Messenger Place
Multifamily property in Manassas, VA · sponsored by Bonaventure
Messenger Place was a DST sponsored by Bonaventure that owned a multifamily property in Manassas, VA (94 units). Its last Form D was filed Jun 16, 2025.
How it ended
The record lists the offering as fully subscribed; the last Form D was filed Jun 16, 2025.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $34,123,322Equity offered, per the Form D
- Sold
- 50.5%Form D, Jun 16, 2025; the % is our arithmetic
- Investors reported
- Form D, Jun 16, 20256
- Selling commissions
- Form D Item 15; the % is our arithmetic$3,071,099 · 9.0% of offering
- Financing
- All cash. This offering reports no mortgage debt.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 →
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Ask a 1031 specialist about this recordFree. About: Messenger Place. Top1031 is not a broker-dealer.Messenger Place · Manassas, VA · Photo: ar.rdcpix.com
What did Messenger Place own?
Bonaventure bought the then two-year-old community from Manassas-based owner-developer The Rector Companies for $25.5 million in a deal announced December 20, 2021. 2 Independent reporting described a five-story building of 94,305 square feet on 1.64 acres in downtown Manassas, including about 3,000 square feet of ground-floor retail and one- and two-bedroom apartments. 3 In July 2025 Bonaventure launched this Trust as a 1031-exchange vehicle tied to the property. 4
- Property address
- 9009 Church St, Manassas, VA
- Property size
- 94 units
How was it financed, and what did it cost to sell?
No mortgage sits above this Trust: Bonaventure reported at launch that the property carried no debt, and the offering deck describes the Trust as structured with zero leverage. 6 That means no loan payments, no maturity date and no refinancing to manage — and also no replacement debt for an exchanger who must match a mortgage on the property they sold.
Debt
- Financing
- All cash. This offering reports no mortgage debt.
Costs and terms from the Form D
- Selling commissions
- $3,071,099 · 9.0% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $262,945 · 0.7% of offeringForm D Item 16· The filing’s note: “The Sponsor and its affiliates will receive reimbursements for organization and offering expenses of $100,000 + due diligence costs of $24,150 + other closing costs of $138,795”
- Broker-dealers named in the Form D
- 1 named in the Form D
Show the firms
- Metric Financial, LLC · CRD 33324
Individual representatives named in Item 12 are not listed.
- Date of first sale
- May 27, 2025
- 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.
Who's behind Messenger Place?
Bonaventure is a Virginia-based multifamily developer, owner and operator; the entity behind this Trust is Bonaventure MIT Operating Partnership LP. On June 29, 2026 the firm announced that this Trust and its Promenade Pointe DST were both fully subscribed, together raising more than $54 million from 86 investors. 1 On July 13, 2026 it broke ground on a 320-unit Class A development in Norfolk, Virginia, continuing its building program in its home state.
- Sponsor
- Offerings on record
What does the SEC record show?
The Trust's notice of exempt offering reached EDGAR mid-raise and no amendment ever followed, so the public file preserves a snapshot rather than the close Bonaventure announced in June 2026. 1 Interests were offered under the exemption that permits general advertising provided the sponsor verifies each buyer is an accredited investor — someone meeting SEC income or net-worth tests.
- Legal Trust name
- Messenger Place DST
- SEC CIK
- 2073346
- First Form D
- Jun 16, 2025
- Latest Form D
- Jun 16, 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 | Investors | Filing on SEC EDGAR |
|---|---|---|---|---|---|
| Form D | $34,123,322 | $17,256,401 | 6 | 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 Messenger Place?
- Messenger Place is a Historical offering. The record lists the offering as fully subscribed; the last Form D was filed Jun 16, 2025.
- What exactly does the Trust own?
- A 94-unit Class A apartment community called Messenger Place at 9009 Church St., Manassas, Virginia, a Washington, D.C. suburb, built in 2019. Independent reporting at the time of the 2021 sale described a five-story, 94,305-square-foot building on 1.64 acres with roughly 3,000 square feet of ground-floor retail and one- and two-bedroom units. The sponsor's offering deck states the Trust is the 100% beneficial owner of the property. Bonaventure paid The Rector Companies $25.5 million for it in 2021. What the Trust itself paid, plus offering costs and fees, appears in the offering documents not in any public filing.
- Is there a mortgage on the property?
- Not according to the sponsor. Bonaventure reported at launch that Messenger Place carried no debt, and its offering deck describes the Trust as structured with zero leverage. A debt-free trust has no lender payments, no maturity date and no refinancing risk, but it also supplies no replacement debt for a 1031 exchanger who must match a loan on the property they sold in order to defer the full gain. The controlling terms are in the offering documents, not in the SEC file.
- What is publicly known about occupancy?
- Only sponsor-sourced snapshots taken at different dates. Bonaventure reported 95.7% occupancy when the offering launched in July 2025. Connect CRE's July 1, 2026 recap of the two closed Bonaventure DSTs cited roughly 94% average occupancy across both properties. No audited occupancy figure is public, and none of these figures is a forward-looking statement about the property.
- How could this investment end?
- The public record does not settle it. In its June 29, 2026 closing announcement, Bonaventure said the Messenger Place offering was structured with tax-deferred exit optionality, including potential eligibility for a Section 721 exchange — a contribution of the property into a REIT's operating partnership in return for partnership units, sometimes called an UPREIT — into Bonaventure Multifamily Income Trust. Top1031's record of this Trust shows no REIT-conversion feature. Whether any such option exists, on what terms, and what it would mean for a later 1031 exchange is an offering-document question rather than a public-record one.
In the news
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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.