DCM Real Estate 3 Inc., in association with Sureste Partners LLC, offers a unique investment opportunity in developing the multi-family housing segment in the Sunbelt of the United States through the issuance of Asset-Backed Bonds.
The Bond
Series 2022 DCM-3
Issue Size
Up to USD $100m
Coupon
USD 8.75%
Maturity
Due 2026
DCM Real Estate 3 Inc., in association with Sureste Partners LLC, offers a unique investment opportunity in developing the multi-family housing segment in the Sunbelt of the United States through the issuance of Asset-Backed Bonds.
The Bond
Series 2022 DCM-3
Issue Size
Up to USD $100m
Coupon
USD 8.75%
Maturity
Due 2026
Multi-Family housing refers to mid to low-income housing and is a type of residential structure with more than one dwelling residence in the same building. Broadly, this can be broken down into 4 main brackets, those being:
Garden/Suburban dwellings (1-3 Stories)
High rise urban infifill
Mixed-use
Mid-rise (4-8 Stories)
Multi-family residential investment is a mature and established class of assets for private and institutional investors in the US as of 2021; the MFH segment accounted for 82% ($ 212.3 billion) of all residential investment.
DCM is focused on providing loans to experienced Sponsors for the acquisition of “Value-Add” Multi-Family properties typically with 100 – 500 dwelling units. The “Value-Add” business model is attractive due to the potential for large short-term gains it can deliver in terms of increased cash flow and valuation of the acquired properties. Target properties are located in high growth markets and are typically aging and suffering from years of neglect, resulting in high vacancy rates and below-market rents. These target properties can be acquired signifificantly below market value potential. Experienced Sponsors realize a property’s full potential through renovations and bringing the property to full occupancy at current market rents, typically within 1-2 years of acquisition.
DCM U.S. Multi-Family Homes Plc is a vehicle specififically set up to issue debt and is bankruptcy remote, to divorce the risk of the sponsor from the risk of the bond issuer by isolating fifinancial risk, minimizing bankruptcy risk, ringfencing assets, and therefore mitigating noteholder exposure to the Borrower.
The bonds are issued under an established institutional wholesale bond program and are eligible assets under the Eligible Assets Directive as well as transferable securities under UCITS rules.
There is a 3% cash reserve at the issuer level, based on the nominal amount raised. Further, there is an additional 5% fifirst loss/equity component at the SPV level, usually provided by the local sponsor. The bonds are listed on a recognized stock exchange with an independent third-party security trustee to whom assets are pledged. The issuer of the bonds, DCM U.S. Multi-Family PLC, is an asset-backed bankruptcy-remote issuer and has senior security over a segregated pool of loans originated and managed by DCM Real Estate 3, Inc.
The Issuer Deed of Charge is governed by English Law and contains customary representations and warranties in favor of the Security Trustee. The Issuer cannot grant any security or assignment in respect of any of its assets without the prior written consent of the Security Trustee.
The bond proceeds are loaned by the Issuer, DCM U.S. Multi-Family Homes PLC to DCM Real Estate 3, Inc (the “Borrower”, as defifined in the LPs).which, in turn, secures it on the property with a full guarantee, in addition to sponsor personal guarantees. As the “Value-Add” process is being realized, this will in turn result in a natural deleveraging of the transaction
The price of the notes is expected to be constant. The securities are listed on the Cayman Islands Stock Exchange (CSX), and Frankfurt Stock Exchange (FWB). In addition, the structure of the notes allows them to be transferred/traded, and they are NOT subject to any early cancellation or call; Series Notes 2022-DCM3 have a Put Option or can be redeemed:
At 90.00 percent of its nominal amount, with an Optional
Redemption Date (Put) between 6th May 2024 and 5th May 2025
(inclusive).
At 93.00 percent of its nominal amount, between 6th May 2025 and
5th May 2026 (inclusive).
And, at 100.00 percent of their nominal amount, on the Maturity
Date.
