Next Investments Multi-Family Memorandum-Re Brending

VINTAGEAPARTMENTS

| Offering Memorandum Presented By : Ash Shah Managing PartnerManish Jain T(281) 916-6398Managing Partner [email protected] (281) [email protected] www.investwithnext.net 5851 San Felipe Suite 455, Houston, TX 770572

| Offering Memorandum Information Not WarrantedThis Investment Memorandum is being furnished on a confidential basis to“accredited investors.” By its acceptance, each recipient agrees that this InvestmentMemorandum may not be reproduced or distributed to others, at any time, withoutthe prior written consent of Next Investments, LLC and that the recipient will keeppermanently confidential all information contained herein not already in the publicdomain.This Investment Memorandum is not an offer to sell or the solicitation of an offerto purchase securities. Any such offer or solicitation will be made by meansof a confidential Private Placement Memorandum (“PPM”). This InvestmentMemorandum excludes material information detailed in the PPM, including, butnot limited to, risk factors. Investors decisions to invest should be based solely onthe information provided in the PPM. No information contained in the InvestmentMemorandum, or any oral or written communication with an interested party,should be relied upon as a representation of warranty as to any matter from anyperson, and no liability shall attach to any person or entity as a result of suchinformation.This Investment Memorandum includes financial projections and other forward-looking statements that involve risk and uncertainty. Sentences or phrases thatuse words such as “expects”, “believes”, “anticipates”, “hopes”, “plans”, “may”, “can”,“will”, “projects”, and others are often used to indicate forward-looking statements,but their absence does not mean a statement is not forward-looking. Suchstatements reflect Next Investments, LLC’s current opinion and are designed tohelp readers understand Next Investments’ thinking. By their very nature, however,such statements are subject to certain risks and uncertainties that could causeactual results to differ materially from those projected. Investors are cautionednot to place undue reliance on these forward-looking statements.While Next Investment LLC has been involved in previous successful endeavors,investors should realize that past performance is no indication of futureperformance and that investors cannot rely on such past performance in makingtheir investment decisions. 3

| Offering Memorandum TABLE OF CONTENTS Investment Overview................................................................. 5 Investment Summary Investment Highlights Location Overview........................................................................ 9 The Houston Market Overview The Submarket | Katy Freeway West Location Map About the Property....................................................................16 The Property at a Glance Key Characteristics & Site Plan Stacking Plans Capital Improvements Lease Comparables Sale Comparables Financial Overview.....................................................................25 Acquisitions Details Investment Assumptions Sources & Uses of Capital Project Financing Leasing & Forecasting Cashflows Projected Cash Flows Investment Returns......................................................... 32 Potential Investor Distributions Interim Cash to Investors Project Team................................................................................... 35 Management Team Structure The Sponsor Property Management & Leasing Team How to Invest.................................................................................. 39 Critical Deadlines Subscription Agreement4

THE OFFERING | Offering Memorandum OVERVIEW Next Vintage Investors, LLC will acquire a 100% ownership interest in Vintage Apartments (the “Property). The property totaling 292 units in the Houston market, will by managed by Next’s Affiliates, Tri Consulting Group (“TCG”). After the acquisition, TCG will commence the rehabilitation, renovation as well as the property management. 5

| Offering MemorandumPROPERTY SUMMARY:ADDRESS 6500 W 43rd St, Houston, TX, 77092PRICE $25,000,000TOTAL UNITS 292PRICE PER DOOR $85,616NET RENTABLE AREA 269136PRICE PER SF $93YEAR BUILT 1972TOTAL ACREAGE 13.12BUILDINGS 30WIRING TYPE 2 new buildings - Copper/rest of the buildings has a aluminum with collaredAVERAGE UNIT SIZE 922AVERAGE RENT $986AVERAGE RENT PER SQ FOOT $1.07OCCUPANCY 91%GOING IN CAP RATE 6.00%POOLS 3ROOFS 75% - PitchedROOFS 25% - combination of flat/pitchedLAUNDRY FACILITIES 2BOILERS 3 6

