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Carmona Wealth

Dave Bulger

Vice President

O (855) 378-3443|C (561) 715-3235

E dbulger@carmonawealth.com

W carmonawealth.com

18 Formero Street, Rancho Mission Viejo, CA 92694

Investment underwriting report

NREX II DST

Complete offering, sponsor, fee and comparative analysis

Prepared

August 26, 2026

01

Offering Summary

Offering summary

NREX II DST is a $116,607,479 all-equity Delaware Statutory Trust offering sponsored by Nuveen Real Estate Exchange LLC. The trust portfolio consists of four properties across four owner trusts, encompassing both retail and industrial sectors. The underlying assets are located in Chicago, Illinois; Roswell, Georgia; King of Prussia, Pennsylvania; and Herriman, Utah. The portfolio properties include Elston Plaza (built in 1983), Henderson Square (built in 2000), Hembree Park, and Mountain View. The acquisition price for the portfolio was $108,153,437, and the offering is structured with 0% leverage ($0 debt). The offering projects a Year 1 income distribution of 5.25% across a 20-year term.

Capital raise

0.0% of the offering is closed

$116,607,479 still available

Closed$0 Reservations$0 Available$116,607,479
$0 of $116,607,479 placed
Total offering equity

$116,607,479

Closed equity

$0

0.0% of offering
Current reservations

$0

Pending subscription
Available equity

$116,607,479

Open for subscription

The sponsor is raising $116,607,479 in equity for the NREX II DST. The offering carries an upfront sales load of up to 6.0% of total equity invested, with no debt financing utilized across the structure. The equity fully funds the four-asset portfolio acquisition and associated syndication expenses.

Offering terms

Sector

Retail; Industrial

Investment Category

DST

Projected First Year Cashflow

5.25%

Avg. — over term

Min. Cash Investment

Min. 1031 Investment

Total Offering Price

$116,607,479

Offering Debt

$0

All-equity offering

LTV

0%

On acquisition price

Units / Tenants

3572 and 3580 North Elston Avenue Chicago, Illinois 60618; 235 Hembree Park Drive Roswell, Georgia 30076; 314 S. Henderson Road King of Prussia, Pennsylvania 19406; 11877 South Rana Toro Place/ 7017 W 11800 S Herriman, Utah 84096

Property Age

Henderson Square was built in 2000 and Elston Plaza was built in 1983, indicating the grocery-anchored retail properties in the Nuveen Real Estate Exchange II DST portfolio were constructed in 2000 and 1983, respectively.

The offering seeks to raise $116,607,479 in equity to fund a four-property portfolio spanning retail and industrial assets in four distinct geographic markets. The portfolio was acquired for $108,153,437 with zero offering debt (0% LTV). Projected initial distribution is 5.25% with a stated term of 20 Years.

Strengths & considerations

Key strengths

  • Zero Debt Structure

    0% LTV

    The offering carries $0 in debt, completely eliminating mortgage interest rate risk, maturity refinancing risk, and lender foreclosure exposure.

  • Substantial Institutional Sponsor

    $137,000,000,000 AUM

    Nuveen Real Estate Exchange LLC manages $137B in assets, providing institutional-grade asset management and scale.

  • Multi-Asset & Multi-Sector Diversification

    4 Properties

    Portfolio spans four properties across retail and industrial asset types in four distinct states (IL, GA, PA, UT).

Key considerations

  • Asset Vintage Variance

    1983 & 2000

    Elston Plaza was constructed in 1983 and Henderson Square in 2000, which may require ongoing capital expenditures over time.

  • Extended Term Horizon

    20 Years

    The offering outlines a 20-year term, representing a long illiquidity profile for participating investors.

  • Upfront Syndication Costs

    6% Sales Load

    The equity raise includes an upfront sales load of up to 6.0% alongside $250,000 in organizational and offering expense reimbursements.

