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1031 Exchange · DST Investments

DST Investments.
Passive 1031 Ownership.

A DST lets 1031 exchange investors own a fractional interest in large, professionally managed properties. Here’s how DSTs work, where they fit and how they compare with owning a NNN property directly.

A Delaware Statutory Trust (DST) is a way to own a share of institutional-quality real estate without managing it. A sponsor buys the property, investors purchase beneficial interests in the trust and the sponsor handles everything from leasing to the eventual sale. Because a properly structured DST qualifies as 1031 exchange replacement property, DSTs have become a popular option for investors who want to defer taxes and step away from active management.

How a DST Works

1

A Sponsor Buys the Property

A real estate company, called the sponsor, acquires one or more properties and places them in a Delaware Statutory Trust (DST), either debt-free or with long-term, non-recourse financing already in place.

2

Investors Buy Interests

Investors, often completing a 1031 exchange, purchase fractional beneficial interests in the trust. IRS Revenue Ruling 2004-86 lets a qualifying DST interest count as real estate for 1031 purposes.

3

The Sponsor Manages and Sells

The sponsor runs the property and distributes income to investors. When the property sells, often after 5 to 10 years, investors receive their share and can often exchange again.

Why 1031 Investors Consider DSTs

1031 Eligible

A properly structured DST qualifies as like-kind replacement property, so you can defer capital gains taxes just as you would buying real estate directly.

Fully Passive

No tenants, leases or repairs to manage. The sponsor handles operations, and investors receive their share of the income.

Smaller Minimums

Many offerings start around $100,000, which makes it easier to place leftover exchange funds or spread money across several properties.

Deadline Backup

DSTs can often close quickly, so many investors list one as a backup on their 45-day identification in case a property deal falls through.

Diversification

One investment can own pieces of several properties, tenants, property types and markets.

Debt-Free or Leveraged

Debt-free (all-cash) DSTs suit investors who don’t need to replace debt. Leveraged DSTs carry non-recourse financing that can help satisfy the debt-replacement requirement of your 1031 exchange.

Common DST Property Types

DSTs typically hold larger properties than most individual investors would buy on their own. Common property types include:

Multifamily

Apartment communities, often in growing Sun Belt markets, including portfolios of several properties.

Industrial & Distribution

Warehouses, logistics and last-mile distribution facilities leased to national tenants.

Net Lease Retail

Portfolios of single-tenant properties such as pharmacies, dollar stores and quick-service restaurants.

Medical Office

Outpatient and medical office buildings leased to healthcare providers.

Self Storage

Storage facilities run by experienced operators.

Senior & Student Housing

Specialized housing operated by experienced managers.

The Trade-Offs of a DST

No Control

You can’t make decisions about the property. IRS rules also limit what the trust itself can do, such as renegotiating leases or raising new capital.

Limited Liquidity

There’s generally no public market for DST interests, so plan to hold until the sponsor sells.

Sponsor Sets the Exit

The sponsor decides when to sell, so you don’t control the timing of your next exchange or your tax bill.

Fees and Load

Offering costs, commissions and sponsor fees are typically higher than buying a property directly and reduce the amount actually invested.

Accredited Investors Only

Most DSTs are private offerings available only to accredited investors.

Investment Risk

Like any real estate investment, a DST can lose value. Distributions aren’t guaranteed and depend on how the property performs.

721 UPREIT Exchanges

Many DSTs are set up with a possible 721 exchange, named for Section 721 of the tax code. Instead of selling for cash, the DST’s property is contributed to a REIT’s operating partnership, and investors receive operating partnership (OP) units in exchange, generally without triggering tax. This is often called an UPREIT. In many DSTs, the sponsor decides whether it happens.

