Shh! Private Real Estate Crowdfunding Deals Are Not To Be Discussed Publicly

If you are an investor in private real estate crowdfunding deals, you are not supposed to discuss them publicly. As an $810,000 real estate crowdfunding investor in 17 deals across the country, I find it too bad I'm not allowed to talk about the specifics of each deal. It's helpful to learn from the winners and losers.

This post highlights my experience trying to talk about a private real estate crowdfunding deal, and then being asked not to.

Don't Talk About Your Private Real Estate Crowdfunding Deals

“The first rule of Fight Club is: You do not talk about Fight Club.”

I thought I had a good idea by crowdsourcing knowledge to make better investment decisions. After all, Financial Samurai has a large, financially savvy readership from all over the country and the world. Why not write about a potential investment as part of my due diligence, let thousands of folks scrutinize the investment, and then make an informed decision after further analysis. No brainer right? Wrong.

Apparently, private deals are not to be discussed publicly due to Regulation D, or Reg D, for short. After publishing my post, Crowdsourcing Knowledge For A Commercial Real Estate Investment in Conshohoken, I was asked to take it down and republish the post after the deal was closed. Not wanting to get myself or anybody else in trouble, I obliged. Sorry believers in the 1st amendment!

So why can't we publicly analyze a private investment? As far as I can tell, the logic is that even though we all can gain access to real estate crowdfunding platforms by signing up and checking out the various real estate offerings for free, not all are allowed.

This is because we aren't all accredited investors ($200K+ annual income, $1M+ net worth excluding primary residence), the government doesn't believe it's fair to let “poorer” people learn or participate in such offerings!

Not Everybody Gets To Learn For Free

Education is one of the keys to financial freedom. Here I was trying to get smart and help others get smart about a commercial property in Pennsylvania, a state I'm not familiar with. And here the government was in all its wisdom denying us the freedom to learn.

I get that people who only make $180,000 a year might not have the wisdom to spend less than they earn compared to those making $201,000 a year. But what I don't get is why financial education classes aren't mandatory if the government is so worried about less wealthy people blowing themselves up? Could it be because the government can't balance its own budget?

Based on government regulation, I can only talk to myself about private investments, A Beautiful Mind style, or to other people who make over $200K or have a net worth of over $1M. Or maybe I can create a private forum where readers have to self-accredit in order to gain access and then charge a high price for entry!

Ah, so THIS is how class warfare starts! Thanks big government.

Commercial Investment Property Decision

I really don't want to get punished by the omnipotent government; therefore, I will obey their rules. Private real estate crowdfunding deals should be spoken in private. But what I can do is share with you the reasons why I decided to invest $10,000 into a 5-year term, Conshy commercial property investment now that the deal is closed.

1) A slight majority voted “Yes.”

After writing out my pros and cons for the deal, 54% of you voted “Yes.” I'm always afraid of polls that are aggressively positive i.e. if 70% or more of you said “Yes,” I would wonder what was wrong. The sweet spot is really around 55% – 60% because I believe at that range there is sufficient doubt to create enough future upside to make this deal work. If everybody was bullish then who is left to buy?

2) I like to lock my money up for a very long time. 

Investments take time to play out. Just like how too many people quit their entrepreneurial endeavors too soon, too many investors have a tendency to sell too soon. I was one of those people all throughout my 20s and early 30s because I was impatient. Many of the investments I sold ended up being home runs years later. All of my best investments are 3+ years long. This Conshy commercial property has a 5-year term.

3) Bullish on income generating assets in this low interest rate environment.

At the same time, I have very little desire to own more than five physical properties due to maintenance, property taxes, liability, and PITA tenants. Instead, I want to surgically invest my money around the country with higher capitalization rates for diversification and hopefully better returns. San Francisco, New York City, and Honolulu have topped out. There's so much better value around the country.

In suburban Atlanta, for example, the average single-family home generates a 25.8% gross annual yield,  not including other potential costs, according to real estate data firm RealtyTrac. That compares with just a ~3% – 4% yield in the San Francisco Bay Area, according to data provider CoreLogic.

4) Have to start somewhere.

By the end of 1Q2017, I will have over $700,000 in cash based on my current savings rate, an expiring CD, and the final tranche of my severance from 2012. I have a goal to get as smart as possible about real estate crowdsourcing investments before then in order to invest the cash with more confidence.

A $10,000 investment is a good start. My hope is that I'll have the confidence to invest $25,000 – $50,000 in particular deals I feel strongly about. If not, then I will be more aggressive in paying down a bad mortgage with the proceeds.

5) Hot tub party.

As fate would have it, I met a couple from Conshy in the hot tub at my place in Lake Tahoe before the deal closed! They were at The Resort At Squaw Creek for a Digital Media conference. I got the scoop on Conshy traffic, the competing neighborhood, the reputation of the area and so forth. They actually made me want to invest $50,000 in the deal. But I held back since it's always good to start small and work your way up.

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The Conshy private real estate deal ended up returning 40% three years later. In retrospect, I wish I had invested $100,000, not just $10,000. However, it's always good to start small.

Slowly Deploy Your Money

Private Real Estate Crowdfunding Deals Are Not To Be Discussed Publicly
Example of closed real estate crowdfunding debt deals. You can see the open deals on their platform.

When it comes to private real estate crowdfunding deals, slowly deploy your money. It's always good to start small and work your way up as you get more comfortable with the asset class.

Fundrise is great because you can invest in a diversified fund with as little as $500. Fundrise is the leading real estate crowdfunding platform, having been founded in 2012. They are the creator of the private eREIT category which has boomed since.