The portfolio features an all-equity capital structure with 0% leverage, eliminating debt service obligations and refinancing risk. It offers geographic and asset class diversification across four properties in Illinois, Georgia, Pennsylvania, and Utah covering retail and industrial sectors. Additionally, the offering is backed by Nuveen Real Estate Exchange LLC, an institutional sponsor with $137,000,000,000 in assets under management.

Sources, uses & fee assessment

Capital Sources

$116.61MTotal offering
  • Offering Equity

    100.0% of offering

    $116.61M

Where the Capital Goes

$116.61MDeployed
  • Net to Property

    92.8% of offering

    $108.15M
  • Unallocated / other uses

    7.2% of offering

    $8.45M

Total Offering

$116.61M

All equity — no mortgage debt

Property Acquisition

$108.15M

92.8% of offering to the property

Total Fees & Expenses

6.00% of offering

Reserves

— of offering

Total sources consist entirely of $116,607,479 in offering equity, with $0 in loan proceeds. Primary uses include the $108,153,437 acquisition price, an upfront sales load of up to 6%, $250,000 in organizational and offering expense reimbursements, and $1,031 in finance expenses.

Risk read

Tone reflects relative strength, not a rating

Leverage Risk

Positive

The trust utilizes 0% leverage ($0 debt), removing debt service pressure, interest rate volatility, and maturity default risk entirely.

Sponsor Scale

Positive

Nuveen Real Estate Exchange LLC maintains $137,000,000,000 in AUM, providing deep institutional capabilities.

Liquidity & Duration

Neutral

A 20-year term presents a prolonged investment horizon requiring extended capital commitment.

Property Age

Neutral

Portfolio vintages include 1983 and 2000 construction, which may introduce ongoing maintenance requirements.

Key considerations include the extended 20-year term and the vintage of certain assets, such as Elston Plaza, which was built in 1983. Additionally, specific property-level operational details, individual lease terms, and tenant credit profiles are not disclosed. Upfront load and fees total approximately 6% of equity plus $250,000 in expense reimbursements.

Calculated underwriting metrics

Syndicated Cap Rate

NOI ÷ offering price

Upfront Load

6.00%

Total fees ÷ offering price (all-equity offering)

Premium / Discount

Offering price vs. appraised value

Offering vs. Acquisition

107.8%

Offering price ÷ acquisition price

Price per Unit

Offering price ÷ — units

Projected distribution rate

Avg 5.25%
Yr 1
Yr 1 5.25%

Distribution rates as extracted from the offering materials.

The total offering equity of $116,607,479 represents an $8,454,042 load (approximately 7.82% above the $108,153,437 acquisition price), which includes an upfront sales load of up to 6.0%, $250,000 in organizational and offering expense reimbursements, and $1,031 in finance expenses. The Year 1 projected distribution rate is 5.25%.

Sponsor

Sponsor

Nuveen Real Estate Exchange LLC

Nuveen Real Estate Exchange LLC is an institutional investment management sponsor managing $137,000,000,000 in total assets under management across commercial real estate sectors.

Institutional Sponsor$137B AUMMulti-SectorZero Debt
Portfolio

• The Parent Trust’s portfolio consists of four Owner Trusts, each owning one Property: Elston Plaza, Hembree Park, Henderson Square, and Mountain View, for a total of four properties.

Properties owned or managed

AUM

$137,000,000,000

Across all programs

DST programs

Prior DST offerings

AUM in DSTs

DST-held assets

Team

Disclosed headcount

Sector focus

Retail; Industrial

Stated strategy

The offering is sponsored by Nuveen Real Estate Exchange LLC, an institutional real estate manager managing $137,000,000,000 in assets under management. Nuveen oversees the execution, asset management, and disposition strategies across the four-property portfolio. Detailed track record metrics beyond overall AUM are not disclosed in the extracted fields.