PROPERTY SUMMARY (con’t) | Offering Memorandum Current Owner has kept the property well and has been continually upgrading the units throughout the years Exterior Building is composed of brick and Hardie plank Out of 3 pools, 2 have been updated by the seller Covered parking with 9 garages available. Per the seller, approximately 90% of the roofs have been replaced in the last 10 years with 35 year shingles. The property has 3 boilers which are 8, 6 and 3 years old Approximately 200 of the HVACs have been replaced (approximately 100 units in 2017) Over 80% of the units have had flooring replaced in the past few years; Approximately 30% of the units have been completely upgraded. The upgrades include new 6 panels front doors and interior doors. Plumbing replaced to PVC New cabinets in kitchen and bath Appliances, brushed nickel hardware and lighting, and tile surround on bathtubs. 7

| Offering Memorandum Sponsor & Its Affiliate INVESTMENT HIGHLIGHTSNext Vintage Investors, LLC will acquirea 100% ownership interest in VintageApartments (the “Property). The propertytotaling 292 units in the Houston market,will by managed by Next’s Affiliates,Tri Consulting Group (“TCG”). After theacquisition, TCG will commence therehabilitation, renovation as well as theproperty management.8

| Offering MemorandumInvesment SummaryLP CASH ON CASH 234.30% $50K MINIMUM INVESTMENT IR R SUMMARY $500K 23.3% MAXIMUM LP/GP INVESMENTPROMOTE 10% 70/30 MEZZANINE INTERST RATE 8% EQUITY PREFETTED 9

ABOUT THE SUBM| OAffeRrinKgEMTemorandum Vintage Apartments which is strategically located in North Houston, on W 34th St just one block from Northwest Freeway (Hwy 290), provides residents with easy access to many of the largest employers in the submarket. With thousands of jobs located within a one mile radius, the property can service a large variety of residents. It is a short driving distance to Interstate I-10, 610 and Beltway 8. The area is flourishing with several shopping centers as well as restaurants. The finest retail and some of the best restaurants can be found only 15 minutes away at The Galleria. Property is located in a growth epicenter. The Garden Oaks/Oak Forest, Spring Branch East, and Shady Acres subdivisions are just a few miles away. Submarket has experienced substantial rental growth in the last six months. Average overall submarket occupancy has not dipped below 90% since 2011. Rent growth normalizes in 2018 as the average advances to $1,106 per month. Overall, rents in the submarket have increased by 2.6% in the last 6 months. Next & TCG are attracted to this Opportunity due to the following reasons: Property Located in a Growing Market Property has Stable Cash Flow Burning off, huge Loss to Lease Opportunity to add value by doing exterior and interior renovations Upside in raising rents Fairly large unit size Rubs have change back potential. 10

| Offering MemorandumThe SponsorManish Jain Ash Shah Manish Jain Ash ShahManaging Partner Managing Partner Managing Partner Managing PartnerLocated in Houston, Texas, Next Investments is a Commercial Real EstateInvestment company specializing in the acquisition and developmentof multi family, office, industrial, retail, mixed-use, and assisted livingproperties in high growth cities across the US. Next Investments investsdirectly in projects and also works in conjunction with real estate sponsor,partners, and accredited investors.Our StrategyNext Investments is focused on developing and investing in projects where it cancreate value through capital improvements or correcting operational inefficiencies. Wetarget a broad range of asset types with varying risk-return profiles. By leveraging ourknowledge and experience, partner capital, and unique relationships we are able todeliver superior risk-adjusted returns. 11

| Offering MemorandumOur ValuesWith our investors, sponsors, and partners at our core, we live by these values.Investor Focused – Taking care of the company and investors as they were our own.Trust – Acting with honesty and honor without compromising the truth.Transparency – Being upfront and visible about the actions we take and decisions we make.Communication – Establish the best process to deliver information to company and investors on atimely basis.Located in Houston, Texas, Next Investments is a Commercial Real Estate Investment companyspecializing in the acquisition and development of multi family, office, industrial, retail, mixed-use,and assisted living properties in high growth cities across the US.Next Investments invests directly in projects and also works in conjunction with real estate sponsor,partners, and accredited investors.Our StrategyNext Investments is focused on developing and investing in projects where it can create valuethrough capital improvements or correcting operational inefficiencies. We target a broad range ofasset types with varying risk-return profiles. By leveraging our knowledge and experience, partnercapital, and unique relationships we are able to deliver superior risk-adjusted returns. 12

