NOTE TO USERS: The following form sets forth the minimum informational requirement for soliciting indications of interest under federal and state securities laws. You may include additional inform ation if you think it necessary or desirable. Remember that any discussion in this document is subject to the antifraud provisions of the federal and state securities laws and must therefore be complete. You may not exaggerate the investment opportunity, minimize the risks of the enterprise or predict revenues, profits or payment of dividends (including financial projections and forecasts). You may alter the graphic presentation of the form in any way as long as the minimum inform ation is clearly presented. The information in the Pennsylvania SOI Supplement is an integral part of the SOI Form and MUST accompany the SOI Form inform ation at all times and under all circumstances. SOLICITATION OF INTEREST FORM
Fundrise Transfer Station LLC NAME OF COMPANY Street Address of Principal Office:
1519 Connecticut Avenue NW, Suite 200, Washington, DC 20036
Company Telephone Number:
(202) 584-0550
Date of Organization:
09/12/2013
Amount of the Proposed Offering:
$250,000 - $500,000
Name of Chief Executive Officer:
Benjamin S. Miller
THIS IS A SOLICITATION OF INTEREST ONLY. NO M ONEY OR OTHER CONSIDERATION IS BEING SOLICITED AND NONE W ILL BE ACCEPTED. NO SALES OF THE SECURITIES W ILL BE M ADE OR COM M ITM ENT TO PURCHASE ACCEPTED UNTIL THE DELIVERY OF A FINAL OFFERING CIRCULAR OR PROSPECTUS THAT INCLUDES COM PLETE INFORM ATION ABOUT THE ISSUER AND THE OFFERING. AN INDICATION OF INTEREST M ADE BY A PROSPECTIVE INVESTOR INVOLVES NO OBLIGATION OR COMM ITM ENT OF ANY KIND. THIS OFFER IS BEING M ADE PURSUA NT TO AN EXEM PTION FROM REGISTRATION UNDER THE FEDERAL AND STATE SECURITIES LAW S. NO SALE M AY BE M ADE UNTIL THE OFFERING IS QUALIFIED BY THE SEC AND IS REGISTERED IN THIS STATE 1 This Company ( ) (X) ( ) ( ) ( )
Has never conducted business operations. Is in the development stage. Is currently conducting operations. Has shown a profit for the last fiscal year. Other (specify)
BUSINESS: 1. Describe in general what business the company does or proposes to do, including what products or goods are or will be produced or services that are or will be rendered.
1
The language "IS QUALIFIED BY THE SEC AND" is not applicable if the offering is made under Section 3(a)(11) of the federal Securities Act of 1933.
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2. Describe in general how these products or services are to be produced or rendered and how and when the company intends to carry out its activities. OFFERING PROCEEDS: 3. Describe in general how the company intends to use the proceeds of the proposed offering. KEY PERSONNEL OF THE COMPANY: 4. Provide the following information for all officers, directors or persons occupying similar positions: Name, Title, Office Street Address, Telephone Number, Em ployment History (Em ployers, titles and dates of positions held during the past five years), and Education (degrees, schools and dates).
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NOTE TO USERS: The following form sets forth the minimum informational requirement for soliciting indications of interest under the Pennsylvania Securities Act of 1972 (1972) when used in conjunction with Form SOI. You may include additional information if you think it necessary or desirable. Remember that any discussion in this document is subject to the anti-fraud provisions of the 1972 Act and must therefore be complete. You may not exaggerate the investment opportunity, minimize the risks of the enterprise or predict revenues, profits or payment of dividends (including financial projections and forecasts). The information in the Pennsylvania SOI Supplem ent is an integral part of the SOI Form and MUST accompany the SOI Form inform ation at all times and under all circumstances.
PENNSYLVANIA SOI SUPPLEMENT
Fundrise Transfer Station LLC NAME OF COMPANY
Check the appropriate response(s)) 1. The issuer's revenues during the last full fiscal year were: a. b. c. d. e. f. 2.
3.
