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Important Risk Factors & Disclosures

The Interests are speculative and involve a high degree of risk. A prospective investor should be able to bear a complete loss of his, her, or its investment. The risks include, but are not limited to:

• An investor may not realize a return and could lose the entire investment. A prospective investor should carefully read the Investment Memorandum and consult with their own attorney, tax advisor, and business advisor before investing.
• There is no public market for the Interests, which are offered and sold pursuant to exemptions from the registration provisions of federal and state law, and are subject to restrictions on transfer. Investors should expect to hold their Interests for a significant period of time.
• Distributions are not guaranteed, and there is no assurance that distributions will be made or that any particular rate of distribution will be maintained.
• The Interests have not been and will not be registered with the SEC or any state securities commission; investors will not have the benefit of SEC or state review.
• Each trust's assets consist solely of the Property and the Master Lease, so the investment is not diversified as to asset type, tenant mix, or geographic location.
• The sponsor, administrative trustee, master tenant, and their affiliates are subject to conflicts of interest between their roles for other entities and their duties to the trust.
• A delayed closing on the acquisition of an Interest could adversely affect the qualification of an exchange under Section 1031, and future legislative or regulatory action could significantly change the tax aspects of an investment.
• Investors will not receive audited financial statements for the property; the trustees have limited duties and will receive compensation regardless of whether investors receive distributions.
• Economic, market, real estate, occupancy, financing, real-estate-tax, insurance, cybersecurity, and legal-compliance risks may decrease the value of the property and the master tenant's operating results.

These and other risks may impact NEWSTAR Exchange's financial condition, operating results, returns to investors, and ability to make distributions as stated in the PPM. This investment is for accredited investors only, and a PPM can be provided to accredited investors upon request.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved any offering of the trust. Any representation to the contrary is a criminal offense.

This is neither an offer to sell nor a solicitation of an offer to buy the securities described herein. An offering is made only by the Private Placement Memorandum (PPM). You should read the PPM in order to understand fully all of the implications and risks of the offering of securities to which it relates. An investment in the trust should be made only after careful review of the PPM. All information contained in this material is qualified in its entirety by the terms of the PPM. The achievement of any goals is not guaranteed. Securities offered through Preferred Capital Securities, LLC, member FINRA/SIPC. NEWSTAR Exchange does not provide tax or legal advice; consult your own advisors. Past performance is not indicative of future results.