Real estate is a key component of a diversified portfolio. Real estate crowdsourcing allows you to be more flexible in your real estate investments by investing beyond just where you live for the best returns possible.

For example, cap rates are around 3% in San Francisco and New York City, but over 10% in the Midwest if you're looking for strictly investing income returns. Sign up and take a look at all the residential and commercial investment opportunities around the country Fundrise has to offer. It's free to look.

I've personally invested $810,000 in private real estate crowdfunding deals to earn income 100% passively. Further, I want to take advantage of cheaper properties in the heartland of America.

Fundrise Due Diligence Funnel - Private Real Estate Crowdfunding Deals Are Not To Be Discussed Publicly
Less than 5% of the real estate deals shown gets through the Fundrise funnel

Private real estate deals continue to grow in popularity. For more information, check out my real estate crowdfunding learning center.

83 thoughts on “Shh! Private Real Estate Crowdfunding Deals Are Not To Be Discussed Publicly”

  1. Hi Sam,

    I realize this is an old post, and oldie but a goodie, but the point you raise is worth another response.

    Based on my review of the JOBS Act titles (II, III, and IV) along with Reg D which provides the safe harbor exemption from registration, I don’t not see anything in the language of the law that states that one cannot discuss crowdfunded real estate deals on a public blog.

    In particular, you are not advertising, marketing the deal on behalf of RealtyShares (r.i.p.), or involved in fundraising. Therefore, I don’t see why you couldn’t legally discuss it on your site. Other than possibly upsetting the platform owner by posting their content on your site if that were to be deemed proprietary by them, I don’t a reason why you couldn’t discuss the specifics of a deal.

    At the end of the day, the investor would still have to join the platform and certify as being ‘accredited’ prior to investing (which is not your responsibility, legally speaking).

    Having said all of this, do let me know if I’m missing something.

  2. Sam, I agree with you on the coastal cities and affordability. The world is getting smaller with Internet and cell phone technology we can live anywhere and participate in businesses regardless of location. Thus, the affordable cities with infrastructure and community have big upside. Austin is a prime example. Plus with Soutwest airlines, Vrbo/airbnb/uber travel is more affordable than ever. Allowing those of us who are from less expensive cities (okc Thunder!) closer than ever to the coast.

    However, I just was in Dallas last week and the building of apartments in uptown is off the charts. I’m a little cautious that we have entered a period where money has flowed to real estate investments causing a “frothy” market because of the hunt for yield. Long term real estate will hold the test of time and I’m also committed to it but am a little cautious with the 3rd party(realty shares) until they have a longer track record. I’m looking into adding another crowdfunding site soon.

    I’m also in agreement with you that the real rate of returns will be in the 5-8%. If I acheieve those marks I will be extremely happy.

    Looking forward to both of us achieving great results with crowdfunding!

  3. Sam, I have been investing in RS since July and am in 5 investments. So far so good. But, none of these have seen a downturn in Real Estate or the economy yet. What are your thoughts on the safety of crowd funding investments? I’m planning to invest no more than 10% of my total portfolio in crowd funding for now. How much do you plan to commit to crowd funding? I’m also looking at other crowd funding sites including fundrise, Crowdstreet, and yieldstreet. Are you also considering others? I have 33% of my portfolio in my Rental properties and the balance in stock/bonds. Like you I’m concerned about Wall Street but still see physical real estate and Wall Street as the best options for investing capital.

    Great job on the discussion!

    1. Hi Kurt,

      Glad to hear your investments are going well. I will keep real estate crowdsourcing to no more than 25% of my investable assets, and 10% of my net worth, whichever is less. But I’d be willing to invest 50% of my investable assets in real estate crowdsourcing because I believe in the long term value of real estate, the ability of savvy developers to make improvements to improve returns, and the hard asset that doesn’t go poof.

      I mentally cut all real estate crowdsourcing returns in HALF, while making sure I build a 10+ diversified portfolio once I get to my target investment amount. RE crowdsourcing has been returning 9% – 16% for since it started. By expecting a 4.5% – 8% return instead, I hope to have a realistic expected return.

      With more and more people becoming freelance workers, I see a relative outperformance in NON-coastal cities for the foreseeable future b/c places like SF and NYC have gotten way too expensive. I know so many people who work at startups in SF, but work from places like Portland or Austin. I’m confident this employment trend will continue.

      Good luck!


  4. “Education is one of the keys to financial freedom. Here I was trying to get smart and help others get smart about a commercial property in Pennsylvania, a state I’m not familiar with, and here the government was in all its wisdom denying us the freedom to learn. I get that people who only make $180,000 a year might not have the wisdom to spend less than they earn compared to those making $201,000 a year. But what I don’t get is why financial education classes aren’t mandatory if the government is so worried about less wealthy people blowing themselves up? Could it be because the government can’t balance its own budget?”

    Gotta say, I thought this was beautifully written.

  5. Financial Bloke

    I’m with you on education! It’s so important early on and can benefit so many.

    Regarding the income generating assets you are going after, has anything changed since October? Are you leaning towards crowdsourcing or physical?

    This has been an internal conflict of mine recently. I’m considering physical assets in Austin and Houston Texas, mainly due to the large cash flow potential. Housing prices stayed consistent over the last 10 years and rents are considerable high. But I am in California and that crowdsourcing is looking very attractive.

    1. I’m DEFINITELY leaning more towards real estate crowdsourcing for 2017 and beyond for the following reasons:

      1) The coastal city markets are slowing down as prices have outstripped demand. Now they are falling back down.
      2) I don’t have much confidence investing in equities given the market is at all-time highs. I’ll still asset allocate 40% equities / 60% muni bonds this year, but not huge amounts.
      3) The heartland of America is where there should be better returns with Trump as president now. They voted for him. They should benefit.

