An Expanding Portfolio of Investments April 2019
An Expanding Portfolio of InvestmentsApril 2019
2Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
IMPORTANT DISCLOSURES
No Offer. This material is being provided for information and discussion purposes only, is qualified in its entirety by the information included in the confidential offering documents of MG3 REIT, LLC (the “Fund”)and is not intended to be, nor should it be
construed or used as investment, tax or legal advice, any recommendation, or an offer to sell, or a solicitation of any offer to buy, an interest in any security, including an interest in the Fund or , any other private investment vehicle managed by MG3
Developer Group, LLC (the “Sponsor” or “MG3”), MG3 Fund GP, LLC (the “Manager”), the manager of the Fund, MG3 Advisors, LLC (the “Investment Manager”), a wholly-owned subsidiary of MG3, which provides asset and investment management
services to the Fund and a subsidiary Delaware limited partnership through which the Fund will own substantially all its assets (the “Operating Partnership” or “OP”), and/or any of their respective affiliates. Any offer or solicitation of an investment in the
Fund may be made only by delivery of the Fund’s Confidential Private Placement Memorandum (the “Memorandum”) to qualified investors. Prospective investors should rely solely on the Memorandum in making any investment decision. An investment in
the Fund is not suitable for all investors and includes substantial risk, including loss of principal. This presentation has not been prepared for any particular investor or client or necessarily for any particular type of investor or client.
No Guarantees. Any descriptions involving investment process, models, statistical analysis, investment strategies, and styles are provided for illustration purposes only, may not be fully indicative of future investments, and are not intended to reflect actual
performance or to project performance. Investments for the Fund are selected by, and will vary in the sole discretion of, the Investment Manager and are subject to availability and market conditions, among other things. No representation is made that the
Investment Manager’s or the Fund’s risk management, investment process or investment objectives will or are likely to be achieved or successful or that the Fund or any of its investments will make any profit or will not sustain losses.
Performance. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. The Fund has not commenced operations and has no operating history. Unless otherwise indicated, performance results are net of applicable fees and expenses and
presume reinvestment of income. No representation is made that the Fund or underlying investment will make any profit or will not sustain losses, including the full loss of investor principal. Fund portfolio allocations are selected by, and will vary in the sole
discretion of the Investment Manager and are subject to availability and market conditions, among other things.
Target Returns. Fund, portfolio or return targets or objectives are used for illustration, measurement or comparison purposes and only as an aid or guideline for prospective investors to evaluate a particular investment program’s investment strategies and
accompanying information. Such targets or objectives reflect subjective determinations by the Investment Manager based on a variety of factors, including, among others, investment strategy, prior performance of similar products and strategies (if any),
volatility measures, risk tolerance and market conditions. Performance may fluctuate, especially over short periods. Targeted returns should be evaluated over the time period indicated and not over shorter periods. Targeted returns are not intended to be
actual performance and should not be relied upon as an indication of actual or future performance.
Forward-Looking Statements. Any assumptions, assessments, intended targets, statements or the like (collectively, “Statements”) regarding future events or which are forward-looking constitute only subjective views, outlooks, estimations or intentions,
are based upon the Manager’s expectations, intentions or beliefs, should not be relied on, are subject to change due to a variety of factors, including fluctuating market conditions and economic factors, and involve inherent risks and uncertainties, both
general and specific, many of which cannot be predicted or quantified and are beyond the Investment Manager’s or the Fund’s control. Future evidence and actual results (including actual composition and investment characteristics of Fund portfolios) could
differ materially from those set forth in, contemplated by, or underlying these Statements. In light of these risks and uncertainties, there can be no assurance and no representation is given that these Statements are now or will prove to be accurate or
complete in any way. The Investment Manager undertakes no responsibility or obligation to revise or update such Statements.
Projections. Although the projections presented herein are presented with numerical specificity, these projections are not factual. The projections are based on variables and assumptions that were deemed to be reasonable as of the date when the
projections were finalized. These assumptions are inherently uncertain and may be beyond the control of the Manager, the Investment Manager or the Fund. Important factors that may affect actual results and cause the Fund to fail to meet the projections
include, but are not limited to, risks and uncertainties described or referenced under the section entitled “Risk Factors” in the certain Private Placement Memorandum of the Fund. There can be no assurance that the projections will be realized or that the
Fund’s future financial results will not materially vary from the projections. By including the projections in these materials, none of the Manager, the Investment Manager or the Fund make any representation to any person regarding the ultimate performance
of the Fund or that any projected results will be achieved.
