You have questions.

We have answers.

How do I get started as an investor with Southgate Ventures?

 

Click here to get started. Once you complete this form, you’ll receive an email with next steps. 

How do I know when there is an investment opportunity available?

 

Register here to get on our email list to be notified about new deal offerings and receive Deal Memorandums, which are detailed descrptions of the property and investment for your review.

How do I learn more about the sponsors, the company, and the types of investments they make?

 

Review our investment thesis, track record, and bios here. 

It is also important we ensure we are a fit for one another. Our type of investments may not be appropriate for every investor. Please schedule a discovery call with us here to get your questions answered and to determine if your investment goals fit with our opportunities.

What is a Private Placement Memorandum (PPM), Operating Agreement (OA), and a Subscription Agreement (SA)?

 

A Private Placement Memorandum (PPM) is a legal securities disclosure document used by a company engaged in a private offering of securities that outlines material details about the offering.

An Operating Agreement (OA) outlines the rules and regulations for the partnership and its members.

The Subscription Agreement (SA) is the legally binding agreement between the investor and the sponsor.

What is Southgate Ventures track record?

 

Southgate has 9 years of investment experience in the Seattle MSA, having acquired 21 value-add properties and exited 10 full-cycle deals.

What is a preferred return?

 

A preferred (a.k.a. “pref”) return is a profit distribution preference whereby profits, either from operations, sale, or refinance, are distributed to one class of equity before another until a certain rate of return on the initial investment is reached.  The pref is stated as a percentage, such as an 8% cumulative return on initial investment.  This preference provides some comfort to investors since it subordinates the sponsor’s profits participation or “promote” up to a certain return threshold.

What is the average hold period duration?

 

An investment in a real estate asset should be considered long-term in nature. Investors should be in a financial position to hold their investment for a projected duration of between five (5) to seven (7) years. Hold periods are considered on a case-by-case basis and are dependent on market conditions.

What type of funds can I use to invest?

 

You can invest with cash, through trusts, LLCs, self-directed IRAs, and self-directed 401(k)s.

How often should distributions be expected?

 

Distributions occur on a quarterly basis.

What kind of reporting will I receive, and when can I expect it?

 

Starting approximately 45 days after the first full calendar quarter has passed after the property is acquired Southgate will send out the first quarterly report. Subsequent reports will continue each quarter thereafter. The quarterly reports includes an update on business plan progress, income, occupancy, delinquency, operating expenses, capital expenses, distributions, variance analysis (budget vs. actual performance), year-to-date financial reports, rent roll, rental applications converted to new leases, lease renewal summary, and a local market report. Southgate may also send out intermittent updates between quarters when there is relevant data to report.

Who can invest?

 

While some of Southgate’s investments may be open to unaccredited investors many of them are open only to approved, accredited investors.  Generally, an individual is an accredited investor if they meet one of the following criteria:

  • Have an individual net worth, or joint net worth with their spouse or spousal equivalent, that exceeds $1 million (excluding the value of your primary residence)
  • Have individual income exceeding $200,000 in each of the past two financial years and a reasonable expectation of satisfying this requirement in the current year
  • Have combined income with their spouse exceeding $300,000 in each of the past two financial years and a reasonable expectation of satisfying this requirement in the current year; or
  • Hold a Series 7, Series 82 or Series 65 financial services license.

In addition, entities such as LLCs, partnerships, corporations, nonprofits and trusts may be accredited investors. Of the entities that would be considered accredited investors and depending on your circumstances, the following may be relevant to you:

  • Any trust, with total assets in excess of $5 million, not formed to specifically purchase the subject securities, whose purchase is directed by a sophisticated person, or
  • Any entity in which all of the equity owners are accredited investors.

It is also important we ensure we are a fit for one another. Our type of investments may not be appropriate for every investor. To determine if commercial real estate investing is right for you, please schedule a call with us here.

How can I verify I am accredited?

 

Specific instructions to do so will be provided once a potential investor provides a “soft commit” to an investment. The methods range from utilizing an online  verification platform such as verifyinvestor.com, filling out the accredited form in an investment’s Subscription Agreement, or obtaining written certification from a licensed professional (attorney, CPA, investment adviser or broker/dealer) that attests to the investors accreditation status with a signature dated not more than 90 days prior to subscribing to any investment.

I have verified my accreditation. Will I have to provide accreditation in the future?

 

Verified investors do not need to re-submit accreditation for a period of five years after initial submission.

Does Southgate Ventures use leverage?

 

Typically debt is used when acquiring new properties. It is anticipated that bank or seller financing will generally account for between approximately fifty percent (50%) and seventy percent (70%) of the gross fair market value of each property.

Is my investment guaranteed?

