Value-Add Portfolio 3 DST
Multifamily retail — sponsored by ExchangeRight
Files with the SEC as ExchangeRight Value-Add Portfolio 3 DST
Minimum investment
$100k
Offering size
$11.4M
How much has sold
100.0%
Asset type
Multifamily retail
Location
Not stated
Financing
Leveraged. This offering reports mortgage debt on the property.
Sponsor-reported, from SEC filings and cited sources.
What is this, in one paragraph?
ExchangeRight Value-Add Portfolio 3 DST is a closed Delaware statutory trust — a structure that lets 1031 exchangers hold fractional real estate interests — owning in-line and outparcel retail space at eight shopping centers in seven states, shadow-anchored by grocery and national retail. ExchangeRight announced on June 4, 2024 that the trust was fully subscribed and no longer accepting new investors.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.
What exactly is the property?
ExchangeRight assembled the portfolio as the third offering from its value-add platform: in-line and outparcel retail suites across seven states with more than 43 unique tenants.1 The sponsor said vacancies at the centers helped it acquire the assets at a discount, and that its asset management and leasing teams were prospecting for tenants to fill them.1 Individual property names, addresses and the state list appear in neither the sponsor's announcement nor the Form D filings.
- Property size
- 8 shopping centers; 95,914 sq ft
Who is the tenant, and what's the lease?
Income comes from more than 43 in-line and outparcel retail tenants rather than one anchor lease. ExchangeRight named UnityPoint Health, ShopRite, Giant Eagle and Food Lion as the long-term net-leased shadow anchors — anchors that draw traffic to the centers but whose buildings this Trust does not own.1
How did it end?
No sale or other ending on record
ExchangeRight's June 4, 2024 sponsor announcement identifies Value-Add Portfolio 3 DST and reports monthly distributions at a stated annualized rate of 5.25% from in-place revenue, evidencing operation rather than a full-cycle exit; no completed sale, 721/UPREIT exchange, or foreclosure is stated.
In-line and outparcel retail shadow-anchored by long-term net-leased grocery and national retail tenants; 8 shopping centers, 7 states, 95,914 sq ft, 43+ unique tenants; shadow anchors include UnityPoint Health, ShopRite, Giant Eagle and Food Lion; offering closed Jun 4, 2024.
8 shopping centers; 95,914 sq ftSupporting evidence
How is it financed, and what does it pay?
Neither the Form D filings nor ExchangeRight's public announcement discloses mortgage debt, a lender, or loan terms for this Trust; the private placement memorandum (PPM, the offering document) is where that structure is set out. ExchangeRight did report that the investor purchase price included over $3 million of capital and operating reserves held for investors.1
Who's behind it?
ExchangeRight sponsors 1031 exchange DST programs; Value-Add Portfolio 3 was the third trust launched from its value-add platform, whose stated strategy is increasing occupancy across the centers and securing favorable renewals with existing tenants.1 On June 4, 2024 the sponsor announced the offering was fully subscribed, reporting an $18.73 million investor purchase price and, citing a FactRight due diligence report, a $23.07 million third-party appraised value.1
- Sponsor
- ExchangeRight
- Legal Trust name
- ExchangeRight Value-Add Portfolio 3 DST
- May convert to a REIT
- No
- Offerings from this sponsor
- 23 active / 60 total offerings from ExchangeRight
Reported by the sponsor. Top1031 does not independently audit sponsor-reported figures.
What does the paperwork say?
The initial notice reported that no sales had occurred yet.3 The later amendment recorded a first sale on July 3, 2023, closed the offering as fully sold, and identifies the issuer as a Delaware business trust organized in 2022.2 Interests were offered privately to accredited investors — those meeting SEC income or net-worth tests — without public advertising.
- First Form D filedThe public offering record begins.
- Latest Form D filedThe most recent sponsor-filed checkpoint in this record.
- Filings on record
- 2
- How it may be offered
- Rule 506(b)Not advertised publicly. Offered through existing relationships.
- Source filing
- Read the filings on SEC EDGAR
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.
Common questions
What happened to Value-Add Portfolio 3 DST?
Top1031 lists Value-Add Portfolio 3 DST as historical. It is no longer raising money.
Where does Top1031 get the data for Value-Add Portfolio 3 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 Value-Add Portfolio 3 DST?
No. ExchangeRight announced on June 4, 2024 that the offering was fully subscribed and not accepting new investors, and the trust is now closed to new investors. Its Form D amendment reports nothing remaining to be sold.
What does "shadow-anchored" mean here?
It means the big traffic-driving stores next door — ExchangeRight named UnityPoint Health, ShopRite, Giant Eagle and Food Lion — are not part of this Trust. The Trust owns the smaller in-line and outparcel retail space that benefits from the anchors' customer traffic, so its rent comes from more than 43 separate tenants.
Why does ExchangeRight's $18.73 million figure differ from the SEC filing amount?
ExchangeRight's June 4, 2024 release reports an $18.73 million investor purchase price, while the Form D and its 2025 amendment report a smaller total offering amount (shown in this record's sales figures). The two sources do not reconcile on their face; the PPM and closing documents are where the capitalization is set out.
Has any exit or sale been reported?
No sale, refinancing, 721/UPREIT roll-up (a contribution of DST property into a REIT's operating partnership for units) or other exit has been reported for this Trust in the reviewed public record through September 1, 2026. The filings indicate no REIT conversion feature.
What has the sponsor said about performance so far?
In its June 4, 2024 announcement, ExchangeRight reported that actual net operating income surpassed projections by 12.2% through the first 10 months of the Trust's first fiscal year. That is a sponsor-reported completed figure and covers only that early period; no later operating report was located.
What was the minimum investment?
The Form D filings list a $100,000 minimum outside investment. Because the offering has closed, that figure is now a matter of record rather than something an investor can act on.
Chapter 9Investors Seeking Value Creation Fully Subscribe ExchangeRight's Third Value-Add PortfolioStreetInsider re-publication of the PR Newswire fully-subscribed announcement for Value-Add Portfolio 3 DST, the 8-center value-add retail portfolio in 7 states [13].