      I just invested $25,000 in a Class A, multi-family real estate deal in Austin, Texas with Realtyshares today. I’m going to build a heartland of America real estate portfolio to diversify away from slowing SF/Honolulu! Higher yields, much cheaper valuations, and a supportive macroeconomic backdrop.


      1. Financial Bloke

        It seems to make more sense. The cost of a property management company or traveling myself win the argument for crowdsourcing. Realtyshares here I come!

        I’ve been eyeing some of my local city minis. I like the idea of a good local project I can get behind, and the return.

  6. Greetings Financial Samurai,
    I was wondering… what are your thoughts on buying property in Mexico? I can buy a nice condo on the beach outside of Cancun. Is this a wise decision? Cost 180k. I will rent it out when I am not using it. Should I just put the 180k in the market or buy real estate in Mexico? I have a C corp in the USA. Should i buy as a business or person?

    Thanks for any advise.

  7. I replied to one of these comments and I’m not sure if it went through, so maybe there will be 2 of the same comment!

    Reg D had it’s time and place (created in 1933 so great depression / WWII era) where it was set up so that average Joe investors who didn’t understand how to invest were shielded from high-risk hedge funds and scam-like brokers taking a life savings and investing it poorly. These people didn’t have the knowledge (or ability to obtain the knowledge) and the impact on a poor investment would end in disaster. You also have to realize that this rule was trying to prevent another financial collapse as the country was just getting back on its feet. The thought behind Reg D was that people with a higher net worth / income streams could either have or obtain the knowledge to make a sound financial decision and they’d have a better chance to recover if the deal went sour.

    With the rise of the internet and things being so much more transparent, anyone can (and should) go online regardless of their income/net worth and research whatever they are choosing to invest. There’s so much material out there on investing that it makes this rule look silly. It probably needs to be revamped or repealed all together to adapt to the changing times, but we all know how the government works, so we just keep abiding by the law.

    1. No problem. They both went through. Thanks for sharing your thoughts.

      It totally makes sense to INCREASE transparency by having a discussion BEFORE investing any money in anything. I suspect the government will work on new regulation to allow for such increased sharing of knowledge for the greater good.

  8. WOW! Kind of late to the discussion, but a lot of vitriol around the rules for accredited investments.

    What doesn’t seem to have made it to the post or the comments is that the availability via crowdsourcing of accredited investments has actually grown because the Gov’t is LOOSENING the restrictions on advertising them etc.

    As part of the JOBS ACT, Congress gave authority to loosen the regs, and it is still a work in process, but it is happening! Back in 2011 you could not even put one of these up on the web at all, sponsors had to network and pay huge broker fees to sell these things to investors. This made them high cost investments from a fee perspective. Also made it hard to compare what was available as they were hard to find. Thanks to crowdsourcing more people have had access to these types of deals for the past several years.

    Now in 2016, sponsors can do deals using Reg A+ which allows non accredited investors to invest. I believe fundrise and realtymogul both have reg A+ offerings for non accredited investors. They can’t do everything with Reg A+, but they can do some types and sizes of deals.

    The potential for scams is quite real with these types of investments, and while the SEC is moving slowly to open them up to more people, we all know that if there are massive failures of these types of deals and they were open to everyone, we would all be hearing calls of “why did the government allow them to do this?”.

    Seems either way some portion of folks will have an issue of how this is being handled.

  9. The whole accredited investor thing is a load of c***. Understand that this is not about protecting people and this is not government incompetence. It’s about ensuring that the majority of Americans don’t obtain financial freedom.

    George Carlin said it best, “They don’t want a nation full of critical thinkers capable of independent thought. They want obedient workers. People smart enough to work the machines and file the paperwork, but not smart enough to figure out how they’re being f***ed by a system that threw them overboard thirty f***ing years ago”.

    If even 25% of the American people obtained financial freedom at a young age, Sam, at an age where they can still be politically active and energetic, where would that leave those in power who have held that power forever? The government requires you to be an accredited investor for the same reason they tout–and “invest” in–higher education. When a college education leaves people with nothing but decades of debt and a degree that only gets them a job in McDonald’s, you have to realize that the politicians that go on TV and talk about how utterly important a good college education is are fully aware of this.

    Ultimately, they want an American people that’s too distracted by hours and hours and years and years of working to become politically active and protest the powerful elite’s wrongdoings and possibly take power away from them. They want an American people that works and works for years and years just to rise to the status of zero–to become “debt free”. They don’t want people saving and investing; that takes away from them working for the powerful business interests that rub elbows with Washington politicians.

    NEVER forget that. When you wonder why high schools don’t teach financial education, or why you have to be an accredited investor to invest in anything that pays more than 2%, this is why. Show me a financially free person and I’ll show you someone who isn’t working everyday to make money for a politically connected giant corporation. It’s pretty much compounding interest with our labor instead of money. Hard to argue with the results.

    ARB–Angry Retail Banker

  10. As always Sam, thanks a lot for doing all the research and reviews you do for us on all these vast amounts of different types of investments out there. Its helped me out a lot!

    Any way about the accredited investor thing… so let me get this straight, our government who has racked up 19 trillion dollars of debt is looking out for us?

  11. That is frustrating. I am no where near your investment ability or prowess, but seeing the way you think through these decisions has been extremely helpful to me.

    I’m not a person who thinks the government is worthless, but I wonder at the folks who think the government could or would supply helpful financial education to its citizens. I’m pretty horrified at what my high school relatives don’t know as it is, and they are doing “great” in school.

