This sales and advertising literature is neither an offer to sell nor a solicitation of an offer to buy securities. An offering is made only by the prospectus. This literature must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with any offering. No offering is made except by a prospectus filed with the Department of Law of the State of New York. Neither the Securities and Exchange Commission, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved of our common stock, determined if the prospectus is truthful or complete or passed on or endorsed the merits of the offering. Any representation to the contrary is a criminal offense.
Today, investors are facing an increasingly complex investment landscape… market volatility, inflation, higher interest rates and heighted geopolitical tensions
Now more than ever before, alternative investments have gone from optional to essential… for ALL investors
Individual investors historically haven’t been able to access alternatives.
But today, JP Morgan Asset management is excited to be bringing our institutional expertise in managing core real estate to ALL individual investors through JPMREIT
For more than 50 years, hundreds of the world’s foremost corporations, governments, pension funds, endowments, foundations, insurance companies and other institutional investors have turned to J.P. Morgan for the strong yield; consistent returns, and powerful diversification that real estate can provide.
Our Global Real Estate investment business is part of J.P. Morgan Asset Management’s $3 trillion in assets under management business. Our 200-plus real estate professionals across the globe are united by a disciplined research philosophy, comprehensive risk management and a time-tested investment process.
Unlike stocks and bonds, real estate is tangible. It’s a warehouse, an apartment complex, a life science laboratory, an office building. And as a tangible asset, it requires highly specialized skill sets, broad capabilities and sheer manpower.
We have a world-class investment platform with over 1,000 investment professionals. helping investors through every market cycle.
We deliver unparalleled insights including our Long-Term Capital Market Assumptions and Guide to Alternatives.
While many firms claim an information advantage, J.P. Morgan derives insight from a diverse set of data sources that provide real-time market intelligence.
We have daily data from the properties we manage – 74 million square feet of industrial, 52 million square feet of office, 36 million square feet of retail, and 55,000 residential rental units.
We have data from our market presence and our size means that we see virtually every deal in the market. That means we have a pulse on real time pricing and relative value that few others can match.
We also have data from the unique internal and external sources. Just think of the insights on local economic trends that we glean from being affiliated with a bank that has relationships with over half of all US households.
We want to help all of our clients, from institutions to individuals, achieve their most important financial goals.
JPMREIT seeks to provide individuals with access to income producing, institutional-quality direct real estate starting with as little as a $2,500 investment.
For more information, contact your financial professional or visit jpmreit.com
A copy of the J.P. Morgan Real Estate Income Trust, Inc. prospectus is available at www.JPMREIT.com.
J.P. Morgan Institutional Investments Inc. (member FINRA/SIPC) is the dealer manager for the J.P. Morgan Real Estate Income Trust, Inc. offering.
The minimum investment of $2500 applies to the Class S, Class D and Class T shares. Class I shares minimum is $1 million.
An investment in shares of common stock of J.P. Morgan Real Estate Income Trust, Inc. (“JPMREIT”) involves a high degree of risk. These securities should only be purchased if you can afford to lose your complete investment. Please read the prospectus for a description of the material risks associated with an investment in JPMREIT. These risks include but are not limited to the following:
We have no operating history and there is no assurance that we will be able to successfully achieve our investment objectives.
This is a “blind pool” offering. You will not have the opportunity to evaluate our future investments before we make them.
Since there is no public trading market for shares of our common stock, repurchase of shares by us will likely be the only way to dispose of your shares. Our share repurchase plan will provide stockholders with the opportunity to request that we repurchase their shares on a monthly basis, but we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any month. In addition, repurchases will be subject to available liquidity and other significant restrictions. Further, our board of directors may make exceptions to, modify or suspend our share repurchase plan if in its reasonable judgment it deems such action to be in our best interest and the best interest of our stockholders, such as when repurchase requests would place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on us that would outweigh the benefit of repurchasing our shares. Our board of directors cannot terminate our share repurchase plan absent a liquidity event which results in our stockholders receiving cash or securities listed on a national securities exchange or where otherwise required by law. As a result, our shares should be considered as having only limited liquidity and at times may be illiquid.
We are a perpetual-life REIT. While we may consider a liquidity event at any time in the future, we are not obligated by our charter or otherwise to effect a liquidity event at any time.
