UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT
Pursuant Regulation A of the Securities Act of 1933
July 13, 2023
(Date of Report (Date of earliest event reported))
Jamestown Invest 1, LLC
(Exact name of issuer as specified in its charter)
| | | | | | | | |
| Delaware |
| 83-1529368 |
| (State or other jurisdiction of incorporation) |
| (IRS Employer Identification No.) |
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| 675 Ponce de Leon Ave NE, 7th Floor, Atlanta, GA |
| 30308 |
| (Address of principal executive offices) |
| (ZIP Code) |
(404) 490-4950
(Issuer’s telephone number, including area code)
Common Shares
(Title of each class of securities issued pursuant to Regulation A)
Item 9. Other Events.
Net Asset Value ("NAV") Per Share
On July 11, 2023, the Investment Committee of the Board of Directors of Jamestown Invest Manager, L.P. (the "Manager") approved the NAV per share of the common shares of Jamestown Invest 1, LLC (the "Company") of $12.37 as of June 30, 2023. As described in the Company's Offering Circular, the purchase price of the Company's common shares is equal to the greater of (i) $10.00 or (ii) NAV per share as most recently announced as of the date of subscription. Accordingly, such purchase price will be adjusted to $12.37 per share, beginning on July 13, 2023 and will be effective until updated by us on September 30, 2023, or within a commercially reasonable time thereafter, unless updated by us prior to that time.
NAV per share is calculated by taking the total value of the Company's assets less the total value of the Company's liabilities, divided by the number of the Company's shares outstanding as of June 30, 2023. The Company's NAV per share is calculated by an internal valuation process that reflects several components, as described in the Company's Offering Circular “Description of our Common Shares—Valuation Policies.”
The Company's NAV per share as of June 30, 2023 increased by $0.02 since March 31, 2023, primarily driven by an increase in real estate value of 0.4%.
Real Estate Valuation - The current quarter-end valuation of Southern Dairies ("The Property") of $50.6 million reflects a $0.2 million or 0.4% increase in the asset's gross value compared to the prior quarter-end valuation of $50.4 million.1 The increase in real estate value is primarily due to updated rent roll and capital expense assumptions.
Debt Valuation - As of the date of this report, the Federal Reserve has increased the target federal funds interest rate to a range of 5.00% to 5.25% from nearly zero a year ago. The increases in benchmark rates increase the cost of borrowing for floating rate loans. As a result of the interest rate swap put in place in April 2020, $21.2 million of the $25.8 million loan bears a fixed rate of 2.683% through 2025, while the remaining balance bears a floating rate.2,3 The value of the interest rate swap on the fixed portion of the loan and the value of our underlying debt fluctuate with market conditions, affecting our overall debt valuation. Due to the increased value of the swap (a $1.3 million asset as of June 30, 2023) as compared with the quarter ended March 31, 2023, our debt valuation had an approximate $137,000 favorable impact on our NAV.
Status of Our Public Offering
As previously discussed in the Offering Circular, the Company commenced its public offering pursuant to Regulation A (the “public offering”) of $50,000,000 in its common shares on November 27, 2019. Prior to commencing its public offering, the Company had raised $5,501,000 through a private placement.
As of June 30, 2023, the Company had raised public offering proceeds of $5,716,110 and had issued 552,129 shares of its common shares in the public offering. In total, the Company has raised $11,217,110 in offering proceeds and issued 1,102,299 shares of its common shares through both the private placement and the public offering.
The terms of the public offering indicate that the public offering will terminate on the earlier of 180 days after the third anniversary of the initial qualification date or the date on which the maximum offering amount has been raised; provided, however, that the Company's manager may terminate the public offering at an earlier time.
Fund Offering
Since the acquisition of the Property, the Manager has repositioned the asset and substantially completed a value-add business plan that brought the property to a stabilized occupancy rate above 95% with a weighted average lease term of 7.0 years and increased average rents from approximately $23 per square foot to $40 per square foot, as of December 31, 2022. The Manager believes the Fund has sufficient cash to complete the remaining portion of the business plan and therefore stopped accepting new investments as of July 12, 2022.
Additionally, the Manager has decided not to pursue an additional acquisition as the current capital market environment has limited opportunities that meet the required investment criteria. With rising interest rates and reduced availability of debt financing in the capital markets, the Manager has determined a near term sale is unlikely.
1 Shown at 100% property level. Jamestown Invest 1, LLC owns a 51% interest in the Property.
2 The Company's total outstanding principal balance of debt is $25,817,000 (100% property level), or $13,166,670 at its 51% ownership share as of June 30, 2023. Accordingly, the Company's portfolio leverage ratio is 47.1% as of June 30, 2023 (calculated as the Company's share of outstanding debt of $13,166,670 divided by its share of gross asset value of $27,976,001).
3 Of the Company's total $25,817,000 debt balance (100% share), $21,240,000 bears an all-in interest rate of 2.683% fixed by an interest rate swap, and $4,577,000 bears floating rate interest at 30-day LIBOR plus 1.55%. Accordingly, the total weighted average interest rate was 3.4%% based on rates as of June 30, 2023.
Asset Management Update - Southern Dairies @ Ponce City Market
Leasing Updates
As of June 30, 2023, the Property is 90.3% leased with a weighted average lease term of 6.6 years. Management executed an additional lease after quarter end which will bring leased occupancy to 94.2%.
Collections
The Property continues to collect rents at a strong level, with rent collections of 92% continuing through the quarter ended June 30, 2023.
Parking Upgrades
During the quarter ended June 30, 2023, the Property yielded approximately $67,350 in transient parking revenue. Increased traffic to the Property resulted in a more than 9.2% year-over-year increase in transient parking revenue when compared to Q2 2022.
Property Activations
The Property is continuing the monthly food truck activation, “Third Thursdays: Truck to Table.” The most recent food trucks at the property include The Hoagie Truck, Tacos de mi Tierra, and Yumbii. Live Nation hosted its Unity Block Party to celebrate Juneteenth in the upper parking lot. This event celebrated the impact of black music on American culture, black freedom, and collective unity.
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Jamestown Invest 1, LLC |
| By: | /s/ Matt Bronfman |
| Name: | Matt Bronfman |
| Title: | Chief Executive Officer |
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| Date: | 7/13/2023 |
Safe Harbor Statement
This Current Report on Form 1-U contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, and descriptions of goals and objectives. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words, which generally are not historical in nature. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Some of the factors that may affect outcomes and results include, but are not limited to: (i) national, international, regional and local economic and political climates, (ii) changes in global financial markets and interest rates, (iii) increased or unanticipated competition for our properties, (iv) risks associated with acquisitions, dispositions and development of properties, (v) maintenance of real estate investment trust status, tax structuring, and changes in income tax laws and rates, (vi) availability of financing and capital, the levels of debt that the Company maintain and its credit rating, (vii) risks of pandemics such as COVID-19, including escalations of outbreaks and mitigation measures imposed in response thereto, (viii) environmental uncertainties, including risks of natural disasters, and (ix) those additional factors described under the section entitled “Risk Factors” in the Company’s offering circular, dated September 24, 2021 and filed by us with the Securities and Exchange Commission (the “Commission”) on September 24, 2021 (the “Offering Circular”), as such factors may be updated from time to time in the Company’s subsequent filings with the Commission, which are accessible on the Commission’s website at www.sec.gov. In addition, past performance is not indicative of future results. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the Company’s filings with the Commission. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
