Top1031

Fresh Stop II portfolio

Retail (NNN gas station / convenience store) property in Multi-state (2) — sponsored by Madison Capital Group

Files with the SEC as Fresh Stop II DST

Minimum investment
$100k
Offering size
$13.2M
How much has sold
None sold yet
Asset type
Retail (NNN gas station / convenience store) property
Location
Multi-state (2)
Financing
All cash. This offering reports no mortgage debt.

Sponsor-reported, from SEC filings and cited sources.

Chapter 1

What is this, in one paragraph?

Fresh Stop II DST is a Delaware statutory trust — fractional, passive property ownership that can serve as replacement property in a 1031 exchange — holding gas-station and convenience-store properties in Texas and Florida that Madison Capital Group says are triple-net leased to the Fresh Stop brand.2 The sponsor's fact sheet describes the Offering, still raising, as all-cash and debt-free.3 One Form D sits on record, never amended.1

Sponsor Madison Capital Group; 4 single-tenant NNN FreshStop stores; min $100k; $0 sold as of 8/25 Form D

Show sources (5)Hide sources (5)

These links support the public record as a whole; individual details may come from different sources.

Driscoll (Corpus Christi MSA), TX · exact location not on recordThe filings name the market but not an address we can place on a map.

On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.

Chapter 2

What exactly is the property?

Madison Capital Group's fact sheet lists the addresses as 2204 Highway 77 in Driscoll, 308 East Pine Street in Frankston and 4730 US-59 in Shepherd, Texas, plus 9590 Ulberton Road in Largo, Florida.3 Its offering page puts the buildings at 11,414 rentable square feet and says all were renovated in 2025.2 The fact sheet describes re-imaging them as FreshStop stores as planned rather than finished.3 No public source reviewed gives the seller, acquisition date or purchase price.

Reported location
Multi-state (2)
Property size
4 stores
Chapter 3

Who is the tenant, and what's the lease?

Madison Capital Group states the properties are NNN — triple-net — leased to Fresh Stop, meaning the tenant rather than the Trust pays taxes, insurance and maintenance, with roughly 20 years remaining.2 Fresh Stop's founder, Ryan Hanks, is Madison's chief executive, so tenant and sponsor share leadership rather than standing at arm's length.

Chapter 4

How are sales going?

These are the sponsor’s own numbers. They can lag what has actually sold, and they do not confirm that interests are still available.

How we work out how much has sold

We divide the amount the sponsor reports sold by the offering size in its latest SEC filing, filed Aug 28, 2025.

  • The sponsor reports these amounts itself, and can amend them later.
  • A filing can be behind what has actually sold. It does not confirm that interests are still available.
  • The amount left to sell is the offering size minus the amount sold.

Raise history appears here once sales are filed — free account required.

Chapter 5

How is it financed, and what does it pay?

Madison Capital Group's fact sheet describes the Offering as all-cash and debt-free: the Trust would hold the properties without mortgage financing, leaving no loan to refinance and no debt for an exchanger to replace.3 No lender appears in any public source reviewed, and the Form D's equity election does not by itself establish that the properties are unencumbered.1

Chapter 7

What does the paperwork say?

The exempt-offering notice on record is the original and has never been amended, so its subscription figures are a snapshot taken at filing rather than a current tally.1 The exemption used permits Madison Capital Group to advertise the Offering publicly, provided every purchaser is an accredited investor — income- or net-worth-qualified — whose status the sponsor verifies.

  1. Form D filedFirst and latest filing on record.
Filings on record
1
How it may be offered
Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.
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.

Chapter 8

Common questions

Is Fresh Stop II portfolio still raising money?

Top1031 lists Fresh Stop II portfolio as active because the sponsor is still filing with the SEC. That does not confirm that interests remain available.

Where does Top1031 get the data for Fresh Stop II portfolio?

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.

What does Fresh Stop II DST own?

Madison Capital Group describes a portfolio of freestanding gas-station and convenience-store properties totaling 11,414 rentable square feet: 2204 Highway 77 in Driscoll, Texas (Corpus Christi MSA), 308 East Pine Street in Frankston, Texas (Tyler MSA), 4730 US-59 in Shepherd, Texas (Houston MSA) and 9590 Ulberton Road in Largo, Florida (Tampa Bay MSA). Spellings vary across sources: the sponsor's offering page and Top1031 pipeline data render the Houston-area town as 'Shepard,' while the fact sheet uses 'Shepherd.'

Are all four stores open and operating?

Public sources do not establish it. The materials reviewed as of September 4, 2026 do not give property-by-property occupancy or open status, and Madison Capital Group's fact sheet presents re-imaging of the properties as FreshStop locations as a plan rather than completed work. Operating status, lease commencement dates and any rent-commencement conditions belong in the Private Placement Memorandum — the offering document that governs the actual terms.

Is the Trust financed with a mortgage?

Madison Capital Group's fact sheet describes Fresh Stop II DST as an all-cash, debt-free offering, and no lender appears in any public source reviewed. The August 28, 2025 Form D reported an equity offering with no debt figure, but that filing choice does not by itself prove the underlying properties carry no debt. An exchanger who must replace mortgage debt from a relinquished property would need to confirm the capitalization in the PPM.

Is the tenant related to the sponsor?

Yes. CSP Daily News reported on September 24, 2025 that Ryan Hanks, founder of the Fresh Stop brand, is chief executive of Madison Capital Group, the sponsor, and Madison states the properties are triple-net leased to Fresh Stop. That makes the lease an affiliated arrangement rather than a lease to an unrelated operator. Lease terms, any guaranty, tenant financial strength and the conflicts the structure creates are set out in the PPM.

Who can invest, and what is the minimum?

The August 28, 2025 Form D was filed under Rule 506(c), which permits public advertising of a private placement but limits purchasers to accredited investors — those meeting income or net-worth tests — whose status the sponsor must verify, typically with tax returns, brokerage statements or a third-party letter. That notice reported a $100,000 minimum investment from any outside investor. The governing minimum is stated in the PPM.

Is there a 721 or UPREIT exit?

Nothing in the record indicates a 721 exchange or UPREIT exit, in which a DST's property is later contributed to a real estate investment trust's operating partnership in exchange for units. The Trust shows no REIT conversion feature. Separately, the seller, acquisition date and purchase price for the properties do not appear in any public source reviewed. Exit mechanics, including sale rights and hold expectations, are described in the PPM.

Chapter 9

In the news

Chapter 11

What can I do next?

Check the source documents, compare this offering with other public records, or ask a licensed specialist about the facts shown here.