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Invest in The Vic at Sunterra

Exclusive multi-family investment in a premier Texas master-planned community.
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Featured image of The Vic at Sunterra
Allocation
$15M
Valuation
$85.2M
Share Price
$1
Instrument
Tokenized shares
Deadline
October 10, 2024
Minimum investment
$8,000
The Vic at Sunterra has withdrawn its campaign
All investments have
been refunded.

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Problem Solution Product Traction Customers Biz. model Market Competition Founders Summary Disclaimers
About Team FAQ Risks

Documents

Capital R (OpenDeal Broker LLC, CRD #291387) is hosting this Reg D 506(c) securities offering by The Vic at Sunterra LLC.
Company documents
Subscription Agreement The Vic at Sunterra PPM.pdf Accreditation FAQs.pdf Form CRS.pdf Disclosures & Disclaimers.pdf Additional Risk Disclosures.pdf
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Investment summary


For More information you can contact our team below.
Phone: (281) 422-5030
Email: investorrelations@hpiproperties.com

  • 279-unit development in Texas’ #1 master-planned community, Sunterra
  • 7 multi-family projects in Houston area in last 8 yrs (1,495 total units)
  • Sunterra is part of Starwood Land, a partner of Starwood Capital
  • Part of a 1,039-acre, 2,200 home development with a planned shared lagoon
  • A tokenized offering: Investors receive their equity via security tokens
  • Positioned in a region (Katy, Texas) with soaring population growth
  • Investment in the Vic at Sunterra will have a target net-IRR of 20-22%

OpenDeal Broker LLC charges you a two percent (2.5%) administrative fee on the gross principal transaction with a minimum fee of $5 and a maximum of $250. The fee is added to the total amount of your investment at checkout.

Deals involving blockchain technology, crypto currencies and/or digital assets such as Security Tokens, Utility Tokens, or NFTs are extremely speculative and present additional risks and may result in total loss of invested capital. PLEASE READ AND REVIEW THOSE RISKS HERE.  

Past financial results are no guarantee of future performance. Click here for important information regarding Financial Projections which are not guaranteed.

Investments in private companies are particularly risky and may result in total loss of invested capital.

Risks of early stage investment. Not an offer to buy or sell securities. This is a long-term speculative illiquid investment. Investment is not FDIC or SiPC insured.

Problem


Strong Population Growth

In Katy, Texas, a bustling region awaits a solution for its growing population.

Rapid Growth: The Katy area has experienced a remarkable transformation. From 2010 to 2023, the population within a 5-mile radius grew 162%. This growth trajectory is projected to continue, growing another 23% from 2023 to 2028, highlighting the escalating demand for housing in a market struggling to keep pace.

Affluent and Educated Demographics: With 43% of residents holding at least a Bachelor's degree and an average household income of $122,881, demand for high-quality living spaces that match the community's financial and lifestyle expectations is omni-present.

With Katy's population nearly doubling over the past decade, the demand for multifamily housing has skyrocketed. (2)

Solution


An Exclusive Lifestyle, Readily Accessible

We believe The Vic at Sunterra has designed a solution tailored to address Katy's burgeoning population: Here’s how:

  • Luxury Living Spaces: The 279-unit development offers spacious, modern multi-family homes designed to meet the sophisticated tastes and needs of Katy's affluent and educated demographics.

  • Prime Location: Positioned at the entrance of the Sunterra master-planned community, residents have access to Katy's top ranked school district, major retail centers, and employment hubs, ensuring convenience is at the forefront of their living experience.

  • Community-Centric Amenities: From a planned crystal-clear lagoon to a state-of-the-art fitness center, The Sunterra development prioritizes amenities that enhance residents' quality of life and create strong demand.

  • Tokenization Provides Access: As a tokenized equity opportunity, investors can gain access where otherwise it would be have been difficult to participate.

By seamlessly blending luxury living with community-focused amenities and strategic location, The Vic at Sunterra is not just solving the housing shortage in Katy but is setting a high standard for multifamily living in the region.

