The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete. |
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D
Notice of Exempt Offering of Securities
|
| OMB APPROVAL |
| OMB Number: |
3235-0076 |
| Estimated average burden |
| hours per response: |
4.00 |
|
|
1. Issuer's Identity
| CIK (Filer ID Number) |
Previous Names |
|
Entity Type |
| 0001584939 |
|
| |
Corporation |
| |
Limited Partnership |
| |
Limited Liability Company |
| |
General Partnership |
| |
Business Trust |
| X |
Other (Specify) |
REIT |
| Name of Issuer |
|---|
| Lodging Opportunity Fund Real Estate Investment Trust |
| Jurisdiction of Incorporation/Organization |
|---|
| NORTH DAKOTA |
| Year of Incorporation/Organization |
|---|
| |
Over Five Years Ago |
| X |
Within Last Five Years (Specify Year) |
2013 |
| |
Yet to Be Formed |
|
2. Principal Place of Business and Contact Information
| Name of Issuer |
|---|
| Lodging Opportunity Fund Real Estate Investment Trust |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
Phone Number of Issuer |
| Fargo |
NORTH DAKOTA |
58103 |
701-281-7136 |
3. Related Persons
| Last Name |
First Name |
Middle Name |
| Leslie |
Norman |
H. |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
X |
Executive Officer |
X |
Director |
X |
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Maple |
Corey |
R. |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
X |
Executive Officer |
X |
Director |
X |
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| McAdam |
Kennard |
B. |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
X |
Executive Officer |
X |
Director |
X |
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Brown, Jr. |
James |
M. |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
X |
Executive Officer |
X |
Director |
X |
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Cobb |
Elliott |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
|
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Buyse |
David |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
|
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Bullock |
Scott |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
|
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
| Last Name |
First Name |
Middle Name |
| Montgomery |
Samuel |
| Street Address 1 |
Street Address 2 |
| 1635 43rd Street South |
Suite 305 |
| City |
State/Province/Country |
ZIP/PostalCode |
| Fargo |
NORTH DAKOTA |
58103 |
| Relationship: |
X |
Executive Officer |
|
Director |
|
Promoter |
Clarification of Response (if Necessary):
4. Industry Group
| |
Agriculture |
|
Banking & Financial Services |
|
| |
Commercial Banking |
| |
Insurance |
| |
Investing |
| |
Investment Banking |
| |
Pooled Investment Fund |
|
|
|
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940? |
|
|
| |
Other Banking & Financial Services |
|
| |
Business Services |
|
Energy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health Care |
|
|
|
|
|
|
|
|
|
|
| |
Manufacturing |
|
Real Estate |
|
|
|
|
|
|
|
|
|
|
|
|
Retailing |
|
Restaurants |
|
Technology |
|
|
|
|
|
|
|
Travel |
|
|
|
|
|
| |
Tourism & Travel Services |
|
|
|
|
Other |
|
5. Issuer Size
| Revenue Range |
OR |
Aggregate Net Asset Value Range |
| |
No Revenues |
|
No Aggregate Net Asset Value |
| |
$1 - $1,000,000 |
|
$1 - $5,000,000 |
| |
$1,000,001 - $5,000,000 |
|
$5,000,001 - $25,000,000 |
| |
$5,000,001 - $25,000,000 |
|
$25,000,001 - $50,000,000 |
| |
$25,000,001 - $100,000,000 |
|
$50,000,001 - $100,000,000 |
| |
Over $100,000,000 |
|
Over $100,000,000 |
| X |
Decline to Disclose |
|
Decline to Disclose |
| |
Not Applicable |
|
Not Applicable |
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
|
| |
Rule 504(b)(1) (not (i), (ii) or (iii)) |
|
| |
Rule 504 (b)(1)(i) |
|
| |
Rule 504 (b)(1)(ii) |
|
| |
Rule 504 (b)(1)(iii) |
|
| X |
Rule 506(b) |
|
| |
Rule 506(c) |
|
| |
Securities Act Section 4(a)(5) |
|
| |
Investment Company Act Section 3(c) |
|
| |
Section 3(c)(1) |
|
Section 3(c)(9) |
|
| |
Section 3(c)(2) |
|
Section 3(c)(10) |
|
| |
Section 3(c)(3) |
|
Section 3(c)(11) |
|
| |
Section 3(c)(4) |
|
Section 3(c)(12) |
|
| |
Section 3(c)(5) |
|
Section 3(c)(13) |
|
| |
Section 3(c)(6) |
|
Section 3(c)(14) |
|
|
|
7. Type of Filing
| |
New Notice |
|
Date of First Sale |
2013-10-01 |
|
|
First Sale Yet to Occur |
| X |
Amendment |
8. Duration of Offering
| Does the Issuer intend this offering to last more than one year? |
|
|
9. Type(s) of Securities Offered (select all that apply)
| X |
Equity |
|
Pooled Investment Fund Interests |
| |
Debt |
|
