Churchill Downs
Multifamily property in Aberdeen, NC · sponsored by Bluerock Value Exchange
Churchill Downs was a DST sponsored by Bluerock Value Exchange that owned a multifamily property in Aberdeen, NC (272 units). Its last Form D was filed Jun 6, 2025.
How it ended
No outcome recorded · under 7 years
The record lists the offering as fully subscribed; the last Form D was filed Jun 6, 2025.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $37,778,539Equity offered, per the Form D
- Sold
- Not reported after the first Form D (Jun 6, 2025)Form D, Jun 6, 2025
- Selling commissions
- Form D Item 15; the % is our arithmetic$2,226,712 · 5.8% of offering
- Financing
- Leveraged. This offering reports mortgage debt on the property.How it is financed ↓
- Offered under
- Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.
Figures come from SEC Form D filings unless a source is cited. Sponsor-stated figures are as reported by the sponsor; Top1031 does not independently audit them. On a 45-day clock? Find day 45 and day 180 →
Using this record to judge the sponsor? A licensed 1031 specialist from our affiliated partner can talk it through with you.
Ask a 1031 specialist about this recordFree. About: Churchill Downs. Top1031 is not a broker-dealer.Churchill Downs · Aberdeen, NC · Photo: products.staxai.com
What did Churchill Downs own?
The Trust bought this Class B townhome and garden-apartment community on April 28, 2025 for $56.6 million, against a $57.9 million appraisal. 2 It had operated as Hawthorne at the Pines and was rebranded Southern Pines Reserve. 2 Sponsor materials list roughly $1.5 million of completed common-area work — clubhouse, leasing office, fitness center, roofs, landscaping, parking lot, pool and pet area. 2
- Property address
- 800 Churchill Downs Drive, Aberdeen, NC
- Property size
- 272 units; 288,480 net rentable square feet
How was it financed, and what did it cost to sell?
This is not an all-cash Trust: investor equity was paired with a first mortgage from KeyBank National Association under Fannie Mae's DUS multifamily lending program. 2 The loan is non-recourse and interest-only, so nothing amortizes and the full principal comes due at maturity. 2
Debt
- Financing
- Leveraged. This offering reports mortgage debt on the property.
- May convert to a REIT (721)
Costs and terms from the Form D
- Selling commissions
- $2,226,712 · 5.8% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $4,830,862 · 12.7% of offeringForm D Item 16· The filing’s note: “The Sponsor is entitled to Organization and Offering Expenses of $283,339 + Loan Related Costs of $1,410,197 + Other Closing Costs of $1,722,326. The Manager will receive an Acquisition Fee of $1,415,000.”
- Broker-dealers named in the Form D
- 1 named in the Form D
Show the firms
- Bluerock Capital Markets LLC · CRD 136974
Individual representatives named in Item 12 are not listed.
- Date of first sale
- Not in the Form D
- Minimum investment
- $100,000
Form D Item 15 and Item 16 amounts may be the issuer’s estimates; each percentage is Top1031’s arithmetic on two Form D figures. Item 16 can overlap Item 15, so Top1031 does not add them together. The issuer marked these amounts as an estimate.
What are the deal terms?
From Bluerock Value Exchange’s offering documents (May 2025).
Your exit
- Can the sponsor's affiliate buy investors out?
- Yes, after 2 years
All investors must hold 2 years. No reply: REIT units
Rent and the bills
- Who pays rent to the trust?
- A master tenant affiliated with the sponsor
- Who pays for roof and structural repairs?
- Investors, through the trust
- Who pays if taxes or insurance go up?
- Investors, through the trust
- Was the property bought from a sponsor affiliate?
- No
Your rights
- Can investors remove the manager?
- No
Who's behind Churchill Downs?
Bluerock Value Exchange is Bluerock's 1031 exchange platform. It announced this Trust on June 20, 2025 as its 42nd individual DST program and named RPM Living as the community's property manager. 1 The Form D names BHM Churchill Downs Exchange TRS, LLC as sponsor of the issuer. On August 3, 2026, Bluerock's dealer manager, Bluerock Capital Markets, added three senior regional vice presidents to broaden adviser coverage for its 1031 and 721 programs.
- Sponsor
- Offerings on record
What does the SEC record show?
The federal file was opened once and never revisited: a single new-notice Form D — the brief federal notice of an offering sold under an exemption from registration — with no later amendment on record. 3 The exemption claimed permits public advertising, provided each buyer's accredited status is verified rather than self-certified.
- Legal Trust name
- BR Churchill Downs, DST
- SEC CIK
- 2071800
- First Form D
- Jun 6, 2025
- Latest Form D
- Jun 6, 2025
- Filings on record
- 1
- Offered under
- Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.
- Source filing
SEC Form D filings, newest first
| Filed | Form | Offering amount | Amount sold | Filing on SEC EDGAR |
|---|---|---|---|---|
| Form D | $37,778,539 | $0 | EDGAR |
Amounts, investor counts and minimums are as filed with the SEC on Form D. The change lines are Top1031’s arithmetic between consecutive filings; a new Form D notice starts a new count.
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.
Common questions
- What happened to Churchill Downs?
- Churchill Downs is a Historical offering. The record lists the offering as fully subscribed; the last Form D was filed Jun 6, 2025.
- Does Churchill Downs have a 721 UPREIT exit?
- The record lists a possible 721 exit for Churchill Downs. The offering documents set whether and when it could happen. In a 721 exchange, or UPREIT, the DST’s property is contributed to a REIT’s operating partnership and investors receive operating-partnership units instead of cash.
- How a DST-to-721 UPREIT exit works
- Can I still place a 1031 exchange into this Trust?
- Not on the evidence available. No issuer amendment confirming a close appears in the federal file. Confirm current availability directly with Bluerock Value Exchange, which has other DST programs still raising, each with its own property, debt and terms.
- What does it mean that this is a DST rather than direct ownership?
- A Delaware statutory trust holds title to the property, and investors buy beneficial interests that the IRS treats as like-kind replacement property for a 1031 exchange. Investors have no management role: the trustee and manager act, and the structure sharply limits refinancing, raising new capital and renegotiating leases. Liquidity comes from an eventual sale of the property, not from a public market.
- Who operates the apartments, and who pays rent to the Trust?
- Sponsor-sourced offering materials published by Baker 1031 describe a ten-year master lease to an affiliated master tenant, structured with base rent covering debt service, additional rent supporting monthly distributions and supplemental rent linked to performance; RPM Living, LLC manages the property on site. Because the master tenant is an affiliate rather than an unrelated corporate credit, the rent reaching the Trust depends on how the apartments themselves perform. The master tenant's exact legal name was not disclosed in the public materials reviewed. The offering documents control.
- How much debt does the Trust carry?
- Sponsor-sourced offering materials published by Baker 1031 report a $30,739,000 first-mortgage loan from KeyBank National Association under the Fannie Mae DUS program, fixed at 5.13% for ten years, interest-only and non-recourse, within total capitalization of $68,517,539 — roughly 44.8% loan-to-capitalization by the same materials' description. Those are sponsor-reported figures reaching the public through a third-party listing; the offering documents and loan documents govern.
- How full was the property when it was bought?
- Sponsor-sourced offering materials published by Baker 1031 report 91% occupancy as of April 30, 2025 — two days after the April 28, 2025 acquisition closed. That is an acquisition-period snapshot, not a current figure. No later occupancy figure was located in the public sources reviewed; current operating data would come from sponsor investor reporting.
In the news
Sources
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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 offering documents before investing.