Net-Leased All-Cash 12 DST

Net lease retail in Multi-state (4) — sponsored by ExchangeRight

Show sources (5)Hide sources (5)

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

Chapter 1

What is this, in one paragraph?

ExchangeRight Net-Leased All-Cash 12 DST is a closed Delaware statutory trust — a structure that lets 1031 exchangers hold fractional interests in real estate — owning six net-leased retail and medical properties in Texas, Florida, Pennsylvania, and Georgia.1 The Trust carries no mortgage debt. ExchangeRight announced on September 9, 2025 that the offering was fully subscribed at roughly $41.1 million.2

Minimum investment
$100k
Offering size
$41.4M
How much has sold
None sold yet
Financing
All cash. This offering reports no mortgage debt.

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.

Chapter 2

What exactly is the property?

ExchangeRight put together a portfolio of single-tenant retail and medical buildings across Texas, Florida, Pennsylvania, and Georgia.1 The sponsor has not published individual addresses, acquisition dates, or purchase prices, and no primary record reviewed supplies them. A third-party DST marketplace listing describes the portfolio as fully leased to four nationally recognized tenants.3

Reported location
Multi-state (4)
Property size
6 properties; 111,781 square feet
Chapter 3

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

The tenants are St. Luke's Health Network, Sherwin-Williams, Tractor Supply, and Dollar Tree, on net leases — the tenant carries most or all of the operating costs on top of rent.1 ExchangeRight reported an initial weighted-average lease term of 14.2 years.1 A third-party listing reports rent is backed by a guaranteed master lease from a sponsor subsidiary.3

Chapter 4

How did it end?

What happened

Still operating

ExchangeRight announced full subscription of Net-Leased All-Cash 12 DST on Sep 9, 2025 (raised ~$41M), and its stated exit strategy is a tax-deferred cash-out refinance and/or 721 UPREIT conversion into the Essential Income REIT; no property-sale, full-cycle, 721-conversion, or foreclosure announcement has been published.

six-property net-leased real estate portfolio · Debt-free (all-cash) net-leased retail DST launched in February 2025. Tenants include St. Luke's Health Network, Sherwin-Williams, Tractor Supply, and Dollar Tree across six properties in Texas, Florida, Pennsylvania, and Georgia. Weighted average lease term ~14.2 years; current annualized distribution rate 5.22%. Approximately $41.1 million raised against a $41.4 million offering size. Planned tax-deferred lump-sum cash-out of ~20%+ of initial investment plus a 721 exchange of ~80% of non-financed equity into ExchangeRight's Essential Income REIT. Closed and fully subscribed.

6 properties; 111,781 square feet
Counted on ExchangeRight’s Record Card as: No outcome recorded · under 7 years Document
Chapter 5

How is it financed, and what does it pay?

This Trust is all-cash: no mortgage, no lender, no loan maturity and no refinancing deadline to manage. That takes lender-driven risk off the table, and with it the leverage that magnifies results in either direction. An exchanger replacing debt from a relinquished property gets no Trust-level debt allocation here.

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

What does the paperwork say?

ExchangeRight filed one Form D on February 4, 2025 under Rule 506(b) — the private-placement route that bars general advertising and reaches accredited investors the sponsor already has a relationship with. That filing was never amended, so the EDGAR record was never updated to reflect the closing the sponsor announced on September 9, 2025.1

  1. Form D filedFirst and latest filing on record.
Legal Trust name
ExchangeRight Net-Leased All-Cash 12 DST
Filings on record
1
How it may be offered
Rule 506(b)Not advertised publicly. Offered through existing relationships.

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 Net-Leased All-Cash 12 DST?

Net-Leased All-Cash 12 DST is a Historical offering: its latest SEC filing is outside the Active window. The outcome and source documents are shown separately.

Where does Top1031 get the data for Net-Leased All-Cash 12 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 ExchangeRight Net-Leased All-Cash 12 DST?

No. ExchangeRight announced on September 9, 2025 that the Trust was fully subscribed and closed to new investors. It is listed here as a historical offering for reference and comparison, not as an available one.

What does "all-cash" mean for a DST like this one?

It means the Trust owns its properties without a mortgage. There is no lender, no loan covenant, and no maturity date forcing a refinancing or sale. It also means no debt is passed through to investors — relevant if your relinquished property carried a mortgage you are trying to replace in a 1031 exchange. Discuss that with your own tax adviser.

What is the 721 exchange into ExchangeRight's Essential Income REIT?

A 721 exchange, sometimes called an UPREIT, lets investors contribute their real estate interests to a REIT's operating partnership in return for partnership units rather than cash, deferring tax at that step. ExchangeRight's press release describes this Trust as feeding its Essential Income REIT pipeline. The specific terms, timing, and consequences of any such transaction are set out in the PPM — the private placement memorandum, the offering's governing disclosure document.

Who are the tenants and where are the properties?

ExchangeRight identifies the tenants as St. Luke's Health Network, Sherwin-Williams, Tractor Supply, and Dollar Tree, across properties in Texas, Florida, Pennsylvania, and Georgia. The sponsor has not published street addresses or which tenant occupies which building; that detail sits in the PPM.

Why does the SEC record look incomplete?

The Trust filed a single Form D at launch on February 4, 2025 and never amended it. A Form D reports an offering's terms as of the filing date; without an amendment, EDGAR never reflects later sales activity. The record of the completed raise comes from ExchangeRight's September 9, 2025 announcement and trade-press coverage of it, not from SEC filings.

Chapter 9

In the news

Chapter 11

What can I do next?

Check the source documents, compare this offering with other public records, or ask a licensed specialist about the facts shown here.