  12. RealtyShares is one of the platforms that allows simply checking boxes regarding Accredited Status. I believe this is one reason they are taking a leadership position. Though I do worry at some point this may be an issue. I’m not knocking them. I’m at 85K invested through them. However, I also believe that anyone who can read should be able to make their own financial decisions and the “protection” offered by the government is another example of overreach. Though knowing how the government loves to “protect” people I could see them changing the game and making RealtyShares change their methods.

    CrowdStreet requires third-party verification of accredited status. It is free when investing with them and goes through VerifyInvestor. You get a PDF via Email from a lawyer stating you are an Accredited Investor. The process is fairly painless. I have 150K with them. Thus far no issues with preferred returns being paid on any investments. The jury is still out on IRRs since the deals are typically 3-5 years in length.

    LendingHome also requires third-party verification. They use InvestReady but InvestReady will accept the PDF from VerifyInvestor to complete the process. About 250K in a Self-Directed IRA through Self Directed IRA Services. The process to move money from Vanguard to them was not too bad. LH covers all costs or at least did. LH does require a 50K minimum. The platform is very easy to use.

    OK, etiquette wise I probably shouldn’t write this and it may make me look like a shill but LH is running a $500 bonus to both the new client and the referrer. Though I have no way of collecting as I don’t have emails for anyone and none of you have mine.

  13. Just heard your interview on investlikeaboss – pretty awesome.

    Regarding realtyshares/realtymogul, I have invested on both since last year. I would recommend you check out platforms like realcrowd or Crowdstreet as they don’t charge a platform fee. What I have also done is reach out to companies with established track records directly to get on their mailing list for new projects.

    1. Cool you listened to the podcast. For those interested, here is the link. I ramble in the beginning, so apologies for that.

      I can’t handle more than 1 or 2 b/c each has plenty of opportunity. So far, I’ve picked RealtyShares and Fundrise. RS is in SF, so I like to be able to meet them if desired. Looking into the whites of people’s eyes helps give me confidence.

  14. To comply with the securities act of 1933 you’d have to speak in general terms without identifying the exact offer and potential transaction.

  15. It does seem funny to me that you aren’t allowed to discuss any type of investment – private or not. After all, what’s to stop someone from investing all their money in just one very risky stock traded on a public stock exchange?
    I also totally agree that the government needs to put more effort in financial education. Sure someone might lose some of their $10,000 in a real estate deal, but how many people rack up tens of thousands of dollar in debt with no chance at all for ever getting any returns? My parent’s instilled good saving and investing habits in me and I retired well ahead of the curve. My kids are still in elementary school, but I’ve already started trying to instill these habits in them.
    Personally speaking, I thank you for making me aware of these types of opportunities. I’ve invested in REITS and own a rental property as well as rent out the lower level of my house, but I’ve never given private real estate deals much thought. Seems like a good option to consider….less pain than managing rental properties yourself, and although a little more risky, seems to offer the chance of higher returns than REITS.
    Thanks for sharing your knowledge!

    1. Happy to share my discoveries as crowdsource investing is relatively new.

      I’m exactly like you in terms of real estate experience. I just don’t want MORE physical properties anymore due to taxes and management. My goal is to simplify life.

      B/c I love real estate and income producing assets, and b/c my RE is so concentrated in SF, Tahoe, and Honolulu, RE crowdsourcing to tap those 10% cap rate area of the country is very attractive to me and others in my same situation.

      Always be learning I say!

  16. PatientWealthBuilder

    Great post Sam and agree that the rule is absurd and needs to be changed. Power to the people!

  17. Financial Slacker

    I understand why there is concern from the government regarding private placements, but honestly I don’t think the risk is any greater than buying shares in a public company. The disclosure rules for public companies don’t make them any easier to understand the information provided in a private placement.

    I do think individuals should be able to certify that they’re aware of the risks and be allowed to invest.

    I too have never been asked to verify any of the accredited investor criteria. Just check the box.

  18. Bernie Madoff story made sense to common people that there was ample news coverage, although, that scam has affected only: ‘really’ rich people.

    In case terms break-down, and let’s just say a bunch of crowd-funders lost money on: one store broke its contract on their lease and stopped/unable-to pay rent? Will the funders pick riot in front of store etc? Or shame that store on social media? What if that store’s corporate lawyers sue crowdfunders/platform for libel?l/damages?

    Not a whole lot of recourse – unless platform provides those services affordably. How do you (as crowdfunder) earn local city-council support – while the local business is likely either owned/supported by a councilman? How do you counter that edge?

    This model almost smells like modern day: vacation-home sales business. You have no say, but assume all the liability (and/or potential loss of your capital)

    Are there neutral sites assesses fair value of.your investment – or able to get out of that investment (let’s say you got sick and.need money? How about divorce/life-changing-event etc?)


    1. No risk, no reward as they say. You have Theranos raising money at a $5B – $9B private money valuation and look what happened.

      You’ve got publicly traded companies Enron and MCI Worldcom cooking its books, look what happened.

      There are a lot of land mines out there, which is why everybody needs to do their due diligence, which is why I wanted to do my thorough due diligence on Conshy property w/ my platform until I found out I couldn’t.

      Every investment you want to buy looks great until it doesn’t. All about shining a light on blind spots.

      Build a portfolio of diversified investments with your money based on your own risk tolerance. Me investing $10,000 out of a $200,000 current liquid cash balance is a 5% weighting. My hope is that when my cash balance goes to $700,000+ in 2Q2016, I can comfortably make similar 5% level investments of $35,000 or more in each deal. But remember, this cash is less than 10% of my net worth.

      The goal is to allow people to have a discussion to get smarter.