Tenant-in-Common Securities |
| |
Option, Warrant or Other Right to Acquire Another Security |
|
Mineral Property Securities |
| X |
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
|
Other (describe) |
|
|
10. Business Combination Transaction
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
|
|
Clarification of Response (if Necessary):
11. Minimum Investment
| Minimum investment accepted from any outside investor |
$0
|
USD |
12. Sales Compensation
| Recipient |
| Recipient CRD Number |
|
None |
|
| Robert Goodmanson |
726865 |
| (Associated) Broker or Dealer |
X |
None |
|
| (Associated) Broker or Dealer CRD Number |
X |
None |
|
| None |
None |
| Street Address 1 |
Street Address 2 |
| 316 Nachez Ave. S. |
| City |
State/Province/Country |
ZIP/Postal Code |
| Minneapolis |
MINNESOTA |
55416 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| FLORIDA |
| ILLINOIS |
| INDIANA |
| MINNESOTA |
| WISCONSIN |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| M&A Securities Group, Inc. |
39999 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| M&A Securities Group, Inc. |
39999 |
| Street Address 1 |
Street Address 2 |
| 4151 N. Mulberry Drive |
Suite 252 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Kansas City |
MISSOURI |
64116 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW YORK |
| NORTH CAROLINA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| KCD Financial, Inc. |
127473 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| KCD Financial, Inc. |
127473 |
| Street Address 1 |
Street Address 2 |
| 3061 Allied Street |
Suite B |
| City |
State/Province/Country |
ZIP/Postal Code |
| Green Bay |
WISCONSIN |
54304 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
| PUERTO RICO |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| JRL Capital Corporation |
10225 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| JRL Capital Corporation |
10225 |
| Street Address 1 |
Street Address 2 |
| 20371 Irvine Ave. |
Suite A-140 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Newport Beach |
CALIFORNIA |
92660 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| CALIFORNIA |
| COLORADO |
| FLORIDA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| MARYLAND |
| MASSACHUSETTS |
| NEVADA |
| NEW JERSEY |
| NEW YORK |
| OREGON |
| TEXAS |
| UTAH |
| WASHINGTON |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| D.H. Hill Securities, LLLP |
41528 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| D.H. Hill Securities, LLLP |
41528 |
| Street Address 1 |
Street Address 2 |
| 1543 Green Oak Place |
Suite 100 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Kingwood |
TEXAS |
77339 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Primex |
29394 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Primex |
29394 |
| Street Address 1 |
Street Address 2 |
| 54 West 21st Street |
12th Floor |
| City |
State/Province/Country |
ZIP/Postal Code |
| New York |
NEW YORK |
10010 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Center Street Securities, Inc. |
26898 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Center Street Securities, Inc. |
26898 |
| Street Address 1 |
Street Address 2 |
| 2740 Old Elm Hill Pike |
Suite 201 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Nashville |
TENNESSEE |
37214 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Sandlapper Securities, LLC |
137906 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Sandlapper Securities, LLC |
137906 |
| Street Address 1 |
Street Address 2 |
| 800 E. North Street |
2nd Floor |
| City |
State/Province/Country |
ZIP/Postal Code |
| Greenville |
SOUTH CAROLINA |
29601 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VERMONT |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Sunbelt Securities, Inc. |
42180 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Sunbelt Securities, Inc. |
42180 |
| Street Address 1 |
Street Address 2 |
| 2700 Post Oak Blvd. |
Suite 1700 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Houston |
TEXAS |
77056 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| FLORIDA |
| GEORGIA |
| HAWAII |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Capital Financial Services, Inc. |
8408 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Capital Financial Services, Inc. |
8408 |
| Street Address 1 |
Street Address 2 |
| 1821 Burdick Expressway W. |
| City |
State/Province/Country |
ZIP/Postal Code |
| Minot |
NORTH DAKOTA |
58701 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VERMONT |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| McDermott Investment Services, LLC |
