RREEF Property Trust 8K/A Financial Statements and Exhibits

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 19, 2021

RREEF Property Trust, Inc.

(Exact name of registrant as specified in its charter)


Maryland	000-55598		45-4478978
(State or other jurisdiction of incorporation or organization)	(Commission File Number)		(I.R.S. Employer Identification No.)

875 Third Avenue, 26th Floor	New York,	NY	10022
(Address of Principal Executive Offices)			(Zip Code)

(212) 454-4500

Registrant's telephone number, including area code

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Explanatory Note

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, RREEF Property Trust, Inc. (which may be referred to as the “Company,” “we,” “our,” and “us”) hereby amends the Current Report on Form 8-K filed on November 22, 2021 to provide the required financial information relating to our acquisition of a multifamily property located in Centennial, Colorado (the “Property”), as described in such Current Report.

Item 9.01 Financial Statements and Exhibits.


(a)	Financial Statements of the Property Acquired
	Independent Auditors' Report
	Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months Ended September 30, 2021 (unaudited) and the Year Ended December 31, 2020
	Notes to the Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months Ended September 30, 2021 (unaudited) and the Year Ended December 31, 2020

(b)	Pro Forma Financial Information
	Unaudited Pro Forma Consolidated Balance Sheet as of September 30, 2021
	Notes to Unaudited Pro Forma Consolidated Balance Sheet as of September 30, 2021
	Unaudited Pro Forma Consolidated Statement of Operations for the Nine Months Ended September 30, 2021
	Notes to Unaudited Pro Forma Consolidated Statement of Operations for the Nine Months Ended September 30, 2021
	Unaudited Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 2020
	Notes to Unaudited Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 2020

(d)	Exhibits
	Exhibit Number	Description
	10.1	Agreement of Purchase and Sale, dated October 25, 2021, by and between Jones I MNMA, L.L.C. and RREEF America L.L.C.
	10.2	Assignment and Assumption of Agreement of Purchase and Sale, dated November 4, 2021, by and between RREEF America L.L.C. and RPT The Glenn, LLC.
	10.3	Loan Agreement, dated November 19, 2021, between RPT The Glenn, LLC, as borrower, and Massachusetts Mutual Life Insurance Company, as lender.
	10.4	Environmental Indemnification Agreement, dated November 19, 2021, by RPT The Glenn, LLC to and for the benefit of Massachusetts Mutual Life Insurance Company.
	104	Cover Page Interactive Data File (embedded within the Inline XRBL document)

INDEPENDENT AUDITORS' REPORT

To the Stockholders and Board of Directors

RREEF Property Trust, Inc.:

We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of The Glenn (the Property) for the year ended December 31, 2020, and the related notes (the Historical Summary).

Management’s Responsibility for the Historical Summary

Management is responsible for the preparation and fair presentation of the Historical Summary in accordance with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the Historical Summary that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Historical Summary based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Historical Summary. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the Historical Summary, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the preparation and fair presentation of the Historical Summary in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the Historical Summary.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 for the year ended December 31, 2020, in accordance with U.S. generally accepted accounting principles.

Emphasis of Matter

We draw attention to Note 2 to the Historical Summary, which describes that the accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in the filing of Form 8-K/A of RREEF Property Trust, Inc.) and is not intended to be a complete presentation of the Property's revenues and expenses. Our opinion is not modified with respect to this matter.

/s/ KPMG LLP

Chicago, Illinois

February 1, 2022

The Glenn

Historical Summary of Gross Income and Direct Operating Expenses

For the Nine Months Ended September 30, 2021 (unaudited)

and Year Ended December 31, 2020

(in thousands)


	Nine Months Ended September 30, 2021 (unaudited)		Year Ended December 31, 2020
Gross income:
Base rental income	$	4,373	$	5,794
Tenant reimbursements and other income	451		619
Total gross income	4,824		6,413
Direct operating expenses:
Property operating	1,172		1,707
Real estate tax	437		575
Insurance	114		79
Total direct operating expenses	1,723		2,361
Excess of gross income over direct operating expenses	$	3,101	$	4,052

See accompanying notes to historical summary of gross income and direct operating expenses.

