1-U 1 tm2029726d1_1u.htm FORM 1-U

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________

 

FORM 1-U

 

CURRENT REPORT

Pursuant Regulation A of the Securities Act of 1933

 

 

August 24, 2020

(Date of Report (Date of earliest event reported))

 

 

FUNDRISE GROWTH EREIT 2019, LLC

(Exact name of registrant as specified in its charter)

 

 

Delaware 83-3430017
(State or other jurisdiction of incorporation) (IRS Employer Identification No.)

 

11 Dupont Circle NW, 9th Floor, Washington, DC 20036
(Address of principal executive offices) (ZIP Code)

 

 

(202) 584-0550

(Registrant’s telephone number, including area code)

 

 

Common Shares

(Title of each class of securities issued pursuant to Regulation A)

 

 

 

 

 

Item 9.Other Events

 

Asset Acquisition

 

W422 Controlled Subsidiary – Los Angeles, CA

 

On August 24, 2020, we directly acquired ownership of a “wholly-owned subsidiary”, W422 (the “W422 Controlled Subsidiary”), for an initial purchase price of approximately $3,055,000, which is the initial stated value of our equity interest in the W422 Controlled Subsidiary (the “W422 Investment”). The W422 Controlled Subsidiary used the proceeds to close on the acquisition of approximately 7,000 square feet of vacant land (the “W422 Property”). The closing of the initial W422 Investment and the W422 Property occurred concurrently. The W422 Investment was financed with an unsecured loan obtained from an affiliate of our Sponsor, with a one year initial term and an interest rate of 3.50% per annum, with interest accruing to maturity. The loan is expected to be repaid with proceeds from our offering of shares. We are currently raising cash on an ongoing basis, and will pay down the unpaid balance of the loan as proceeds are available.

 

The W422 Controlled Subsidiary is managed by us. Pursuant to the agreements governing the W422 Investment (the “W422 Operative Agreements”), we have full authority for the management of the W422 Controlled Subsidiary, including the W422 Property. In addition, an affiliate of our sponsor earned an acquisition fee of approximately 1.0% of the W422 Investment, paid directly by the W422 Controlled Subsidiary.  

 

The W422 Property is a vacant lot located in the 90016 zip code of Los Angeles, CA (the West Jefferson neighborhood). The West Jefferson neighborhood is one of the oldest neighborhoods in Los Angeles, with most of its buildings constructed around the turn of the 20th century. It is one of the most densely populated areas per square mile in the Los Angeles area and we are expecting continued gentrification over the next seven to ten years due to its proximity to downtown Los Angeles, west-side affluent neighborhoods, and the University of Southern California. With high demand from creative office and retail user/operators, we feel this well-located investment will provide attractive returns over our holding period.

 

The acquisition of the W422 Controlled Subsidiary completes our direct ownership of an entire city block in the West Jefferson neighborhood. We intend to develop the W422 Property in concert with the adjacent properties. Projections for the W422 Property and its adjacent properties can be found in the Asset Update below.

 

Asset Updates

 

W420 Controlled Subsidiary – Los Angeles, CA

W421 Controlled Subsidiary – Los Angeles, CA

 

On July 25, 2019, we directly acquired ownership of a “wholly-owned subsidiary”, W421 (the “ W421 Controlled Subsidiary”), for an initial purchase price of approximately $7,325,000, which included the acquisition of one building totaling approximately 11,300 square feet of gross rentable area on an approximately 11,250 square foot lot (the “W421 Property”).  On December 6, 2019, we directly acquired ownership of a “wholly-owned subsidiary”, W420 (the “ W420 Controlled Subsidiary”), for an initial purchase price of approximately $7,490,000, which included the acquisition of one building totaling approximately 15,000 square feet of gross rentable area on an approximately 18,750 square foot lot (the “W420 Property”). 

 

As noted above, the acquisition of the W422 Controlled Subsidiary completes our direct ownership of an entire city block in the West Jefferson Corridor of Los Angeles. We intend to redevelop the W421 Property, the W420 Property, and the W422 Property in concert with one another, utilizing scale to achieve the optimal use of each parcel. The initial development plan calls for the W420 Property and W421 Property to be developed for creative office/retail use, with the W422 Property serving as parking.

 

 

 

 

The following table contains updated performance assumptions and projections for the W421 Controlled Subsidiary, the W420 Controlled Subsidiary, and the W422 Controlled Subsidiary. Individual assumptions and projected returns are presented at the aggregate asset level. All of the values in the table below are projections and assumptions that we believe to be reasonable; however, there can be no guarantee that such results will be achieved. No third party financing was used for the acquisition of the W420 Property, W421 Property or W422 Property, however, third party financing upon stabilization has been assumed in the return projections below. 

 

Asset Name Projected Returns Total Projected Development Hard Costs Total Projected Soft / Other Costs Projected Average Annual Rent Growth Projected Average Annual Expense Growth Projected Exit Cap Rate

Projected Hold Period 

 

W420, W421, W422 8.3% - 10.1% $4,170,000 $1,287,000 3.0% 3.0% 3.60% 10 years

 

Please note that past performance is not indicative of future results, and these asset performance projections may not reflect actual future performance. Any projections on the future returns of any of our assets may not prove to be accurate and are highly dependent on the assumptions described above. Investing in Fundrise Growth eREIT 2019, LLC is an inherently risky investment that may result in total or partial loss of investment to investors. 

 

We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

 

Safe Harbor Statement

 

This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in the most recently qualified Offering Statement on Form 1-A filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and prospectus supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law. 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  FUNDRISE GROWTH eREIT 2019, LLC
       
  By: Fundrise Advisors, LLC  
  Its: Manager  
       
  By: /s/ Bjorn J. Hall  
  Name: Bjorn J. Hall  
  Title: General Counsel  
       
Date:  August 27, 2020