National Retail Portfolio III DST

sponsored by Inland Private Capital

National Retail Portfolio III DST, sponsored by Inland Private Capital, filed its first Form D with the SEC on Jul 21, 2011 for a $15.3 million offering. Its last Form D, filed Jan 19, 2012, reports the offering fully sold.

How it ended

No public outcome found

The last Form D, filed Jan 19, 2012, reports the offering fully sold.

Inland Private Capital has 8 active offerings on record →

Key facts

Minimum investment
$25,000
From the Form D
Offering size
$15,321,348
Equity offered, per the Form D
Sold
100%
Form D, Jan 19, 2012; the % is our arithmetic
Investors reported
74
Form D, Jan 19, 2012
Selling commissions
$1,072,525 · 7.0% of offering
Form D Item 15; the % is our arithmetic
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: National Retail Portfolio III DST. Top1031 is not a broker-dealer.

What did the Trust own?

National Retail Portfolio III DST is a Delaware statutory trust — a passive co-ownership vehicle whose interests can be used in a 1031 exchange — organized in 2011 and sponsored by Inland Private Capital. 1 It is Historical: closed to new investors, with no Form D activity after January 2012. Public filings never identify the underlying retail properties, tenants, or debt, so the offering documents are the only source for those.

How was it financed, and what did it cost to sell?

Costs and terms from the Form D

Selling commissions
$1,072,525 · 7.0% of offering
Finders’ fees
$0
Paid to officers, directors and promoters
$1,555,398 · 10.1% of offering
Form D Item 16
Broker-dealers named in the Form D
28 named in the Form D
Date of first sale
Jul 8, 2011
Minimum investment
$25,000

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.

What does the SEC record show?

The Trust reported its first sale on July 8, 2011 and filed its initial Form D — the brief notice an issuer files for a private placement — shortly after. 4 Each later amendment updated the running sales tally without changing the offering size first recorded. It was offered under Rule 506(b), meaning sales to accredited investors without general advertising.

Legal Trust name
National Retail Portfolio III DST
SEC CIK
1525257
First Form D
Jul 21, 2011
Latest Form D
Jan 19, 2012
Filings on record
8
Offered under
Rule 506(b)
General advertising and solicitation are not permitted under this exemption.

SEC Form D filings, newest first

SEC Form D filings for National Retail Portfolio III DST, newest first
FiledFormOffering amountAmount soldInvestorsFiling on SEC EDGAR
Form D/A$15,321,348
$15,321,348+$87,690
74
EDGAR
Form D/A$15,321,348
$15,233,658+$1,595,220
74+11
EDGAR
Form D/A$15,321,348
$13,638,438+$1,548,676
63+10
EDGAR
Form D/A$15,321,348
$12,089,762+$1,819,931
53+10
EDGAR
Form D/A$15,321,348
$10,269,831+$2,602,469
43+11
EDGAR
Form D (new notice)$15,321,348
$7,667,362
32
EDGAR
Form D/A$15,321,348
$1,640,125+$1,175,208
10+7
EDGAR
Form D$15,321,348
$464,917
3
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 National Retail Portfolio III DST?
National Retail Portfolio III DST is a Historical offering. The last Form D, filed Jan 19, 2012, reports the offering fully sold.
What properties does this Trust own?
Public records do not say. The name points to a portfolio of retail properties, but no SEC filing, sponsor page, or trade-press item located in research identifies the addresses, tenants, square footage, or purchase prices. Only the offering documents and the Trust's own reports to holders would settle that.
Was the Trust leveraged?
Unknown from public sources. Form D filings do not disclose mortgage debt, and no lender, loan amount, or loan-to-value figure for this Trust was found. A prospective buyer of a secondary interest would need the offering documents and current loan documents.
Has the Trust sold its properties or gone full-cycle?
No outcome has been reported in the sources reviewed. The January 19, 2012 Form D amendment closes out the offering's sales record, but an offering that finished selling is not the same as a property that has been sold. No disposition or full-cycle result was located.
What does "Rule 506(b)" mean for this offering?
Rule 506(b) is the private placement exemption that let the sponsor sell interests without registering them, provided it did not advertise publicly and sold essentially only to accredited investors — people meeting SEC income or net-worth tests. Investors typically came through broker-dealers and registered representatives.

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.