1. THIS PAGE IS NOT AN OFFER
Nothing on this page, or anywhere on the Platform outside of the Offering Documents for a specific opportunity, constitutes an offer to sell or a solicitation of an offer to buy any security. Offers are made only through the Offering Documents for a specific opportunity, only in jurisdictions where the offer is lawful, and only to persons eligible to invest under the exemption relied upon for that offering.
2. HUTFIN'S ROLE (AND WHAT HUTFIN IS NOT)
Hutfin operates a technology platform. Hutfin is not registered with the U.S. Securities and Exchange Commission (SEC) as a national securities exchange, broker-dealer, investment adviser, funding portal, or in any other capacity, and is not a member of FINRA or SIPC. Hutfin is not a licensed real estate broker and does not provide brokerage, appraisal, legal, tax, or investment advice.
Where a specific offering involves a registered broker-dealer, funding portal, alternative trading system (ATS), transfer agent, escrow agent, or custodian, that entity and its role are identified in the Offering Documents for that offering. Hutfin's own role in each offering (for example, platform operator, sponsor, or manager) is also disclosed in the Offering Documents.
3. HOW OFFERINGS ARE STRUCTURED
Each real estate asset offered for fractional ownership is held by a dedicated legal entity, typically a special purpose vehicle (SPV) or series of a series LLC (each, an "Issuing Entity"). When you invest, you acquire an interest in (or claim against) the Issuing Entity for that asset, not an interest in Hutfin Global Technologies, Inc., unless the Offering Documents expressly state otherwise.
Investor voting rights, distribution mechanics, reserve funds, property-manager appointment, and offering-level fees are governed by each offering's documents.
4. SECURITIES LAW STATUS AND EXEMPTIONS
Securities offered through the Platform have not been registered under the Securities Act of 1933 or the securities laws of any state, and are offered and sold in reliance on exemptions from registration. The exemption relied upon for each offering is stated in its Offering Documents and may include:
- (a) Regulation D, Rule 506(b): private offerings without general solicitation, limited to accredited investors and up to 35 sophisticated non-accredited investors.
- (b) Regulation D, Rule 506(c): offerings permitting general solicitation, limited to verified accredited investors only.
- (c) Regulation A (Tier 2): offerings qualified by the SEC, open to non-accredited investors subject to investment limits.
- (d) Regulation CF: crowdfunding offerings conducted through a registered intermediary, subject to per-investor limits.
- (e) Regulation S: offerings made outside the United States to non-U.S. persons.
No federal or state securities regulator has approved, passed upon, or endorsed the merits of any offering on the Platform or confirmed the accuracy or adequacy of any offering materials. Any representation to the contrary is a criminal offense.
Securities sold in reliance on these exemptions are restricted securities. They are not listed on any public exchange, may not be resold except in compliance with applicable law, and should be considered illiquid.
5. INVESTOR ELIGIBILITY
5.1 Accredited Investors. Where an offering is limited to accredited investors (Rule 501 of Regulation D), you must qualify and, for Rule 506(c) offerings, be verified before investing. In general, an individual qualifies with net worth over $1,000,000 (excluding primary residence) or income over $200,000 (or $300,000 with a spouse or spousal equivalent) in each of the two most recent years with a reasonable expectation of the same in the current year. Entities qualify under separate tests described in Rule 501.
5.2 Non-Accredited Investors. Where an offering is conducted under Regulation A (Tier 2) or Regulation CF, non-accredited investors are subject to the investment limits of the applicable rule, and you are responsible for ensuring your investment complies.
5.3 Verification. You may be required to provide subscription documents, questionnaires, income or net-worth documentation, professional-license evidence, and to pass identity, sanctions, and background screening. Investment features remain unavailable until required verification is complete.
5.4 Geographic Limits. Offerings are available only in jurisdictions where they are lawful. Persons outside the United States may participate only where the Offering Documents expressly provide (for example, under Regulation S) and subject to the laws of their own jurisdiction.
5.5 Minors. No person under the age of majority in their jurisdiction may hold a Fractional Interest under any circumstance.
6. RISK FACTORS
Investing in fractional real estate interests involves a high degree of risk. You should invest only if you can afford a complete loss of your investment. The risk factors below are general; each offering's documents contain risk factors specific to that asset, which you must read before investing.
6.1 Loss of Principal. Real estate values fluctuate. You may lose some or all of your invested capital.
6.2 Illiquidity; No Secondary Market. Interests are restricted securities. There is no established trading market, and none may develop. Hutfin does not guarantee any exit window, redemption program, or secondary market. Any secondary-transfer or exit-window mechanism that may be offered is discretionary, may be suspended at any time, and may only operate through a registered broker-dealer or ATS or under an available exemption. You should be prepared to hold your interest indefinitely.
6.3 Real Estate Market Risk. Property values and rental income are affected by economic cycles, interest rates, local supply and demand, employment trends, natural disasters, climate factors, and changes in law (including zoning, rent regulation, and property tax).
6.4 Tenant and Vacancy Risk. Income depends on tenants performing under leases. Vacancies, defaults, bankruptcies, and re-leasing costs reduce or eliminate distributions.
6.5 Leverage and Refinancing Risk. Where a property carries debt, loan covenants, interest-rate changes, balloon maturities, and refinancing availability materially affect returns. Lender remedies, including foreclosure, can result in total loss.
