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Belpointe PREP, LLC

CIK: 18070462 Annual ReportsLatest: 2025-03-31

10-K / March 31, 2025

Revenue:$2,680,000
Income:-$23,856,000

10-K / March 29, 2024

Revenue:$2,254,000
Income:-$14,400,000

10-K / March 31, 2025

Company Overview Summary

Business Focus

  • Primary Business: Real estate investment and management within Qualified Opportunity Zones (QOZs) across the United States.
  • Specialization: Identification, acquisition, development, redevelopment, and management of commercial and mixed-use properties.
  • Asset Composition: At least 90% of assets are qualified opportunity zone property.
  • Investment Types:
    • Residential: Multifamily, student housing, senior living
    • Commercial: Healthcare, industrial, self-storage, hospitality, office, data centers, solar projects
    • Other Assets: Commercial real estate loans, mortgages, debt and equity securities issued by real estate-related companies
    • Private equity acquisitions and opportunistic investments in other Qualified Opportunity Funds and businesses.

Corporate Structure

  • Legal Entity: Delaware limited liability company (Belpointe PREP, LLC).
  • Tax Classification: Partnership for U.S. federal income tax purposes.
  • Management: Externally managed by Belpointe PREP Manager, LLC (an affiliate of Sponsor), which handles day-to-day operations, investment decisions, portfolio management, investor relations, and administrative tasks.
  • Sponsor: Belpointe, LLC, based in Greenwich, Connecticut, with extensive experience in real estate, wealth management, legal, and real estate services.

Key Operations

  • Assets Under Management: As of December 31, 2024:
    • 17 Qualified Opportunity Zone investments in three states.
    • Total gross offering proceeds: approximately $357.3 million (including prior offerings by Belpointe REIT).
  • Units Outstanding (as of March 28, 2025):
    • 3,668,388 Class A units
    • 100,000 Class B units
    • 1 Class M unit
  • Market Listing:
    • Class A units are publicly traded on NYSE American under the symbol "OZ".
    • Market value of Class A units held by non-affiliates (as of June 30, 2024): approximately $194,332,491.

Investment Portfolio Highlights

  • Developments and Properties:
    • Aster & Links: Mixed-use development in Sarasota, FL, including 424 luxury residential units and 51,000 sq ft retail space (anchored by Sprouts).
    • Viv (St. Petersburg, FL): Approximately 269 residential units, 15,500 sq ft retail, 72% complete as of Dec 2024.
    • 1701 & 1710 Ringling Blvd (Sarasota, FL): Office buildings, redevelopment planned.
    • Various land parcels: in Nashville, Tennessee, Connecticut, and Florida for potential mixed-use, residential, or commercial development.
    • Other Assets: Retail, office, industrial properties and land for future development.

Financial Aspects (2024)

  • Revenue (2024): ~$2.68 million in rental revenue.
  • Net Loss (2024): ~$23.86 million attributable to Belpointe PREP, LLC.
  • Operating Income: Negative in 2024, primarily due to property development costs, property expenses, interest, depreciation, and impairment charges.
  • Expenses: Significant costs include property expenses, management fees, interest expense, depreciation, and impairment losses.
  • Funding & Borrowings:
    • Construction loans and mezzanine loans for development projects.
    • Leverage targeted between 50-70% of property value or costs.
    • Outstanding loans at end 2024 include $97.5 million on the Sarasota project and smaller amounts on other properties.

Strategic Approach

  • Focused on acquiring, developing, and redeveloping properties in qualified opportunity zones.
  • Uses leverage to enhance investment scope.
  • Seeks to generate long-term capital appreciation and cash distributions.
  • Engages in joint ventures with affiliates of Sponsor, Manager, and independent partners.
  • Actively manages property development projects including Sarasota’s Aster & Links and other mixed-use projects.

Additional Details

  • Units Class Rights: Class A units are voting units; Class B units provide economic interest; Class M unit has special voting rights.
  • Management & Fees: Annual management fee of 0.75% based on NAV; potential for termination or change of management subject to agreement terms.
  • Market & Liquidity: Class A units are traded publicly; market liquidity risk exists, and NAV can fluctuate.
  • Regulatory & Tax: Qualified as a partnership—benefits from favorable tax treatment for investors; risk of losing partnership status exists.
  • Risk Factors: Market, economic, interest rate, development, and legal risks specific to real estate and joint ventures.

Note: The company does not report specific customer numbers, employee counts, or revenue/profit figures beyond the details provided. The focus remains on its property portfolio, investment activities, and financials as of December 31, 2024.