The Glenn

Notes to Historical Summary of Gross Income and Direct Operating Expenses

For the Nine Months Ended September 30, 2021 (unaudited)

and Year Ended December 31, 2020

(dollar amounts in thousands)

NOTE 1 — BUSINESS

On November 19, 2021, RREEF Property Trust, Inc. (the "Company") acquired The Glenn, a 306-unit multifamily community with 274,688 rentable square feet in Centennial, Colorado (the "Property"). The purchase price for the Property was $128,500, exclusive of closing costs. The Property contains one building with a parking garage. All leases in The Glenn are modified gross leases obligating the tenants to pay their share of certain common area costs as defined in each respective lease. The Glenn is managed by a third-party manager.

NOTE 2 — BASIS OF PRESENTATION

Basis of presentation

The Historical Summary of Gross Income and Direct Operating Expenses ("Historical Summary") has been prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (the "SEC") and is not intended to be a complete presentation of the Property's revenues and expenses.

The unaudited Historical Summary for the nine months ended September 30, 2021 contains, in the opinion of management, all adjustments necessary for a fair presentation of the interim statement. All such adjustments are of a normal and recurring nature. The Historical Summary for the nine months ended September 30, 2021 is not necessarily indicative of the expected results for the entire year ended December 31, 2021.

Direct operating expenses include only those expenses expected to be comparable to the proposed future operations of the Property. Accordingly, expenses such as interest, depreciation and certain landlord costs are excluded.

Revenue recognition

Base rental revenues are recognized on a contractual basis over the terms of the respective leases. Tenant reimbursement revenue is recognized as the related expenses are incurred and become recoverable from tenants. Other income consists primarily of pet fees, parking fees and lease cancellation fees.

Use of estimates

The Historical Summary has been prepared on the accrual basis of accounting and requires management of the Property to make estimates and assumptions that affect the reported amounts of the revenues and expenses during the reporting period. Actual results may differ from those estimates.

The Historical Summary is being presented for the most recent year available instead of the three most recent years based on the following factors: (1) the Property was acquired from an unaffiliated party; and (2) based on due diligence of the Property conducted by the Company, except as disclosed in these Notes to the Historical Summary of Gross Income and Direct Operating Expenses, management is not aware of any material factors relating to the Property that would cause this financial information not to be indicative of future operating results.

NOTE 3 — GROSS INCOME

The Property is a multifamily apartment property with a variety unit types and floor plans. All resident leases are generally one year in duration and classified as operating leases. The Property was 95.7% occupied (unaudited) as of September 30, 2021. Additional information about the units (unaudited) is below:

The Glenn

Notes to Historical Summary of Gross Income and Direct Operating Expenses

For the Nine Months Ended September 30, 2021 (unaudited)

and Year Ended December 31, 2020

(dollar amounts in thousands)


Unit Type	Number of Units	Average Unit SF	Total Square Footage	Monthly in-place rents at December 31, 2020		Monthly in-place rents at September 30, 2021
Studio	54	609	32,910	$	67	$	72
1 Bed / 1 Bath	150	784	117,637	209		228
2 Bed / 2 Bath	92	1,182	108,716	173		188
3 Bed / 2 Bath	10	1,543	15,425	28		27
Total / Average	306	898	274,688	$	477	$	515

NOTE 4 — MANAGEMENT FEES

The Property has a monthly management fee in place equal to 2.5% of cash collected, as defined. Additionally, the management agreement provides for the reimbursement of certain direct costs, including on-site management costs incurred in operating the Property. Management fee expenses during the nine months ended September 30, 2021 and the year ended December 31, 2020 were $119 (unaudited) and $158, respectively, and are included within property operating expenses in the accompanying Historical Summary.