Product


Tokenization

Tokenized Real Estate Investment

The Vic at Sunterra is offering an innovative investment opportunity through tokenized equity, simplifying the process of investing in real estate. This modern approach offers a seamless and accessible way for investors to partake in the equity of a premier multi-family development.

  • Digital Ownership: Tokens represent an equity stake, offering easy management, transfer, or sale of your investment, unlike traditional real estate.

  • Simplified Transactions: Tokenization cuts through complex real estate transaction processes, enabling quicker and broader access for investors.

  • Potential Access to Liquidity: Tokenized offerings have the potential to move to secondary markets, "exchanges", where investors can buy and sell the tokens once lock-up is complete.

Development

Modern Residences For Modern Life 

The Vic at Sunterra is building modern living spaces designed to meet the needs of every resident.

  • Diverse Layouts: Floor plans range from 596 sq ft to 1286 sq ft. This diversity allows residents to choose a space that best suits their lifestyle.

  • Quality Living Spaces: Each unit boasts high-quality finishes and best in market amenities, providing a comfortable and stylish living environment. 

  • Community Amenities: Residents will have (once completed) access to a luxurious pool, a beer garden, a pet park, and a playground, all set within the vibrant Sunterra master-planned community.

These features, combined with the strategic location and accessibility of The Vic at Sunterra, make it more than just a place to live, but a place to thrive.

Traction


7 Multi-Family Developments Launched

1,964 units in the greater Houston area brought to market by the team at Hunington Properties since 2017.


World-Class Pedigree

The Sunterra master-planned community involves world-class companies known for their continued success in multi-family real estate developments.

Customers


Glowing Reviews From Current Tenants

Hunington's developments are beloved by the residents. Below are the average google reviews for their most recent developments brought to market.

Jordan Ranch
Woodforest
Southwinds
Interpose

Business model


Investment in the Vic at Sunterra will be through Reg D 506(c) with a target net-IRR of 20-22%. (*While the target net-IRR is 20-22% there is no guarantee that this will be the return*)

While the property is held, distributions will be paid to investors on a semi-annual basis, if and when declared by our Manager in his sole discretion.

If the property is acquired, profits will be distributed pro rata in proportion to the number of tokens (i.e.. equity) held by each investor.

Monthly distributions will be permitted following an initial lease-up/seasoning period (2 years from completion) of semi-annual distributions, if and when declared by our Manager in his sole discretion.

Market


Houston and Katy's Growth

The Houston area, with Katy as a focal point, has experienced significant expansion, marking it as a hotspot for development and investment.

As the Vic at Sunterra is right alongside the I-10 freeway, it provides direct commuter access to Houston.

(3)

Competition


Comparable Properties In and Around Katy, Texas

Over the last decade, the Bear Creek/Copperfield Submarket, especially Katy, saw its population nearly double. This surge has attracted a wave of development, making it one of Houston's most active areas for new construction. 

In 2023, approximately 2,269 new units were introduced, highlighting the area's appeal to both commuters and investors. Despite the influx of new homes, demand continues to remain strong with an 88.7% occupancy rate, underscoring Katy's robust rental market and its appeal to both local and national investors.

Founders


Sandy P. Aron

Founder and president of Hunington Properties for 42 years, Sandy P. Aron is one of Houston’s preeminent commercial real estate brokers and developers with experience in all facets of the real estate industry.

Summary


The Vic at Sunterra, nestled in the heart of Texas' #1 master-planned community of Sunterra in Katy, offers an unmatched blend of luxury and strategic location. 

Key highlights include:

  1. Strategic Location: Easy access to highways and essential services enhances tenant appeal.
  2. Proven Developer: Hunington Properties' extensive experience ensures quality and reliability.
  3. Strong Demand: Katy's booming population and favorable demographics promise sustained demand.

The Vic at Sunterra represents a prime opportunity for investment, combining growth potential with high-quality living.