Sponsor strengths

3
  • Substantial institutional asset management scale ($137,000,000,000 AUM)

  • Multi-sector expertise across retail and industrial asset classes

  • Experienced execution in DST structuring and portfolio management

Sponsor concerns

2
  • Property-specific historical performance track record not disclosed in extracted fields

  • Standard upfront sponsor/broker sales load and expense reimbursements apply

02

The Property

The property

Four-Property Retail and Industrial Portfolio

$108,153,437 acquisition price

NREX II DST

Retail Properties and Industrial Properties

Henderson Square was built in 2000 and Elston Plaza was built in 1983, indicating the grocery-anchored retail properties in the Nuveen Real Estate Exchange II DST portfolio were constructed in 2000 and 1983, respectively.

3572 and 3580 North Elston Avenue Chicago, Illinois 60618

235 Hembree Park Drive Roswell, Georgia 30076

314 S. Henderson Road King of Prussia, Pennsylvania 19406

11877 South Rana Toro Place/ 7017 W 11800 S Herriman, Utah 84096

3572 and 3580 North Elston Avenue Chicago, Illinois 60618; 235 Hembree Park Drive Roswell, Georgia 30076; 314 S. Henderson Road King of Prussia, Pennsylvania 19406; 11877 South Rana Toro Place/ 7017 W 11800 S Herriman, Utah 84096

Retail Properties and Industrial Properties

$108,153,437

100.0% of portfolio

Seller
Property manager
Nuveen Real Estate Exchange LLC
03

Financing Terms

The trust utilizes an all-cash structure with no debt, zero leverage, and no loan-related closing costs or refinancing liabilities.

Leverage profile

All-cash offering — no mortgage debt, so there is no leverage to chart.

Loan Amount

$0

Term

20 Years

Interest Rate

Fixed / Variable

Prepayment Penalty

DSCR

Acquisition LTV

0%

Offering LTV

0%

Strengths

  • 0% offering LTV and 0% acquisition LTV ($0 debt)
  • Negligible finance expenses of $1,031

Concerns

  • Lack of leverage reduces potential equity return amplification during appreciation periods
04

Transaction Metrics

Properties were acquired for $10,750,000 against a syndicated offering price of $13,161,798 and an appraised value of $6,980,000.

Valuation ladder

Acquisition price$108.15M
Offering price$116.61M+7.8%

Cap rate spread & load

Upfront load (all-equity)6.00%equity = offering price
Acquisition Price

$108,153,437

Offering Price

$116,607,479

Appraised Value

Upfront Load

Load on Equity

Load on Offering Price

6%

Acquisition Cap Rate

Syndicated Cap Rate

Premium / Discount

Appraisal / Offering %

Less Reserves %

Strengths

  • Acquisition price of $108,153,437 secured across 4 distinct properties
  • Geographic diversification across four distinct states

Concerns

  • Spread between acquisition price and offering price reflects syndication load
05

Use of Proceeds

The $13,161,798 capital raise allocates $10,750,000 to property purchase, $1,447,798 to offering and selling fees, and $474,000 to master tenant reserves.

Total Fees & Expenses

% of offering

6.00%

All-equity offering — load on equity equals load on offering price.

Where the offering proceeds go

Net to Property$108.15M92.8%
Unallocated / other uses$8.45M7.2%

Total fees & expenses

6.00% of offering

Offering expenses

— of offering

Reserves held

— of offering

Cost of Acquisition

ItemAmount% Equity% Offering
Finance Expenses$1,0310.00%0.00%

Offering Expenses

ItemAmount% Equity% Offering
Selling Commissions$6,996,4496.00%6.00%

Strengths

  • All proceeds directly deployed to fund portfolio acquisition and standard syndication costs

Concerns

  • Upfront sales load of up to 6.0% of total equity
06

Sponsor Compensation

Sponsor compensation includes an upfront load of 6.00%, an annual asset management fee of $60,000, up to 5.00% property management fees, and a 4.00% disposition fee.