| Offering MemorandumSample of Our PortfolioBeltway Exchange San Remo Apartments90,000 SF 333 Units 1B/Ba, 2B/BaIndustrial/Flex Multi-FamilyBuilt in 2013 Opening Fall 2018Houston, Texas Katy, TexasSheraton Suites Danari Office Park9 Story, 263 Key 111,268 SFHotel OfficeFort Lauderdale, FL Dallas, TexasBeltway Exchange San Remo Apartments90,000 SF 333 Units 1B/Ba, 2B/BaIndustrial/Flex Multi-FamilyBuilt in 2013 Opening Fall 2018Houston, Texas Katy, TexasSheraton Suites Danari Office Park9 Story, 263 Key 111,268 SFHotel OfficeFort Lauderdale, FL Dallas, Texas 13

| Offering Memorandum Next Investments, LLC (“Next”) is a Texas-based Real Estate Investment Company that builds, acquires and invests in commercial real estate assets in Texas. The group is led by Ash Shah and Manish Jain who are seasoned real estate investors. Their Advisory Board consists of Mr. Swatantra Jain, Kishore Mehta and Deepak Doshi. Ash Shah started his entrepreneurial venture in the field of Plastic Films, Paper and Packaging products in 1994 by establishing a business named “Impex Global, LLC.Mr. Shah has been a management consultant / Board Member / investor in various sectors- Industrial, Packaging, Retail, Energy, Distribution, Technology, Healthcare, Plastics andReal Estate (both Residential and Commercial) to help smaller and medium size companiesgrow - either in terms of recapitalization, Merger & Acquisition or an Exit to a strategicbuyer / private equity. Ash has been investing in commercial real estate for several yearsnow. Manish Jain serves as a principal and managing partner at Next. Manish brings 20years of experience as a successful entrepreneur and is an active private investor. Beforeco-founding Next, Manish was president at Infomatika, Inc, an IT services company whichhe founded in 1997, and exited from in 2016. In 2009, he started investing in commercialreal estate which included acquiring and building commercial real estate assets in theHouston area. 14

| Offering Memorandum Tri Consulting Group (“TCG”) is a Houston-based real estate consulting firm with a combined experience of over 40 years in acquisitions, property and asset management, development, renovations and debt sourcing in the multifamily industry. TCG was formed in early 2017 with the goal of assisting groups and individuals in investing, managing and adding value to multifamily assets. The group is headed by Rajib Batabyal who has been in the multifamily business since 1993. He is supported by Ishaan Aggarwal in initial and ongoing analysis of acquisitions and owned assets as well as Paul Patel who specializes in property and asset management.Rajib Batabyal has been involved in Houston real estate through financing, acquisitionand management for 25 years. From 1993 to 2008 he was the Vice President of BusinessDevelopment and Analysis for TTSF Properties where his tasks ranged from the beginningof the process to the end. He was involved in continuous market analysis, financial analysisprior to and during the projects, acquisition, financial planning and operation and reporting.From there he became the Director of Property Management for ITC Managementwhere he spent seven years presiding over the management of a seven-asset portfolioconsisting of 1,376 units. From there he became the Vice President of Operations at KaryaProperty Management where he was responsible for the operating of over 8,000 unitsacross 28 properties before leaving to start Tri Consulting Group. Rajib brings a varietyof experience and skills (including managing properties in the vicinity of Madison Parksince 2003) to this partnership that will help to understand the residents’ needs as wellas proper management of the property. He is managing principal at Monument PropertyManagement, where he is responsible for the strategic planning for the company. 15