(1). Texas' #1 master-planned community Sunterra

(2). With Katy's population nearly doubling over the past decade (Census 5 Mile Radius), the demand for multifamily housing has skyrocketed

(3). Population growth (Census 5 Mile Radius), estimated household income Pg 1 (Census 5 Mile Radius), college degree Pg 2.

Disclaimers


Certain information set forth in this presentation contains “forward-looking information”, including “future-oriented financial information” and “financial outlook”, under applicable securities laws (collectively referred to herein as forward-looking statements). Except for statements of historical fact, the information contained herein constitutes forward-looking statements and includes, but is not limited to, the (i) projected financial performance of the Company; (ii) completion of, and the use of proceeds from, the sale of the shares being offered hereunder; (iii) the expected development of the Company’s business, projects, and joint ventures; (iv) execution of the Company’s vision and growth strategy, including with respect to future M&A activity and global growth; (v) sources and availability of third-party financing for the Company’s projects; (vi) completion of the Company’s projects that are currently underway, in development or otherwise under consideration; (vi) renewal of the Company’s current customer, supplier and other material agreements; and (vii) future liquidity, working capital, and capital requirements. Forward-looking statements are provided to allow potential investors the opportunity to understand management’s beliefs and opinions in respect of the future so that they may use such beliefs and opinions as one factor in evaluating an investment.

These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements.

Although forward-looking statements contained in this presentation are based upon what management of the Company believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.

Forward Looking Statements

Documents

Capital R (OpenDeal Broker LLC, CRD #291387) is hosting this Reg D 506(c) securities offering by The Vic at Sunterra LLC.
Company documents
Subscription Agreement The Vic at Sunterra PPM.pdf Accreditation FAQs.pdf Form CRS.pdf Disclosures & Disclaimers.pdf Additional Risk Disclosures.pdf

About The Vic at Sunterra

Legal Name
The Vic at Sunterra LLC
Founded
Jan 1984
Form
Texas LLC
Employees
45
Social Media
Headquarters
Google Map location of of The Vic at Sunterra
3773 Richmond Avenue 800 , Houston, TX
Headquarters
3773 Richmond Avenue, 800, Houston, TX, United States 77046

The Vic at Sunterra Team
Everyone helping build The Vic at Sunterra, not limited to employees

Profile picture of Sandy P. Aron
Sandy P. Aron
President
Sandy P. Aron is one of Houston’s preeminent commercial real estate brokers and developers with more than 35 years of experience in all facets of the real estate industry.
Profile picture of Kate Good
Kate Good
Principal | Multifamily Development and Operation
In 2012, Kate joined forces with Hunington Properties to create Hunington Residential which is the multifamily development and management arm of this firm
Profile picture of Michael Salazar
Michael Salazar
Director of Multifamily Development
Michael joined Hunington Properties as a Real Estate Analyst with development partners and is responsible for providing underwriting and market analysis on proposed developments.
Sandy P. Aron
President
Kate Good
Principal | Multifamily Development and Operation
Michael Salazar
Director of Multifamily Development

FAQ

When will construction start? When will people begin moving in?

When will construction start? When will people begin moving in?

Construction will begin in the next 12 months, beginning by Sept 15. The doors will open for the first tenants and initial occupancy on July 1, 2025. The projected last day of construction is May 1, 2026.

How do I receive my equity once I have invested?

How do I receive my equity once I have invested?

Equity interests (or shares) in the project are represented as tokens and distributed to investors after fundraising is complete. Possession of these tokens provides the holder with all the equity benefits described in the offering documents.

What does tokenized equity mean in the context of this investment?

What does tokenized equity mean in the context of this investment?

Tokenized equity refers to the digital representation of ownership in real estate, utilizing blockchain technology. This approach offers transparency, accessibility, the potential of increased liquidity, and the simplification of the investment process for The Vic at Sunterra.

How does investing in a tokenized equity offering differ from traditional real estate investments?

How does investing in a tokenized equity offering differ from traditional real estate investments?

