SEC filing record
Primary Source · SEC.gov

FREP III Institutional REIT, L.L.C.

2021 vintageRule 506(b), Section 3(c), Section 3(c)(7)Filing record

Built from the SEC filing index the day the filing landed. The figures below are the issuer's own from Form D; AltStreet's analysis, sponsor link and data flags follow when the entity is enriched.

Raised

$125K

Investors

125

Min Invest

$1,000

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

FREP III Institutional REIT, L.L.C. is a Delaware limited liability company that filed a Form D with the SEC on January 26, 2021 in the REITS and Finance industry group. The offering claims Rule 506(b), Section 3(c), Section 3(c)(7) and covers equity. FREP III Institutional REIT, L.L.C. reported $125,000 sold from 125 investors of a $125,000 total offering as of the Form D filed January 26, 2021. The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $1,000. The Form D names Charles Harrison (CRD 3071551), associated with H & L Equities, LLC; Lori Mayfield (CRD 4899271), associated with H & L Equities, LLC; Patrick Whelchel (CRD 5389090), associated with H & L Equities, LLC; Scott Harrison (CRD 4981070), associated with H & L Equities, LLC and 1 other as recipients of sales compensation soliciting in FL, GA, TX. The issuer's address of record is C/O Frep Iii Gp, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, CA 94111.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001840316
Entity NameFREP III Institutional REIT, L.L.C.
ExemptionRule 506(b), Section 3(c), Section 3(c)(7)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Liability Company
Jurisdiction of OrganizationDelaware
Issuer AddressC/O Frep Iii Gp, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, CA 94111
Phone(415) 421-2132
Industry / Fund TypeREITS and Finance
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypeEquity
First Sale DateJanuary 20, 2021
Filing DateJanuary 26, 2021
Accession Number0001817606-21-000002
Total Offering Amount$125,000
Total Amount Sold$125,000
Amount Remaining$0
Total Investors125
Non-Accredited InvestorsNone
Minimum Investment$1,000
Offering DurationOne year or less
Revenue RangeDecline to Disclose
State (Issuer Address)CA
Amendment CountOriginal filing only

Filings on Record

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In the Terminal

Filing events

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Statements extracted

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none on file

NAV prints

0

none on file

Offering chains

1

closed

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Fund family Part of the FREP Institutional REIT family: 3 vehicles across 3 generations · full family and the filing behind each link in the terminal

Investor

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Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

FREP III GP, L.L.C.

Executive Officer · San Francisco, CA

Manager of the Issuer

Richard B. Fried

Executive Officer · San Francisco, CA

Manager of the Manager

Andrew J.M. Spokes

Executive Officer · San Francisco, CA

Senior Manager of the Manager

Mark C. Wehrly

Executive Officer · San Francisco, CA

Manager of the Manager

Michael B. Fisch

Executive Officer · San Francisco, CA

Manager of the Manager

Rajiv A. Patel

Executive Officer · San Francisco, CA

Manager of the Manager

David A. Posner

Executive Officer · San Francisco, CA

Manager of the Manager

Colby T. Clark

Executive Officer · San Francisco, CA

Manager of the Manager

Cameron T. Hillyer

Executive Officer · San Francisco, CA

Manager of the Manager

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

Charles HarrisonCRD 3071551 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Lori MayfieldCRD 4899271 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Patrick WhelchelCRD 5389090 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in GA

Scott HarrisonCRD 4981070 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in FL, GA, TX

Charles MathesCRD 5980160 on BrokerCheck

Associated broker-dealer: H & L Equities, LLC (CRD 113794) · Atlanta, GA · Soliciting in GA, TX

Questions About FREP III Institutional REIT, L.L.C.

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is FREP III Institutional REIT, L.L.C.?

FREP III Institutional REIT, L.L.C. is a Delaware limited liability company that filed a Form D with the SEC on January 26, 2021 in the REITS and Finance industry group. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of equity.

Is FREP III Institutional REIT, L.L.C. legit?

AltStreet does not rate legitimacy; it reports the public record. FREP III Institutional REIT, L.L.C. filed a Form D with the SEC on January 26, 2021 claiming Rule 506(b), Section 3(c), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $125,000 sold to 125 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is FREP III Institutional REIT, L.L.C. registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that FREP III Institutional REIT, L.L.C. claimed Rule 506(b), Section 3(c), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has FREP III Institutional REIT, L.L.C. raised?

FREP III Institutional REIT, L.L.C. reported $125,000 sold from 125 investors of a $125,000 total offering as of the Form D filed January 26, 2021.

Who can invest in FREP III Institutional REIT, L.L.C.?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $1,000.

What is the minimum investment in FREP III Institutional REIT, L.L.C.?

The Form D lists $1,000 as the minimum investment accepted from any outside investor as of January 26, 2021. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling FREP III Institutional REIT, L.L.C. and how are they paid?

The Form D names Charles Harrison (CRD 3071551), associated with H & L Equities, LLC; Lori Mayfield (CRD 4899271), associated with H & L Equities, LLC; Patrick Whelchel (CRD 5389090), associated with H & L Equities, LLC; Scott Harrison (CRD 4981070), associated with H & L Equities, LLC and 1 other as recipients of sales compensation soliciting in FL, GA, TX.

Who is behind FREP III Institutional REIT, L.L.C.?

The Form D lists 9 related persons: FREP III GP, L.L.C., executive officer (Manager of the Issuer); Richard B. Fried, executive officer (Manager of the Manager); Andrew J.M. Spokes, executive officer (Senior Manager of the Manager); Mark C. Wehrly, executive officer (Manager of the Manager); Michael B. Fisch, executive officer (Manager of the Manager); Rajiv A. Patel, executive officer (Manager of the Manager); David A. Posner, executive officer (Manager of the Manager); Colby T. Clark, executive officer (Manager of the Manager), and 1 more. Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is FREP III Institutional REIT, L.L.C. located?

The issuer's address on its SEC filings is C/O Frep Iii Gp, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, CA 94111. Its phone number of record is 415-421-2132. It is organized under the laws of Delaware.

How long is the FREP III Institutional REIT, L.L.C. offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open, and no amendment is on record yet.

What is FREP III Institutional REIT, L.L.C.'s revenue?

The issuer declined to disclose its revenue range on the Form D, which the form permits.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.