NOTE 5 — SUBSEQUENT EVENTS

Subsequent events were evaluated from December 31, 2020 through February 1, 2022, the date on which the Historical Summary was issued.

RREEF PROPERTY TRUST, INC.

PRO FORMA CONSOLIDATED BALANCE SHEET

September 30, 2021

(unaudited, in thousands, except share and per share data)

The accompanying unaudited Pro Forma Consolidated Balance Sheet of the Company as of September 30, 2021 reflects adjustments for the completed acquisition and related transactions.

The Pro Forma Consolidated Balance Sheet assumes all of the following occurred on September 30, 2021:

•The acquisition of The Glenn for $128,500, excluding closing costs;

•The borrowing of a secured, fully non-recourse loan for $66,000 from Massachusetts Mutual Life Insurance Company;

•The additional net borrowing of $53,000 from the Company's line of credit with Wells Fargo Bank, at the average interest rate in effect during the period presented; and

•Additional capital raised of $3,061, all of which was raised subsequent to September 30, 2021 and before closing of the acquisition.

This Pro Forma Consolidated Balance Sheet should be read in conjunction with the Company’s historical financial statements and notes thereto for the quarter ended September 30, 2021, as contained in the Company's Quarterly Report on Form 10-Q. In the opinion of the Company’s management, all material adjustments necessary to reflect the effects of the preceding transactions have been made. The unaudited Pro Forma Consolidated Balance Sheet is presented for illustrative purposes only and is not necessarily indicative of what the actual financial position would have been had the transactions described above occurred on September 30, 2021, nor does it purport to represent the future financial position of the Company.


	Historical (as reported)		The Glenn			Pro Forma
ASSETS
Investment in real estate assets:
Land	$	124,860	$	10,309	(a)	$	135,169
Buildings and improvements, less accumulated depreciation of $33,196 and $28,371, respectively	157,236		111,908		(a)	269,144
Furniture, fixtures and equipment, less accumulated depreciation of $530 and $460, respectively	212		3,125		(a)	3,337
Acquired intangible lease assets, less accumulated amortization of $33,967 and $29,997, respectively	29,724		3,297		(a)	33,021
Total investment in real estate assets, net	312,032		128,639			440,671
Investment in marketable securities	28,269		—			28,269
Total investment in real estate assets and marketable securities, net	340,301		128,639			468,940
Cash and cash equivalents	6,164		(6,164)		(b)	—
Receivables, net of allowance for doubtful accounts of $20 and $56, respectively	6,444		—			6,444
Deferred leasing costs, net of amortization of $1,456 and $1,146, respectively	2,555		—			2,555
Prepaid and other assets	1,638		1		(d)	1,639

Total assets	$	357,102	$	122,476		$	479,578
LIABILITIES AND STOCKHOLDERS' EQUITY
Line of credit, net	$	34,620	$	53,000	(c)	$	87,620
Mortgage loans payable, net	125,325		65,817		(c)	191,142
Accounts payable and accrued expenses	3,469		503		(d)	3,972
Due to affiliates	19,455		—			19,455
Note to affiliate, net of unamortized discount of $687 and $817, respectively	4,696		—			4,696
Acquired below market lease intangibles, less accumulated amortization of $5,875 and $5,224, respectively	12,690		—			12,690
Distributions payable	565		—			565

RREEF PROPERTY TRUST, INC.