154926 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| McDermott Investment Services, LLC |
154926 |
| Street Address 1 |
Street Address 2 |
| 26 West Broad Street |
| City |
State/Province/Country |
ZIP/Postal Code |
| Bethlehem |
PENNSYLVANIA |
18018 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Feltl & Company |
6905 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Feltl & Company |
6905 |
| Street Address 1 |
Street Address 2 |
| 10900 Wayzata Boulevard |
Suite 200 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Minnetonka |
MINNESOTA |
55305 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VERMONT |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Trustmont Financial Group, Inc. |
18312 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Trustmont Financial Group, Inc. |
18312 |
| Street Address 1 |
Street Address 2 |
| 200 Brush Run Road |
Suite A |
| City |
State/Province/Country |
ZIP/Postal Code |
| Greensburg |
PENNSYLVANIA |
15601 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VERMONT |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Sigma Financial Corporation |
14303 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Sigma Financial Corporation |
14303 |
| Street Address 1 |
Street Address 2 |
| 300 Parkland Plaza |
| City |
State/Province/Country |
ZIP/Postal Code |
| Ann Arbor |
MICHIGAN |
48103 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Parkland Securities, LLC |
115368 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Parkland Securities, LLC |
115368 |
| Street Address 1 |
Street Address 2 |
| 300 Parkland Plaza |
| City |
State/Province/Country |
ZIP/Postal Code |
| Ann Arbor |
MICHIGAN |
48103 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| IBN Financial Services, Inc. |
42360 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| IBN Financial Services, Inc. |
42360 |
| Street Address 1 |
Street Address 2 |
| 8035 Oswego Road |
| City |
State/Province/Country |
ZIP/Postal Code |
| Liverpool |
NEW YORK |
13090 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| ILLINOIS |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MICHIGAN |
| MINNESOTA |
| MISSOURI |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| VERMONT |
| VIRGINIA |
| WISCONSIN |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Cape Securities Inc. |
7072 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Cape Securities Inc. |
7072 |
| Street Address 1 |
Street Address 2 |
| 1600 Pennsylvania Avenue |
| City |
State/Province/Country |
ZIP/Postal Code |
| McDonough |
GEORGIA |
30253 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Richfield Orion International, Inc. |
24433 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Richfield Orion International, Inc. |
24433 |
| Street Address 1 |
Street Address 2 |
| 1 Oakwood Park Plaza |
Suite 200 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Castle Rock |
COLORADO |
80104 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ARIZONA |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| FLORIDA |
| GEORGIA |
| INDIANA |
| KENTUCKY |
| MAINE |
| MISSOURI |
| NEW YORK |
| OHIO |
| TEXAS |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Landolt Securities, Inc. |
28352 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Landolt Securities, Inc. |
28352 |
| Street Address 1 |
Street Address 2 |
| 701 Oregon Street |
| City |
State/Province/Country |
ZIP/Postal Code |
| Oshkosh |
WISCONSIN |
54902 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Western International Securities, Inc. |
39262 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Western International Securities, Inc. |
39262 |
| Street Address 1 |
Street Address 2 |
| 70 South Lake Avenue |
Suite 700 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Pasadena |
CALIFORNIA |
91101 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Whitehall-Parker Securities, Inc. |
10608 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Whitehall-Parker Securities, Inc. |
10608 |
| Street Address 1 |
Street Address 2 |
| 477 Pacific Avenue |
2nd Floor |
| City |
State/Province/Country |
ZIP/Postal Code |
| San Francisco |
CALIFORNIA |
94133 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ARIZONA |
| CALIFORNIA |
| COLORADO |
| IDAHO |
| NEVADA |
| NEW YORK |
| OREGON |
| TEXAS |
| WASHINGTON |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Newbridge Securities Corporation |
104065 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Newbridge Securities Corporation |
