Net-Leased All-Cash 12 DST
4 net lease retail properties in 4 states · sponsored by ExchangeRight
Net-Leased All-Cash 12 DST was a DST sponsored by ExchangeRight that owned 4 net lease retail properties in 4 states. Its last Form D was filed Feb 4, 2025.
How it ended
No outcome recorded · under 7 years
The record lists the offering as fully subscribed; the last Form D was filed Feb 4, 2025.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $41,395,000Equity offered, per the Form D
- Sold
- Not reported after the first Form D (Feb 4, 2025)Form D, Feb 4, 2025
- Selling commissions
- Form D Item 15; the % is our arithmetic$2,069,750 · 5.0% of offering
- Financing
- All cash. This offering reports no mortgage debt.How it is financed ↓
- Offered under
- Rule 506(b)General advertising and solicitation are not permitted under this exemption.
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: Net-Leased All-Cash 12 DST. Top1031 is not a broker-dealer.Net-Leased All-Cash 12 DST · Photo: cdn-static.exchangeright.com
What did Net-Leased All-Cash 12 DST own?
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
Tenant and lease terms are not in the SEC filings or cited sources.
How was it financed, and what did it cost to sell?
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.
Debt
- Financing
- All cash. This offering reports no mortgage debt.
- May convert to a REIT (721)
- Yes
Costs and terms from the Form D
- Selling commissions
- $2,069,750 · 5.0% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $0 · 0.0% of offeringForm D Item 16
- Broker-dealers named in the Form D
- 1 named in the Form D
Show the firms
- Lighthouse Capital Group, LLC · CRD 169135
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.
Who's behind Net-Leased All-Cash 12 DST?
ExchangeRight runs one of the larger net-lease DST platforms in the 1031 market, with managing partner Joshua Ungerecht speaking for the firm on this closing. 2 Its DSTs are designed to roll into the sponsor's Essential Income REIT through a 721 exchange — investors contribute their property interests to a REIT operating partnership for units instead of cash. 1 Connect CRE reported on September 15, 2025 that this closing sat alongside the sponsor's Portfolio 69 and Portfolio 68 DSTs. 4
- Sponsor
- Offerings on record
What does the SEC record show?
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
- Legal Trust name
- ExchangeRight Net-Leased All-Cash 12 DST
- SEC CIK
- 2047326
- First Form D
- Feb 4, 2025
- Latest Form D
- Feb 4, 2025
- Filings on record
- 1
- Offered under
- Rule 506(b)General advertising and solicitation are not permitted under this exemption.
- Source filing
SEC Form D filings, newest first
| Filed | Form | Offering amount | Amount sold | Filing on SEC EDGAR |
|---|---|---|---|---|
| Form D | $41,395,000 | $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 Net-Leased All-Cash 12 DST?
- Net-Leased All-Cash 12 DST is a Historical offering. The record lists the offering as fully subscribed; the last Form D was filed Feb 4, 2025.
- Does Net-Leased All-Cash 12 DST have a 721 UPREIT exit?
- The record lists a possible 721 exit for Net-Leased All-Cash 12 DST. 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
- 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.
- 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 offering documents.
- Why does the SEC record look incomplete?
- The Trust filed a single Form D at launch on February 4, 2025 and never amended it. The record of the completed raise comes from ExchangeRight's September 9, 2025 announcement and trade-press coverage of it, not from SEC filings.
In the news
Sources
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These links support the record as a whole; individual details may come from different sources.
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.