Glossary · DST Report

Glossary

The vehicles and jargon this record uses.

1031

Tax-deferred exchange of like-kind real estate. Many DST buyers sold a property and had 45/180 days to park the gain.

Contribution of DST interests into a REIT’s operating partnership in exchange for OP units — or, in some PPMs, a cash buyout.

A lender advances most of the equity at closing; DST sales are supposed to take the lender out.

FINRA’s public file on brokers and firms. Pending customer disputes are allegations. Settlements are not findings of liability.

Delaware Statutory Trust. The vehicle used to hold the real estate so 1031 exchange investors can buy fractional interests.

The SEC’s public filing cabinet. Form Ds and many exhibits in this record come from here.

Six-year eligibility rule. No claim is eligible where six years have elapsed from the occurrence or event giving rise to the claim.

SEC notice of an exempt offering. Names related persons, commissioned sellers, first-sale date, and offering amount.

The entity that holds 100% of DST interests at close. Syndication is supposed to redeem that stake and repay the bridge.

A private arbitration forum. The Nelson–Crew split was decided here, then confirmed in Orange County.

The master-tenant LLC on the DST’s lease. Named on the lease and the side letter.

The affiliate that leases the property from the trust and runs it.

Operating-partnership units. What a 721 UPREIT gives an investor instead of (or alongside) cash.

Property-management agreement. The contract that puts a manager in the building and sets the fee.

Private placement memorandum. The offering document.

Purchase and sale agreement. The contract to buy the building, usually before the DST exists.

SEC Regulation Best Interest. Care, disclosure, conflict, and compliance obligations for broker-dealers making recommendations to retail customers.

The broker-dealers associated with the people who were paid to sell the offering.

The person or entity that signs for the DST. Investors are passive; this is who can sell, refinance (usually they cannot), or convert.

The shop that packages the DST — property, trust, PPM, selling group. Not the broker-dealer. Not a Form D field.

A DST cannot generally refinance. Converting to an LLC is the last-ditch structure that lets new debt on.

Tenants in common. The older 1031 fractional structure. Investors hold deeded undivided interests and generally have more vote than in a DST.