 

No. While Southgate Ventures does not make any guarantees regarding investments, we use commonly used industry methods to conservatively calculate the potential of these investments. Because it is not possible to predict future events, it is not possible to guarantee an investment. Guaranteed investments generally carry very low returns as compared to the potential returns projected for our investments.

What is the minimum investment?

 

The minimum investment is typically between $25,000 to $50,000.

I want to invest. What does it look like?

 

Southgate will hold an investor webinar, where you can receive more of an  overview of the investment and get your questions answered.

If you decide to move forward, notify Southgate Ventures of the amount you want to invest.  This is known as a “Soft Commit”.

Southgate will reserve your spot in the partnership and send you a  Private Placement Memorandum (PPM), an Operating Agreement (OA), and a Subscription Agreement (SA) for your review.  

Review the PPM, OM, and SA and consult your legal and accounting professionals if necessary. Reach out to Southgate with any questions.

Verify your accreditation status if it is required by Southgate to participate in  a particular investment. 

To invest in the partnership, return the signed Operating and Subscription Agreements and wire your investment funds and notify Southgate that the funds have been sent.  Southgate will confirm receipt of your funds and signed documents.  

Once a property is acquired Southgate does all the work to employ a “Value Add” strategy consisting of renovating the property, capturing higher rents, and increasing cash flow. This increases the value of the asset quickly through what is known as “forced appreciation”.  

Receive passive income during the hold period in the form of quarterly distributions from the property’s cash flow.  

Receive tax benefits during the hold period.

Receive quarterly reports.

Benefit from asset appreciation in value over time.

When the property is sold the proceeds are distributed to investors.

How are Southgate Venture's investments structured?

 

As an investor, you will have direct ownership interest in an individual property. For full details, please register and read through a respective investment’s Private Placement Memorandum (PPM).

Can I sell or transfer my interest in this investment?

 

Generally, no. There is not an open market for this investment, therefore, it is considered illiquid. However, historically we have successfully facilitated exits for investors who needed to get out of a deal although, we can not guarantee this. Interests can be transferred by gift or inheritance, usually to family members, by will or other official documents. For full details, please register and read through a respective investment’s Private Placement Memorandum.

What types of properties would I be investing in?

 

Southgate Ventures expects to invest in multifamily or mixed-use (i.e. multifamily with some portion of the property that is either retail or office) real estate. For full details, please register and read through a respective investment’s Private Placement Memorandum.

What is a sponsor promote?

 

Sponsor “promote” means the sponsor’s proportionate share of profits in a real estate deal above a predetermined return threshold. In almost any other form of alternative investment, a sponsor promote is referred to as “carried interest”.  Above the preferred return, sponsors will begin to divide excess profits proportionately in their favor. The amount of money paid to the sponsor above the amount earned on his/her contributed capital to the deal is the promote. 

What tax form will I receive, and when can I expect it?

 

You will receive a K-1 form. Similar to a 1099, a K-1 form is an accounting of the tax income for the year. K-1s are most commonly used in partnerships and in real estate ownership.  Each investor receives one per investment each year. 

Does Southgate Ventures try to shelter sales proceeds of an asset from taxes by buying another asset via 1031 exchange?

 

Yes, Southgate attempts to find a suitable property to roll the sales proceeds into to shelter profits from taxes. However, if a suitable property is not identified then investors will have to pay taxes on the sale of the original asset. 

Why do I have to prove I am accredited for this investment?

 

While Southgate Ventures may have an investment opportunity that can include a limited number of non-accredited investors pursuant to an SEC rule referred to as 506(b) many of Southgate’s investments are only offered pursuant to rule 506(c). This rule requires that Southgate verify the accreditation status of each investor. For this reason, investors are required to provide support that they fit the accredited definition.

What if I don’t want to verify that I am accredited?

 

Verifying your accreditation status through one of the approved methods above is required to invest in a Southgate Ventures investment.

What are the tax advantages of investing in commercial real estate?

 

Depreciation is the most notable tax advantage to a real estate investor. It is a non-cash expense that allows property owners to deduct a portion of the cost of the property over its useful life. Depreciation can offset rental income, potentially allowing investors to show a loss for tax purposes lowering taxable income, even if the property is generating positive cash flow. Thus, investors can keep more of their rental income while paying less in taxes.  This can be particularly useful for high-income investors looking to reduce their overall tax liability. 

Another notable advantage is that cash out refinance proceeds typically are distributed to investors with no immediate tax obligation.

What legal risks do I assume in this investment?

 

Your liability cannot exceed the amount of your investment plus amounts distributed to you.

How does Southgate Ventures get compensated?

 

Southgate Ventures realizes routine acquisition and asset management fees and a share of upside profits after investors receive priority distributions.

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