Tokenized equity allows for fractional ownership, potentially lower minimum investments, and the potential for enhanced liquidity through digital platforms. It modernizes the investment process, providing investors with a more flexible and accessible way to enter the real estate market.

What type of investment offering is The Vic at Sunterra?

What type of investment offering is The Vic at Sunterra?

The Vic at Sunterra is offered as a Tokenized Regulation D 506(c) offering, allowing for general solicitation of the project to accredited investors while requiring all participating investors to be verified as accredited. 

The tokenization means that the equity of the project is represented by a security token specific to the Vic at Sunterra. Each token represents $1 worth of equity. Investors will receive their equity (security) tokens via a transfer to a wallet of their choice. 

Who is eligible to invest in The Vic at Sunterra?

Who is eligible to invest in The Vic at Sunterra?

The investment is open to accredited U.S. investors only, in compliance with the Regulation D 506(c) guidelines. Accredited investors must meet specific income or net worth criteria to participate.

What is the expected return on investment (ROI) for The Vic at Sunterra?

What is the expected return on investment (ROI) for The Vic at Sunterra?

While specific ROI will vary, The Vic at Sunterra projects a compelling IRR (Internal Rate of Return) at year three, reflecting a strong investment potential influenced by market dynamics and property performance.

How long is the recommended investment hold period for The Vic at Sunterra?

How long is the recommended investment hold period for The Vic at Sunterra?

The recommended hold period is 36 months, allowing investors to capitalize on the projected growth and development within the Sunterra community and the broader Katy area.

What makes The Vic at Sunterra a smart investment?

What makes The Vic at Sunterra a smart investment?

Key factors include its strategic location in a top-selling master-planned community, exceptional amenities, strong market demand, a proven track record of the developer, and favorable demographics with a high-income, highly educated population.

Are the units at The Vic at Sunterra for sale or for rent?

Are the units at The Vic at Sunterra for sale or for rent?

The Vic at Sunterra features rental units. This model capitalizes on the strong rental demand in Katy, Texas, providing steady income potential for investors

How does the development plan for The Vic at Sunterra accommodate future growth?

How does the development plan for The Vic at Sunterra accommodate future growth?

The development is strategically planned within a master-planned community, ensuring it benefits from the area’s growth, infrastructure development, and increasing desirability among renters.

How does the location of The Vic at Sunterra impact its investment value?

How does the location of The Vic at Sunterra impact its investment value?

Its location at the entrance of Sunterra, close to major highways and employment hubs, ensures high visibility, accessibility, and desirability, directly impacting its investment value through sustained demand.

What are the risks associated with investing in The Vic at Sunterra?

What are the risks associated with investing in The Vic at Sunterra?

As with any real estate investment, risks include market volatility, changes in interest rates, and occupancy rates. However, The Vic’s strategic planning, location, and amenities are designed to mitigate these risks.

Can international investors participate in The Vic at Sunterra project?

Can international investors participate in The Vic at Sunterra project?

Yes, international investors can participate in Reg D 506 (c) offerings.

What are the tax implications for investors at The Vic at Sunterra?

What are the tax implications for investors at The Vic at Sunterra?

Investors should consult with a tax professional, but investments in real estate can offer benefits like depreciation, which can offset income and potentially reduce tax liabilities.