We cannot guarantee that we will make distributions, and if we do we may fund such distributions from sources other than cash flow from operations, including, without limitation, the sale of or repayments under our assets, borrowings, return of capital or offering proceeds and advances or the deferral of fees and expense reimbursements. We have no limits on such amounts it may pay from such sources.
The purchase price and repurchase price for shares of our common stock are generally based on our prior month’s NAV (subject to material changes as described above) and are not based on any public trading market. While our valuation advisor will approve property values each month and each property will have quarterly independent appraisals, the valuation of properties is inherently subjective, and our NAV may not accurately reflect the actual price at which our investments could be liquidated on any given day.
We have no employees and are dependent on the Adviser to conduct our operations. The Adviser will face conflicts of interest as a result of, among other things, the allocation of investment opportunities among us and Other J.P. Morgan Accounts (as defined in the prospectus), the allocation of time of its investment professionals and the substantial fees that we will pay to the Adviser.
This is a “best efforts” offering. If we are not able to raise a substantial amount of capital in the near term, our ability to achieve our investment objectives could be adversely affected.
There are limits on the ownership and transferability of our shares. See “Description of Capital Stock—Restrictions on Ownership and Transfer" in the prospectus.
If we fail to qualify as a REIT and no relief provisions apply, our NAV and cash available for distribution to our stockholders could materially decrease.
Statements contained in this sales material that are not historical facts are based on our current expectations, estimates, projections, opinions or beliefs. Such statements are not facts and involve known and unknown risks, uncertainties, and other factors. Prospective investors should not rely on these statements as if they were fact. Certain information contained in this sales material constitutes “forward-looking statements,” which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “target,” “estimate,” “intend,” “continue,” “forecast,” or “believe” or the negatives thereof or other variations thereon or other comparable terminology. Due to various risks and uncertainties, including those described in the prospectus, actual events or results or our actual performance may differ materially from those reflected or contemplated in such forward-looking statements. No representation or warranty is made as to future performance or such forward-looking statements. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans, which JPMREIT considers to be reasonable, will be achieved.
You should carefully review the “Risk Factors” section of the prospectus for a discussion of the risks and uncertainties that JPMREIT believes are material to its business, operating results, prospects and financial condition. Except as otherwise required by federal securities laws, JPMREIT does not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise
Why invest in private real estate?
Diversification
Private real estate historically diversifies both bond and stock portfolios.
Income
Private real estate has a track record of delivering higher yields than fixed income and strong performance during periods of inflation.1
Growth potential
Over the long run, private real estate has appreciated more than the rate of inflation.
The primary investment strategy is to acquire stabilized, income-generating real properties. The strategy also allows for equity investments in real estate opportunities that incorporate property refurbishment, redevelopment, and development; as well as investment in real estate debt and real estate-related securities.
Why J.P. Morgan Asset Management Real Estate?2
60+
years of experience
Decades of cultivating some of the best deal sources in localities nationwide and abroad
$81B
AUM
Expertise built from 331 employees investing and managing properties in over 100 global markets
7
economic cycles
Proven track record of performance and managing investor liquidity in the best and worst of times
50%
U.S. households3
Gaining market insights from Chase’s proprietary data derived from banking over half of U.S. households, as well as from our managing +187M sq. ft., ~2k acres, ~78k units and +4k truck terminal docks of commercial GLA
Preliminary Data as of 6/30/2024. AUM represents Gross Asset Value.
JPMREIT: Private real estate investing designed for individuals
Monthly income distributions
We expect to pay regular monthly distributions.4
Monthly pricing
Private real estate has a track record of delivering higher yields than fixed income and strong performance during periods of inflation.1
Monthly liquidity5
Over the long run, private real estate has appreciated more than the rate of inflation.
The primary investment strategy is to acquire stabilized, income-generating real properties. The strategy also allows for equity investments in real estate opportunities that incorporate property refurbishment, redevelopment, and development; as well as investment in real estate debt and real estate-related securities.
Distribution payments are not guaranteed. JPMREIT may pay distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital or offering proceeds, and advances or the deferral of fees and expense reimbursements, and that JPMREIT has no limits on such amounts it may pay from such sources.
Monthly repurchases are subject to the discretion of JPMREIT's board of directors.
