GENERAL DISCLAIMER
The material contained herein does not constitute an offer to sell or a solicitation of any offer to purchase shares of stock in Noyack Logistics Income REIT, Inc. and Noyack Logistics Income REIT II, Inc. (together, “Noyack Logistics Income” or “NREIT” or the “Company”), nor shall there be any sale of such interests in any state or other jurisdiction in which such offer or solicitation would be unlawful. Offers for the sale of any such shares will only be made to investors, who meet certain suitability standards, pursuant to the Noyack Logistics Income REIT, Inc. Confidential Private Placement Memorandum (the “Memorandum”) or the Offering Circular of Noyack Logistics Income REIT II, Inc. as filed with the Securities and Exchange Commission (the “Offering Circular”), which are distributed by NREIT at the commencement, and during the course of the offering of their shares of stock. Investments in NREIT’s shares are not suitable for all investors. Investments involve a high degree of risk and should only be considered by investors who can withstand the loss of their entire investment. Prior to purchasing any such interests, prospective investors should carefully review the Memorandum and/or the Offering Circular, including the “Risk Factors” section, and any supplement thereto. Investors should perform their own investigations before considering an investment in such interests and consult their own legal and tax advisors. The information contained herein is qualified in its entirety by reference to the Memorandum.
The past performance of NREIT described herein is not indicative, nor a guaranty, of NREIT’s future results and no assurance can be given that any of NREIT’s investments will be liquidated on similar terms as those described herein or at a profit, or the amount of profit, if any. Accordingly, there is no guarantee that NREIT’s performance will be similar to the prior performance of NREIT. Any historical returns, expected returns, or probability projections may not reflect actual future performance.
While the data we use from third parties is believed to be reliable, we cannot ensure the accuracy or completeness of data provided by investors or other third parties.
Neither NOYACK nor any of its affiliates provides tax advice and does not represent in any manner that the outcomes described herein will result in any particular tax consequence. Prospective investors should confer with their personal tax advisors regarding the tax consequences based on their particular circumstances. Neither NOYACK nor any of its affiliates assumes responsibility for the tax consequences for any investor of any investment.
THIS FACT SHEET AND THE OFFERING MATERIALS (CONSISTING OF THE MEMORANDUM, THE OFFERING CIRCULAR AND RELATED DOCUMENTS) MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT. WHEN USED IN THE FACT SHEET AND THE OFFERING MATERIALS, THE WORDS “ESTIMATE,” “PROJECT,” “BELIEVE,” “ANTICIPATE,” “INTEND,” “EXPECT” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. YOU SHOULD READ THE MEMORANDUM AND/OR THE OFFERING CIRCULAR.
The information contained herein is strictly confidential and only intended for the recipient and may not be redistributed without the prior consent of NREIT. You may not disseminate, disclose or engage in any business activity based upon or otherwise use the information herein for any purpose other than an evaluation of a potential transaction described herein. You should conduct your own independent analysis of the information contained or referred to herein. Nothing contained herein is, or shall be relied upon as, a promise or representation, whether as to the past, present or future. You acknowledge and agree that NREIT and its representatives are under no obligation to accept any offer or proposal by any person or entity regarding a potential transaction.
NOTES TO RETURN PERFORMANCE COMPARISON
¹Performance data provided on each third-party issuer’s website and covers the same period through December 31, 2023. NOYACK has not separately verified the accuracy of the performance data with each third-party issuer. Actual individual investor performance may differ based on share class; past performance is historical and not a guarantee of future results.
²The 2023 net return is as of December 31, 2023, and reflects each monthly total net return from January 2023 through December 2023. The monthly total net return is calculated by adding the aggregate dividends paid, assuming amounts are reinvested, and appreciation in net asset value. All returns are net of fees.
³Represents Class T/S shares with sales charges for each respective Fund/REIT.