104065 |
| Street Address 1 |
Street Address 2 |
| 5200 Town Center Circle |
Tower 1, Suite 306 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Boca Raton |
FLORIDA |
33486 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| RHODE ISLAND |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VERMONT |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
| PUERTO RICO |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Dempsey Lord Smith, LLC |
141238 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Dempsey Lord Smith, LLC |
141238 |
| Street Address 1 |
Street Address 2 |
| 901 N. Broad Street |
Suite 400 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Rome |
GEORGIA |
30161 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ALASKA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| DELAWARE |
| DISTRICT OF COLUMBIA |
| FLORIDA |
| GEORGIA |
| IDAHO |
| ILLINOIS |
| INDIANA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSISSIPPI |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEVADA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OKLAHOMA |
| OREGON |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| International Assets Advisory, LLC |
10645 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| International Assets Advisory, LLC |
10645 |
| Street Address 1 |
Street Address 2 |
| 390 North Orange Avenue |
Suite 750 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Orlando |
FLORIDA |
32801 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
X |
All States |
|
|
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Intercarolina Financial Services, Inc. |
19475 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Intercarolina Financial Services, Inc. |
19475 |
| Street Address 1 |
Street Address 2 |
| 3300 Battleground Avenue |
Suite 400 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Greensboro |
NORTH CAROLINA |
27410-2447 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| CALIFORNIA |
| FLORIDA |
| GEORGIA |
| IOWA |
| KENTUCKY |
| MARYLAND |
| MASSACHUSETTS |
| MINNESOTA |
| NEW JERSEY |
| NEW YORK |
| NORTH CAROLINA |
| OHIO |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| TENNESSEE |
| TEXAS |
| VIRGINIA |
| WASHINGTON |
| WEST VIRGINIA |
| WISCONSIN |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Stephen A. Kohn & Associates, Ltd. |
41067 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Stephen A. Kohn & Associates, Ltd. |
41067 |
| Street Address 1 |
Street Address 2 |
| 7114 W. Jefferson Ave. |
Suite 305 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Lakewood |
COLORADO |
80235 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| CONNECTICUT |
| FLORIDA |
| GEORGIA |
| HAWAII |
| IDAHO |
| ILLINOIS |
| INDIANA |
| KANSAS |
| LOUISIANA |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| NORTH DAKOTA |
| OHIO |
| OREGON |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| UTAH |
| WASHINGTON |
| WISCONSIN |
| WYOMING |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Investment Security Corporation |
47536 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Investment Security Corporation |
47536 |
| Street Address 1 |
Street Address 2 |
| 24009 Ventura Blvd. |
Suite 101 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Calabasas |
CALIFORNIA |
91302 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| CALIFORNIA |
| FLORIDA |
| ILLINOIS |
| MASSACHUSETTS |
| MISSISSIPPI |
| OREGON |
| TEXAS |
| UTAH |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Great Point Capital LLC |
114203 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Great Point Capital LLC |
114203 |
| Street Address 1 |
Street Address 2 |
| 200 West Jackson Blvd. |
Suite 1000 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Chicago |
ILLINOIS |
60606 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| CALIFORNIA |
| COLORADO |
| FLORIDA |
| GEORGIA |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MARYLAND |
| MICHIGAN |
| MISSISSIPPI |
| MONTANA |
| NEVADA |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| OHIO |
| OKLAHOMA |
| OREGON |
| SOUTH CAROLINA |
| SOUTH DAKOTA |
| TENNESSEE |
| TEXAS |
| VIRGINIA |
| WISCONSIN |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| World Choice Securities, Inc. |
30933 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| World Choice Securities, Inc. |
30933 |
| Street Address 1 |
Street Address 2 |
| 1420 Brown Trail |
| City |
State/Province/Country |
ZIP/Postal Code |
| Bedford |
TEXAS |
76022 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| ALABAMA |
