.’s key personnel for our success.
- The REIT may allocate the net proceeds from this offering to investments with which you may not agree.
- Number of unique investors, consecutive distribution periods, and amount distributed to investors as of April, 2024.