PRO FORMA CONSOLIDATED BALANCE SHEET

September 30, 2021

(unaudited, in thousands, except share and per share data)


Other liabilities	1,832		95		(d)	1,927
Total liabilities	202,652		119,415			322,067
Stockholders' Equity:
Preferred stock, none issued	—		—			—
Class A common stock, 3,897,354 and 3,631,999 issued and outstanding, respectively	39		—			39
Class D common stock, 1,621,423 and 697 issued and outstanding, respectively	16		—			16
Class I common stock, 11,868,429 and 10,561,139 issued and outstanding, respectively	119		2		(e)	121
Class M-I common stock, 60,334 and none issued and outstanding, respectively	—		—			—
Class N common stock, 89,404 and 26,646 issued and outstanding, respectively	1		—			1
Class S common stock, none issued	—		—			—
Class T common stock, 968,015 and 961,750 issued and outstanding, respectively	10		—			10
Class T2 common stock, 65,693 and none issued and outstanding, respectively	—		—			—
Class Z common stock, none issued	—		—			—
Additional paid-in capital	219,157		3,059		(e)	222,216
Deficit	(64,892)		—			(64,892)
Total stockholders' equity	154,450		3,061			157,511
Total liabilities and stockholders' equity	$	357,102	$	122,476		$	479,578

The accompanying notes are an integral part of this pro forma consolidated balance sheet.

RREEF PROPERTY TRUST, INC.

NOTES TO PRO FORMA CONSOLIDATED BALANCE SHEET

September 30, 2021

(unaudited, dollar amounts in thousands)

NOTE 1 — ACQUISITION

On November 19, 2021, RREEF Property Trust, Inc. (the "Company") acquired The Glenn, a 306-unit luxury multifamily community with 274,688 rentable square feet in Centennial, Colorado (the "Property"). The purchase price for the Property was $128,500, exclusive of closing costs. The Property contains one building with a parking garage. All leases in The Glenn are modified gross leases obligating the tenants to pay their share of certain common area costs as defined in each respective lease. The Glenn is managed by a third party manager.

NOTE 2 — PRO FORMA ADJUSTMENTS

(a)Reflects the purchase price allocation for the acquisition of The Glenn including $139 of acquisition costs that are capitalized because the transaction was determined to be an asset acquisition.

(b)Reflects utilization of existing cash to close the acquisition.

(c)Reflects the net borrowing of $53,000 under the Company's line of credit and a secured, fully non-recourse loan for $66,000, net of $183 of deferred financing costs.

(d)Reflects prepaid assets and liabilities assumed upon acquisition, which primarily related to prepaid rents, accrued real estate taxes and security deposits.

(e)Reflects additional capital required to close the acquisition. Such capital was raised subsequent to September 30, 2021 and prior to closing the acquisition.

RREEF PROPERTY TRUST, INC.

PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

For the Nine Months Ended September 30, 2021

(unaudited, in thousands, except per share data)

The accompanying unaudited Pro Forma Consolidated Statement of Operations of the Company for the nine months ended September 30, 2021 are based on the Historical Consolidated Statement of Operations of the Company adjusted for the completed acquisition and related transactions.

The Pro Forma Consolidated Statement of Operations for the nine months ended September 30, 2021 assumes all of the following occurred on January 1, 2020:

•The acquisition of The Glenn for $128,500, excluding closing costs;

•The borrowing of a secured, fully non-recourse loan for $66,000 from Massachusetts Mutual Life Insurance Company; and

•The additional net borrowing of $53,000 from the Company's line of credit with Wells Fargo Bank, at the average interest rate in effect during the period presented.

This Pro Forma Consolidated Statement of Operations should be read in conjunction with the Company’s historical financial statements and notes thereto for the nine months ended September 30, 2021, as contained in the Company’s Quarterly Report on Form 10-Q. In the opinion of the Company’s management, all material adjustments necessary to reflect the effects of the preceding transactions have been made. The unaudited Pro Forma Consolidated Statement of Operations is presented for illustrative purposes only and is not necessarily indicative of what the actual results of operations would have been had the transactions described above occurred on January 1, 2020, nor does it purport to represent the future results of operations of the Company.

RREEF PROPERTY TRUST, INC.

PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

For the Nine Months Ended September 30, 2021

(unaudited, in thousands, except per share data)


	Historical - Nine months ended September 30, 2021 (as reported)		The Glenn			Pro Forma
Revenues
Property related income	$	24,444	$	4,824	(a)	$	29,268

Investment income on marketable securities	490		—			490
Total revenues	24,934		4,824			29,758
Expenses
General and administrative expenses	1,475		—			1,475
Property operating expenses	6,852		1,723		(a)	8,575
Advisory fees	5,221		—			5,221
Depreciation	4,895		3,530		(b)	8,425
Amortization	4,113		—		(b)	4,113
Total operating expenses	22,556		5,253			27,809
Net realized gain upon sale of marketable securities	2,534		—			2,534
Net unrealized change in fair value of investment in marketable securities	2,416		—			2,416
Operating income	7,328		(429)			6,899
Interest expense	(4,833)		(2,208)		(c)	(7,041)
Net income (loss)	$	2,495	$	(2,637)		$	(142)
Basic and diluted net income (loss) per share of Class A common stock	$	0.16				$	—
Basic and diluted net income (loss) per share of Class I common stock	$	0.15				$	(0.01)
Basic and diluted net income (loss) per share of Class T common stock	$	0.15				$	(0.01)
Basic and diluted net income (loss) per share of Class D common stock	$	0.15				$	(0.01)
Basic and diluted net income (loss) per share of Class N common stock	$	0.15				$	(0.01)
Basic and diluted net income (loss) per share of Class M-I common stock	$	0.06				$	(0.11)
Basic and diluted net income (loss) per share of Class T2 common stock	$	0.06				$	(0.10)

The accompanying notes are an integral part of this pro forma consolidated statement of operations.

RREEF PROPERTY TRUST, INC.

NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

For the Nine Months Ended September 30, 2021

(unaudited, in thousands except square foot data)

NOTE 1 — ACQUISITION

NOTE 2 — PRO FORMA ADJUSTMENTS

(a)Reflects the operating results of the property from the Historical Summary.

(b)Pro forma adjustments for depreciation expense and amortization expense related to allocation of the purchase price to building and improvements, furniture, fixtures and equipment and acquired intangible lease assets in accordance with ASC 805. Residential building and improvements are depreciated over 27.5 years on a straight-line basis. Furniture, fixtures and equipment are depreciated over seven years using the double declining balance method. Amounts allocated to acquired intangible lease assets are amortized over the remaining term of the leases, which resulted in complete amortization during the year ended December 31, 2020.

(c)Pro forma adjustments for (1) interest expense on the additional net borrowing of $53,000 on the Company's Wells Fargo line of credit as of January 1, 2020 at an effective interest rate of 1.74%, which is the average rate of the one-month LIBOR for the nine months ended September 30, 2020 plus a spread of 1.63%, and which is a close approximation of the actual interest rates in effect during the first three quarters of 2021, (2) interest expense on the origination of a $66,000 secured, fully non-recourse loan with Massachusetts Mutual Life Insurance Company as of January 1, 2020 at a fixed interest rate of 3.02% for the first three quarters of 2021, and (3) amortization of the associated $183 of deferred financing costs over the term of the Massachusetts Mutual Life Insurance Company loan of 7 years.

The actual interest rate on the additional borrowing of $53,000 on The Glenn acquisition date of November 19, 2021 was 1.68%. If this interest rate had been used in the pro forma consolidated statement of operations for the nine months ended September 30, 2021, the interest expense adjustment would have been approximately $25 lower.

RREEF PROPERTY TRUST, INC.

PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

For the Year Ended December 31, 2020

(unaudited, in thousands, except per share data)

The accompanying unaudited Pro Forma Consolidated Statement of Operations of the Company for the year ended December 31, 2020 is based on the Historical Consolidated Statement of Operations of the Company adjusted for the completed acquisition and related transactions.

