Frito-Lay distribution facility
Industrial property in Walla Walla, WA · sponsored by Cove Capital Investments
Frito-Lay distribution facility is a DST sponsored by Cove Capital Investments that owns an industrial property in Walla Walla, WA (5,000 Sq Ft). Its latest Form D, filed Sep 17, 2025, lists a $5.5 million offering with a $1,000 minimum.
Key facts
- Minimum investment
- $1,000From the Form D
- Offering size
- $5,501,030Equity offered, per the Form D
- Sold so far
- Form D, Sep 17, 2025; the % is our arithmetic95.1%
- Investors reported
- Form D, Sep 17, 202521
- Selling commissions
- Form D Item 15; the % is our arithmetic$330,062 · 6.0% 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 →
Can I still invest?
No new interests: the offering is reported fully subscribed.
By Top1031’s calculation from the latest Form D, filed Sep 17, 2025, 95.1% of the offering had sold.
Other Cove Capital Investments offerings on record
- Waynesboro VA ECOMMERCE 126 DSTWaynesboro, VA · $1,000 minimum · $13,552,181 offeringActive offering · latest Form D Sep 23, 2026
- Virginia Small Bay 121 DSTNewport News, VA · $1,000 minimum · $16,207,609 offeringActive offering · latest Form D Aug 28, 2026
- Essential Gurnee Industrial 123 DSTGurnee, IL · $1,000 minimum · $9,970,721 offeringActive offering · latest Form D Aug 19, 2026
- Essential Montgomery Industrial 127 DST$1,000 minimum · $9,505,041 offeringActive offering · latest Form D Aug 11, 2026
Availability changes without a filing. The sponsor or a registered representative can confirm what is open.
Looking for an offering like this one? A licensed 1031 specialist from our affiliated partner can talk through what is on record.
Ask a 1031 specialist about this recordFree. About: Frito-Lay distribution facility. Top1031 is not a broker-dealer.Frito-Lay distribution facility · Walla Walla, WA · Photo: covecapitalinvestments.com
What does the Trust own?
Cove Capital's offering page describes a distribution facility built new in 2025 for Frito-Lay, the PepsiCo snack-foods business. 1 Cove announced on November 11, 2025 that it had completed the acquisition of the Washington State asset for this Trust, and described the industrial property as 100% occupied. 2 No street address appears in the Form D or in the sponsor's public summary, and no executed lease is in the public record.
- Reported location
- Walla Walla, WA
- Property size
- 5,000 Sq Ft
How have sales gone?
The Form D record has one sales figure so far, so there is no trend to chart. The figure is in Sales so far ↑.
How is it financed, and what did it cost to sell?
No lender sits behind this Trust: nothing is borrowed against the building, so there are no loan maturities, refinancing deadlines or foreclosure risk, and investor equity funded the purchase on its own. Cove said the asset was bought with cash and offered without debt in its November 11, 2025 announcement. 2
Debt
- Financing
- All cash. This offering reports no mortgage debt.
Costs and terms from the Form D
- Selling commissions
- $330,062 · 6.0% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $568,882 · 10.3% of offeringForm D Item 16· The filing’s note: “Mr Kay & Lapin will receive a portion of this amount (in)directly for various fees & selling commissions, EXCLUDING amounts received from sales in Oregon, OR proceeds will be received by registered representatives licensed in the state of OR”
- Broker-dealers named in the Form D
- 1 named in the Form D
Show the firms
- FNEX Capital, LLC · CRD 166316
Individual representatives named in Item 12 are not listed.
- Date of first sale
- Aug 27, 2025
- Minimum investment
- $1,000
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 the Trust?
Cove Capital Investments sponsors Delaware statutory trusts and markets a debt-free house style across its 1031 exchange programs; the Form D names Cove Capital Investments, LLC as a related promoter of this offering. 4 In a release dated July 17, 2026, the firm reported more than $1.13 billion in sponsored transactions across 137 properties and roughly $206.3 million returned to investors. 5 A third-party review published July 14, 2026 described the firm's track record as unverified. 6
- Sponsor
- Offerings on record
What does the SEC record show?
The Trust's exemption notice has never been amended. A Form D is a self-filed claim of exemption, not an SEC approval or review of the deal. Rule 506(c) lets the sponsor advertise the offering publicly but requires it to verify that every buyer is an accredited investor — someone meeting SEC income or net-worth tests.
- Legal Trust name
- Essential Net Lease Industrial 99 DST
- SEC CIK
- 2085893
- First Form D
- Sep 17, 2025
- Latest Form D
- Sep 17, 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 | $5,501,030 | $5,234,711 | 21 | 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
- Can I still invest in Frito-Lay distribution facility?
- No new interests: Frito-Lay distribution facility is reported fully subscribed. Top1031 lists it as recently fully subscribed and does not count it as an active offering.
- Who is the tenant, and what does the lease say?
- Cove Capital identifies Frito-Lay, the PepsiCo snack-foods business, as the occupant of the distribution facility, and states that PepsiCo Global Real Estate Inc. signed a 10-year single-tenant industrial net lease with options to extend. The sponsor has not published the rent, the lease commencement or expiration date, or the terms of any parent guaranty. Those live in the lease itself and in the offering documents.
- What does "debt-free" actually mean here?
- The Trust paid cash for the building, so there is no mortgage on the property. Cove Capital announced the acquisition on November 11, 2025 as a transaction done without borrowing. For an investor that removes lender-driven risks such as maturity defaults and cash-flow sweeps, and it also means no borrowed money works alongside the equity. Investors replacing debt in a 1031 exchange should note that an unleveraged trust carries no mortgage to offset boot.
- Is there a 721/UPREIT exit?
- Top1031's record shows no designated 721 exit — that is the structure in which trust interests are exchanged for operating-partnership units in a REIT. What is actually permitted at exit, and on what terms, is governed by the trust agreement and the offering documents rather than by the Form D.
- Why do the reported minimum investments differ?
- The Form D reports a minimum outside investment of $1,000, while Cove Capital's own offering materials list $100,000 for this Trust. Public sources do not reconcile the two. Sponsors commonly file a low statutory minimum and enforce a higher practical one; the governing figure is the one in the offering documents and subscription agreement.
- Is the facility actually in operation?
- Public evidence points that way. Cove Capital described the industrial asset as 100% occupied in its November 11, 2025 acquisition announcement, and PepsiCo posted a logistics warehouse worker opening at its Walla Walla, Washington site on July 28, 2026. No independent source reviewed confirms occupancy as of October 1, 2026, and none states the lease commencement or expiration date.
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.