This sales and advertising literature is neither an offer to sell nor a solicitation of an offer to buy securities. An offering is made only by the prospectus. This literature must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with any offering. No offering is made except by a prospectus filed with the Department of Law of the State of New York. Neither the Securities and Exchange Commission, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved of our common stock, determined if the prospectus is truthful or complete or passed on or endorsed the merits of the offering. Any representation to the contrary is a criminal offense.
The world’s foremost corporations, governments, pension funds, and other institutional investors have invested in direct real estate for more than 50 years.
They’ve long recognized real estate’s potential for delivering strong, predictable income; consistent returns, and powerful diversification.
Now, the same benefits are available to individuals.
First, real estate provides a DIVERSIFIED SOURCE OF RETURN.
Real Estate has tended to offer returns between investment-grade bonds and large-cap stocks. And just like bonds, real estate provides a regular income stream – one that flows from relatively stable tenant leases. And, like equities, real estate offers a growth component, which is driven by increases in rents.
Real estate has also exhibited low correlations to stocks and bonds and so has historically reduced portfolio risk
Second, and particularly important today, real estate offers the POTENTIAL FOR INFLATION PROTECTION
Real estate is unusual in that it offers a regular income stream but also a tendency to protect against the effects of both expected and unexpected inflation.
In fact, when we have seen extreme double-digit inflation in the past 50 years, rent growth and property appreciation has been higher than consumer price increases.
Real estate portfolios that worked over the past five years may not be the ones to work in the next five years. COVID has changed how we LIVE, how we WORK and how we CONSUME.
JPMorgan Real Estate Income Trust, our brand-new portfolio, will focus on the property types that benefit from COVID-accelerated changes in how real estate is used. In particular, we will focus on:
Last mile warehouses, storage sites and transload facilities that are critical to getting consumption goods to people’s homes
Work locations targeting the fastest growing jobs in tech, innovation and life sciences and…
Housing that will follow those innovation jobs and provide the room to work from home and accommodate millennial families.
But sometimes these properties trade at premiums above what it costs to build them. In these cases, unlike other leading direct property REITs, JPMREIT will build new properties from the ground up.
We think this is a good time to start a new property portfolio from scratch -- one with the properties that will benefit most from our new economy.
We invite you learn more about JPMREIT and tap into our more than 50 years of institutional real estate investment experience. JPMREIT seeks to provide individuals with access to income producing, institutional-quality direct real estate starting with as little as a $2,500.
A copy of the J.P. Morgan Real Estate Income Trust, Inc. prospectus is available at www.JPMREIT.com.
J.P. Morgan Institutional Investments Inc. (member FINRA/SIPC) is the dealer manager for the J.P. Morgan Real Estate Income Trust, Inc. offering.
The minimum investment of $2500 applies to the Class S, Class D and Class T shares. Class I shares minimum is $1 million.
An investment in shares of common stock of J.P. Morgan Real Estate Income Trust, Inc. (“JPMREIT”) involves a high degree of risk. These securities should only be purchased if you can afford to lose your complete investment. Please read the prospectus for a description of the material risks associated with an investment in JPMREIT. These risks include but are not limited to the following:
We have no operating history and there is no assurance that we will be able to successfully achieve our investment objectives.
This is a “blind pool” offering. You will not have the opportunity to evaluate our future investments before we make them.
Since there is no public trading market for shares of our common stock, repurchase of shares by us will likely be the only way to dispose of your shares. Our share repurchase plan will provide stockholders with the opportunity to request that we repurchase their shares on a monthly basis, but we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any month. In addition, repurchases will be subject to available liquidity and other significant restrictions. Further, our board of directors may make exceptions to, modify or suspend our share repurchase plan if in its reasonable judgment it deems such action to be in our best interest and the best interest of our stockholders, such as when repurchase requests would place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on us that would outweigh the benefit of repurchasing our shares. Our board of directors cannot terminate our share repurchase plan absent a liquidity event which results in our stockholders receiving cash or securities listed on a national securities exchange or where otherwise required by law. As a result, our shares should be considered as having only limited liquidity and at times may be illiquid.
We are a perpetual-life REIT. While we may consider a liquidity event at any time in the future, we are not obligated by our charter or otherwise to effect a liquidity event at any time.
We cannot guarantee that we will make distributions, and if we do we may fund such distributions from sources other than cash flow from operations, including, without limitation, the sale of or repayments under our assets, borrowings, return of capital or offering proceeds, and advances or the deferral of fees and expense reimbursements. JPMREIT has no limits on such amounts it may pay from such sources.