| Offering MemorandumIshaan Aggarwal comes from a business background and brings in severalyears of experience in managing businesses. He is a graduate of HoustonBaptist University. He started off with retail, healthcare & International trading.However, he eventually found his passion in multifamily management andacquisition. He initially developed his experience and knowledge in operationsand analysis as an executive financial manager at AHM Services where hewas responsible with managing the firm’s budget and closely tracking markettrends to keep the company out front of competitors. He then joined AllianceIndustries as a VP of Operations and Marketing. At Alliance Industries, he wasresponsible for managing the company’s operations as well as new clientacquisition. Ishaan later decided to go into the multifamily business throughhis own platform and is the Executive Director and founder of Tri ConsultingGroup where he is responsible for acquisitions, due diligence, and assetmanagement. He is a managing principal at Monument Property Management,where he supervises and oversees day to day operations.Paul Patel has approximately 7 years of experience in the real estate industrythroughout the greater Houston area. He started his career as a managerof a privately owned Red Roof Inn where he was responsible for increasingrevenue by $400k in his first two years through efficient management andeffective budget controls. In 2010, he worked at Thicket Apartments as thecommunity manager and bookkeeper where he started to become familiarwith what it takes to successfully manage a multifamily community andkeep within budget. From the beginning of 2011 until joining Tri ConsultingGroup, he served as the regional manager, overseeing a three-apartmentportfolio i n the Houston area. In his time there, despite the downturn Houstonexperienced, he was able to implement efficiency into the operations of thecommunities, resulting in an overall 17% reduction in operational expensesand an average of 8% rent increase. His knowledge of how to efficiently run aproperty and maintain a budget will be paramount to the overall success ofthe group. He is managing a principal at Monument Property Management,where he is responsible for day to day operations of the properties. 16

| Offering MemorandumIshaan Aggarwal comes from a business background and brings in several years of experiencein managing businesses. He is a graduate of Houston Baptist University. He started off withretail, healthcare & International trading. However, he eventually found his passion in multifamilymanagement and acquisition. He initially developed his experience and knowledge in operationsand analysis as an executive financial manager at AHM Services where he was responsible withmanaging the firm’s budget and closely tracking market trends to keep the company out front ofcompetitors. He then joined Alliance Industries as a VP of Operations and Marketing. At AllianceIndustries, he was responsible for managing the company’s operations as well as new clientacquisition. Ishaan later decided to go into the multifamily business through his own platformand is the Executive Director and founder of Tri Consulting Group where he is responsible foracquisitions, due diligence, and asset management. He is a managing principal at MonumentProperty Management, where he supervises and oversees day to day operations.Paul Patel has approximately 7 years of experience in the real estate industry throughout thegreater Houston area. He started his career as a manager of a privately owned Red Roof Innwhere he was responsible for increasing revenue by $400k in his first two years through efficientmanagement and effective budget controls. In 2010, he worked at Thicket Apartments as thecommunity manager and bookkeeper where he started to become familiar with what it takesto successfully manage a multifamily community and keep within budget. From the beginningof 2011 until joining Tri Consulting Group, he served as the regional manager, overseeing athree-apartment portfolio i n the Houston area. In his time there, despite the downturn Houstonexperienced, he was able to implement efficiency into the operations of the communities,resulting in an overall 17% reduction in operational expenses and an average of 8% rent increase.His knowledge of how to efficiently run a property and maintain a budget will be paramount tothe overall success of the group. He is managing a principal at Monument Property Management,where he is responsible for day to day operations of the properties. 17

| Offering Memorandum The picture below illustrate the Property’s location relative to Houston MSA and Key demand drivers18

| Offering MemorandumRehab BudgetEXTERIOR REHAB INTERIOR REHABSignage $23,900 Kitchen and Bathroom $150,000Fence $6,000 Flooring $244,000Parking Lot $88,500 Drywall $20,000Office $7,000 Appliances $234,800Common Area $43,000 Paint $32,000Landscaping $10,000 Trim and Doors $25,000Misc. $219,200 Hardware Blinds $108,000Total Exterior $397,600 Misc $0 Labor $80,000 tax $83,600 Total Interior $977,400 Total Exterior & Interior $1,375,000 19

