Value-Add Portfolio 3 DST
Multifamily retail property · sponsored by ExchangeRight
Value-Add Portfolio 3 DST was a DST sponsored by ExchangeRight that owned a multifamily retail property. Its last Form D, filed Aug 5, 2025, reports the offering fully sold.
How it ended
No outcome recorded · under 7 years
The last Form D, filed Aug 5, 2025, reports the offering fully sold.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $11,400,000Equity offered, per the Form D
- Sold
- 100%Form D, Aug 5, 2025; the % is our arithmetic
- Investors reported
- Form D, Aug 5, 202539
- Selling commissions
- Form D Item 15; the % is our arithmetic$570,000 · 5.0% of offering
- Financing
- Not in the Form D. The Form D for this offering does not say whether it carries 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 →
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Ask a 1031 specialist about this recordFree. About: Value-Add Portfolio 3 DST. Top1031 is not a broker-dealer.Value-Add Portfolio 3 DST · Photo: cdn-static.exchangeright.com
What did Value-Add Portfolio 3 DST own?
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
How was it financed, and what did it cost to sell?
Neither the Form D filings nor ExchangeRight's public announcement discloses mortgage debt, a lender, or loan terms for this Trust; the offering documents are 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
Debt
- Financing
- Not in the Form D. The Form D for this offering does not say whether it carries mortgage debt.
Costs and terms from the Form D
- Selling commissions
- $570,000 · 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
- 5 named in the Form D
Show the firms
- Arkadios Capital · CRD 282710
- Investment Security Corporation · CRD 47536
- Kingswood Capital Partners, LLC · CRD 288898
- Lighthouse Capital Group, LLC · CRD 169135
- McDermott Investment Services, LLC · CRD 154926
Individual representatives named in Item 12 are not listed.
- Date of first sale
- Jul 3, 2023
- 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 Value-Add Portfolio 3 DST?
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
- Offerings on record
What does the SEC record show?
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.
- Legal Trust name
- ExchangeRight Value-Add Portfolio 3 DST
- SEC CIK
- 1980800
- First Form D
- Jun 8, 2023
- Latest Form D
- Aug 5, 2025
- Filings on record
- 2
- 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 | Investors | Filing on SEC EDGAR |
|---|---|---|---|---|---|
| Form D/A | $11,400,000 | $11,400,000+$11,400,000 | 39 | EDGAR | |
| Form D | $11,400,000 | $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 Value-Add Portfolio 3 DST?
- Value-Add Portfolio 3 DST is a Historical offering. The last Form D, filed Aug 5, 2025, reports the offering fully 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 offering documents 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.
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.