As a sponsor, Sureste typically evaluates over 100 potential acquisitions per year with approximately 10% meeting their criteria for investment. Sureste brings deep market knowledge and experience to every project they underwrite. Projects selected must be in strong local markets, with a growing demand for rental units and show strong performance potential. Additionally, target properties are generally run-down and significantly under-performing market equivalents (from a financial point of view), making them excellent candidates for the “Value-Add” strategy.
After identifying target properties, a rigorous financial and operational due diligence process is conducted to determine the property condition, the true verifified economic status of the property and the amount of capital needed to turn around the property within 1 to 2 years and bring it to its potential full market value. Armed with this time-tested knowledge and approach, Sureste confifidently pursues and executes quality real estate transactions in the MFH space.
Sponsors must put up equity/initial risk capital for every transaction--typically 5% of the acquisition cost--and absorb fifirst losses, should they occur. In essence, Sponsors have “skin in the game”. Additionally, Sponsors must fulfifill all debt obligations and comply with loan covenants prior to receiving any distributions or investment returns. Moreover, Sureste typically acts as lead Sponsor and assumes operational responsibility for properties in the portfolio—providing an extra layer of comfort to investors and ensuring business plans are executed efficiently.
As these bonds are not registered in the U.S. and are issued under a Regulation S exemption, they can only be offered to offshore investors and cannot be offered to citizens of the United States. Moreover, the securities cannot be sold to any national, citizen or resident of CANADA, AUSTRALIA, NEW ZEALAND, JAPAN, or the REPUBLIC of SOUTH AFRICA.
America’s warm southern states offer more than just great weather. A low cost of living, attractive tax benefits, and ample employment make these states the ideal place to pursue the American dream. This migration creates a strong demand for housing that is limited in supply.
Over the past decade, national relocations to the Sun Belt, measured by domestic migration, totaled nearly 5 million, largely driven by outflows from the non-Sun Belt region, in particular, states in the Northeast and Midwest. The Sun Belt now holds about 50% of the national population (331 million), which is expected to rise to about 55% by 2030. In this period, total employment in the Sun Belt region grew by 12 million (+20%) versus 9 million (+12%) non-Sun Belt region
01
Dallas
2021 Net Migration: 97,290
As a % of population: 2.4%
02
Phoenix
2021 Net Migration: 78,220
As a % of population: 1.5%
03
Houston
2021 Net Migration: 69,094 As a % of population: 2.2%
04
Austin
2021 Net Migration: 53,301
As a % of population: 0.7%
05
Riverside
2021 Net Migration: 47,601
As a % of population: 1.4%
Apartment / townhome style properties.
100-500 dwelling units per property.
Garden style - 1 to 3 stories.
Suburban area with upward trajectory.
Aging (30+ years).
Neglected state of repair.
High vacancies.
Materially below market rents.
Acquisitions
In the past 3 years, we have:
Acquired over 3,700 multi-family homes across 20 residential
communities.
Invested more than $73 million, plus over $32 million in CapEx
across its portfolio.
Generated equity multiples of 2.2X – 5X times in average of 2.1 years.
Senior leadership have over $12 billion in multi-family acquisitions and development.
Development
Sureste Development has control over 4 properties for new development, representing approximately:
374 acres of land.
Up to 3,000 planned residential units comprised of a mix of
SFR/BTR as well as row homes, garden apartments, and traditional MF apartments.
$35.1 million in acquisition value.
$550 million in total development costs.
COVID-19 health crisis unlocked a wave of socio-economic changes that have a profound impact on the housing market; working from home and social distancing have changed labor markets and, consequently, where people choose to live and their housing needs. According to the 2022 multi-family National Investment Forecast report, robust in-migration, household formation, and corporate expansion have led to unprecedented renter demand following adverse shocks to availability during 2020, and vacancy and rental rates are climbing well above pre-pandemic benchmarks, which have generated opportunities, especially for multi-family investors.
In that sense, elevated capital liquidity has increasingly channeled into commercial real estate, according to the referred report, especially to properties like apartments that frequently recalibrate leases to reflect inflationary pressure. In the last year, multi-family properties have shown record low vacancy rates as previously shown and a record and a record price appreciation in many markets in the U.S.; without a doubt, boding well for multi-family investments.