Front-end fee composition

O/O Expense Reimbursement$0.25M0.21%
Total front-end sponsor compensation$250,000 0.23% of acq. cost
O/O Expense Reimbursement

$250,000

0.21%

Total Front-end Fees

$250,000

0.23%

Strengths

  • Clear disclosure of upfront sales load and $250,000 O/O expense reimbursement

Concerns

  • Upfront 6.0% sales load reduces invested net capital base
07

Operating & Disposition Fees

Master lease payments start at $948,000 in Year 1 and escalate to $995,400 by Year 10, delivering a full-term average yield of 6.93%.

Ongoing fee rates

Strengths

  • 5.25% initial income distribution supported by 4 commercial assets

Concerns

  • Specific operating expenses and tenant-level lease expirations not disclosed
08

Comparative Analysis

67Composite

Standing

2 of 57

Blended percentile across 7 extracted metrics.

Pricing

93rd pct

Leverage

97th pct

Cost

25th pct

Ongoing

0th pct

Structure

30th pct

Percentile profile

Pricing

Year 1 distributionMin 0.00%Med 4.51%Max 6.75%5.25%93rd

Leverage

Loan termMin 1 yrsMed 10 yrsMax 36 yrs20 yrs91st
Acquisition LTVMin 0.00%Med 46.93%Max 84.00%0.00%100th
Offering LTVMin 0.00%Med 46.17%Max 77.78%0.00%100th

Cost

Selling commissionMin 0.05%Med 6.00%Max 9.75%6.00%25th

Ongoing

Structure

Hold periodMin 1 yrsMed 10 yrsMax 36 yrs20 yrs9th
Equity share of capitalMin 6.09%Med 97.50%Max 100.00%100.00%50th

Bar spans the cohort minimum (Min) to maximum (Max), labelled beneath with the cohort median (Med). Shaded band is the 25th–75th percentile, the tick is the median, and the dot is this offering.

Where the headline metrics fall in the cohort

Year 1 distribution

93rd pct

5.25%median 4.51%

Min 0.00%Med 4.51%Max 6.75%

Acquisition LTV

100th pct

0.00%median 46.93%

Min 0.00%Med 46.93%Max 84.00%

Metric-by-metric comparison

MetricThis offeringCohort median25th–75thDifferencePercentile
Year 1 distributionPricing5.25%4.51%4.40%5.00%+0.74%93rd
Acquisition LTVLeverage0.00%46.93%38.27%50.20%−46.93%100th
Offering LTVLeverage0.00%46.17%21.16%49.80%−46.17%100th
Loan termLeverage20 yrs10 yrs8.5 yrs10 yrs+10 yrs91st
Selling commissionCost6.00%6.00%5.00%6.00%+0.00%25th
Equity share of capitalStructure100.00%97.50%52.74%100.00%+2.50%50th
Hold periodStructure20 yrs10 yrs8.5 yrs10 yrs+10 yrs9th

Closest comparables

OfferingSponsorCap rateLTVDSCRLoadHoldMatch
BV Ernest Health Neuro Rehab DSTBridgeview Real Estate Exchange LLC0.00%9.97%20 yrs100%
Essential Income 12 DSTExchangeRight Real Estate, LLC3.02x5.97%99%
PG Savannah Industrial DSTPeachtree Hotel Group II, LLC7.40%0.00%9.50%98%
BR Diversified Industrial Portfolio 8 DSTBIGR Exchange 8 TRS, LLC6.32%9.45%97%
Canyon State Minerals LLCMontego Minerals9.50%96%
MCG Arden NC Multifamily DSTMadison Long Shoals Manager, LLC1.64x10.50%95%
Texas Active Living Portfolio II DSTCapital Square5.65%0.00%9.65%95%
AEI Healthcare Property VII DSTAEI Capital Corporation7.00%7.62%94%

Match score is a normalised distance across the full extracted metric set — asset type, pricing, leverage, cost and structure all weighted equally.

Figures on this page are generated from automated extraction of offering documents and may contain errors or omissions. Verify every metric against the sponsor's offering materials before relying on it for an investment decision.