Spark Fund One:

Investing in Opportunistic Developments and Acquisitions

$1,235,000 Raised

Overview:

Spark Fund One, LLC was formed to capitalize on the rapidly growing, aging U.S. population of seniors who are seeking high-quality independent living and assisted living arrangements*. To address this need, the Company is planning to invest in projects, through the efforts of Manager, to develop, build and operate residential campuses consisting of independent living, assisted living and memory care properties for the anticipated market of middle-income seniors and their needs. While the Company intends to focus upon residential senior living projects, the Company may also invest or co-invest in Manager-led opportunistic developments and acquisitions that may include, but are not limited to, existing senior living properties, multifamily and age-restricted residential properties and apartments, industrial facilities, and storage facilities identified by the Manager.

*NIC MAP Vision, LLC, June 2024 – Senior Housing Market Outlook: Opportunities from an emerging supply and demand imbalance.

Use of Proceeds:

Based on the maximum amount of $75,000,000 is raised.

71.5%

$53,601,478

Property Acuisition and Development Expenses

10%

$7,500,000

Working Capital

8%

6,000,000

Dividend Reserve Account

4%

$2,988,930

Project Development Fee

2%

$1,500,000

Legal and Accounting

2%

1,468,000

Asset Management Fee

1.1%

$850,000

Offering Expenses

1%

$750,000

Selling Commissions and Fees

0.5%

$341,592

Asset Acquisition Fee

0%

$0

Asset Disposition Fee

Why Invest with Spark?

Vita Senior Living - General Concept

The Company intends to develop, own, and manage campuses for middle-income and fixed-income seniors with a focus on creating high-quality, reasonably priced housing options with great services, amenities, and care. The Company believes that few developers are focusing on the middle-market and fixed-income seniors’ need for alternatives to nursing homes that will satisfy the rapidly expanding demand. The Company expects to lead a consortium of real estate professionals, vendors and investors to further the Vita Senior Living model for build-to-rent, independent and assisted living developments similar to the recently completed Vita-branded developments in Indiana. These future senior living campus developments will utilize a similar template for the design and construction utilized to date by Manager.

Multi-Tenant Commercial and Light Industrial

Another area in which the Company intends to invest is the storage and industrial space with the emergence of the “small-bay” commercial and light-industrial properties which house multiple tenants in a subdivided, medium-sized structure. These commercial properties and campuses of properties exist for the myriad of small businesses needing spaces in the range of six hundred (600) to approximately two thousand (2,000) square feet. These commercial properties fill the underserved space between self-storage units, which are not suitable for commercial use, and larger industrial buildings which are often too large, inflexible, and expensive for small businesses. Typical tenant types for commercial and light-industrial properties include small logistics companies, distributors, light manufacturers, contractors, trade- and services-based businesses, landscapers, and others.
One of the key advantages of small-bay commercial and light industrial assets is that these properties provide a degree of inflation protection. The general attributes of tenants having shorter lease structures, in combination with a higher tenant demand, allow properties to adjust rental rates more frequently in response to prevailing market conditions. This flexibility is particularly appealing in the current economic climate where inflation concerns are top of mind for many investors.

Management:

Paul Ezekiel Turner

Chief Executive Officer

Mr. Turner has established multiple businesses focused on bringing innovation and change to stagnant industries. In his twenty-four (24) years of experience, he has launched two public companies, served on multiple company boards, and led work in development, operations and management in a diverse set of industries, such as seniors housing and care, multifamily housing, student housing and commercial office space.

Mr. Turner left a job on Wall Street to form a development company in 2002 and over the next sixteen (16) years, that company became one of the nation’s premier developers of post-acute healthcare properties – focused on short-stay, rehabilitation and therapy transitions from hospital to home ̶ with more than fifty (50) completed developments across the United States.

In 2012, Mr. Turner founded HealthLease Properties Real Estate Investment Trust (REIT), served as the chairman and CEO and took it public on the Toronto Stock Exchange in a $121MM initial public offering (IPO) under the symbol HLP. Two (2) years later, in November of 2014, a deal was reached with Welltower (NYSE: HCN), wherein HCN acquired HLP and its portfolio of more than fifty (50) properties. Mr. Turner then commenced new ventures including a student-housing business and investments in building-product companies. In 2016, Mr. Turner led the effort to take another real estate investment company public which was later spun-off as a standalone company and now operating under the name Invesque (TSX: IVQ).

Mr. Turner’s most recent venture, Vita Investment Holdings LLC, works to design and develop more affordable housing and care options for America’s elders as they age, with a primary focus on the those in middle-income to fixed-income segments of the population. The most recent senior living development completed and currently operating is Vita of Greenfield Campus located in Greenfield, Indiana. Additional similar senior living projects recently completed include Vita of Marion in Marion, IN, Vita of New Whiteland in New Whiteland, IN, and planned projects in Vita of Westfield in Westfield, Indiana and Vita Lifestyle-Lafayette in Lafayette, Indiana.

Warren Byrd

Vice President – Development

Mr. Byrd serves as the Vice President of Development where he manages and oversees the development, construction, expansion, and maintenance of a multi-hundred-million-dollar real estate portfolio.

Mr. Byrd possesses extensive experience in real estate, corporate development, and law from previously serving during his professional career as the Executive Vice President of Corporate Development and Real Estate for KAR Global, the Executive Vice President of Corporate Development and General Counsel for ADESA, and as the Chief Operations Officer for ServNet Auction Group.

Mr. Byrd previously practiced law at a private firm, in Indianapolis that is now part of the global law firm Dentons, after having obtained his juris doctorate (J.D.) from Notre Dame Law School and a Bachelor of Science from Cedarville University.

Courtney Turner Milbank

Chief Legal Officer

Ms. Milbank serves as the Chief Legal Officer where she leads the strategy and execution of all legal matters, including corporate governance, compliance, real estate, acquisitions, contracts, litigation, intellectual property matters, government affairs, and property tax. Courtney is also responsible for the management and oversight of all outside legal counsel and service providers.

Ms. Milbank was previously a skilled litigator practicing primarily in the areas of Constitutional Law, Campaign-Finance Law, Civil Litigation, Appellate Practice, and United States Supreme Court Practice.

Ms. Milbank graduated from Regent University School of Law, where she served on the law review and as a moot court competitor. She obtained both a Master of Business Administration (M.B.A.) and a Bachelor of Arts in Business Management from Taylor University, where she also competed on its intercollegiate basketball team.

Kyle McDonald

Chief Financial Officer

Mr. McDonald serves as the Chief Financial Officer where he is responsible for the management of all the Company’s financial activities. He obtained his Bachelor of Science in Economics from Purdue University and his Master of Science in Accounting from Southern New Hampshire University.

Mr. McDonald began his career as a plant controller for Federal-Mogul Holdings Corporation before transitioning to controller and later the Chief Financial Officer (CFO) at RISE Commercial District. There, he managed financial operations across warehouse, office, and flex space solutions.

Mr. McDonald brings with him comprehensive knowledge of operations, budgeting, real estate, and financial analysis. He is dedicated to driving financial excellence and supporting the Company’s strategic goals with a forward-thinking approach.

Partners:

Texture Capital

Broker Dealer

KoreTransfer USA LLC

Transfer Agent

Enterprise Bank and Trust

Escrow Agent

KoreTransfer USA LLC

Issuance Technology

Offering Terms

Equity in the form of LLC membership interests denominated as Class A Units.

Securities Offered

$75,000,000

Maximum Offering

$1,000,000

Minimum Offering

$500

Minimum Investment

$1.00

Unit Price

$1,000,000

Raised

0

Investors