Still have questions? Check the discussion section.
Show all FAQ

Risks

Prospective investors must undertake their own due diligence.
This PPM includes limited information regarding the Company, our current and future business and operations, our management and our financial condition. While we believe the information contained in this PPM is accurate, such document is not meant to contain an exhaustive discussion regarding our Company. We cannot guarantee a prospective investor that the abbreviated nature of the PPM will not omit to state a material fact that a prospective investor may believe to be an important factor in determining if an investment in the Class A Nonvoting Units offered hereby are appropriate for such Investor. As a result, prospective investors are required to undertake their own due diligence of the Company, our current and proposed business and operations, our management and our financial condition to verify the accuracy and completeness of the information we are providing in this PPM. This investment is suitable only for investors who have the knowledge and experience to independently evaluate the Company, our business, and prospects.
The Company has a limited operating history and has no financial statements as of the date of this PPM.
There is no historical financial information upon which to base an evaluation of our performance. Our prospects must be considered in light of the uncertainties, risks, expenses, and difficulties frequently encountered by companies in their early stages of operations. We expect to incur additional net expenses over the next several years as we continue to maintain and expand our existing operations. The amount of future losses and when, if ever, we will achieve profitability are uncertain.
We may not raise sufficient funds to achieve our business objectives.
There is no minimum amount required to be raised before we can accept your subscription for the Class A Nonvoting Units, and we can access the funds immediately. We may deploy funds received in the Project immediately upon receiving such funds and may not raise an amount sufficient for the Company to secure the HUD Loan or otherwise meet all of its objectives. Once we accept your investment funds, there will be no obligation to return your funds. Even if other Class A Nonvoting Units are sold, there may be insufficient funds raised through this Offering to cover the expenses associated with the Offering, secure the HUD Loan or complete development of the Project and implementation of the Company’s operations. The lack of sufficient funds may mean that we are not able to finance the development of the Property and you may lose all of your investment. In addition, even if we do secure funding to develop the Project, we may not raise enough funds to pay expenses and for working capital, which will negatively impact our ability to achieve profitability and make distributions to investors.
We require substantial further investment.
The Company does not currently have revenue to fund development operations that are critical to the business plan and will remain dependent upon its ability to attract investment to generate cash and meet its financial obligations. Investment in the Company carries more risk of loss due to failure to attract future investment in comparison with companies that are less dependent upon outside investment.
Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in case of an equity financing.
The Company does not currently have revenue to fund development operations that are critical to the business plan and will remain dependent upon its ability to attract investment to generate cash and meet its financial obligations. the Company expects to fund development of the Project with a substantial amount of debt financing, that debt financing takes priority ahead of Unit investors in payment and may contain significant restrictions on our operations and ability to make distributions to investors.
Your investment is directly affected by general economic and regulatory factors that impact real estate investments.
Because we will primarily develop residential real estate, we are impacted by general economic and regulatory factors impacting real estate investments. These factors are generally outside of our control. Among the factors that could impact our real estate assets and the value of your investment are: - inability to find investors interested in the Project; - federal, state or local regulations and controls affecting rents, zoning, prices of goods, fuel and energy consumption, water and environmental restrictions; - inflation and other increases in operating costs, including insurance premiums, utilities and real estate taxes; - adverse changes in the laws and regulations applicable to us; - laws and regulations in Texas that negatively impact the desirability of Texas as a state of residence and, therefore, the demand for residential housing; - the relative illiquidity of real estate investments; - changing market demographics; - acts of God, such as earthquakes, hurricanes, floods or other uninsured losses; and - changes or increases in interest rates and availability of permanent mortgage funds. In addition, periods of economic slowdown or recession, or declining demand for real estate, or the public perception that any of these events may occur, could result in a general decline in rents or increased defaults under this Project.
General economic conditions and the location of our Project in Texas may affect our ability to generate sufficient revenue.
The market and economic conditions in our current market may significantly affect multifamily occupancy or rental rates. In such case, if our Project does not generate revenues sufficient to meet our operating expenses, including debt service and capital expenditures, current cash flow and ability to pay or refinance our debt obligations could be adversely affected. As a result of the current geographic location of our Project in Texas, we are exposed to the risks of downturns in the local economy or other local real estate market conditions that could adversely affect occupancy rates, rental rates, and property values in this market.
Success in the real estate industry can be highly unpredictable and there is no guarantee the Company’s business model will be successful in the market.
The Company’s success will depend on whether it can successfully build and market the multifamily homes in the Project. If the Company fails to anticipate real estate investor and consumer preferences its business and financial performance will likely suffer. The real estate industry is fiercely competitive. The Company may not be able to develop the Project in a profitable way.
Our operating results may be negatively affected by potential development and construction delays and the resulting increase in costs and risks.
Developing real estate properties subjects us to uncertainties such as environmental concerns of governmental entities or community groups, ability to accurately estimate or control construction costs or the ability to build in conformity with plans, specifications and timetables. We may incur additional risks when we make periodic progress payments or advance other costs to third parties prior to completing construction. These and other factors can increase the costs of the Project. Furthermore, we must rely upon projections of rental income and expenses and estimates of fair market value upon completing construction when agreeing upon a price to be charged for the property. If our projections are inaccurate, our business may be negatively affected.