| Offering Memorandum Vintage Financial ProjectionsFiscal Year Trailing 12 8/1/2018 8/1/2019 8/1/2020 8/1/2021 8/1/2022Starting Months 8/1/2019 8/1/2020 8/1/2021 8/1/2022 8/1/2023Year Ending 6/30/2018          Rental Revenue   $3,636,120 $3,745,204 $3,857,560 $3,973,286 $4,092,485GROSS $274,568 $219,654 $153,758POTENTIAL $3,454,320 $3,361,552 $3,525,550 $3,703,802 $92,255 $55,353 $3,881,031 $4,037,132LOSS TO LEASE $414,518 $33,616 $35,255 $37,038 $38,810 $40,371GROSS $3,039,802SCHEDULED $30,398OTHER INCOMEVACANCY LOSS $273,582 $254,528 $224,712 $231,454 $238,397 $286,474 $264,000 $330,000 $412,500 $453,750 $499,125 $514,099RUBS Income $60,796 $67,231 $70,511 $74,076 $77,621 $80,743 $60,796 $67,231 $70,511 $74,076 $77,621 $80,743CONCESSIONS $2,939,026 $3,336,178 $3,607,571 $3,814,984 $4,025,327 $4,143,642BAD DEBTNET RENTALINCOME20

| Offering MemorandumVintage FinancialProjections...cont.   T-12 9/15/2019 9/15/2020 9/15/2021 9/15/2022 9/15/2023ADMINISTRATION $21,900 $22,557 $22,895 $23,239 $23,587 $23,941 ADVERT $5,840 $5,898 $5,957 $6,017 $6,077 $6,138 PAYROLL $240,900 $243,309 $245,742 $248,200 $250,682 $253,188 $73,000 $73,730 $74,467 $75,212 $75,964 $76,724 R&M $54,560 $55,106 $55,657CONTRACT $54,020 $471,872 $476,591 $481,357 $56,213 $56,776 SERVICES $467,200 $455,000 $477,750 $501,638 $486,170 $491,032 UTILITIES $321,200 $110,595 $111,701 $112,818 $526,719 $542,521REAL TAXES $109,500 $58,984 $59,574 $60,170 $113,946 $115,086 $58,400 $100,085 $108,227 $114,450 $60,771 $61,379INSURANCE $120,760 $124,309 REPL RESPROPERTY MGMT $88,171OPERATING COST $1,440,131 $1,596,591 $1,638,010 $1,678,756 $1,720,891 $1,751,093PER UNIT COST $4,931.96 $5,467.78 $5,609.62 $5,749.16 $5,893.46 $5,996.89 NOI $1,498,895 $1,739,586 $1,969,560 $2,136,229 $2,304,438 $2,392,550 21

| Offering Memorandum Investment Summary The upgraded units have proven and established upside on rents and a new owner could continue the upgrades. This property has many long-term tenants(heritage residents) paying rents well below market, which sponsor plans to capitalize on post-acquisition. The Sponsor plans to continue the interior renovation program while adding a few additional items to the package with the goal of achieving higher rents than the current renovation package is earning. Sponsor and its affiliates plan of action at the property, post-acquisition:- Property Exterior:- Replace all lighting and Repair any damaged concrete walkways Update the pool areas with new furniture Update the fascia and gutters surrounding the tops of the buildings and add additional signage through out the property Fix the fencing that surrounds the property and update the parking lot Nice Landscaping and fix some of the roofs. Property Interior:- Update the leasing office with new design, furniture and touch ups Rehab the un-renovated units and updated the rehabbed units. These improvements will help to bolster the ‘curb appeal’ of the Property and provide additional comfort for the families that occupy the community.22

| Offering MemorandumInvestment SummaryCAPITALIZATION SNAPSHOT $25,000,000 Price Per UnitTransaction Costs $1,643,550 $85,616.44Purchase Price $1,375,000 $5,628.59Closing Costs $4,708.90Rehab/Renovations Costs $28,018,550 $95,953.93Total Projects CostsDebt Structure $21,300,000 $72,945.21Loan Amount 30 yearsAmortization 7 year % Total CostTerm 76%Capital Stack $21,300,000 24%Senior Loan $6,718,550Equity+Mezzanine 100%Total Capital Required $28,018,550 23