6.6 Development and Renovation Risk. Value-add, renovation, and development offerings carry execution risks including cost overruns, construction delays, contractor default, supply chain disruption, and permitting or approval failures, and may generate no income during the project period.
6.7 Valuation Uncertainty. Stated valuations, projected yields, target IRRs, and appreciation estimates are based on assumptions and third-party data of varying quality. They are estimates, not appraisals or guarantees, and actual results may differ materially and may be negative. AI-generated analytics on the Platform are informational only.
6.8 Distributions Not Guaranteed. Distributions depend on property performance, reserves, debt service, and manager decisions, and may be reduced, suspended, or eliminated at any time.
6.9 Sponsor and Platform Dependency. Your investment depends on Hutfin, the Issuing Entity's manager, property managers, and service providers performing their roles. The failure, insolvency, or discontinuation of any of them, including Hutfin itself, could materially harm your investment. Business-continuity and wind-down mechanics are described in the Offering Documents.
6.10 Conflicts of Interest. Hutfin and its affiliates may earn fees from offerings, may act in multiple roles, may sponsor competing offerings, and may face conflicts between their interests and yours. Material conflicts are disclosed in the Offering Documents.
6.11 Fees Reduce Returns. Platform, acquisition, administration, management, disposition, and performance fees reduce the amounts available for distribution. See the Fee Schedule (https://hutfin.com/fees) and each offering's documents.
6.12 Tax Risks. Investments may generate complex tax consequences, including K-1 reporting (which may be delivered late in the filing season), multi-state filing obligations, unrelated business taxable income for retirement accounts, and tax treatment changes. Hutfin does not provide tax advice; consult your own tax advisor.
6.13 Regulatory and Reclassification Risk. Laws governing private offerings and real estate platforms are evolving. Regulatory action or a later determination that an interest was offered in violation of law could result in rescission obligations, penalties, restrictions on the Platform, or loss of value.
6.14 Cybersecurity Risk. The Platform and its vendors are targets for attack. A successful attack could result in loss of funds, data, or records.
6.15 Dilution and Minority Holder Limitations. Additional capital raises may dilute your interest. As a fractional holder you will generally have limited or no control over management decisions, and your voting rights, if any, are defined and limited by the Offering Documents.
6.16 Forward-Looking Statements. Statements on the Platform that are not historical fact, including projections, targets, and estimates, are forward-looking, involve known and unknown risks, and are not guarantees. Do not place undue reliance on them.
7. LIQUIDITY, TRANSFERS, AND EXIT MECHANICS
Transfers of interests are subject to securities-law restrictions and the Issuing Entity's governing documents. Where Hutfin facilitates secondary transfers or periodic exit windows, those mechanisms are discretionary, may be limited or suspended at any time, may involve a registered broker-dealer or ATS, and do not create or imply a public market. Pricing in any such mechanism may be below your purchase price or below the asset's stated valuation.
8. COOLING-OFF, CANCELLATION, MATERIAL CHANGES, AND FAILED FUNDINGS
Where the Offering Documents or applicable law provide a cancellation or cooling-off right (for example, the 48-hour cancellation right under Regulation CF), the terms in the Offering Documents control. If a material change occurs during a funding period that may significantly affect an investment, affected investors will be notified and reconfirmation or cancellation mechanics will follow the applicable exemption and the Offering Documents. If an offering does not reach its funding target within its stated period and is not otherwise completed, committed funds are returned per the Offering Documents through the applicable escrow or payment rails, without deduction except disclosed third-party or foreign exchange costs.
9. CUSTODY OF FUNDS
Where required by the Offering Documents or applicable regulation, investor funds pending deployment are held in segregated escrow or client-fund accounts at qualified institutions, separate from Hutfin's operational funds. Funds held in escrow do not earn interest for you unless expressly stated. The escrow agent or banking partner for each offering is identified in its Offering Documents.
10. FEES
Fee types that may apply to offerings include sourcing or acquisition fees, platform or administration fees, property management fees, disposition or exit fees, performance fees or promote, and pass-through costs (for example, KYC, escrow, or transfer costs). The specific fees for each offering, and who receives them, are stated in that offering's documents. General Platform fees are described at https://hutfin.com/fees.
11. DISTRIBUTIONS AND TAX REPORTING
Distribution timing and amounts, if any, are described in each offering's documents and are not guaranteed. Where legally required, you will receive applicable tax forms (for example, Schedule K-1 or Form 1099) electronically, per the electronic-delivery consent in the Terms of Service. You are solely responsible for your own tax filings and payments.
12. NO ADVICE; INDEPENDENT DILIGENCE
Nothing on the Platform, including listings, valuations, AI-generated outputs, analytics, or projections, is investment, financial, legal, tax, accounting, brokerage, or appraisal advice, and no fiduciary or advisory relationship is created. You are solely responsible for your own due diligence and investment decisions, and you should consult independent legal, tax, and financial advisors before investing.
13. COMPLAINTS AND CONTACT
Questions or complaints regarding an offering or these disclosures: support@hutfin.com (subject "Investor Inquiry"). Written correspondence: Hutfin Global Technologies, Inc., Attn: Investor Relations, 1720 Stratton Dr, Virginia Beach, VA 23456, USA. Complaints regarding a registered intermediary involved in an offering may also be directed to that intermediary as identified in the Offering Documents, and investors may contact FINRA or the SEC through their public complaint channels.