During the first pandemic year, we closely monitored the impact of COVID-19 on our market and our assets, and we observed that collections across our portfolio remained at or above pre-COVID-19 levels, and importantly, we experimented a strong leasing demand. As is the case currently, the fact is that there is a chronic and massive shortage of quality, affordable housing for American working families in the markets we operate in, which far exceeds the supply that we are bringing to the market. It’s remarkable that due to the impact on the employment market, we confronted collections challenges in the short time in that period; however, we always focused on leasing to tenants with stable and sufficient incomes to afford rents tactically comfortably, and we implemented new protocols and measures to ensure we maintain collections at high/adequate rates.
The U.S. Multi-family sector finished 2021 with overall occupancy and net effective rents above preu0002pandemic levels. The multi-family market set a new quarterly absorption record of 251,500 units in 2021, with net absorption of 511,300 units easily outpacing the new supply in 2021. The overall vacancy rate fell by 3.4% QoQ and 13.8% YoY, reaching a record-low 5.6% in Q4 2021, while average net effective rent increased by 6.2% QoQ and 8.4% YoY, exceeding their pre-crisis levels.
CBRE forecasts Multi-family occupancy levels to remain above 95% for the foreseeable future and nearly 7% growth in net effective rents for 2022. For their part, investors still favor multi-family. In Q3 2021, U.S. multi-family investment volume reached nearly $179 billion; therefore, the total investment for 2021 is estimated well above 2019’s level of $193 billion. In 2022, CBRE expects at least a 10% increase from 2021 to $234 billion.
5.6%
Vacancy rate
277,000
Completions* (Units)
511,300
Net absorption* (Units)
8.4%
Y-o-Y Rent change
$242 Billions
Acquisition volume*
Arrows indicate changes from previous quarters.
*Total past four quarters.
Multi-Family housing refers to mid to low-income housing and is a type of residential structure with more than one dwelling residence in the same building. Broadly, this can be broken down into 4 main brackets, those being:
Garden/Suburban dwellings (1-3 Stories)
High rise urban infifill
Mixed-use
Mid-rise (4-8 Stories)
Multi-family residential investment is a mature and established class of assets for private and institutional investors in the US as of 2021; the MFH segment accounted for 82% ($ 212.3 billion) of all residential investment.
DCM is focused on providing loans to experienced Sponsors for the acquisition of “Value-Add” Multi-Family properties typically with 100 – 500 dwelling units. The “Value-Add” business model is attractive due to the potential for large short-term gains it can deliver in terms of increased cash flow and valuation of the acquired properties. Target properties are located in high growth markets and are typically aging and suffering from years of neglect, resulting in high vacancy rates and below-market rents. These target properties can be acquired signifificantly below market value potential. Experienced Sponsors realize a property’s full potential through renovations and bringing the property to full occupancy at current market rents, typically within 1-2 years of acquisition.
DCM U.S. Multi-Family Homes Plc is a vehicle specififically set up to issue debt and is bankruptcy remote, to divorce the risk of the sponsor from the risk of the bond issuer by isolating fifinancial risk, minimizing bankruptcy risk, ringfencing assets, and therefore mitigating noteholder exposure to the Borrower.
The bonds are issued under an established institutional wholesale bond program and are eligible assets under the Eligible Assets Directive as well as transferable securities under UCITS rules.
There is a 3% cash reserve at the issuer level, based on the nominal amount raised. Further, there is an additional 5% fifirst loss/equity component at the SPV level, usually provided by the local sponsor. The bonds are listed on a recognized stock exchange with an independent third-party security trustee to whom assets are pledged. The issuer of the bonds, DCM U.S. Multi-Family PLC, is an asset-backed bankruptcy-remote issuer and has senior security over a segregated pool of loans originated and managed by DCM Real Estate 3, Inc.
The Issuer Deed of Charge is governed by English Law and contains customary representations and warranties in favor of the Security Trustee. The Issuer cannot grant any security or assignment in respect of any of its assets without the prior written consent of the Security Trustee.
