Download east bay apartments, llc

THIS FLIER IS NOT AN OFFERING AND IS FOR PROFESSIONAL USE ONLY.
ALL POTENTIAL INVESTORS ARE TO REFER TO THE EAST BAY APARTMENTS, LLC
CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM DATED JUNE 19, 2014
REGARDING ANY INTEREST IN THE
EAST BAY APARTMENTS LIMITED LIABILITY COMPANY.
EAST BAY APARTMENTS, LLC
a California Limited Liability Company
Howard E Vidal, Managing Member
Pittsburg, Ca 94565
[email protected]
East Bay Apartments, LLC’s Objective:
To purchase, improve, refurbish, refinance, add value to, manage, exchange, and/or sell various
residential real estate properties in the San Francisco East Bay Area. These objectives have the
potential of providing cash distributions to the Members in excess of their Capital Contributions. Cash
distribution accounting is scheduled to begin quarterly just subsequent to the first calendar quarter of
2015.
There is no assurance that any or all of these objectives will be obtained. It is not expected that
the LLC will generate independent federal income tax losses of any substantial amount in the
initial years of the LLC or thereafter.
THIS FLIER IS NOT AN OFFERING AND IS FOR PROFESSIONAL USE ONLY
ALL POTENTIAL INVESTORS ARE TO REFER TO THE EAST BAY APARTMENTS, LLC
CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM DATED JUNE 19, 2014
REGARDING ANY INTEREST IN THE
EAST BAY APARTMENTS LIMITED LIABILITY COMPANY
EAST BAY APARTMENTS, LLC
A California Limited Liability Company
LLC Objectives
East Bay Apartments, LLC (the LLC) is a California Limited Liability Company formed to
invest into residential income property in the East San Francisco Bay Area. It is anticipated that the
LLC will invest in more than one residential property with the profit goal being to first return investor's
original capital investment and then profits through ongoing property management and improvement,
adding value, refinancing and sale or exchange of the LLC properties. There are no Managing Member
front-load fees for this LLC (-0-).
The successful attainment of these objectives has the potential of providing ongoing cash
distributions to the Members in excess of their Capital Contribution while still holding the better real
estate. There is no assurance that all or any of these objectives will be attained.
In addition, the LLC will have deductions for ordinary and necessary business expenses and
will be entitled to amortize certain finder's fees and organizational costs. However, no representation is
being made as to the availability of any particular tax benefits. It is not expected that the LLC will
generate excess individual federal tax losses in the initial years of the LLC, or thereafter .
COMPANY FORMATION AND STRUCTURE
A minimum of thirty thousand dollars ($30,000) and a maximum of one million and fifty
thousand dollars ($1,050,000) in Limited Liability Company Interests are being offered in Units of
$30,000 each (the “Units”). The minimum investment is one (1) Unit ($30,000), but the Manager may
accept subscriptions for less than one (1) Unit subsequent to attaining the initial minimum investment.
The purchase price for each Unit must be paid in cash, certified check, or bank check. Existing
membership unit holders shall have a first right of investment before the Company accepts new
members. There are no Managing Member front-load fees for this LLC (-0-).
East Bay Apartments, LLC Private Placement Memorandum has been approved by
Delaware Charter Guarantee and Trust Company, Inc., doing business in California as Principal Trust
Company, Inc., which operates as a non-depository trust company that offers trust and administrative
solutions for employee benefit plans and individual tax-advantaged accounts; IRAs, SEP-IRAs,
Keogh's and most individual retirement accounts. The LLC will accommodate and can handle your
transfer of retirement plan investments solely via Principal Trust Company.
EAST BAY APARTMENTS, LLC
A California Limited Liability Company
EAST BAY APARTMENTS, LLC
A California Limited Liability Company
Allocations of Profits, Losses, and Distribution
One hundred percent (100%) of LLC taxable profits and losses, deductions and tax credits will
be allocated first to pay loans, debts and deferments, pari passu on a pro rata basis. Following this,
one hundred percent (100%) of LLC taxable profits and losses, deductions and tax credits will be
allocated to repay the Members in their respective pro-rata Shares until the Members have received
repayment of one hundred percent (100%) of their initial investments (“Payout”). Thereafter, the
Members will receive eighty percent (80%) of the net profits with the twenty percent (20%) balance to
the Manager in perpetuity as set forth in the Operating Agreement in section 4.1. All of the foregoing
allocations will be subject to adjustment as set forth in the Operating Agreement.
The Manager currently intends to make quarterly or annual determinations of the cash position
of the LLC beginning just subsequent to the end of the first quarter of 2015. At such times, any cash
that is available for distribution pursuant to the terms contained in the Offering will be distributed to
the Members. The timing or amounts of such distributions (if any) cannot be predicted by the
Manager.
Net Income shall be allocated on a quarterly or other basis not less often than annually first to
the Manager and Members in proportion to and to the extent of the cumulative Net losses previously
allocated to them and not matched by allocations of Net Income, and second, on one hundred percent
(100%) of LLC taxable profits and losses, deductions and tax credits will be allocated to repay the
Members in their respective pro-rata Shares until the Members have received repayment of one
hundred percent (100%) of their initial investments (“Payout”). Thereafter, the Members will receive
eighty percent (80%) of the net profits with the twenty percent (20%) balance to the Manager in
perpetuity.
Tax Allocations
Net loss shall be allocated first to the Manager and Members in proportion to their respective
positive Capital Account balances until such balances are reduced to zero, and thereafter eighty percent
(80%) to the Members (which shall be allocated in proportion to the Members’ respective Pro Rata
Shares) prior to Payout, and twenty percent (20%) to the Manager in perpetuity.
EAST BAY APARTMENTS, LLC
A California Limited Liability Company
EAST BAY APARTMENTS, LLC
A California Limited Liability Company
Howard E Vidal, Managing Member
Howard E. Vidal has been a Licensed California Real Estate Broker #00879538 since
1984 dealing in Commercial Real Estate, including apartment buildings and apartment
complexes. He has been involved in purchasing, rehabbing, refurbishing, improving,
managing, adding value to, refinancing, 1031 exchanging and selling apartments in the
East San Francisco Bay and Sacramento Areas.
Howard E Vidal is currently CEO and Chairman of the Board of Vidal Investment
Properties and has been either the General Partner or Managing Member of various
Limited Partnerships and Limited Liability Companies involved in California real estate.
See more on Mr Vidal at his Linked In Page at
http://www.linkedin.com/profile/view?id=27002072
Vidal Investment Properties is currently funding East Bay Apartments, LLC to purchase
small residential income property (apartments) in the East San Francisco Bay Area
where there currently is believed to be unusual opportunity for future profit due to a
combination of continuing low interest rates, East Bay Area rental upward adjustments
already made and yet to come, and the adjoining San Francisco Area, San Jose Area and
Marin County Area income property prices and rents, and, as yet, a lower activity of
active knowledgeable buyers in the East Bay Area market as compared to the San
Francisco and Silicon Valley Area markets.
EAST BAY APARTMENTS, LLC
A California Limited Liability Company