UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________

FORM 1-U

CURRENT REPORT

Pursuant Regulation A of the Securities Act of 1933

April 8, 2019

(Date of Report (Date of earliest event reported))

FUNDRISE INCOME EREIT II, LLC

(Exact name of registrant as specified in its charter)

Delaware	61-1775114
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1601 Connecticut Ave., Suite 300, Washington, DC	20009
(Address of principal executive offices)	(ZIP Code)

(202) 584-0550

(Registrant’s telephone number, including area code)

Common Shares

(Title of each class of securities issued pursuant to Regulation A)

Item 9. Other Events

Asset Acquisition

Acquisition of Senior Mortgage Loan – Upland Boat Development, LP

On April 8, 2019, we acquired from Fundrise Lending, LLC, a wholly-owned subsidiary of our Sponsor (“Fundrise Lending”), a first mortgage bridge loan with a maximum principal balance of $1,610,000, (the “Boat Senior Loan”). The borrower, Upland Boat Development, LP, a California limited partnership (“Boat”), used the loan proceeds to acquire approximately 52,000 square feet of land located at 1344 – 1346 E 9^th Street, Upland, CA 91786 (the “Boat Property”), that is currently unentitled. The Boat Property is composed of a single parcel, which is currently improved with an approximately 1,600 square-foot single-family home, an approximately 13,000 square-foot warehouse, and an approximately 2,000 square-foot office structure. Boat intends to entitle and obtain permits for 19 homes for the Boat Property.

Boat is managed by the principal of Ridge Crest Real Estate, Matt Livingston (the “Sponsor”). Since inception in 2007, Ridge Crest Real Estate has acquired or developed approximately 1,450 for-sale lots and approximately 2,600 multifamily units. Their projects are valued at approximately $330 million. Ridge Crest Real Estate, through a wholly-owned subsidiary, RC Homes, acts as general contractor on some of its projects.

On the original closing date of the Boat Senior Loan, Boat was capitalized with approximately $477,000 of equity capital from the Sponsor.

The Boat Senior Loan bears an interest rate of 9.90% per annum, with an amount equal to 9.90% per annum paid current on a monthly basis through the maturity date, October 8, 2020 (the “Boat Maturity Date”). Interest will be paid interest-only over the term of the loan. In addition, an affiliate of our Manager earned an origination fee of approximately 2% of the Boat Senior Loan amount, paid directly by Boat.

Boat has the ability to extend the Boat Maturity Date for a single, six-month period. To exercise the extension option, all interest must be paid and Boat will be required to pay an extension fee of 1.0% of the funding provided. During the period, the interest rate will increase to 10.90%

The Sponsor has provided customary springing and carve-out guarantees.

As of its closing date the Boat Senior Loan’s loan-to-purchase-price ratio, or LTPP ratio, was approximately 82.6%. The LTPP ratio is the amount of the Boat Senior Loan divided by the land purchase price. As of its closing date, the Boat Senior Loan’s as-is loan-to-value ratio, or LTV ratio, was approximately 82.6%. The LTV ratio is the amount of the Boat Senior Loan divided by the March 2019, third-party appraised value of the Boat Property. There can be no assurance that such value is correct.

The Boat Property is located in Upland, CA. Upland is approximately 36 miles east of Los Angeles. The Subject is within close proximity to Montclair Place (a regional mall), several retail strips, the Claremont Colleges, and both Ontario International and Cable Airport.

As the Boat Senior Loan was purchased from Fundrise Lending, an affiliate of our Manager, the Independent Representative, reviewed and approved of the transaction prior to its consummation.

Safe Harbor Statement

This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our Offering Statement on Form 1-A dated August 22, 2018, filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and prospectus supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov.  Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FUNDRISE INCOME EREIT II, LLC
By:	Fundrise Advisors, LLC
Its:	Manager
By:	/s/ Bjorn J. Hall
Name:	Bjorn J. Hall
Title:	General Counsel

Date: April 12, 2019