Less than $10,000 . $10,000 or more but less than $50,000 . $50,000 or more but less than $250,000 . $250,000 or more but less than $1 million . $1 m illion or more . Issuer has been in existence for less than a full fiscal year X .
The issuer had a profit or loss during its last full fiscal year of: a.
PROFIT OF:
Less than $10,000 . $10,000 or more but less than $50,000 . $50,000 or more but less than $250,000 . $250,000 or more .
b.
LOSS OF:
Less than $10,000 . $10,000 or more but less than $50,000 . $50,000 or more but less than $250,000 . $250,000 or more .
c.
Issuer has been in existence for less than a full fiscal year
X.
The average price per share of stock paid in cash by the issuer's current shareholders was: a. b. c. d. e. f.
Less than $.01 . $.01 or more but less $.05 or more but less $.10 or more but less $.25 or more but less $1.00 or more X .
than than than than
$.05 . $.10 . $.25 . $1.00 .
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4.
The issuer has engaged in the following transactions with its officers, directors, 10% shareholders or their affiliates or relatives: a. b. c. d. e.
5.
.
During the last full fiscal year, the issuer's officers and directors received combined aggregate cash compensation of: a. b. c. d. e.
6.
Issued securities in exchange for property or services Loaned money . Rented or purchased property . Purchased or sold goods or services . No such transactions have occurred X .
Less than $50,000 X . $50,000 or more but less than $100,000 . $100,000 or more but less than $250,000 . $250,000 or more but less than $500,000 . $500,000 or more .
Are there any outstanding options or warrants held by current shareholders? YES . NO X .
7.
Does the issuer's liabilities currently exceed the fair market value of its assets? YES . NO X .
8.
Is the issuer now, or in the past two years was it, unable to meet its obligations as and when they become due in the usual course of business? YES . NO X .
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SOLICITATION)OF)INTEREST)FORM) ) BUSINESS:) ) 1. Fundrise)Transfer)Station)LLC)("Fundrise"))intends)to)solicit)and)manage) investment)related)to)the)Transfer)Station)redevelopment)project)in) Philadelphia,)Pennsylvania.) ) 2. Fundrise)will)work)with)development)partners)to)raise)funds)to)develop)the) project)within)the)next)year.)) ) OFFERING)PROCEEDS:) ) 3. Fundrise)intends)to)use)the)proceeds)of)the)proposed)offering)to)provide) funds)for)development)and)interest)reserve)for)the)property,)and/or)for) working)capital.) ) KEY)PERSONNEL:) ) 4. Benjamin)S.)Miller)–)Managing)Partner) 1519)Connecticut)Avenue)NW,)Suite)200) Washington,)DC)20036) (202))584)–)0550) ) Work)History:) ) ) Rise)Companies)Corp.) 06/13)_)Present) Managing)Partner) WestMill)Capital)Partners) 11/10)–)06/13) Managing)Partner) Western)Development)Corp) 02/05)–)10/10) President) ) Education:) ) ) University)of)Pennsylvania) 1999) Bachelor)of)Arts) ) 5. Daniel)S.)Miller)–)Managing)Partner) 1519)Connecticut)Avenue)NW,)Suite)200) Washington,)DC)20036) (202))584)–)0550) ) Work)History:) ) ) Rise)Companies)Corp.) 06/13)–)Present) Managing)Partner) WestMill)Capital)Partners) 11/10)–)06/13) Managing)Partner) ) Education:) ) ) Wharton)Business)School) 2010) MBA) University)of)Pennsylvania) 2009) Bachelor)of)Arts) )
PENNSYLVANIA)SOI)SUPPLEMENT) ) 1. The)securities)that)the)issuer,)Fundrise)Transfer)Station)LLC)(“Fundrise”),) proposes)to)offer)will)most)likely)be)preferred)equity.) ) 2. Assuming)the)most)likely)scenario)in)which)Fundrise)offers)preferred)equity) securities,)the)securities)would)not)have)cumulative)voting)rights,)other) special)voting)rights)or)preemptive)rights)to)purchase)any)new)issue)of) shares.))The)securities)would)have)preference)as)to)dividends)or)interest)and) preference)upon)liquidation.) ) )