Why Some Investors Like It

  • Diversification across a large portfolio of properties
  • A path to liquidity, since OP units can later be converted into REIT shares
  • Estate planning, as heirs may receive a stepped-up basis

The Trade-Offs

  • It ends your 1031 chain. Once you hold OP units, you can’t 1031 exchange back into real estate.
  • Converting or selling is taxable. Turning units into REIT shares or selling them generally triggers the deferred gain.
  • You may not get to choose. The sponsor often decides whether the 721 happens.

Owning a NNN property directly keeps your options open: you can keep exchanging into new real estate for as long as you like. General information only, not tax advice. Talk with your CPA about your situation.

DST vs. Owning a NNN Property Directly

Owning NNN DirectlyDST
ControlYou choose the property, negotiate the price and decide when to sellThe sponsor makes all decisions
ManagementMinimal; the tenant handles most costsNone
Typical MinimumEnough to buy an entire propertyOften around $100,000
FinancingYou arrange the loanDebt-free (all-cash) or leveraged with built-in, non-recourse debt
FeesStandard closing costs; our buyer representation is freeOffering costs and sponsor fees
LiquiditySell any time at market priceGenerally held until the sponsor sells
Tax Benefits1031 eligible; depreciation on fee-simple deals1031 eligible; depreciation passed through
Who Can BuyAnyoneGenerally accredited investors

NNN + DST: Reinvesting Every Dollar

To fully defer taxes in a 1031 exchange, you generally need to reinvest all of your equity and buy at least as much as you sold, which usually means replacing your debt. Finding one property that matches those numbers exactly is hard.

That’s where combining the two works well. You buy the NNN property that fits your goals, then place the leftover equity in a DST so nothing is left behind as taxable boot. A leveraged DST can also help cover part of the debt you need to replace.

We’ll help you find and buy the NNN property, and we can connect you with a licensed securities professional for the DST portion.

Hypothetical Example
  • Property sold: $3,000,000
  • Mortgage paid off: $1,000,000
  • Equity held by your intermediary: $2,000,000
  • NNN property bought: $2,600,000 ($1,600,000 equity + $1,000,000 loan)
  • Leftover equity into a DST: $400,000
  • Result: $3,000,000 reinvested, all $2,000,000 of equity used and the debt replaced

Simplified illustration that ignores closing costs. Confirm your numbers with your qualified intermediary and CPA.

Using a DST as a 45-Day Backup

You have 45 days after your sale to identify replacement property in writing, and if your deals fall through, the exchange can fail. Listing a DST as a backup alongside your NNN targets is a common way to protect against that. Over the years, many of our 1031 clients have listed a DST as a backup on their 45-day identification, a simple safety net if a property deal falls through late in the exchange.

The 3-Property Rule

You can identify up to three properties of any value. A typical setup is your first-choice NNN property, a second NNN option and a DST as the backup.

The 200% Rule

Or you can identify any number of properties as long as their combined value doesn’t exceed 200% of the price of the property you sold.

Why DSTs Work as Backups

DST offerings are already purchased and financed by the sponsor, so investors can often close within days if a property deal falls apart late in the exchange.

Questions to Ask Before Investing in a DST

✓

What is the sponsor’s track record?

How many offerings have they completed, and how did past investments perform through full cycle?

✓

What are the total fees?

Ask for all upfront and ongoing costs, including commissions, offering costs and sponsor fees, and how much of your money actually goes into the property.

✓

How much debt is on the property?

Check the loan-to-value, the interest rate and when the loan matures compared with the planned hold period.

✓

Who are the tenants?

Look at tenant credit, lease terms and how much income depends on any single tenant.

✓

What is the hold period and exit plan?

Find out the expected timeline, how the sale will be handled and whether a 721 UPREIT exit is possible.

✓

What reserves are in place?

IRS rules limit a DST’s ability to raise new money, so ask how repairs and vacancies would be covered.

✓

Where do distributions come from?

Make sure they’re paid from property income, not from reserves or your own capital.

✓

Does it fit my debt-replacement needs?

Decide whether you need a debt-free or leveraged DST to complete your exchange.