The bond proceeds are loaned by the Issuer, DCM U.S. Multi-Family Homes PLC to DCM Real Estate 3, Inc (the “Borrower”, as defifined in the LPs).which, in turn, secures it on the property with a full guarantee, in addition to sponsor personal guarantees. As the “Value-Add” process is being realized, this will in turn result in a natural deleveraging of the transaction
The price of the notes is expected to be constant. The securities are listed on the Cayman Islands Stock Exchange (CSX), and Frankfurt Stock Exchange (FWB). In addition, the structure of the notes allows them to be transferred/traded, and they are NOT subject to any early cancellation or call; Series Notes 2022-DCM3 have a Put Option or can be redeemed:
At 90.00 percent of its nominal amount, with an Optional
Redemption Date (Put) between 6th May 2024 and 5th May 2025
(inclusive).
At 93.00 percent of its nominal amount, between 6th May 2025 and
5th May 2026 (inclusive).
And, at 100.00 percent of their nominal amount, on the Maturity
Date.
As a sponsor, Sureste typically evaluates over 100 potential acquisitions per year with approximately 10% meeting their criteria for investment. Sureste brings deep market knowledge and experience to every project they underwrite. Projects selected must be in strong local markets, with a growing demand for rental units and show strong performance potential. Additionally, target properties are generally run-down and significantly under-performing market equivalents (from a financial point of view), making them excellent candidates for the “Value-Add” strategy.
After identifying target properties, a rigorous financial and operational due diligence process is conducted to determine the property condition, the true verifified economic status of the property and the amount of capital needed to turn around the property within 1 to 2 years and bring it to its potential full market value. Armed with this time-tested knowledge and approach, Sureste confifidently pursues and executes quality real estate transactions in the MFH space.
Sponsors must put up equity/initial risk capital for every transaction--typically 5% of the acquisition cost--and absorb fifirst losses, should they occur. In essence, Sponsors have “skin in the game”. Additionally, Sponsors must fulfifill all debt obligations and comply with loan covenants prior to receiving any distributions or investment returns. Moreover, Sureste typically acts as lead Sponsor and assumes operational responsibility for properties in the portfolio—providing an extra layer of comfort to investors and ensuring business plans are executed efficiently.
As these bonds are not registered in the U.S. and are issued under a Regulation S exemption, they can only be offered to offshore investors and cannot be offered to citizens of the United States. Moreover, the securities cannot be sold to any national, citizen or resident of CANADA, AUSTRALIA, NEW ZEALAND, JAPAN, or the REPUBLIC of SOUTH AFRICA.
America’s warm southern states offer more than just great weather. A low cost of living, attractive tax benefits, and ample employment make these states the ideal place to pursue the American dream. This migration creates a strong demand for housing that is limited in supply.
Over the past decade, national relocations to the Sun Belt, measured by domestic migration, totaled nearly 5 million, largely driven by outflows from the non-Sun Belt region, in particular, states in the Northeast and Midwest. The Sun Belt now holds about 50% of the national population (331 million), which is expected to rise to about 55% by 2030. In this period, total employment in the Sun Belt region grew by 12 million (+20%) versus 9 million (+12%) non-Sun Belt region
01
Dallas
2021 Net Migration: 97,290
As a % of population: 2.4%
02
Phoenix
2021 Net Migration: 78,220
As a % of population: 1.5%
03
Houston
2021 Net Migration: 69,094 As a % of population: 2.2%
04
Austin
2021 Net Migration: 53,301
As a % of population: 0.7%
05
Riverside
2021 Net Migration: 47,601
As a % of population: 1.4%
Apartment / townhome style properties.
100-500 dwelling units per property.
Garden style - 1 to 3 stories.
Suburban area with upward trajectory.
Aging (30+ years).
Neglected state of repair.
High vacancies.
Materially below market rents.
Acquisitions
In the past 3 years, we have:
Acquired over 3,700 multi-family homes across 20 residential
communities.
Invested more than $73 million, plus over $32 million in CapEx
across its portfolio.
Generated equity multiples of 2.2X – 5X times in average of 2.1 years.
Senior leadership have over $12 billion in multi-family acquisitions and development.
Development
Sureste Development has control over 4 properties for new development, representing approximately:
374 acres of land.
