AX Diversified Retail Portfolio, DST
Retail in Multi-state (5) — sponsored by Apollo
a Kroger in Muncie, IN; a Kroger in Indianapolis, IN; a Sam's Club in Dallas, TX; a BJ's Wholesale Club in Jacksonville, FL; and Lowe's home improvement stores in Columbus, MS and Gadsden, AL · AltsWire reported an $89.5 million Apollo AX Diversified Retail Portfolio DST spanning five locations in Alabama, Florida, Indiana, Mississippi, and Texas; no per-property addresses or subscription/closure status was stated.
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What is this, in one paragraph?
AX Diversified Retail Portfolio, DST is a Delaware statutory trust — passive, fractional co-ownership of real estate that qualifies for 1031 exchange treatment — sponsored by Apollo RE Exchange, LLC.2 It owns six freestanding stores leased to Kroger, Sam's Club, BJ's Wholesale Club and Lowe's across five states, which sponsor material describes as owned all-cash, without mortgage debt.4 The Trust is raising against an $89,517,000 maximum offering.
Sponsor-reported, from SEC filings and cited sources.
On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.
What exactly is the property?
The Jax Daily Record reported on July 2, 2026 that the Jacksonville BJ's Wholesale Club at 12220 Atlantic Boulevard — a 123,685-square-foot building on 7.65 acres — sold to the Trust for $17,550,000.3 Sponsor material dated August 5, 2026 reports the Trust bought the stores from Apollo affiliates for roughly $82.27 million, against roughly $82.02 million of aggregate appraised value.4 Street addresses for the other five stores appear in no source located through September 12, 2026.
- Reported location
- Multi-state (5)
- Property size
- six freestanding, net-leased essential retail properties totaling 668,521 square feet
Who is the tenant, and what's the lease?
Each building is leased whole to a single retailer — Kroger, Sam's Club, BJ's Wholesale Club or Lowe's — on absolute-net terms, meaning the tenant, not the Trust, carries taxes, insurance and maintenance.4 Sponsor material reports roughly seven years of weighted-average remaining term, a weighted-average expiration in January 2033, and five to eight five-year renewal options per property.4
How are sales going?
These are the sponsor’s own numbers. They can lag what has actually sold, and they do not confirm that interests are still available.
- Amount sold
- $14,772,450
- Reported unsold
- $74,744,550
- Investors reported
- 25
- Total offering
- $89,517,000
How is it financed, and what does it pay?
Sponsor material dated August 5, 2026 describes the portfolio as all-cash: the stores were acquired free and clear, with no trust-level lender and no scheduled debt service.4 That leaves no loan maturity or refinancing deadline to track, and no leverage working in either direction. The Form D filings say nothing about financing.
Who's behind it?
Apollo RE Exchange, LLC — Apollo's 1031 exchange platform — is named as sponsor in the Form D/A, with AX Manager, LLC as manager and signatory trustee.2 AltsWire reported on July 8, 2026 that the platform launched this five-state retail portfolio. Separately, CoStar reported on March 20, 2026 that Apollo was committing $1 billion to everyday retail real estate through a joint venture with Realty Income covering roughly 500 single-tenant properties.
- Sponsor
- Apollo
- May convert to a REIT
- No
- Offerings from this sponsor
- 2 active / 4 total offerings from Apollo
Reported by the sponsor. Top1031 does not independently audit sponsor-reported figures.
What does the paperwork say?
Apollo filed the brief exempt-offering notice that issuers use instead of registering securities, then amended it as the amount sold and the investor count moved.2 Interests go privately to accredited investors — those meeting SEC income or net-worth tests — with no general advertising or cold solicitation.
- First Form D filedThe public offering record begins.
- Offering amount recordedA Form D amendment recorded offering and sales totals.
- Latest Form D filedThe most recent sponsor-filed checkpoint in this record.
- Legal Trust name
- AX Diversified Retail Portfolio, DST
- Filings on record
- 3
- How it may be offered
- Rule 506(b)Not advertised publicly. Offered through existing relationships.
