1. Home
  2. Use cases
  3. Non-traded REIT

Data room for non-traded REIT fundraising

A non-traded REIT raises from individual investors through broker-dealers and registered investment advisers, so its data room serves selling group diligence teams and advisers. It holds the prospectus or PPM, NAV and redemption history, property-level portfolio data, debt, fees and the REIT qualification record.

  • 90%Minimum share of REIT taxable income a REIT must distribute each year
  • 100Minimum number of persons who must own a REIT's shares

Fund raises

How this raise works

A non-traded REIT is a real estate investment trust whose shares do not trade on an exchange. Public non-listed REITs register their offerings with the SEC and are sold through broker-dealers and advisers, often with state suitability standards; private REITs are sold under Reg D. Many current products are NAV REITs that sell and repurchase shares monthly at NAV, with repurchase limits per month and quarter.

To keep REIT tax status the trust must meet tests every year, including at least 75 percent of total assets in real estate assets, cash and government securities, distribution of at least 90 percent of REIT taxable income, and ownership by 100 or more persons. Diligence teams check that the sponsor monitors these tests and how distributions are funded.

Selling firms review the sponsor's real estate record, property-level performance, the appraisal process behind NAV, debt levels and maturities, fees paid to the advisor and affiliates, the repurchase plan and how it behaved under heavy redemption requests. Advisers need clear, approved summaries. A room with separate areas for due diligence teams and advisers keeps both supplied.

Best data rooms for this raise

The 16 rooms re-ranked with this raise's weights. Investor tracking carries the most weight here.

  • Investor tracking 22%
  • Permission control 19%
  • Raise workflow 22%
  • Investor onboarding 21%
  • Cost of a raise 15%
  1. 1

    Ellty

    Founded 2020, Australia

    8.7Top choice

    Full deal room with AI, a listed price and a 14-day free trial.

    Price $149 a month Trial 14-day free trial Features 8 of 12 listed
  2. 2

    iDeals

    Founded 2008, United Kingdom

    7.8Solid choice

    Long-running M&A platform with layered permissions and fast support.

    Price Priced on request Trial Free trial available Features 9 of 12 listed
  3. 3

    Datasite

    Founded 1999, United States

    7.6Solid choice

    Bank-grade platform for large processes, with AI and a mobile app.

    Price Priced on request Trial Demo on request Features 10 of 12 listed
  4. 4

    Ansarada

    Founded 2005, Australia

    7.6Solid choice

    Deal room with AI and readiness tools for preparing a process.

    Price Priced on request Trial Free trial available Features 8 of 12 listed
  5. 6

    SecureDocs

    Founded 2012, United States

    7.4Solid choice

    Simple flat-rate deal room with signing and Q&A.

    Price $250 a month Trial Free trial available Features 8 of 12 listed
  6. 7

    Firmex

    Founded 2006, Canada

    7.3Worth a look

    Easy, reliable deal room favored by mid-market advisers.

    Price Priced on request Trial Free trial available Features 7 of 12 listed
  7. 8

    Box

    Founded 2005, United States

    7.3Worth a look

    Content cloud with watermarks and signing, priced per user.

    Price $15 a user a month Trial Free trial available Features 9 of 12 listed
  8. 9

    Drooms

    Founded 2001, Germany

    7.3Worth a look

    European deal room strong in real estate, with AI features.

    Price Priced on request Trial Demo on request Features 8 of 12 listed
  9. 10

    CapLinked

    Founded 2010, United States

    7.2Worth a look

    Deal room with a listed monthly price and an open API.

    Price $299 a month Trial Free trial available Features 7 of 12 listed

Places 11 to 16: DealRoom (7.0), SmartRoom (7.0), ShareVault (6.8), Venue by DFIN (6.4), Digify (6.2), DocSend (6.0)

Folder index for the room

A starting index for this raise. Number the folders so the order survives exports and investors can cite them in questions.

  1. 01 Product summaryFact sheet, NAV by share class, distribution rate and sources.
  2. 02 Offering documentsProspectus or PPM, supplements, subscription forms, suitability standards by state.
  3. 03 PortfolioProperty list with sector, location, occupancy, lease expiry and value.
  4. 04 NAV and appraisalsValuation policy, independent appraiser, NAV history.
  5. 05 DebtDebt schedule, maturities, fixed versus floating, hedges.
  6. 06 Repurchase planPlan terms, monthly and quarterly limits, history of requests and fulfilment.
  7. 07 Fees and affiliatesAdvisory, performance and affiliate fees with worked examples.
  8. 08 REIT complianceAnnual asset, income, distribution and ownership test monitoring.
  9. 09 Sponsor recordPrior programs and their outcomes.
  10. 10 Selling firm foldersPer-firm agreements, approvals and questions.

Features this raise needs

FeatureWhyElltyiDealsDatasiteAnsaradaIntralinksSecureDocs
Investor activity logA per-investor record of opens, pages and minutes, which tells the IR team who is in diligence and who stalled.
Drag-and-drop foldersAn entire numbered folder tree goes up in a single drop, structure intact.
Q&A moduleLPs and lead investors post questions on a file; the deal team routes each one, drafts a reply and decides who sees it.
SSO for your teamStaff on the issuer side log in with the company identity provider rather than a separate password.

Setting up the room

  1. 01

    Separate diligence teams and advisers

    Due diligence analysts get the full record; advisers get approved summaries and the current offering documents.

  2. 02

    Show the repurchase history

    Month by month requests and amounts repurchased, including any period when limits applied.

  3. 03

    Explain distribution coverage

    Show how distributions compare with cash flow from operations, and any use of other sources.

  4. 04

    Track state suitability standards

    Keep a current table of state requirements in the offering folder for selling firms.

  5. 05

    Update NAV on schedule

    Post NAV and the drivers of any change on the same day each month.

Common mistakes

  • Repurchase limits explained only in the prospectus, not in adviser materials.
  • Distributions presented without coverage by operating cash flow.
  • Prior sponsor programs left out of the sponsor record.
  • Outdated state suitability tables in the room.

Questions and answers

What is a non-traded REIT?

A REIT whose shares are not listed on an exchange. It is sold through broker-dealers and advisers, and investors get liquidity through a repurchase plan with limits.

How do non-traded REITs set their NAV?

Usually monthly, based on property appraisals by independent firms and the value of debt and other assets, under a published valuation policy.

What do selling firms review in a non-traded REIT?

The sponsor's record, the portfolio, NAV process, debt, fees, repurchase plan history, REIT compliance and how distributions are funded.

Related raises

Which data room fits your raise?

Four questions. About thirty seconds.

Step 1 of 4What are you raising?