Cove Net Lease Distribution 64 DST

Industrial net lease property in Frankfort, NY — sponsored by Cove Capital Investments

Minimum investment
$1k
Offering size
$13.2M
How much has sold
66.0%
Asset type
Industrial net lease property
Location
Frankfort, NY
Financing
All cash. This offering reports no mortgage debt.

Sponsor-reported, from SEC filings and cited sources.

Chapter 1

What is this, in one paragraph?

Cove Net Lease Distribution 64 DST is a Delaware Statutory Trust — a passive co-ownership vehicle that qualifies for 1031 exchange treatment — holding a new-construction industrial distribution warehouse in Frankfort, New York leased to a PepsiCo entity. Cove Capital Investments announced it had closed on the building, with no mortgage financing, on December 21, 2023.2 The sponsor's offering page now labels the raise fully subscribed.1

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These links support the historical public record; individual details may come from different sources.

On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.

Chapter 2

What exactly is the property?

The building is a brand-new distribution warehouse completed in 2023 in Schuler Business Park, in Frankfort (the Town of Schuyler), Herkimer County, New York. Cove Capital Investments announced completion of the purchase for this Trust on December 21, 2023.2 The exact street address and the purchase price do not appear in the public filings or sponsor materials reviewed here.

Reported location
Frankfort, NY
Property size
61,000 sq ft
Chapter 3

Who is the tenant, and what's the lease?

The sponsor's offering page identifies the tenant as PepsiCo North America Beverages on a 10-year triple-net lease — the tenant, not the Trust, pays taxes, insurance and maintenance — with two five-year extension options.1 Kay Properties, which also marketed the offering, described the property as 100% occupied under a recently initiated Pepsi net lease.3

Chapter 4

How did it end?

What happened

No sale or other ending on record

Cove Net Lease Distribution 64 DST (Pepsi distribution warehouse, Schuler Business Park, NY) remains listed on Cove Capital's current offerings page with no full-cycle sale announcement found in press releases, AltsWire, or sponsor news; Form D window ran Jan 2023 to Feb 2024 indicating recent funding.

Brand-new 2023-built industrial distribution warehouse leased to PepsiCo/Frito-Lay on a 10-year triple-net lease with two 5-year extension options; located in Schuler Business Park, Frankfort (Town of Schuyler), Herkimer County, NY; all-cash/debt-free Delaware Statutory Trust; $25,000 minimum investment; approximately $13.2M targeted equity raise. Sponsor page displays 'Fully Subscribed' badge consistent with closed Form D window.

61,000 sq ft
Chapter 5

How is it financed, and what does it pay?

Cove Capital said it acquired the property with 0% leverage, adding it to the sponsor's debt-free portfolio.2 With no mortgage there is no lender, no loan maturity and no refinancing to negotiate — and equally no debt here for an exchanger to use in replacing a mortgage paid off on a relinquished property.

Financing
All cash. This offering reports no mortgage debt.
Chapter 7

What does the paperwork say?

The Trust filed its first Form D — the short SEC notice that starts the clock on a private offering — nearly a year before the sponsor announced the building's purchase, then filed a single amendment updating its sales figures. It is offered under Rule 506(c), which permits public advertising so long as every investor's accredited status is verified.

  1. First Form D filedThe public offering record begins.
  2. Latest Form D filedThe most recent sponsor-filed checkpoint in this record.
Filings on record
2
How it may be offered
Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.

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.

Chapter 8

Common questions

What happened to Cove Net Lease Distribution 64 DST?

Top1031 lists Cove Net Lease Distribution 64 DST as historical. It is no longer raising money.

Where does Top1031 get the data for Cove Net Lease Distribution 64 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.

Can I still invest in this Trust?

Probably not. Cove Capital's offering page labels the Trust fully subscribed, and no Form D amendment has been filed since February 8, 2024.[1] Only the sponsor or the broker-dealer that placed the offering can confirm whether any interests remain available; a fully subscribed DST cannot be reopened just because an investor wants in.

What is the minimum investment?

The sources disagree. The Trust's Form D reports a $1,000 minimum for the offering, while Cove Capital's offering page states a $25,000 minimum.[1] The discrepancy is unresolved in the public record — the Private Placement Memorandum (the offering's governing disclosure document) controls the actual subscription minimum.

Who is the tenant, and what happens when the lease ends?

The sponsor identifies the tenant as PepsiCo North America Beverages under a 10-year triple-net lease signed around the 2023 acquisition, with two five-year extension options at the tenant's election.[1] The current expiration date, rent escalation schedule and any guarantor details are not stated in the public materials reviewed; those terms live in the lease abstract inside the PPM.

Does this Trust have debt?

No. Cove Capital stated the property was acquired with 0% leverage as part of its debt-free portfolio.[2] For an investor, that removes lender covenants, loan maturities and refinancing risk — and it also means the Trust supplies no replacement debt for an exchanger who had a mortgage on the property they sold.

Can this be rolled into a REIT later through a 721 exchange?

The record shows no 721/UPREIT feature — that is the structure where a DST's property is contributed to a REIT's operating partnership in exchange for units. This Trust is not set up that way, so the expected exit is a sale of the property itself, with proceeds available for a subsequent 1031 exchange.

Has the property been sold or refinanced since the raise?

No outcome has been reported. The SEC file shows two Form D filings, the last on February 8, 2024, and targeted research through August 26, 2026 located no announcement of a sale, distress event or other material property event for this Trust.

Chapter 9

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