The purchase price and repurchase price for shares of our common stock are generally based on our prior month’s NAV (subject to material changes as described above) and are not based on any public trading market. While our valuation advisor will approve property values each month and each property will have quarterly independent appraisals, the valuation of properties is inherently subjective, and our NAV may not accurately reflect the actual price at which our investments could be liquidated on any given day.
We have no employees and are dependent on the Adviser to conduct our operations. The Adviser will face conflicts of interest as a result of, among other things, the allocation of investment opportunities among us and Other J.P. Morgan Accounts (as defined in the prospectus), the allocation of time of its investment professionals and the substantial fees that we will pay to the Adviser.
This is a “best efforts” offering. If we are not able to raise a substantial amount of capital in the near term, our ability to achieve our investment objectives could be adversely affected.
There are limits on the ownership and transferability of our shares. See “Description of Capital Stock—Restrictions on Ownership and Transfer" in the prospectus.
If we fail to qualify as a REIT and no relief provisions apply, our NAV and cash available for distribution to our stockholders could materially decrease.
Statements contained in this sales material that are not historical facts are based on our current expectations, estimates, projections, opinions or beliefs. Such statements are not facts and involve known and unknown risks, uncertainties, and other factors. Prospective investors should not rely on these statements as if they were fact. Certain information contained in this sales material constitutes “forward-looking statements,” which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “target,” “estimate,” “intend,” “continue,” “forecast,” or “believe” or the negatives thereof or other variations thereon or other comparable terminology. Due to various risks and uncertainties, including those described in the prospectus, actual events or results or our actual performance may differ materially from those reflected or contemplated in such forward-looking statements. No representation or warranty is made as to future performance or such forward-looking statements. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans, which JPMREIT considers to be reasonable, will be achieved.
You should carefully review the “Risk Factors” section of the prospectus for a discussion of the risks and uncertainties that JPMREIT believes are material to its business, operating results, prospects and financial condition. Except as otherwise required by federal securities laws, JPMREIT does not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise
Industry leading proprietary data and analytics investment platform6
- Localized property scoring models
- Sector-specific market rent growth forecast models
- Daily apartment leasing tracker
- Daily portfolio surveillance and supervision
- Advanced asset data collection, access and visualization system
A new strategy for a changed economy
- Focusing on growing property types and locations
- 25% allocation to property development
- Opportunistically investing internationally
Transaction Price
| Class T Shares | Class S Shares | Class D Shares | Class I Shares |
| $11.00 | $10.85 | $10.40 | $10.44 |
December 1, 2024 Transaction Price
Key terms and definitions7
| Investment guidelines | Targeting at least 80% of its assets in properties and real estate debt and up to 20% of its assets in real estate-related securities, cash and/or cash equivalents |
|---|---|
| Sponsor/Advisor | J.P. Morgan Investment Management Inc. |
| Maximum offering 8 | $5 billion |
| Offering price 9 | Generally equal to the prior month’s NAV per share for each share class, plus applicable upfront selling commissions and dealer manager fees |
| Subscription/NAV frequency | Monthly purchases as of the first calendar day of each month; subscription requests must be received at least five business days prior to the first calendar day of the month Transaction price will be available on www.jpmreit.com and in prospectus supplements filed with the SEC. If the transaction price is not made available on or before the eighth business day before the first calendar day of the month, or a previously disclosed transaction price for that month is changed, then we will provide notice of such transaction to subscribing investors |
| Distributions10 | Monthly (not guaranteed, subject to board approval) Distribution payments are not guaranteed. JPMREIT may pay distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital or offering proceeds, and advances or the deferral of fees and expense reimbursements, and that JPMREIT has no limits on such amounts it may pay from such sources. |
| Minimum initial investment11 | $2,500 ($1 million for Class I shares, subject to waiver by the dealer manager) |
| Suitability standards11 | Either (1) a net worth of at least $250,000 or (2) a gross annual income of at least $70,000 and a net worth of at least $70,000. Certain states have additional suitability standards. See the prospectus for more information. |
| Share repurchase plan12 | Monthly repurchases will be made at the transaction price, which is generally equal to our prior month’s NAV. Total repurchases are limited to 2% of aggregate NAV per month (measured using the aggregate NAV as of the end of the immediately preceding month) and 5% of aggregate NAV per calendar quarter (measured using the average aggregate NAV as of the end of the immediately preceding three months) (in each case, including repurchases at certain non-U.S. investor access funds primarily created to hold shares of JPMREIT). Repurchase requests must be received in good order by the second to last business day of the applicable month. The share repurchase plan is subject to other limitations and our board may make exceptions to, modify or suspend the plan. |