Potential development and construction delays and increases in the prices of building materials due to tariffs or other reasons and resultant increased costs and risks may hinder our operating results and decrease our net income.
Uncertainties associated with the development and construction of real property, including those related to re-zoning land for development, environmental concerns of governmental entities and/or community groups and our builders’ ability to build in conformity with plans, specifications, budgeted costs and timetables. If a builder fails to perform, we may resort to legal action to rescind the construction contract or to compel performance. A builder’s performance may also be affected or delayed by conditions beyond the builder’s control including availability of raw materials and related expenses. Delays in completing construction could also give tenants the right to terminate preconstruction leases. We may incur additional risks when we make periodic progress payments or other advances to builders before they complete construction. These and other factors including price increases in raw materials can result in increased costs of our Project or loss of our investment.
The Company’s insurance coverage may not be adequate to cover all possible losses that it could suffer and its insurance costs may increase.
The Company has not yet acquired insurance. It may not be able to acquire insurance policies that cover all types of losses and liabilities. Additionally, once the Company acquires insurance, there can be no assurance that its insurance will be sufficient to cover the full extent of all of its losses or liabilities for which it is insured. Further, insurance policies expire annually, and the Company cannot guarantee that it will be able to renew insurance policies on favorable terms, or at all. In addition, if it sustains significant losses or makes significant insurance claims, then its ability to obtain future insurance coverage at commercially reasonable rates could be materially adversely affected. If the Company’s insurance coverage is not adequate, or it becomes subject to damages that cannot by law be insured against, such as punitive damages or certain intentional misconduct by their employees, this could adversely affect the Company’s financial condition or results of operations.
The illiquidity of real estate may make it difficult for the Company to dispose of the Project or negatively affect its ability to profitably sell the Project and access liquidity.
The Company’s business is to sell real estate assets. Because real estate holdings generally, are relatively illiquid, the Company may not be able to dispose of the Project on a timely basis. In some circumstances, this may result in investment losses which could adversely affect the Company’s financial condition. The illiquidity of its real estate assets could mean that it is forced to hold on to the Project for longer than planned or indefinitely. Failure to dispose of the Project in a timely fashion, or at all, could adversely affect the Company’s business, financial condition and results of operations.
Loss of key management would threaten our ability to implement our business strategy.
The management of future growth will require our ability to retain our manager, Sanford P. Aron. Sanford P. Aron is a key person whose skills and efforts comprise a large component of our ability to implement our business plan and grow our business. If Mr. Aron were to leave the Company, our Project and business model could be adversely affected.
Competing interests.
Our Manager, Sanford P. Aron, has commitments outside of the Company and he does not have a minimum time commitment to the Company. There will be times when his outside business interests require them to devote a significant amount of his time and attention to other projects, which may result in the Company not performing as well as it could, which may materially and adversely affect your investment. In addition, he may have interests that conflict with or compete with the Company.
Mr. Aron owns a financial interest in the Company and in a number of the Company’s service providers which could lead to potential conflicts.
Mr. Aron owns a significant financial interest in the Company. In addition, he is the owner and CEO of HPI and Hunington Residential, two of the Company’s service providers. Potential conflicts and risks can arise in situations with concentrated power and control. Mr. Aron may make decisions affecting the Company that benefit him personally, or as a holder of Class B Units. He may also make decisions affecting the Company that benefit HPI and Hunington Residential. These decisions may not be in the best interests of Class A Unitholders or the Company as a whole.
The Subscription Agreement has forum selection provisions that require disputes be resolved in state or federal courts in the State of Texas, regardless of convenience or cost to you, the investor.
In order to invest in this Offering, investors agree to resolve disputes arising under the Subscription Agreement in state or federal courts located in the State of Texas, for the purpose of any suit, action or other proceeding arising out of or based upon any of the agreements. Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. We believe that the exclusive forum provisions apply to claims arising under the Securities Act, but there is uncertainty as to whether a court would enforce such provisions in this context. You will not be deemed to have waived the Company’s compliance with the federal securities laws and the rules and regulations thereunder. These forum selection provisions may limit your ability to obtain a favorable judicial forum for disputes with us. Alternatively, if a court were to find these provisions inapplicable to, or unenforceable in an action, we may incur additional costs associated with resolving such matters in other jurisdictions, which could adversely affect our business, financial condition or results of operations.
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Neither OpenDeal Inc., OpenDeal Portal LLC nor OpenDeal Broker LLC make investment recommendations and no communication, through this Site, or in any other medium, should be construed as a recommendation for any security offered on or off this investment platform. Investment opportunities posted on this Site are private placements of securities that are not publicly traded, involve a high degree of risk, may lose value including the total loss of invested capital, are subject to holding period requirements and are intended for investors who do not need a liquid investment. Past performance is not indicative of future results. Investors must be able to afford the loss of their entire investment. Only qualified investors, who understand the risks of early-stage investment and who meet the Republic's investment criteria may invest. Investors may be restricted to only Accredited Investors or non-U.S. persons, to invest in offerings hosted by OpenDeal Broker. Neither OpenDeal Inc., OpenDeal Portal LLC nor OpenDeal Broker LLC, nor any of their officers, directors, agents and employees make any warranty, express or implied, of any kind whatsoever related to the adequacy, accuracy or completeness of any information on this Site or the use of information on this site. Offers to sell securities can only be made through official offering documents that contain important information about the investment and the issuers, including risks. Investors should carefully read the offering documents. Investors should conduct their own due diligence and are encouraged to consult with their tax, legal and financial advisors.