Descriptions of Process. Any descriptions or information involving investment objectives or criteria, investment process, or investment strategies are provided for illustration purposes only, may not be fully applicable to the Fund, may not be fully indicative
of any present or future investments, may be changed in the discretion of the Manager or its affiliates and are not intended to reflect actual performance or to project performance.
Risks. This information is as of the date(s) indicated, is not complete, is subject to change, and does not contain material information regarding the Fund, including specific information relating to an investment in the Fund and related important risk
disclosures. Before making any investment, an investor should thoroughly review the Memorandum to determine whether an investment is suitable for such investor. An investment in the Fund may involve a high degree of risk and volatility including,
without limitation, risk of adverse or unanticipated market developments, currency and exchange rate risks, risk of broker or bank failure or counterparty or issuer default, and risk of illiquidity.
Information from Third Parties. Certain information has been provided by and/or is based on third party sources and although believed to be reliable has not been independently verified and its accuracy, timeliness or completeness cannot be
guaranteed.
Confidentiality. This information is confidential, is the property of the Investment Manager, is intended only for intended recipients and their authorized agents or representatives and may not be distributed to any other person without our prior
written consent.
3Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
WHAT IS A REIT?
Description of REIT investment process is provided for illustration purposes only. This illustration may not be fully indicative of any present or future investment of the Fund.
Please see “Important Disclosures” for more information.
A REIT is a “real estate investment trust”. A REIT is a company that qualifies for special treatment for federal income tax purposes because it
derives most of its income from real estate-based sources and makes a special election under the Internal Revenue Code. The Fund intends to
operate as a REIT.
A corporation that qualifies as a REIT generally is not subject to federal corporate income taxes on its income and gains that it distributes to its
stockholders, substantially eliminating the “double taxation” of corporate income.
Qualified business income distributed by a REIT to its shareholders is eligible for the 20% “passthrough deduction” under section 199A of the
Internal Revenue Code. The passthrough deduction reduces the maximum federal income tax rate applicable to individual shareholders on this
income from 37% to 29.6% (not taking into account the 3.8% surtax on net investment income).
Investors Assets
Invest in Shares
Distributions
REITs
Acquisitions and/or
Capital Investments
Rental Income from
Tenant Rents or
Interest Payment
4Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
Potential for recurring cash flow,
appreciation, and intrinsic value - all
wrapped into one.Real estate is one of the few investments that may provide recurring
cash flow and appreciation potential while being historically less volatile
than other assets such as public equities.
The potential recurring cash flow is expected to come from leases, which
depending on the asset class, can be long-term contracts creating the
potential a source of predictable income. Pair that with the potential
appreciation from rents and land values increasing over time, and the
underlying value of the raw materials with which properties are built, and
you’ve got an investment that may deliver a compelling combination of
return and risk.
RECURRING CASH FLOW POTENTIAL
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information
Equally important, REITs may
also be a suitable choice for
investors seeking:
Capital Preservation
Expected Monthly Income
Growth Potential
5Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
POTENTIAL BENEFITS OF INVESTING IN THE FUND
Advantages
of the Fund
Seek to generate secure
income by long-leases (1)
Portfolio
Diversification
Redemption Program
Professional
Management
Audited Financials Potential Tax Advantages
(1) Depending on the assets class..
6Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
COMPANYBACKGROUND
MG3 Developer Group, LLC (“MG3”)
A vertically integrated private real estate
company with expertise in investment
management, property management,
development, design, construction, leasing,
and financing.
Since 2003, MG3 has developed
Our strategy of specializing in educational projects complements
our planned future diversification across our key segments.
Our strategy may allow us to develop greater depth of knowledge in
our chosen segments while still benefiting from portfolio diversity
and attempt to limit investment down-side in the case of recession.
34educational projects
throughout Florida
Student stations
38,000Square feet
2,250,000Assets under
management
$540M
MG3 has developed schools, multifamily, high-end single-family
gated communities, governmental DEA facilities, luxury single-
family homes, office buildings and assisted living facilities.
7Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
z
SENIOR LEADERSHIP
MARCELO SAIEGHPrincipal
GUSTAVO BOGOMOLNIPrincipal and Certified General Contractor
HERNÁN LEONOFFPrincipal
Marcelo Saiegh facilitates company growth by overseeing
the fiscal health of MG3. With a strong background in commercial
finance, he provides strategic and financial leadership to the
organization through the oversight and development
of the accounting, tax, financial reporting and analysis,
and treasury functions.
Gustavo Bogomolni leads all MG3 development and construction
projects and during his tenure with the company has overseen the
execution of over $700 million in construction projects, ranging
from ground-up development and value creation to customized
tenant interiors.
Hernán Leonoff has extensive experience in real estate investment,
management, market analysis and business development.
Marcelo also provides strategic leadership and management
support to the company’s information technology department,
and co-leads re-development and expansion initiatives
for existing portfolios.
Prior to joining MG3, Marcelo led one of the most successful
textile companies in Argentina and spent more than decade in
real estate investment.
He earned his degree in Marketing and Business Administration
from ORT in Argentina.
He is responsible for business planning, budgeting and operational
activities, and is the pre-planning and pre-construction lead,
responsible for complete delivery chain management.
He reviews all capital construction projects for MG3’s portfolio
of assets. Prior to joining MG3, he led one of Argentina’s most
prominent custom home construction firms, managing the full
development process, from land acquisition to construction to
sales, and was in charge of the construction of more than 800
single-family homes and five condominium developments.
He earned his degree in Construction Engineering from
Universidad Tecnólogica Nacional, and his degree in Marketing
from ORT, both in Argentina. Gustavo is a Certified General
Contractor with the State of Florida.
His broad scope of responsibilities for MG3 includes the
management of new investment initiatives, execution of real estate
transactions, and expanding the company’s investment platform
through acquisitions, as well as the strategy, sourcing, analysis
and development of new opportunities.
Hernán supervises the management of existing properties,
oversees operations, including funding new developments
and lease renewals for existing and new assets, and co-leads
re-development and expansion initiatives for existing portfolios.
In addition to his real estate investment experience,
Hernán is part of long line of entrepreneurs, who built one
of the largest and most renowned chain of retail optical stores
in Argentina over four generations.
From an early age, he was involved in all aspects of the family
business and has played a critical role in maintaining and growing
the family legacy.
Public Charter Schools
9Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DRIVEN BY PARENTAL DEMAND FOR CHOICEOVER 20 YEARS OLD AND GROWING STRONG
3.2M students growing at 12% CAGR
Started in 1992
7,000 schools growing at 7% CAGR
Waiting list of over 1M students
Currently adopted in 44 states and D.C.
0
2,000
4,000
6,000
8,000
NUMBER OF PUBLIC CHARTER SCHOOLS
NUMBER OF PUBLIC CHARTER SCHOOL STUDENTS
0
1,000,000
2,000,000
3,000,000
Source: NAPCS National Alliance for Public Charter Schools
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information.
10Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
SCHOOL CHOICE FAMILY PROFILE
Parents who want an
alternative to traditional
public schools drive
demand for Charter
Schools
Improves Academic Outcomes
and Saves Taxpayers Money (1)
(1) Source Foundation for Economic Education.
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information.
Charter School Trends
12Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
CHARTER SCHOOL TRENDS
More than 1 million student names
are on charter school waiting lists. (1)
Approximately 3.2 million students now attend
public charter schools, more than 5.82%
of the total number enrolled in public schools. (1)
Num
ber o
f Stu
dents
(Millio
ns)
7000
6000
5000
4000
3000
2000
1000
0
3.5
3
2.5
2
1.5
1
0.5
020182000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017
Num
ber
of
Schools
Number of Schools Number of Students
(1) Source: NAPCS National Alliance for Public Charter Schools
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information.
13Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
CHARTER SCHOOL TRENDS
25
0
20
10
5
2005 2010 20352030202520202025
Current
Levels
Moderate 27%High 38% Low 22%
If current trends continue, charter schools will
educate 20-40 percent of all U.S. public school
students by 2035
590
364
297
252
165142
115 113
81 81 73 66 61 57 54 50 43 42 40 37 34 33 32 29 25 30
0
100
200
300
400
500
600
700
Numbers of New Schools Opened, by State (2011-2017)
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information.