| Tax reporting |
Advisor fees
Share class specific fees
Availability |
Through transactional/brokerage accounts |
Through transactional/brokerage accounts |
Through fee-based (wrap) programs, registered investment advisors and other institutional and fiduciary accounts |
Through fee-based (wrap) programs, registered investment advisors and other institutional and fiduciary accounts |
|---|---|---|---|---|
Selling commissions (upfront)13 |
Up to 3.0% |
Up to 3.5% |
Up to 1.5% |
None |
Dealer manager fee (upfront)13 |
Up to 0.50% |
None |
None |
None |
Stockholder servicing fees (per annum, payable monthly) (ongoing)13 |
0.65% financial advisor 0.20% dealer |
0.85% |
0.25% |
None |
1, 10, 12 There is no assurance we will pay distributions in any particular amount, if at all. Any distributions we make will be at the discretion of our board of directors. We may fund any distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital or offering proceeds (including from sales of our common stock or Operating Partnership units to the Special Limited Partner, an affiliate of JPMAM, and we have no limits on the amounts we may pay from such sources.
2 An investor in JPMREIT will not acquire an interest in any other investment managed by J.P. Morgan Asset Management Real Estate.
3 J.P. Morgan Chase Bank, N.A. (Chase) is proud to serve nearly half of America’s households with a broad range of financial services. For more information, visit the website: https://www.chase.com/digital/resources/about-chase.
4 Subject to the discretion of our board of directors.
5 Liquidity is provided through JPMREIT's share repurchase plan, which has monthly and quarterly limits and JPMREIT's board of directors may make exceptions to modify or suspend the share repurchase plan.
6 Source: J.P. Morgan Asset Management AIS System. For illustrative purposes only. Independently assessed by Deloitte in Q3 2021 as industry leading: “To our knowledge, there is not a comparable product to AIS on the market today; AIS combines the functional footprint of multiple market available solutions (replicating this functional footprint would require implementing and integrating at least 3 market solutions)”
7 Terms summarized herein are for informational purposes and qualified in their entirety by the more detailed information set forth in JPMREIT's prospectus. You should read the prospectus carefully prior to making an investment.
8 This is the amount currently registered. We may register additional shares in the future.
9 We may offer shares at a price that we believe reflects the NAV per share of such stock more appropriately than the prior month’s NAV per share, including by updating a previously disclosed offering price, in cases where we believe there has been a material change (positive or negative) to our NAV per share since the end of the prior month. For further information, please refer to the “Net Asset Value Calculation and Valuation Guidelines” in JPMREIT's prospectus, which describe our valuation process and the independent third parties who assist us.
11, 13 Select broker-dealers may have different standards to determine the appropriateness of this investment for each investor, may not offer all share classes, and/or may offer JPMREIT at a higher minimum initial investment. With respect to Class T shares, the amounts of upfront selling commissions and dealer manager fees may vary at select broker-dealers, provided that the sum will not exceed 3.5% of the transaction price. The financial advisor and dealer stockholder servicing fee for Class T shares may also vary at select broker-dealers, provided that the sum of such fees will always equal 0.85% per annum of the aggregate NAV of such shares. Broker-dealers may also charge additional fees for certain accounts, such as wrap accounts.
DATA PRIVACY: There are a number of security protocols in place which are designed to ensure all customer data are kept confidential and secure. There are reasonable physical, electronic, and procedural safeguards that are designed to comply with federal standards to protect and limit access to personal information. There are several key controls and policies in place which are designed to ensure customer data are safe, secure and anonymous: (1) Before J.P. Morgan Asset Management (JPMAM) receives the data, all unique identifiable information, including names, account numbers, addresses, dates of birth and Social Security numbers, is removed. (2) JPMAM has put privacy protocols for its researchers in place. Researchers are obligated to use the data solely for approved research and are obligated not to re-identify any individual represented in the data. (3) JPMAM does not allow the publication of any information about an individual or entity. Any data point included in any publication based on customer data may only reflect aggregate information. (4) The data are stored on a secure server and can be accessed only under strict security procedures. Researchers are not permitted to export the data outside of J.P. Morgan Chase’s (JPMC) systems. The system complies with all JPMC Information Technology Risk Management requirements for the monitoring and security of data. (5) JPMAM provides valuable insights to policymakers, businesses and financial advisors, but these insights cannot come at the expense of consumer privacy. JPMAM takes every precaution to ensure the confidence and security of account holders’ private information.