- Source filing
- Read the filings on SEC EDGAR
A Form D is the notice a sponsor files when it starts raising money. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
DST interests are illiquid private securities. You may lose some or all of your investment. Distributions, tax treatment, and exit timing are not guaranteed. Review the current Private Placement Memorandum before investing.
Common questions
Is AX Diversified Retail Portfolio, DST still raising money?
The sponsor’s SEC filings show the offering raising money within the past 15 months. A filing does not by itself confirm you can still buy in.
Where does Top1031 get the data for AX Diversified Retail Portfolio, DST?
Top1031 builds this record from the sponsor’s own SEC filings and cited sponsor disclosures. Filings can lag what is happening now. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
What does this Trust actually own?
Six freestanding, net-leased retail buildings totaling 668,521 square feet, per sponsor material dated August 5, 2026: a Kroger in Muncie, Indiana; a Kroger in Indianapolis, Indiana; a Sam's Club in Dallas, Texas; a BJ's Wholesale Club in Jacksonville, Florida; and Lowe's home-improvement stores in Columbus, Mississippi, and Gadsden, Alabama. The Jax Daily Record placed the Jacksonville BJ's at 12220 Atlantic Boulevard and measured it at 123,685 square feet on 7.65 acres in a July 2, 2026 report. Street addresses and per-building square footage for the other five appear in no filing or trust-specific source located through September 12, 2026.
Does the Trust use mortgage debt?
Sponsor material dated August 5, 2026 describes the portfolio as all-cash and debt-free, with the properties acquired free and clear, no trust-level lender and no scheduled debt service. The SEC Form D filings do not address financing. An all-cash structure means there is no loan maturity or refinancing date to manage, and also no leverage. The Private Placement Memorandum — the sponsor's confidential offering document — is where that structure, and whether the Trust could borrow later, is documented.
When do the leases expire?
Sponsor material dated August 5, 2026 reports roughly seven years of weighted-average remaining lease term, a weighted-average expiration of January 26, 2033, and five to eight five-year renewal options at each property, exercisable at each tenant's discretion. The same material lists expirations of February 28, 2031 for the Jacksonville BJ's, September 30, 2031 for the Columbus Lowe's, April 30, 2032 for the Indianapolis Kroger, November 30, 2032 for the Gadsden Lowe's and August 1, 2033 for the Dallas Sam's Club. An expiration date for the Muncie Kroger appears in no source located through September 12, 2026; the leases themselves and the PPM carry all of these dates.
What tenant news has surfaced about these stores?
USA TODAY reported on August 17, 2026 that Kroger plans to shutter 60 stores during 2026; the article does not identify either of this Trust's Kroger locations, and no source located through September 12, 2026 places Muncie or Indianapolis on the closure list. The Shelby Report reported on August 3, 2026 that Kroger completed a $1.7 million remodel of its Indianapolis store at 4202 S. East St., and on September 2, 2026 that BJ's Wholesale Club membership reached a record 8.5 million, without identifying the Jacksonville property. Under a net lease a tenant generally keeps paying rent whether or not it operates the store, so the specific lease language and any go-dark provisions are what matter; those sit in the PPM and the leases.
Is there a 721/UPREIT exit — a swap of Trust interests for REIT partnership units?
No 721/UPREIT conversion is recorded for this Trust in Top1031's data, and the SEC Form D filings say nothing about exit mechanics. A 721/UPREIT exit is a structure in which a REIT's operating partnership acquires the trust property and investors receive partnership units instead of cash. Any purchase option, right of first offer or conversion right that exists here would be spelled out in the trust agreement and the PPM, which are the controlling documents on how and when investors could be taken out.
Who can invest, and what is the minimum?
The Offering relies on Rule 506(b), the private-placement exemption that limits sales to accredited investors and bars general advertising or cold solicitation. The Form D filings report a $25,000 minimum investment from any outside investor. The PPM and the selling broker-dealer govern the actual subscription minimum and the suitability standards applied, and intermediaries can set a higher floor than the filings state.