  19. RE professional

    How do you get comfortable with the fees that are charged in the deals on the various crowdsourced real estate investment platforms? I work in the real estate industry and all the deals I have looked at have fees that are above market (to way above market). I get they are normally smaller deals, but the fees are simply deal killers in my opinion.

    Do you just see it as the cost of diversification? Otherwise I think these crowsourced platforms are a mistake to invest in.

    1. It’s all relative. It costs about 5%-6% to sell physical property today. See: What Are The Detailed Costs Of Selling A Home

      If a deal pays 10% IRR NET of a 2% fee, and for me not to have to do anything, I’m happy with that.

      A lot of people get hung up on costs without seeing the value. For example, you may balk at a 20% fee for earning 100% (pay $200,000 in fees to earn $1,000,000), for a net of 80% ($800,000), but I would happily pay all the way up to 90% fees ($900,000) if I was making a 10% return ($100,000). But of course, the market would arb that away.

  20. Simple Money Man (SMM)

    Hi Sam,

    I suppose I understand the government’s logic behind the accredited investor rule (richer people have the financial capacity to proceed with the riskier investments). But maybe there is room to improve on the definition and process to identify accredited investors. Maybe one can pass an exam or questionnaire that proves his/her knowledge on more complicated investments and that way they will understand the risks and earn accreditation. I’ll tweet this as a question/proposal in our next Presidential debate :-).

  21. If the govt. really cared about it’s citizens and their financial security, we wouldn’t pay tax on interest income or at the least we’d pay at the capital gains tax rate which is lower than the lowest income tax rate. They just want to keep us on the wheel to feed them.

  22. Ten Bucks a Week

    Now I really have to hustle to get to that $200K mark, but it will be quite the achievement once I reach it.
    Good restraint on starting small, sometimes things seem so good and then you end up regretting it. I started big with Lending Club, but managed to dial it back fairly easily, but looks like your money will really be locked.

  23. I’m trying to find the literature to back this up. But I was under the impression with the JOBS act that it had created language to repeal accredited investors. Making it easier for “poor” people to invest. If I can find it I will pass it along because I agree investing in private deals should be easier than gambling at a casino.

  24. I have the opposite feeling about private investments. If anything, the threshold should be much higher.

    Private investments are much more dangerous than public investments and incredibly difficult to diversify with, even if you have $1m in assets.

    A stock market index fund and/or bond fund in Vanguard has a much better chance over 30-40 yrs to beat any individual stock and, even more so, for private investments.

    Private investments are a good place to lose a lot of money. This threshold protects people who are not financially savvy – btw, to me “savvy” means that you understand contract law and/or have reviewed it with an accountant and attorney prior to signing anything. When I invest in private deals, I always spend $3k or so on attorney and accounting fees in the process. That’s after running multiple million dollar businesses and reading contracts almost weekly (in other words, I still see lots of issues in these deals that many people would not notice, yet still trust my attorneys). How many people making $100k per year or having under $1m, for ex, hire accountants that are able to deal with the myriad issues private investments entail, such as phantom income tax, as one example?

    What ends up happening is people get suckered into deals and because they don’t have deep pockets, they don’t hire an attorney or accountant (or just run it by their relative, who is not specialized in these areas). Remember that for many of us, we can throw $10k in a crowdfunding site and if it goes to $0, it is a rounding error. However, for people with $500k in assets, that may not be the same case. I suspect in 5 yrs, many of the crowdfunding sites will be gone and if they keep growing at this rate, and lowering investment thresholds, you will be looking at a lot of pissed off middle class investors in the future!

    1. I love the strictness! What income and net worth levels do you think is more appropriate?

      And can you share any juicy private investments where you lost a lot of money and share what happened?


    2. While I heed Mercury’s advice, especially as it related to newer crowdfunded type opportunities and diversification, I wouldn’t blanketly write Private Investments off. As of 1Q 2016 a well known PE/VC index returned almost 14% annualized for the trailing 30 years while the S&P 500 returned just under 10%. This is including data from over 4,000 Private Investment funds. I think there’s a solid argument an illiquidity premium exists and persists.

  25. Willingness to lock up your money for a long time is an actual advantage for you as an investor. Most people aren’t willing to so you can expect a higher return. This is a big part of why investing in real estate is where I put all the money I won’t need for 10+ years.

  26. Sure the rule might not make a lot of sense right now, but that’s largely because it solved the problem it addressed. There used to be lots of scam artists and shady investment companies pedalling investment ideas to investors that couldn’t tell what

    Even looking at that deal, it doesn’t include the information up front I’d need to analyze it’s risk. You can certainly work it out yourself with a spreadsheet, but I still prefer investments that do their best to present all relevant information clearly.

    What is the ratio of cash flow to fixed costs? I see that it’s on a 6.5 year interest only ARM, so I’d want to make sure that the income is 3 times the fixed costs not only during the interest only period, but also during the repayment period.

    I can work backwards to the annual payment on the loan by figuring the interest – $180k/yr. They don’t mention the current cash flow at all – only the hint that current rent per square foot is below market at $27/sqft and it’s only 70% rented. So assuming $20/sqft and using 30,000 sqft with 70% occupancy I have them bringing in $420k/yr which is 2.3 times the debt coverage, which doesn’t include operating costs, taxes or the renovation costs (shouldn’t they mention it?). If they can get up to 90% rented and $27/sqft by the time the mortgage moves to repayment (which will be a challenge since they may lose tenants if they raise rates, they’ll be up to $729k per year of income, but the mortgage will hike up to $330k or 2.2 times debt coverage. Again, at the 6.5 year mark, the mortgage will switch to adjustable rate which may increase the payment.