Up to 3,000 planned residential units comprised of a mix of
SFR/BTR as well as row homes, garden apartments, and traditional MF apartments.
$35.1 million in acquisition value.
$550 million in total development costs.
COVID-19 health crisis unlocked a wave of socio-economic changes that have a profound impact on the housing market; working from home and social distancing have changed labor markets and, consequently, where people choose to live and their housing needs. According to the 2022 multi-family National Investment Forecast report, robust in-migration, household formation, and corporate expansion have led to unprecedented renter demand following adverse shocks to availability during 2020, and vacancy and rental rates are climbing well above pre-pandemic benchmarks, which have generated opportunities, especially for multi-family investors.
In that sense, elevated capital liquidity has increasingly channeled into commercial real estate, according to the referred report, especially to properties like apartments that frequently recalibrate leases to reflect inflationary pressure. In the last year, multi-family properties have shown record low vacancy rates as previously shown and a record and a record price appreciation in many markets in the U.S.; without a doubt, boding well for multi-family investments.
During the first pandemic year, we closely monitored the impact of COVID-19 on our market and our assets, and we observed that collections across our portfolio remained at or above pre-COVID-19 levels, and importantly, we experimented a strong leasing demand. As is the case currently, the fact is that there is a chronic and massive shortage of quality, affordable housing for American working families in the markets we operate in, which far exceeds the supply that we are bringing to the market. It’s remarkable that due to the impact on the employment market, we confronted collections challenges in the short time in that period; however, we always focused on leasing to tenants with stable and sufficient incomes to afford rents tactically comfortably, and we implemented new protocols and measures to ensure we maintain collections at high/adequate rates.
The U.S. Multi-family sector finished 2021 with overall occupancy and net effective rents above preu0002pandemic levels. The multi-family market set a new quarterly absorption record of 251,500 units in 2021, with net absorption of 511,300 units easily outpacing the new supply in 2021. The overall vacancy rate fell by 3.4% QoQ and 13.8% YoY, reaching a record-low 5.6% in Q4 2021, while average net effective rent increased by 6.2% QoQ and 8.4% YoY, exceeding their pre-crisis levels.
CBRE forecasts Multi-family occupancy levels to remain above 95% for the foreseeable future and nearly 7% growth in net effective rents for 2022. For their part, investors still favor multi-family. In Q3 2021, U.S. multi-family investment volume reached nearly $179 billion; therefore, the total investment for 2021 is estimated well above 2019’s level of $193 billion. In 2022, CBRE expects at least a 10% increase from 2021 to $234 billion.
5.6%
Vacancy rate
277,000
Completions* (Units)
511,300
Net absorption* (Units)
8.4%
Y-o-Y Rent change
$242 Billions
Acquisition volume*
Arrows indicate changes from previous quarters.
*Total past four quarters.
DCM Real Estate 3 Inc., in association with Sureste Partners LLC, offers a unique investment opportunity in developing the multi-family housing segment in the Sunbelt of the United States through the issuance of Asset-Backed Bonds.
4 years to 8.75%
Term & Coupon
$1,000,000.00
Investment
$21,875.00
Quaterly returns
$1,350,000.00
Total returns
DCM Real Estate 3 Inc., in association with Sureste Partners LLC, offers a unique investment opportunity in developing the multi-family housing segment in the Sunbelt of the United States through the issuance of Asset-Backed Bonds.
4 years to 8.75%
Term & Coupon
$1,000,000.00
Investment
$21,875.00
Quaterly returns
$1,350,000.00
Total returns
01
Real estate is purchased, terms are negotiated, financing is secured, and the deal is closed.
02
The investor invests and associates by buying bonds backed by PLC assets.
03
A business plan is implemented, where value is created, and income is generated.
04
Through quarterly interest, you receive a quarterly compensation until the instrument's maturity.
01
Real estate is purchased, terms are negotiated, financing is secured, and the deal is closed.
02
The investor invests and associates by buying bonds backed by PLC assets.
03
A business plan is implemented, where value is created, and income is generated.
04
Through quarterly interest, you receive a quarterly compensation until the instrument's maturity.