Past performance does not guarantee future results. Financial data is estimated and unaudited.
This sales and advertising literature is neither an offer to sell nor a solicitation of an offer to buy securities. An offering is made only by the prospectus. This literature must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with any offering. No offering is made except by a prospectus filed with the Department of Law of the State of New York. Neither the Securities and Exchange Commission, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved of our common stock, determined if the prospectus is truthful or complete or passed on or endorsed the merits of the offering. Any representation to the contrary is a criminal offense.
Summary of Risk Factors
An investment in shares of common stock of J.P. Morgan Real Estate Income Trust, Inc. (“JPMREIT”) involves a high degree of risk. These securities should only be purchased if you can afford to lose your complete investment. Please read the prospectus for a description of the material risks associated with JPMREIT. These risks include but are not limited to the following:
- We have a limited operating history and there is no assurance that we will be able to successfully achieve our investment objectives.
- This is a “blind pool” offering. You will not have the opportunity to evaluate our future investments before we make them.
- Since there is no public trading market for shares of our common stock, repurchase of shares by us will likely be the only way to dispose of your shares. Our share repurchase plan provides stockholders with the opportunity to request that we repurchase their shares on a monthly basis, but we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any month. In addition, repurchases will be subject to available liquidity and other significant restrictions. Further, our board of directors may make exceptions to, modify or suspend our share repurchase plan if in its reasonable judgment it deems such action to be in our best interest and the best interest of our stockholders. Our board of directors cannot terminate our share repurchase plan absent a liquidity event which results in stockholders receiving cash or securities listed on a national securities exchange or where otherwise required by law. As a result, our shares should be considered as having only limited liquidity and at times may be illiquid.
- Distributions are not guaranteed and may be funded from sources other than cash flow from operations, including, without limitation, the sale of or repayments under our assets, borrowings, offering proceeds and advances or the deferral of fees and expense reimbursements, and we have no limits on the amounts we may pay from such sources.
- The purchase price and repurchase price for shares of our common stock are generally based on our prior month’s NAV (subject to material changes as described in the prospectus) and are not based on any public trading market. While there may be independent valuations of our properties from time to time, the valuation of properties is inherently subjective, and our NAV may not accurately reflect the actual price at which our investments could be liquidated on any given day.
- We are dependent on the Adviser, as well as persons and firms the Adviser retains to provide services on our behalf, to conduct our operations. The Adviser will face conflicts of interest as a result of, among other things, the allocation of investment opportunities among us and Other J.P. Morgan Accounts (as defined in the prospectus), the allocation of time of its investment professionals and the substantial fees that we will pay to the Adviser.
- This is a “best efforts” offering. If we are not able to raise a substantial amount of capital in the near term, our ability to achieve our investment objectives could be adversely affected. In addition, we are not required to call all of the commitments for our private offering and cannot guarantee that any capital commitments requested thereunder will be funded.
- Principal and interest payments on any borrowings will reduce the amount of funds available for distribution or investment in additional real estate assets.
- There are limits on the ownership and transferability of our shares.
- If we fail to qualify as a REIT and no relief provisions apply, our NAV and cash available for distribution to our stockholders could materially decrease.
Statements contained herein may contain certain forward-looking statements relating to the JPMREIT and its affiliates. The statements are based on current market conditions which change over time. Any forward-looking statements are subject to significant risks and uncertainties. These forward-looking statements include statements relating to the JPMREIT’s business prospects, future developments, market trends and conditions in the real estate industry. Actual results and events may differ materially from information contained in the forward-looking statements as a result of a number of factors, including any changes in the laws, rules and regulations relating to any aspects of the JPMREIT’s business operations, general economic, market and business conditions. As result of these and other risks, uncertainties and assumptions, any forward-looking statements discussed herein might not occur in the way that we expect, or at all. Accordingly, you should not place reliance on any forward-looking information or statements.