Not Sure Which Fits? Start Here.

Compare Your Options

We’ll walk through your exchange, timeline and goals to see whether owning a NNN property directly, a DST or both makes the most sense.

Buy NNN Directly

If owning the real estate is the right fit, we represent you in the purchase at no cost to you, from sourcing through closing.

Explore DSTs

If you’d like to look at DSTs, we’ll connect you with a licensed securities professional who specializes in DST offerings.

DST FAQ

What is a DST (Delaware Statutory Trust)?

A DST is a legal entity that holds title to one or more investment properties. Investors buy a fractional beneficial interest in the trust and receive their share of the income, while a professional sponsor manages the properties.

Does a DST qualify for a 1031 exchange?

Yes, when it is properly structured. IRS Revenue Ruling 2004-86 allows a beneficial interest in a qualifying DST to be treated as an interest in real estate, so it can serve as 1031 exchange replacement property. Confirm your situation with your CPA or tax advisor.

What is the minimum investment in a DST?

Minimums vary by offering. Many DSTs start around $100,000 for 1031 investors, and some allow less.

Who can invest in a DST?

Most DSTs are private offerings limited to accredited investors, which generally means meeting income or net worth thresholds set by the SEC.

How long do you hold a DST?

The sponsor decides when to sell. Hold periods commonly run about 5 to 10 years, and investors generally can't choose their own exit date. When the property sells, investors can often do another 1031 exchange.

Is a DST better than owning a NNN property directly?

It depends on your goals. A DST offers fully passive ownership and smaller minimums but gives up control, liquidity and pricing transparency, and fees are typically higher. Owning a NNN property directly gives you control over the asset, the lease and the timing of a sale. Many 1031 investors use both.

Can I combine a NNN property and a DST in one 1031 exchange?

Often, yes. A common approach is to buy a NNN property with most of the proceeds and place the remainder in a DST so all of the exchange funds are reinvested. Confirm the details with your qualified intermediary and CPA.

Can a DST help me replace debt in my 1031 exchange?

Yes. To fully defer taxes, you generally need to replace the debt paid off on the property you sold, either with new debt or additional cash. Leveraged DSTs carry non-recourse financing that counts toward that requirement, while debt-free (all-cash) DSTs suit investors who don't need to replace debt. Confirm your numbers with your qualified intermediary and CPA.

What is a 721 UPREIT exchange?

A 721 exchange, often called an UPREIT, lets the owners of a property, often a DST, contribute it to a REIT's operating partnership in exchange for operating partnership (OP) units, generally without triggering tax. Many DSTs are set up with a possible 721 exit, and the sponsor typically decides whether it happens.

Can I do a 1031 exchange after a 721 UPREIT?

Generally no. Once you hold OP units, you can no longer 1031 exchange that investment back into real estate, and converting units into REIT shares or selling them is generally taxable. Your heirs may receive a stepped-up basis. Confirm with your CPA.

What is an accredited investor?

Generally, an individual with a net worth over $1 million, not counting their primary home, or income over $200,000 ($300,000 with a spouse) in each of the last two years with the expectation of the same this year. Certain licensed financial professionals also qualify.

Does Solid Investments FL sell DSTs?

No. Solid Investments FL is a licensed real estate brokerage, not a securities broker-dealer. We help you decide whether direct NNN ownership fits your goals and, if you'd like to explore DSTs, connect you with a licensed securities professional.

Important disclosure: Solid Investments FL, Inc. is a licensed real estate brokerage, not a securities broker-dealer or investment adviser. We do not sell, offer or recommend securities. DST interests are securities offered only through licensed securities professionals, generally to accredited investors, and only by the offering’s private placement memorandum. This page is for general education only and is not investment, tax or legal advice. Consult your own tax, legal and financial advisors.

Weighing a DST for Your 1031 Exchange?

Talk with us first. We’ll help you compare your options and point you in the right direction.

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