721 UpREIT DSTs

Understanding the diverse strategies and structures available with real estate investments can significantly influence your decision-making process. Among these, the 721 UpREIT offerings are a flexible option for investors considering upgrading their investments through a Real Estate Investment Trust (REIT). 

721 UpREIT Offerings

There are three main types of 721 UpREIT offerings, “light”, “medium”, and “heavy” which are based on three factors:

  1. The probability that the REIT will buy the DST property (UpREIT)
  2. The likely timing of the UpREIT
  3. Whether the DST investor has an option or is required to UpREIT

1. 721 Heavy

The 721 Heavy business plan is to roll the DST property into the sponsor’s REIT in 2–3 years. The DST investor will not have the option of doing another 1031 exchange. This type of 721 is most suitable for investors who are sure they want to go into the sponsor’s REIT and want those specific potential advantages as fast as possible.
  • Probability that the Sponsor will UpREIT: Very High
  • Sponsor UpREIT likely timing: 2-3 years
  • Investors’ options if UpREIT: 721 only (with some caveats)

2. 721 Medium

Many investors would prefer the option of doing a 721 UpREIT rather than committing to do so. These investors like to see how the DST performs, evaluate the REIT at the time of the UpREIT transaction, and then decide at that time. If the investor is unhappy with the DST or sponsor’s performance, they can choose a new investment.

Many 721 “Medium” offerings will have a slightly longer hold period than 721 Heavy offerings. Additionally, the sponsor is not guaranteed to do a 721 UpREIT with the DST property (although it is usually likely). The timing of the UpREIT will depend on if and how the property appreciates and what the market conditions are like at that time.

  • Probability that the Sponsor will UpREIT: 50% to Very High
  • Sponsor UpREIT likely timing: 3-10 years
  • Investors’ options if UpREIT: 721, 1031 or cash out

3. 721 Light

A 721 Light offering is where the sponsor has the right to do a 721 UpREIT under certain conditions, but it is not part of the business plan. This option is often set forth in the PPM in case 1031s are legally repealed or severely limited. The 721 UpREIT option is available, almost like an insurance policy.
  • Probability that the Sponsor will UpREIT: Low – often only if 1031 goes away
  • Sponsor UpREIT likely timing: Typically 5-10 years
  • Investors’ options if UpREIT: 721, 1031 (if available) or cash out
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