NOTES TO TAX ADVANTAGES
¹This example is provided for illustrative purposes only and is intended to show the likely effects of existing tax laws. There can be no guarantee that future results will be similar to the illustration provided or that NREIT will execute its investment strategy and/or investment objectives, be profitable or avoid losses. NREIT currently believes that the assumptions referenced are reasonable under the conditions, and there is no guarantee that the conditions upon which the assumptions are based will materialize or become applicable. This illustration is not a forecast, and all assumptions are conditional upon uncertainties, fluctuations and other risks, any of which may cause the applicable factual, financial and other results to be substantially different from the example provided. This assumption should not be relied on, and no assurance, representation or warranty is made that any of the assumptions will be achieved. Stockholders may also be subject to federal net investment income taxes of 3.8% and/or state income tax in the applicable state of residence, which would lower the after-tax yield received by the stockholder.
²Distribution payments from stocks or bonds are not guaranteed. NREIT may pay distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital or offering proceeds, and advances or the deferral of fees and expense reimbursements, and NREIT has no limits on such amounts it may pay from such sources.
³At this time, the 20% rate deduction to individual tax rates on the ordinary income portion of REIT distributions is set to expire on December 31, 2025.
NOTES TO PROJECTED RETURN OF INVESTMENT
¹Projected performance does not represent an actual investment and frequently has sharp differences from actual returns. Projected returns are inclusive of appreciation and reinvestment of dividends. While NREIT expects to seek a liquidity transaction in the future, there can be no assurance that an acceptable transaction will be available or that the market conditions for a transaction will be favorable during that time period. As a result, investors may be required to hold their shares beyond the projected liquidity date. Furthermore, an investment in NREIT has the potential for partial or complete loss of funds invested.
We have set out below certain Terms of Service, which govern your use of this Site. Please read this Terms of Service statement carefully before using this Site. Your use of this Site constitutes your agreement to these Terms of Service and our Privacy Policy. Noyack Logistics Income REIT, Inc. “NLI” reserves the right, in its sole discretion, to modify, alter, or otherwise change these Terms of Service at any time with or without notice. Please review the Terms of Service statement periodically for changes. Your continued use of the Site constitutes your acceptance and agreement to be bound by these changes without limitation, qualification or change. If at any time you determine that you do not accept these changes, you must immediately discontinue use of the Site.
The use of this Site is restricted to U.S. Residents with a valid social security number that are 18 years of age or older. Children under the age of 18 are not eligible to participate in the offerings on the Site.
Although NLI attempts to provide accurate information, it does not guarantee the accuracy of information found on the Site. Your reliance on information found on the Site is at your own risk. The Site, and its contents, are provided to you “as is,” without warranty of any kind, either express or implied. NLI makes no representations, express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, title, non-infringement of the rights of third parties, data accuracy, systems integration, or quiet enjoyment. NLI, its affiliates, suppliers and service providers do not warrant or make any representations regarding the use or the results of the use of the materials on this Site in terms of their timeliness, correctness, accuracy, reliability, or otherwise. While we make reasonable efforts to provide accurate and timely information, you should not assume that the information provided is always up to date or that this Site contains all the relevant information available. NLI undertakes no obligation to verify or maintain the currency of any information provided on the Site.
Under no circumstances will NLI, its affiliates, suppliers, or any others involved in creating this Site and its contents be liable for any damages or injury, including any direct, indirect, incidental, special, consequential, punitive, or other damages resulting from any circumstance involving this Site or its content (including, but not limited to, damages or injury caused by error, omission, interruption, defect, failure of performance, unauthorized use of this Site, lost data, delay in operation or transmission, breach of security, line failure, defamatory, offensive or illegal conduct of any user of this Site, or computer virus, worm, trojan horse or other harmful component), even if you have notified NLI in advance of the possibility of such damage.