    That debt coverage is the only thing keeping your investment from being worth 0 so it’s important to pay attention to. If payments can’t be met, the bank gets the property and everyone else is left with nothing. The fact that the sponsor owns 25%-40% of the upside having put in 16% of the equity rubs me the wrong way as well. It’s essentially a preferred stock arrangement. I greatly prefer investment where I’ve either got a claim on the underlying assets or participate fully in the upside and ideally both. This one has neither.

  27. The Green Swan

    Interesting government rule to find out when you don’t abide by it. Were there any further questions or concerns? Or did they just ask you to remove the post?

  28. You can start a separate blog for accredited investors only to discuss these deals. Just have people sign a box stating they’re an accredited investor

    1. I’ll just start a private forum instead. And since it’s for accredited investors, maybe the price to access will be steep…. After all, need to be discerning according to the government.

  29. A lot of rules are either the government trying to protect us from ourselves, or blanket reactions to singular problems. In engineering we analyze false positives and false negatives and balance based on our goals. The government hears a small number of people do something really dumb and they feel they need to protect the rest of us from making the same mistake.

    I have previously been annoyed with a similar gov’t regulation that makes it so the types of great ideas put up for crowd funding can’t actually be investors. I love your idea, but I’m not going to give you $100 for a tshirt, CD, and thank you letter. I want to invest in your concept and own a small percentage of your product/company.

  30. I think the rules are outdated and not productive. They should be based more on sophistication/knowledge/disposable income even vs. accreditation, if they should be there at all. If you have income of 150k and a net worth of 800k, why shouldn’t you be allowed to make a “private” investment that you deem low risk, especially if it’s just 1k or 10k. At the same time a non accredited investor can buy/sell options, equities on margin, put 10k on black all day in vegas, get a 72 month car loan that costs as much as their annual income with negative equity, etc. etc.

    1. Good point. Wouldn’t that be funny if the government passed a law stating only people who make over $200K/year and have a net worth of at least $1M could walk inside a casino? That would probably SAVE hundreds of thousands of people right there! We can extend this rule to buying lottery tickets as well.

      If the gov’t really wanted to save poorer people, gambling seems like the OBVIOUS way to go. I wonder why they don’t………………………….. I know why.

  31. How strange that you’re not allowed to discuss it. I’ve been looking into RealtyShares myself, and might give it a go in the next few months to a year. After buying the fourplex, I won’t have enough cash lying around to buy another building for at least 5 years, but I’m still all hopped up and motivated about real estate. It would be nice to have another outlet for that in the meantime. I guess I’ll either need to do my own solo homework, or find some network of accredited investors so we can discuss possibilities and share ideas. Maybe we should set up a private Facebook group or something.

  32. Sam, I was the one who emailed you a few weeks back correcting your spelling of “Conshy”! Long time reader. I grew up in Conshy and just moved back after living in LA for 9 years. The place is on fire! I bought my house 11 years ago and it has doubled in price. It’s at the intersection of two major expressways and offices want to be there to avoid Philadelphia county city wage tax. But I’m sure you got the scoop on this already. I’ve seen some call it “The San Francisco of Montgomery County” due to its hills and booming economy. It ain’t going anywhere, the house across the street from me sold in 2 days with 9 competing offers, my brother was one of the losing bidders.

  33. I think the accredited investor rule is paternalistic and that is probably more bad than good, but there are reasonable arguments both ways.

    Just a thought from my own mistake on a deal perhaps similar to the realtyshare debt deals you’ve mentioned. I don’t like the debt deals for people with high income and a high marginal tax rate. I own a commercial note (purchased privately and not through realtyshare) and though the yield is great, it is a depreciating asset (gets paid down a little every month), it has none of the tax benefits of owning real estate and the interest portion of the monthly payment I receive is effectively taxed at 40%+. It might make sense for someone who is retired or holds the note in a tax deferred account, but as my income has climbed and I have to write a sizable check to the government in addition to withholdings from my paycheck, I’m now wishing I had just put the money in equity rather than debt.

    1. Good to know. Using a self-directed IRA for these real estate deals is becoming more and more popular due to this tax situation.

      But with equity, won’t you have to pay taxes on the proceeds in the end as well at 40%? You can’t control when the equity is paid back to you.

      1. Yes but with real estate I can depreciate it, leverage it and deduct mortgage interest, and 1031 it into something bigger with a stepped up basis. The rent is taxable but it is offset with depreciation and deductions. And you can sort of control when you pay taxes by not cashing out on real estate until after you retire (assuming you have a higher tax rate now than you anticipate you’ll have in retirement). Also if you’ve used a 1031 along the way, the difference between your basis and your sales price might not be that big, so maybe you’re paying a 15% capital gains tax on a relatively small gain thanks to the new basis.

        1. True. And all some of the reasons why I build a physical property portfolio over the years. But now, I’ve reached my limit due to the property taxes, maintenance, and tenants.

          How many properties do you own? I think my sweet spot is owning one primary and two rentals max. Any more feels like too much which is why I was considering selling one of my properties this summer. But I did it half heartedly, so I could find tenants instead.

  34. Jim @ Route To Retire

    Haha, always good that the government knows what’s best for people! I’m sure things will only improve after the election! :-)

    I doubt I’ll make it into “the club” before retirement, but I do enjoy reading about these kinds of investments.

    — Jim

    1. Jim – Come on man, try harder to join the club! Gov’t knows best. Caviar and champagne awaits.

      That’s why the gov’t gives child tax credits for households who make under $110,000 a year. Once you make like $125,000 a year, the cost to raise a child and all the responsibilities that come with it magically disappear!

  35. Wow. That govt rule sounds too restrictive to me. Lame! I mean not allowing people to invest if they aren’t accredited is one thing but not allowing an open discussion is another. It’s nuts how they have restrictive rules like that but don’t require personal finance education in schools like you said. I think students would benefit so much from that. Must be a budgetary limitation or something.