Source: Analysis conducted by Neerav Kingsland Source: NAPCS National Alliance for Public Charter Schools
14Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
CHARTER SCHOOL TRENDS
Number of New Public Charter Schools & Students2016-2017
State New Charter Schools Additional Students
California 65 31,515
Texas 47 33,710
Florida 36 21,140
Arizona 20 1,880
New York 16 14,100
Colorado 15 6,035
Louisiana 10 3,208
Arkansas 9 846
Tennessee 9 9,867
Utah 9 3,740
North Carolina 7 13,637
117,040
137,196
154,780
179,940
203,240
229,428
251,282
270,974
283,755295,814
0
50000
100000
150000
200000
250000
300000
350000
2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18
Florida PK-12 Enrollment in Charter Schools
There can be no guarantee that historical trends will continue and a change in such trends is likely to significantly impact the performance of the Fund and its underlying investments. Past performance is not indicative of future results.
Please see “Important Disclosures” for more information.
Source: Florida Department of Education Source: NAPCS National Alliance for Public Charter Schools
Portfolio
Information provided in this section with respect to the Portfolio Properties indicated herein are
current as of March 31, 2019. The information provided herein is for illustration purposes only,
may not represent all investments that were made by the Fund, may not be fully indicative of
future investments of the Fund, and are not intended to reflect actual performance or to project
performance. Additionally, there can be no guarantee that similar investment opportunities will be
available in the future, or that, if available, the MG3, the Manager, the Investment Manager, or
the Fund will be able to take advantage of such opportunities. It should not be assumed that
investments made in the future will be comparable in quality or performance to the investment
described herein. Past performance is not indicative of future results. Please see “Important
Disclosures” for more information.
16Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
PORTFOLIO
Bell CreekAcademy
Total lot size
±10.22 acres
Rentable building area
73,197 SF
13221 Boyette Rd. | Riverview, FL 33569
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PORTFOLIO
Total lot size
±9.2 acres
Rentable building area
54,778 SF
9659 W. Waters Ave | Tampa, FL 33635
Hillsborough Academy of Math and Science
18Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
PORTFOLIO
Total lot size
±10.62 acres
Rentable building area
74,196 SF
2251 E Mowry Drive | Homestead, FL 33033
Everglades Preparatory Academy
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PORTFOLIO
Total lot size
±10.6 acres
Rentable building area
122,175 SF
2025 McKinley St. | Hollywood, FL 33020
Avant Garde Academy Broward
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PORTFOLIO
Orange County Prep Academy
Total lot size
±9.75 acres
Rentable building area
67,663 SF
10250 University Dr. | Orlando , FL 32817
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PORTFOLIO
Total lot size
±13.1 acres
Rentable building area
95,469 SF
6309 S. US Highway 301 | Riverview, FL 33578
Bridge Prep Academy of Riverview
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PORTFOLIO
Total lot size
±4.60 acres
Rentable building area
29,540 SF
5710 La Costa Dr. | Orlando, FL 32807
Bridge Prep Academy Orange County, Inc
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PORTFOLIO
Total lot size
±10.0 acres
Rentable building area
103,070 SF
6400 Atlantic Blvd. | Jacksonville, FL 32211
Bridge Prep Academy of Duval
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PORTFOLIO
Total lot size
±12.80 acres
Rentable building area
40,386 SF
3161 Santa Barbara Blvd. | Naples, FL 34116
BridgePrep Academyof Collier
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PORTFOLIO
Rentable building area
52,960 SF
Total lot size
±6.53 acres
1725 N. Commerce Parkway | Weston, FL
ChangeHealthcare Weston Headquarters
Parking Spaces
250
Development Team Experience
Properties referenced herein represent completed development projects in which MG3 or an
affiliate thereof invested, developed or re-developed. Such properties may include Portfolio
Properties of the Fund as well as investments that are not and will not be investments of the
Fund. MG3’s past projects serve to demonstrate the prior experience of MG3’s team. The
information provided herein is for illustration purposes only, may not be fully indicative of
future investments of the Fund, and is not intended to reflect actual performance or to project
performance or results. Additionally, there can be no guarantee that similar investment
opportunities will be available in the future, or that, if available, the MG3, the Manager, the
Investment Manager, or the Fund will be able to take advantage of such opportunities. It
should not be assumed that investments made in the future will be comparable in quality or
performance to the investments described herein. Past performance is not indicative of
future results. Please see “Important Disclosures” for more information.
27Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DEVELOPMENT TEAM EXPERIENCE
Imagine School at
Boynton Beach, FL
Imagine School at
Broward Coral
Springs, FL
Renaissance Charter
School at Coral
Springs, FL
Sarasota School
of Arts Sarasota, FL
Renaissance Charter
School at Cooper
City, FL
Renaissance
Charter School
at Plantation, FL
28Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DEVELOPMENT TEAM EXPERIENCE
Renaissance Charter
School at Tamarac, FL
Kids Community
College at
Tampa, FL
Pinellas Academy
of Math and Science
Largo, FL
International
Bachelorette School
at Tampa
Championship
Academy of Distintion
Davie, FL
Miami Arts Charter
School Homestead, FL
29Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DEVELOPMENT TEAM EXPERIENCE
Renaissance
Charter School &
Bright Horizons Day
Care Wellington, FL
Renaissance Charter
School at Central
Palm, FL
Renaissance Charter
School at Goldenrod
Orlando, FL
Independence
Academy Charter
School Tampa, FL
Independence
Academy Charter
School Tampa, FL
Bridge Prep Academy
at Palm Beach, FL
30Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DEVELOPMENT TEAM EXPERIENCE
Miami Arts Charter
School Wynwood
Miami, FL
Toras Emes Academy
of Miami, FL
Yeshiva Toras Chaim
North Miami Beach, FL
Residence Golden
Beach, FL
Residence Golden
Beach, FL
Residence Golden
Beach, FL
31Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
DEVELOPMENT TEAM EXPERIENCE
Havana Towers Miami, FL Assisted Living Facility at Davie, FLThe Preserve at Emerald Hills
Hollywood, FL
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INVESTMENT STRUCTURE
Real Estate Real Estate Real Estate
LLC LLC LLC
1 2 3
OP
Investors
General Partner
The Fund has not yet held its initial closing. The structure and terms of the Fund are subject to further change.
33Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
NEW TAX ACT MAY PROVIDE SUBSTANTIAL TAX SAVINGS TO FUND INVESTORS SHAREHOLDERS
The Tax Cuts and Jobs Act (TCJA)
provides substantial potential tax savings
to REIT investors.
Qualified business income distributed by a REIT to its
shareholders is eligible for the 20% “passthrough deduction”
under section 199A of the Internal Revenue Code. The
passthrough deduction reduces the maximum federal
income tax rate applicable to individual shareholders on this
income from 37% to 29.6% (not taking into account the 3.8%
surtax on net investment income).
The hypothetical example presented and any description of process are provided for illustration purposes only, may not be fully applicable to the Fund, may not be fully indicative of any present or future results of an investment in the Fund, may be changed
without notice and will be outside the control of MG3, the Manager, the Investment Manager, the Fund and their respective affiliates. Accordingly, investors should not place undue reliance on this illustrative example as an indicator of current or future
economic results or value to the Fund. Past performance is not indicative of future results. Please see “Important Disclosures” for more information.
Comparison of Investment in Rental Real
Estate through a Partnership vs. a REIT
Example REIT investmentInvestment in a Partnership
With Rental Real EstateInvestments in a REIT
Investment $100,000 $100,000
Pre-Tax Ordinary
Distribution$7,000 $7,000
Effective Income
Tax Rate37.0% 29.6%
Tax $2,590 $2,072
After Tax Income $4,410 $4,928
After Tax Yield 4.4% 4.93%
Please check with your individual advisor to determine how your individual tax profile is affected
The hypothetical does not take into account the 3.8% Medicare tax on net investment income or any
applicable state and local taxes
*REIT investments included in the TCJA definition of qualified business income, with qualified cooperative
dividends and qualified publicly traded partnership income specifically identified
34Copyright © MG3 Developer Group LLC. 2019. All Rights Reserved
2980 NE 207th Street, Suite 603, Aventura, Florida 33180
(954) 929 5229
(954) 929 5226
www.mg3reit.com