The Site, and all of its contents, including but not limited to articles, other text, photographs, images, illustrations, graphics, video material, audio material, software, logos, titles, characters, names, and button icons (collectively the “intellectual property”), are protected by copyright, trademark and other laws of the United States, as well as international conventions and the laws of other countries. The intellectual property is owned or controlled by NLI or by other parties that have provided rights thereto to NLI. No portion of this Site may be reproduced, duplicated, copied, sold, or otherwise exploited for any commercial purpose that is not expressly permitted by NLI. You may browse through the Site and occasionally download small amounts of material appearing on the Site that are of personal interest to you for your personal, non-commercial use. You must keep intact all copyright, trademark and other notices contained in your personal copies. You may not reproduce or allow others to reproduce your personal copies of downloaded materials, nor may you make them available electronically. You may not save or archive a significant portion of the material appearing on the Site. You may not attempt to alter or modify the content posted on the Site. Except as expressly set forth in this paragraph, you may not copy, download, display, distribute, publish, enter into a database, perform, modify, create derivative works, transmit, post, decompile, reverse engineer, disassemble or in any way exploit any of our intellectual property or the Site itself. Other trademarks, service marks, product names, and company names or logos appearing on the Site that are not owned by NLI may not be used without express permission from their owners.
You may not use this Site for any purpose that is unlawful or prohibited by this Terms of Service statement, or cause damage on or through the Site. You promise that none of your communications with or through the Site will violate any applicable local, state, national or international law. Your access to the Site may be terminated immediately in NLI’s sole discretion, with or without notice, if you fail to comply with any provision of this Terms of Service statement.
NLI has no obligation to monitor the Site; however, you acknowledge and agree that NLI has the right to monitor the Site electronically from time to time and to disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request, to operate the Site, or to protect itself or other users of the Site.
NLI reserves the right, in its sole discretion, to modify, suspend, or terminate the Site and/or any portion thereof at any time for any reason with or without notice to you. NLI shall not be liable to you or any third party for any termination of your access to the Site.
You agree to indemnify, defend, and hold harmless NLI, its subsidiaries, agents, distributors and affiliates, and their officers, directors and employees from and against any and all claims, actions, demands, liabilities, costs and expenses, including, without limitation, reasonable attorneys’ fees, resulting from your use of the Site in a manner that violates or is alleged to violate these Terms of Service, any applicable law, or any warranty you provide herein, or otherwise arising in any way out of your use of the Site. NLI reserves the right to take exclusive control and defense of any such claim otherwise subject to indemnification by you, in which event you will cooperate fully with NLI in asserting any available defenses.
The Site may contain links to Web sites operated by third parties and may also provide third party content on our Site by “framing” or other methods. NLI does not monitor or control the content of any linked or framed sites and makes no representations regarding, and is not liable or responsible for, the accuracy, completeness, timeliness, reliability or availability of any of the content uploaded, displayed, or distributed, or products or services available at these sites. If you choose to access any third-party site or rely on information found within third party content appearing on this Site, you do so at your own risk. The presence of a link to a third-party site does not constitute or imply NLI’s endorsement, sponsorship, or recommendation of the third party or of the content, products or services contained on, or available through, this Site.
Except as described below in this Site’s Privacy Policy, any material, information or ideas you submit to this Site will be deemed a grant of a royalty free, exclusive, sub licensable (through multiple tiers) right and license to use, reproduce, cache, modify, display, publicly perform, transmit, adapt, publish, translate, create derivative works from and distribute these materials throughout the universe in any medium and through any methods of distribution, transmission and display whether now known or hereafter devised. In addition, you warrant that all publicity rights and so-called “moral rights” have been waived. If any court determines that NLI does not retain exclusive ownership of any such material, information, or ideas, then NLI retains a non-exclusive license to use them.
NLI’s practices and policies with respect to the collection and use of personally identifiable information are governed by our Privacy Policy.
If you have questions regarding the Agreement or the practices of NLI, please contact us through our website: noyacklogistics.com.
Noyack Logistics Income REIT, Inc. “NLI” is committed to maintaining strong privacy protections for our users. Please read the information below describing the steps we take to ensure the privacy of your personally identifiable information. This Privacy Policy also explains your choices for managing information preferences, including opting out of certain uses of your personal information. Should you have any questions or need assistance in exercising any of your choices under this policy, please contact us at (813) 438-6452.
By accessing noyacklogistics.com you accept our Privacy Policy and Terms of Service, and you consent to our collection, storage, use and disclosure of your personal information as outlined below.
When using noyacklogistics.com, we may collect the following information:
Contact Information: When you contact us using our online contact form, we collect the messages you send as well as the personal information you provide, such as your name, phone number, and email address.