    Anyway, that’s cool you invested in that Pennsylvania deal. I really like how Realtyshares makes it easy for investors to gain exposure to properties across the country. And not having to actually manage any of the properties is a huge plus too!

  36. It’s great that you got the scoop on Conshy for the people who live there. That’s my biggest conundrum. I don’t know how to research those markets. Is there a good site or real estate forum where investors can do the research? I’m also thinking about realtyshare.

    1. CaliforniaWhiteBear

      Hi Joe – I’ve found the Bigger Pockets forums to contain a wealth of info re: real estate investing, especially concerning specific parts of the US.

  37. Avid reader from NYC-scratching my head about the local real estate market. What would you recommend for useful due diligence resources regarding upcoming RealtyShares deals? Additionally, have you given any further thought about creating a Financial Samurai syndicate? Thanks for the insightful posts as always!


    1. I don’t want to do syndicates and have people rely on me to make them money.

      I want to keep things simple and simply invest my own money. If people want to follow, great. If not, no problem.

      The NYC market is going down for the next 2 years IMO. Be patient.

  38. You forgot one thing about the accredited investor definition! You need to meet the income requirements for the past two years, and have reason to expect that your income will continue to surpass that threshold in the future.

    I.E. $200,000 income for past two years for single, or $300,000 income for past two years for married couples (with expectation to continue going forward) OR a million dollars net worth.

    It makes the pool of people to talk to even smaller! I’m one; send me an e-mail if you want to discuss!

      1. Not always. I have had to prove it for one investment and provide my tax returns as income was easier to prove over net worth.

          1. It was a real estate fund. $50k minimum. I have invested in about a dozen real estate funds and that was the only one that has ever done it. Basically, they had a third party verify your accredited status. It was pretty easy, so not a big deal.

  39. Financial Canadian

    IMO the special privileges given to accredited investors only serves to increase the wealth gap in our world. If less wealthy people want to participate in riskier investments, give them a strict risk questionnaire and let them if they pass!

  40. I had no idea about the rule. Frankly the whole idea of an accredited investor is a bit obsurd. At 200 k a year or 1m investable net worth you don’t necessarily just become more financially savvy. There are some professions in some parts of the country that make 200k early on. There are also people that inherit 1M overnight. Oh and SE Michigan is probably a bit risky economically and due to a lot of snow. It might be cheaper though due to these.

      1. The MAD Consultant

        Hahaha that one cracks me up. The secret handshake. Timely article. I’m finishing up my own couple pieces regarding this same topic. I see the same hypocrisy as you do, and I find it disgusting. The gov can’t balance it’s budget, they don’t require financial literacy classes at any level, and they keep potentially smart savvy investors just starting out from gaining access to good investments. The whole good intentions thing means nothing to me. If it was good intentions the laws would be written correctly the first time around. Granted it does protect some not so smart people from extreme sleazeballs that created the necessity for all this. But there is always some exit for either side to disclaim any responsibility. And it’s usually not in the little guys favor since they don’t write the big checks. To the politicians that is.

        And I think you shouldn’t have had to take down the article. Seems unfair and un- Constitutional to me. The more knowledge that is out there the better off we all become as a society.

    1. Private deals are riskier as they are unregulated. You can’t have people putting their entire savings of $25k or $50k or whatever the minimum is in one deal. You would have more Madoff’s and such and a call for more government oversight once people are thrown on the streets from losing their nest egg. That would ruin it for everyone.

        1. Even in Enron, one could sell their stock as it was going down. These private deals are not liquid and not appropriate for most Americans. With crowdfunding in real estate, you are starting to get some shady platforms that put marginal deals out there. It is not going to be pretty in a downturn for some.

          For most real estate deals, the sponsor would rather deal with accredited investors anyway. They want higher minimums and they don’t ever want to deal with an investor who needs liquidity even though that investor is really out of luck.

          1. PatientWealthBuilder

            Not appropriate for most Americans? That sounds like Soviet thinking from the 1960’s bro! Comrade we must live in communes and fight the bourgeoisie! Are you kidding me? Not appropriate for most Americans? What about freedom? How about trusting most Americans to make their own decisions about what is appropriate for them?

  41. That’s interesting, I was wondering what had happened to that Conshy deal. You know, I think the Reg D was put in place with good intentions. It was likely more to reign in sleazy bankers/dealers who might push inappropriate deals on unsophisticated investors. By putting Reg D in place, they have kept too much of that from going on perhaps?

    On the flip side, $200k a year is arbitrary, right? If someone makes less and WANTS to invest in a private deal, they should be allowed. I wonder if there is a way to self-certify that you are aware of the risks and to get around Reg D? Policy issues are tough and often have unintended consequences.

    1. Everything is all self-certified with these crowdsourcing platforms. You just click a box that says you are accredited.

      I’ve never been asked to verify my income or my assets since I first made a private investment in 2006. It’s basically up to you to decide whether you are comfortable enough to learn, analyze, and maybe invest.

      There’s no harm in looking. I don’t understand how the government expects people to learn if they don’t even get to analyze.

      Related: Can Anyone Be An Accredited Investor?

      1. They are also created to protect the company selling you investments. You cannot easily say you were suckered, once you click yes.

        1. The thing is, we aren’t even talking about investing yet. We’re talking about just discussing the pros and cons of a particular private investment. I believe there is tremendous value in crowdsourcing knowledge because 1,000 heads are smarter than one.

          You may not invest now, but by observing how to analyze a similar investment over and over again, I believe people can make more informed decisions.