| ARIZONA |
| ARKANSAS |
| CALIFORNIA |
| COLORADO |
| FLORIDA |
| GEORGIA |
| ILLINOIS |
| INDIANA |
| IOWA |
| KANSAS |
| KENTUCKY |
| LOUISIANA |
| MAINE |
| MARYLAND |
| MASSACHUSETTS |
| MICHIGAN |
| MINNESOTA |
| MISSOURI |
| MONTANA |
| NEBRASKA |
| NEW HAMPSHIRE |
| NEW JERSEY |
| NEW MEXICO |
| NEW YORK |
| NORTH CAROLINA |
| OHIO |
| OKLAHOMA |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| TENNESSEE |
| TEXAS |
| UTAH |
| VIRGINIA |
| WASHINGTON |
| WISCONSIN |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Capital City Securities, LLC |
146001 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Capital City Securities, LLC |
146001 |
| Street Address 1 |
Street Address 2 |
| 1335 Dublin Road |
Suite 122-D |
| City |
State/Province/Country |
ZIP/Postal Code |
| Columbus |
OHIO |
43215 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| CALIFORNIA |
| COLORADO |
| FLORIDA |
| HAWAII |
| ILLINOIS |
| INDIANA |
| IOWA |
| MASSACHUSETTS |
| MICHIGAN |
| NEW YORK |
| NORTH CAROLINA |
| OHIO |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| TENNESSEE |
| TEXAS |
| VIRGINIA |
|
| Recipient |
| Recipient CRD Number |
|
None |
|
| Crystal Bay Securities Inc. |
142339 |
| (Associated) Broker or Dealer |
|
None |
|
| (Associated) Broker or Dealer CRD Number |
|
None |
|
| Crystal Bay Securities Inc. |
142339 |
| Street Address 1 |
Street Address 2 |
| 7499 West Atlantic Avenue |
Suite 208 |
| City |
State/Province/Country |
ZIP/Postal Code |
| Delray Beach |
FLORIDA |
33446 |
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States |
|
All States |
|
|
| CALIFORNIA |
| CONNECTICUT |
| FLORIDA |
| NEW JERSEY |
| NEW YORK |
| OHIO |
| PENNSYLVANIA |
| SOUTH CAROLINA |
| TEXAS |
|
13. Offering and Sales Amounts
| Total Offering Amount |
$100,000,000
|
USD |
|
| Total Amount Sold |
$50,585,164
|
USD |
| Total Remaining to be Sold |
$49,414,836
|
USD |
|
Clarification of Response (if Necessary):
14. Investors
|
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering. |
|
|
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: |
|
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
| Sales Commissions |
$1,050,000
|
USD |
|
| Finders' Fees |
$0
|
USD |
|
Clarification of Response (if Necessary):
Represents a 7% sales commission and a 1% non-accountable due diligence/marketing allowance in the event all of the Units are sold.16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
| In submitting this notice, each issuer named above is: |
- Notifying the SEC and/or each State in which this notice is filed of the offering of
securities described and undertaking to furnish them, upon written request, in the accordance with applicable
law, the information furnished to offerees.*
- Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator
or other legally designated officer of the State in which the issuer maintains its principal
place of business and any State in which this notice is filed, as its agents for service of
process, and agreeing that these persons may accept service on its behalf, of any notice,
process or pleading, and further agreeing that such service may be made by registered or
certified mail, in any Federal or state action, administrative proceeding, or arbitration
brought against the issuer in any place subject to the jurisdiction of the United States, if the
action, proceeding or arbitration (a) arises out of any activity in connection with the
offering of securities that is the subject of this notice, and (b) is founded, directly or
indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange
Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the
Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii)
the laws of the State in which the issuer maintains its principal place of business or any State
in which this notice is filed.
- Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).
|
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
| Issuer |
Signature |
Name of Signer |
Title |
Date |
| Lodging Opportunity Fund Real Estate Investment Trust |
/s/ Samuel Montgomery |
Samuel Montgomery |
Chief Operating Officer |
2017-10-19 |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets
Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to
require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes
of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot
routinely require offering materials under this undertaking or otherwise and can require offering materials only to the
extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.