Application Information: We require certain personal information when you apply online for an Investor account. In addition to basic details such as your name, email address, and phone number, we may require information to verify your identity, such as your social security number and driver's license number.
Log Data: When you access and use our website, we automatically record information concerning the device you are using and your activity on the Websites. This may include your device’s Internet Protocol (“IP”) address, your browser type, the types of information you search for and view on our website, locale preferences, location, identification numbers associated with your device, and your mobile carrier. If you arrived at our website by clicking on an advertisement, promotion, or search result on another website, we also take note of the web page you visited before you came to our website.
Cookies: A “cookie” is a small data file that is transferred to your device. We use cookies to collect information to study, enhance and improve the use and capabilities of our website. We also use cookies to enable certain features of our website and to preserve your preferences and customize your experience when you visit and return to our websites. In addition, we and third parties acting on our behalf also use cookies to perform certain online advertising and analytics functions (discussed further below). Most browsers provide controls whereby you can choose to block receipt of cookies, delete cookies, or to be prompted before cookies are received. Please note that, if you delete or choose not to receive cookies from our website, the functionality of the websites may be impaired.
Geo-Location Information: Many mobile devices permit applications to access real-time location-based information. [As of the effective date of this Privacy Policy, our mobile applications do not collect such information. However, we may do so in the future, with your consent, in order to enhance the features and functionality of our website and financial service offerings.] In addition, some of the information we already collect, such as IP addresses, may be used to estimate an approximate location of the device you are using to access our websites. Additional information may be collected during your use of our website, or when we communicate with you via telephone, email or other means.
If you complete the account registration process, NLI or our business partners may collect information from third parties to verify your identity and bank account information and assess risks related to your account.
We use your information to verify your identity, provide you with quality customer service, evaluate your request for an Investor account and improve our website. We may be obligated by law to retain certain communications and other information concerning you. In addition, we may retain and use communications, transaction details, and identifying information to maintain audit trails for security and anti-fraud purposes.
NLI does not share information concerning you with unaffiliated third parties for marketing purposes. However, we may use your personal information to present you with information concerning offerings that may be of interest to you, via email.
Please note, the receipt of marketing communications via email is voluntary. If you do not wish to receive these communications, you may opt out at any time. To opt out please follow the steps below or contact us at (813) 438-6452 for assistance. If you choose to opt-out, you will continue to receive administrative emails from us.
We disclose information concerning you as necessary to run our everyday business, such as in connection with the movement of funds. We also may disclose information concerning you if required to do so by law or if we believe that such action is necessary to comply with a legal obligation.
Like many website operators, we use services offered by third parties (including, but not limited to, Google, Twitter, and Facebook) to advertise on third-party websites based on search terms used by you and your visits to our website. We also receive relevant history and website usage information and information about your receipt and use of marketing emails from us collected by those third parties, including search terms that direct visitors to our website, and we use that information to improve our website and for our own marketing purposes. Those third parties use cookies, web beacons, pixels, or similar technology to provide these services to us and to serve ads and customize search results based in part on your visits to our website. You can set preferences for Google services using the Google Ad Settings page, and you can opt-out of Google Analytics’ use of data by installing a browser ad-on available here [add link]. You can find information concerning personalized ads delivered by Twitter, as well as an opt-out from interest-based advertising, here [add link]. Other tools for opting out of targeted advertising are the Network Advertising Initiative (NAI) Opt-Out Page and the Digital Advertising Alliance (DAA) Consumer Choice Tool. Note that if you opt-out on the NAI page, or using the DAA tool, you will still see advertisements when you browse the Internet, but those advertisements may be less tailored to you and your interests. Currently, various Internet browsers offer a “do not track” or “DNT” option that uses a DNT header to indicate the DNT preference setting on the browser. Because standards for DNT continue to evolve, we do not currently respond to browsers’ DNT signals with respect to our website. We do not track your activity over time and across different websites or online services. The third parties that collect data through our website and marketing emails may combine the data with other information they collect about your online activities over time, on other devices, and on other websites or apps, if those websites and apps also use the same third parties. We do not permit third parties to collect information from our website for other websites or for their own purposes, except on a limited basis in connection with the analytics and advertising discussed in the preceding paragraph.