          1. Yes, but even though you are crowdsourcing this decision, there are significant asymmetries in the market. Sam, for example, can spend as much time as he likes analyzing his investments and reading contracts to make sure he isn’t getting bamboozled. He also has a platform of influence.

            Those who aren’t financially independent must choose to invest less time and effort in studying their investments. This is due to three factors. They have to work a day job, since an essential portion of their income comes from wages. Second, they are less well-educated than most, and especially Sam, who is a retired banker with an MBA. Finally, they derive less benefit from analyzing their investments; increasing their return on assets by 5% means little to someone with only $1,000, but means much to an accredited investor.

            On the other hand, because of Sam’s media activities, he also has the power to spread inaccurate or misleading information about deals in order to drive the price up. For those with little time to learn about investments, relying on Sam’s advice alone is too much of a risk. I still trust you, though, Sam. :-)

            I think these rules were part of the post Great Depression investor protections. I imagine a law library could clear up a lot more questions.

            Also, this rule predates the internet. Back in the day, people were more private with their business dealings. Without the internet, how could public discussion of business dealings be compatible with the philosophy of stealth wealth? Maybe someone could do it by mail to a newspaper editorial page, but that would be so slow-paced and limited.

            1. Sam (don’t have to post this if you don’t want)

              This had me curious so was looking up the background on it.

              From the SEC web page
              “Accredited Investors
              Under the Securities Act of 1933, a company that offers or sells its securities must register the securities with the SEC or find an exemption from the registration requirements. The Act provides companies with a number of exemptions. For some of the exemptions, such as rules 505 and 506 of Regulation D, a company may sell its securities to what are known as “accredited investors.” The term accredited investor is defined in Rule 501 of Regulation D.”

              from other sources:
              All of this was created as a fall out of the great depression The United States Congress enacted the Securities Act of 1933 (the 1933 Act, the Securities Act, the Truth in Securities Act, the Federal Securities Act, or the ’33 Act, Title I of Pub. L. 73-22, 48 Stat. 74, enacted May 27, 1933, codified at 15 U.S.C. § 77a et seq.), in the aftermath of the stock market crash of 1929 and during the ensuing Great Depression. Legislated pursuant to the interstate commerce clause of the Constitution, it requires that any offer or sale of securities using the means and instrumentalities of interstate commerce be registered with the SEC pursuant to the 1933 Act, unless an exemption from registration exists under the law. “Means and instrumentalities of interstate commerce” is extremely broad, and it is virtually impossible to avoid the operation of this statute by attempting to offer or sell a security without using an “instrumentality” of interstate commerce. Any use of a telephone, for example, or the mails, would probably be enough to subject the transaction to the statute.

              The primary purpose of the ’33 Act is to ensure that buyers of securities receive complete and accurate information before they invest in securities. Unlike state blue sky laws, which impose merit reviews, the ’33 Act embraces a disclosure philosophy, meaning that in theory, it is not illegal to sell a bad investment, as long as all the facts are accurately disclosed. A company that is required to register under the ’33 act must create a registration statement, which includes a prospectus, with copious information about the security, the company, the business, including audited financial statements. The company, the underwriter and other individuals signing the registration statement are strictly liable for any inaccurate statements in the document. This extremely high level of liability exposure drives an enormous effort, known as “due diligence”, to ensure that the document is complete and accurate. The law bolsters and helps to maintain investor confidence which in turn supports the market.

              Summary: they hope that with the arbitrary limits they set (which were just revised with Dodd Frank) that it protects the people who lack the knowledge/time from getting sucked into something they should’t, but the law of unintentional consequences has made it a mixed bag on results


      2. I have actually had to go through the accreditation process on Alphaflow and RealCrowd but not Realtyshares or Realtymogul. The funny part is that websites have sprung up to meet that need as well such as Accredify or Investorverify. Technology begets more technology. Have you had the chance to look at any other sites?

        1. Funny you mention Accredify. The company was part of this incubator program here in SF that I applied to and did not get in. I see less than a 1% chance of that company succeeding, and it’s likes b/c 1) There is a self-accredit movement, 2) Government is loosening, not tightening for now, 3) How many clients can Accredify etc really get?

          We already know that 90% of startups fail, and 90% of the 10% that “succeed” don’t have huge exists.

    2. Ah yes ‘good intentions’ – the source of all excuses to meddle in our neighbor’s business.

      1. PatientWealthBuilder

        This is a case where the condescending elitist (pigs!) have decided that the poor are too little and weak to decide where they want to invest their money. Irrespective of when the act was created; it is a horrible idea. When I was younger I had an interest in starting a hedge fund and was horrified to find out that only accredited investors could be solicited to invest. So that meant most of the people I knew wouldn’t be able to invest! This means the best money managers and greatest strategies (think George Soros, and Moore Capital Management) are kept exclusively for the rich. The sad thing is, the intent is to keep financial harm from the most economically vulnerable – but that isn’t possible. The only way to do that is to allow poor people to only invest in CDs. Its a silly concept and is antithetical to hard work, savings, risk taking, and the pursuit of freedom and happiness.

    3. Reg D had its time and place (post great depression / WWII) where it was supposed to stop average Joe investors from being able to enter into high-risk hedge funds and almost-scam broker deals because they didn’t have the knowledge (or means to obtain the knowledge) associated with making sound financial decisions. People who had high net worth and were earning larger incomes were more likely to have the means to research the deal and understand what they were getting into (as well as financially recover if the whole thing went sour).

      With the rise of the internet, anyone can (and should) research whatever they choose to invest in, and there’s a lot more transparency with investment vehicles than ever before. These factors make Reg D look silly, but maybe it needs to be revamped to keep up with the times.

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