The Pro Forma Consolidated Statement of Operations for the year ended December 31, 2020 assumes all of the following occurred on January 1, 2020:

•The acquisition of The Glenn for $128,500, excluding closing costs;

•The borrowing of a secured, fully non-recourse loan for $66,000 from Massachusetts Mutual Life Insurance Company; and

•The additional net borrowing of $53,000 from the Company's line of credit with Wells Fargo Bank, at the average interest rate in effect during the period presented.

This Pro Forma Consolidated Statement of Operations should be read in conjunction with the Company’s historical financial statements and notes thereto for the year ended December 31, 2020, as contained in the Company’s Annual Report on Form 10-K. In the opinion of the Company’s management, all material adjustments necessary to reflect the effects of the preceding transactions have been made. The unaudited Pro Forma Consolidated Statement of Operations is presented for illustrative purposes only and is not necessarily indicative of what the actual results of operations would have been had the transactions described above occurred on January 1, 2020, nor does it purport to represent the future results of operations of the Company.


	Historical - Year ended December 31, 2020 (as reported)		The Glenn			Pro Forma
Revenues
Property related income	$	31,730	$	6,413	(a)	$	38,143
Investment income on marketable securities	646		—			646
Total revenues	32,376		6,413			38,789
Expenses
General and administrative expenses	1,887		—			1,887
Property operating expenses	8,580		2,361		(a)	10,941
Advisory fees	2,163		—			2,163
Depreciation	7,059		4,962		(b)	12,021
Amortization	5,774		3,297		(b)	9,071
Total operating expenses	25,463		10,620			36,083
Net realized loss upon sale of marketable securities	(2,363)		—			(2,363)
Net unrealized change in fair value of investment in marketable securities	788		—			788
Operating income	5,338		(4,207)			1,131
Interest expense	(7,164)		(3,205)		(c)	(10,369)
Net loss	$	(1,826)	$	(7,412)		$	(9,238)
Basic and diluted net loss per share of Class A common stock	$	(0.12)				$	(0.61)
Basic and diluted net loss per share of Class I common stock	$	(0.12)				$	(0.61)
Basic and diluted net loss per share of Class T common stock	$	(0.12)				$	(0.61)
Basic and diluted net loss per share of Class D common stock	$	(0.12)				$	(0.61)
Basic and diluted net loss per share of Class N common stock	$	(0.12)				$	(0.61)

The accompanying notes are an integral part of this pro forma consolidated statement of operations.

RREEF PROPERTY TRUST, INC.

NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

For the Year Ended December 31, 2020

(unaudited, in thousands except square foot data)

NOTE 1 — ACQUISITIONS

NOTE 2 — PRO FORMA ADJUSTMENTS

(a)Reflects the operating results of the property from the Historical Summary.

(c)Pro forma adjustments for (1) interest expense on the additional net borrowing of $53,000 on the Company's Wells Fargo line of credit as of January 1, 2020 at an effective interest rate of 2.24%, which is the average rate of the one-month LIBOR for the year ended December 31, 2020 plus a weighted average spread of 1.66%, and which is a close approximation of the actual interest rates in effect during the year ended December 31, 2020, (2) interest expense on the origination of a $66,000 secured, fully non-recourse loan with Massachusetts Mutual Life Insurance Company as of January 1, 2020 at a fixed interest rate of 3.02%, and (3) amortization of the associated $183 of deferred financing costs over the term of the Massachusetts Mutual Life Insurance Company loan of 7 years.

The actual interest rate on the additional net borrowing of $53,000 on The Glenn acquisition date of November 19, 2021 was 1.68%. If this interest rate had been used in the pro forma consolidated statement of operations for the year ended December 31, 2020, the interest expense adjustment would have been approximately $296 lower.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


RREEF Property Trust, Inc.
By:			/s/ Eric Russell
Name:			Eric Russell
Title:			Chief Financial Officer (Principal Financial and Accounting Officer)

Date: February 1, 2022

RREEF Property Trust (ZRPTIX) 8-K/AFinancial Statements and Exhibits