Dow Chemical Company
Office property in Midland, MI · sponsored by Inland Private Capital
Dow Chemical Company was a DST sponsored by Inland Private Capital that owned an office property in Midland, MI. Its last Form D, filed May 5, 2023, reports the offering fully sold.
How it ended
The last Form D, filed May 5, 2023, reports the offering fully sold.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $22,080,562Equity offered, per the Form D
- Sold
- 100%Form D, May 5, 2023; the % is our arithmetic
- Investors reported
- Form D, May 5, 2023136
- Selling commissions
- Form D Item 15; the % is our arithmetic$1,104,028 · 4.9% 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 →
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: Dow Chemical Company. Top1031 is not a broker-dealer.What did Dow Chemical Company own?
The SEC knows this Trust only as Zero Coupon MI Office DST, a Delaware entity filing from 2901 Butterfield Road in Oak Brook, Illinois; no property address, size, or acquisition date appears in the federal record. 1 The "Dow Chemical Company" label traces to an Inland property record for 2211 Abbott Road in Midland, Michigan, a page that does not itself name this Trust. 2 The match remains unresolved in public sources.
- Reported location
- Midland, MI
How was it financed, and what did it cost to sell?
The Trust's legal name marks it as a zero-coupon, or zero-cash-flow, offering: in that structure rent is typically dedicated to servicing a high-leverage, fully amortizing loan rather than paying current income, which is why exchangers with large mortgage balances to replace use them. No lender, loan balance, or maturity appears in the SEC filings.
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
- $1,104,028 · 4.9% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $5,663,474 · 25.6% of offeringForm D Item 16· The filing’s note: “Estimate of certain fees, including the Dealer Fee, Acquisition Fee, Offering and Organizational Expenses, Placement Agent Fee and Reimbursement of Acquisition that may accrue to one or more related persons.”
- Broker-dealers named in the Form D
- 28 named in the Form D
Show the firms
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- American Trust Investment Services, Inc. · CRD 3001
- Ameritas Investment Company, LLC · CRD 14869
- Arkadios Capital · CRD 282710
- Aurora Securities · CRD 46147
- Avantax Investment Services, Inc. · CRD 13686
- BD4RIA INC · CRD 290240
- Calton & Associates, Inc. · CRD 20999
- Capulent LLC · CRD 155155
- Concorde Investment Services, LLC · CRD 151604
- Courtlandt Securities Corporation · CRD 137356
- DAI Securities, LLC · CRD 36673
- DFPG Investments, LLC · CRD 155576
- Emerson Equity LLC · CRD 130032
- Great Point Capital LLC · CRD 114203
- Independent Financial Group, LLC · CRD 7717
- Inland Securities Corporation · CRD 15807
- Lightpath Capital, Inc. · CRD 34617
- National Securities Corporation · CRD 7569
- Nationwide Planning Associates Inc. · CRD 31029
- Osaic FA, Inc. · CRD 3978
- RCX Capital Group, LLC · CRD 114290
- Realta Equities, Inc. · CRD 23769
- Stax Capital · CRD 300607
- Titan Securities · CRD 131392
- Wealthforge Securities, LLC · CRD 152550
- Willow Cove Investment Group, Inc. · CRD 107824
- Woodbury Financial Services, Inc. · CRD 421
Individual representatives named in Item 12 are not listed.
- Date of first sale
- May 4, 2022
- 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. The issuer marked these amounts as an estimate.
Who's behind Dow Chemical Company?
Inland Private Capital is the private-placement arm of the Oak Brook, Illinois–based Inland real estate group and one of the larger DST sponsors by program count. 1 The Form D/A names Inland Private Capital Corporation as the sole member of the Trust's signatory trustee. 3 On July 14, 2022 Inland announced the sale of its Pharmacy Portfolio III DST and Pharmacy Portfolio IV DST for a combined $80 million, which it described as its first full-cycle zero-coupon offerings. 4
- Sponsor
- Offerings on record
What does the SEC record show?
This Trust was never publicly advertised: it was sold under a private-placement exemption that bars general solicitation and limits offers to investors the sponsor and its selling brokers already knew. Two amendments to the original notice updated the amount sold until the raise closed, and nothing has been filed since.
- Legal Trust name
- Zero Coupon MI Office DST
- SEC CIK
- 1928557
- First Form D
- May 17, 2022
- Latest Form D
- May 5, 2023
- Filings on record
- 3
- 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 | $22,080,562 | $22,080,562+$13,350 | 136 | EDGAR | |
| Form D/A | $22,080,562 | $22,067,212+$13,988,111 | 136+93 | EDGAR | |
| Form D | $22,080,562 | $8,079,101 | 43 | 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 Dow Chemical Company?
- Dow Chemical Company is a Historical offering. The last Form D, filed May 5, 2023, reports the offering fully sold.
- What does "zero coupon" mean in a DST?
- A zero-coupon, or zero-cash-flow, DST is financed with a large, fully amortizing loan whose payments consume essentially all of the property's rent, so investors generally receive little or no current distribution. Exchangers use these programs mainly to replace a large mortgage balance from a relinquished property, since IRS rules require replacing both equity and debt to fully defer gain. This Trust's specific loan terms are not in its public filings.
- Which property does this Trust actually own?
- That is unresolved in public sources. The SEC registrant for CIK 1928557 is Zero Coupon MI Office DST and its Form D filings name no property. The "Dow Chemical Company" label used in this directory traces to an Inland Private Capital property record for 2211 Abbott Road, Midland, Michigan, but that page does not state that it belongs to this Trust, and no independent record ties the two together. Square footage, tenant, and acquisition date are likewise not in the public record — the offering documents are the governing documents for those facts.
- What is the White Law Group investigation I've read about?
- On December 1, 2023 The White Law Group, a securities law firm, published an investor alert saying it was investigating broker-dealers that allegedly recommended the Inland-sponsored Zero Coupon Office MI DST to investors. It is a law-firm solicitation notice concerning sales practices by brokers, not a regulatory finding, and it makes no substantiated claim about the Trust's property or performance.
- Has the Trust reported a sale or other outcome?
- No outcome has been reported. The most recent SEC filing on record is the Form D/A of May 5, 2023, and no disposition, refinancing, or 721/UPREIT roll-up — a transaction in which DST interests are exchanged for operating-partnership units of a REIT — has been disclosed for this Trust in public sources.
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.