By accessing the Site and any pages thereof, you agree to be bound by the Terms of Use and Privacy Policy. Please also see OpenDeal Broker’s Business Continuity Plan and Additional Risk Disclosures. All issuers offering securities under regulation crowdfunding as hosted by OpenDeal Portal LLC are listed on the All Companies Page. The inclusion or exclusion of an issuer on the Platform Page and/or Republic’s Homepage, which includes offerings conducted under regulation crowdfunding as well as other exemptions from registration, is not based upon any endorsement or recommendation by OpenDeal Inc, OpenDeal Portal LLC, or OpenDeal Broker LLC, nor any of their affiliates, officers, directors, agents, and employees. Rather, issuers of securities may, in their sole discretion, opt-out of being listed on the Platform Page and Homepage.

Investors should verify any issuer information they consider important before making an investment.

Investments in private companies are particularly risky and may result in total loss of invested capital. Past performance of a security or a company does not guarantee future results or returns. Only investors who understand the risks of early stage investment and who meet the Republic's investment criteria may invest.

Neither OpenDeal Inc., OpenDeal Portal LLC nor OpenDeal Broker LLC verify information provided by companies on this Site and makes no assurance as to the completeness or accuracy of any such information. Additional information about companies fundraising on the Site can be found by searching the EDGAR database, or the offering documentation located on the Site when the offering does not require an EDGAR filing.

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. Therefore, when you use the Services we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver's license, passport or other identifying documents.

Republic and its affiliates are not and do not operate or act as a bank. Certain banking services are provided by BitGo Trust Company, a South Dakota-chartered trust company and registered money services business. BitGo Trust Company is not an FDIC member. Digital (crypto) assets and investment products are not insured by the FDIC, may lose value, and are not deposits or other obligations of BitGo Trust Company and are not guaranteed by BitGo Trust Company. Terms and conditions apply.

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