NLI is committed to maintaining the security of your information. When you supply information to us through our website, we use TLS (Transport Layer Security) or SSL (Secure Socket Layer) protocols to secure the transmission of information. Once we receive information, we store and protect it using industry-standard firewalls and other technology. Please remember, though, that no method of electronic transmission or storage is 100% secure.
The NLI website is not intended for use by children under the age of 13. In order to use our services, you must be 18 years of age or older.
Customers can opt out of receiving marketing solicitations by emailing us at https://noyacklogistics.com/contact/
We may need to make changes to our Privacy Policy from time to time, to reflect changes to our website or services, to accommodate new technology or legal requirements and guidelines. We will notify you of significant changes to our Privacy Policy by sending a notice to the primary email specified in your account. Significant changes will go into effect 30 days following such notification. Any immaterial changes or clarifications will go into effect immediately. We urge you to periodically check the website for updates.
NOYACK Logistics Income REIT operates a website at noyacklogistics.com.
By using the Platform, you accept our Terms of Service and Privacy Policy.
Past performance is no guarantee of future results. Any historical returns, expected returns, or probability projections may not reflect actual future performance. All securities involve risk and may result in partial or total loss.
Neither NOYACK nor any of its affiliates provide tax advice and do not represent in any manner that the outcomes described herein will result in any particular tax consequence.
Prospective investors should confer with their personal tax advisors regarding the tax consequences based on their particular circumstances.
Neither NOYACK nor any of its affiliates assume responsibility for the tax consequences for any investor of any investment.
THE OFFERING MATERIALS MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS “ESTIMATE,” “PROJECT,” “BELIEVE,” “ANTICIPATE,” “INTEND,” “EXPECT” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. YOU SHOULD READ THE OFFERING CIRCULAR
Full Disclaimer: The material contained herein does not constitute an offer to sell or a solicitation of any offer to purchase shares of stock in NOYACK Logistics Income REIT, Inc. (“NLI”), nor shall there be any sale of such interests in any state or other jurisdiction in which such offer or solicitation would be unlawful. Offers for the sale of any such shares will only be made to investors, who meet certain suitability standards, pursuant to the NOYACK Logistics Income REIT, Inc. Confidential Private Placement Memorandum (the “Memorandum*), which will be distributed by NLI at such time, if any, as it commences the offering of its shares of stock. Investments in NLI’s shares are not suitable for all investors. Investments involve a high degree of risk and should only be considered by investors who can withstand the loss of their entire investment. Prior to purchasing any such interests, prospective investors should carefully review the Memorandum, including the “Risk Factors” section, and any supplement thereto. Investors should perform their own investigations before considering an investment in such interests and consult their own legal and tax advisors. The information contained herein is qualified in its entirety by reference to the Memorandum. The past performance of NLI’s affiliates described herein is not indicative, nor a guaranty, of NLI’s future results and no assurance can be given that any of NLI’s investments will be liguidated on similar terms as those described herein or at a profit, or the amount of profit, if any. Accordingly, there is no guarantee that NLI’s performance will be similar to the prior performance of affiliates of NLI. The information contained herein is strictly confidential and only intended for the recipient and may not be redistributed without the prior consent of NLI. You may not disseminate, disclose or engage in any business activity based upon or otherwise use the information herein for any purpose other than an evaluation of a potential transaction described herein. You should conduct your own independent analysis of the information contained or referred to herein. Nothing contained herein is, or shall be relied upon as, a promise or representation, whether as to the past, present or future. You acknowledge and agree that NLI and its representatives are under no obligation to accept any offer or proposal by any person or entity regarding a potential transaction. While NLI expects to seek a liquidity transaction, there can be no assurance that an acceptable transaction will be available or that the market conditions for a transaction will be favorable during that time period. As a result, investors may be required to hold their Shares beyond the projected liquidity date. Private securities offerings are not registered with the SEC and are considered highly speculative. An investment in private securities is speculative, involves a high degree of risk and may result in the loss of your entire capital contribution.