JLLX Industrial Portfolio, DST Overview
JLLX Industrial Portfolio, DST is a Regulation D, Rule 506(b) private placement offering beneficial interests in a newly formed Delaware statutory trust that owns a diversified, fully leased portfolio of five industrial buildings totaling approximately 1,406,034 rentable square feet across four major U.S. markets. The Trust holds two adjacent buildings in Fremont, California (Northport I and Northport II, roughly 237,312 square feet leased to subsidiaries of Quanta Computer Inc., a Fortune Global 500 electronics manufacturer), a 104,742-square-foot building in Chandler, Arizona leased to Stryker Corporation (NYSE: SYK), a 458,640-square-foot building in Jefferson, Georgia (a northeast submarket of Atlanta) leased to Factory Direct Wholesale, LLC, and a 605,340-square-foot distribution facility in Whitestown, Indiana (outside Indianapolis) leased to Daimler Trucks North America LLC, a subsidiary of Daimler Truck Holding AG. Every property is 100% leased under long-term net leases, and the portfolio is master leased on an absolute-net basis to a sponsor affiliate whose obligations are guaranteed by the JLLIPT operating partnership. The offering is sponsored by JLL Exchange TRS, LLC, a taxable REIT subsidiary of JLL Income Property Trust ("JLLIPT"), and the Trust is managed by LaSalle Investment Management, Inc. The maximum offering is $253,383,866 of equity, representing 100% of the Trust, with a $500,000 (0.19733%) minimum investment. Distinctively, the properties carry no permanent debt. The structure is designed for accredited investors completing a Section 1031 like-kind exchange who seek passive, professionally managed industrial real estate producing current quarterly income, with a potential future exchange into JLLIPT operating partnership units through the sponsor's fair-market-value (FMV) Option.
Highlights
The portfolio is deliberately spread across four of the nation's most active industrial and logistics markets, reducing dependence on any single regional economy. The two California buildings sit within the Silicon Valley/Fremont industrial market, home to more than 50 million square feet of space and served by the Port of Oakland; the memorandum cites record Silicon Valley asking rents of $1.67 psf as of Q4 2025 and constrained new supply. The Arizona building is in Chandler, a southeast Phoenix submarket where 2025 leasing reached its third-highest level since 2000 and vacancy fell 90 bps to 12.4%. The Georgia building sits in Jefferson, part of metro Atlanta, one of the country's premier distribution hubs anchored by Hartsfield-Jackson, I-75/I-85/I-20 and the Port of Savannah, with year-end 2025 vacancy of 8.0%. The Indiana building is in Whitestown, outside Indianapolis, a crossroads logistics market (I-65/I-70/I-69/I-74 and FedEx's second-largest hub) where vacancy tightened to 8.2% in Q4 2025. Each market showed falling vacancy and limited new construction heading into 2026.
The real estate is institutional-quality and, critically, 100% occupied at acquisition under long-term net leases to substantial operators. The Indiana facility (605,340 sf, built 2023) is leased to Daimler Trucks North America LLC, a subsidiary of Daimler Truck Holding AG, through July 31, 2033 with three five-year renewal options; the Indiana tenant represented roughly 53% of Daimler's 2025 adjusted EBIT. The Arizona building (104,742 sf, built 2022) is leased to Stryker Corporation (NYSE: SYK), a global medical-technology leader, through December 31, 2032 with two renewal options. The two Fremont buildings (237,312 sf) are leased to subsidiaries of Quanta Computer Inc., a Fortune Global 500 manufacturer, and used for advanced manufacturing, with terms to January 31, 2032; sponsor affiliates have owned these assets since 2019 at 100% occupancy. The Georgia building (458,640 sf, built 2016) is leased to Factory Direct Wholesale, LLC through May 2029, with roughly 160,000 sf subleased to Advance Tuning LLC. Newer construction, staggered expirations and net-lease structures limit near-term operating burden on the Trust.
The offering's most differentiated feature is its capital structure: the five properties are owned free and clear, with no permanent debt encumbering any asset, and the Trust Agreement prohibits the Manager from placing new financing on the portfolio. This eliminates refinancing, balloon-maturity and lender-foreclosure risk entirely and removes the interest-rate sensitivity that burdens leveraged DSTs. The Trust acquired the portfolio for a total Acquisition Purchase Price of $219,250,000 (Indiana $60,250,000; the California buildings $85,300,000; the Georgia building $51,400,000; and the Arizona building $22,300,000). Against the $253,383,866 maximum equity raise, roughly 86.53% funds the real estate and about 5.82% ($14,750,000) funds a Supplemental Trust Reserve controlled by the Trust to cover Landlord Costs, capital repairs and potential future leasing commissions. Because there is no loan to service, essentially all net rent under the absolute-net Master Lease (Year 1 base rent of $11,538,346, escalating to $13,721,111 by Year 5) is available to support quarterly distributions rather than debt payments, and 1031 investors face no loan-assumption or lender-approval conditions.
The offering is sponsored by JLL Exchange TRS, LLC, a taxable REIT subsidiary of JLL Income Property Trust, Inc. ("JLLIPT"), which is externally advised by LaSalle Investment Management, Inc. LaSalle is a global real estate investment manager and also serves as the Trust's Manager, while LaSalle Investment Management Distributors, LLC acts as Dealer Manager. As of March 31, 2026, JLLIPT owned interests in 139 properties plus 2,430 single-family rental homes across 29 states, with a fair market value of approximately $6.8 billion. The sponsor's leadership is long-tenured, including CEO and President C. Allan Swaringen (with the platform since inception in 2004) and CFO Gregory A. Falk. The memorandum discloses an extensive prior-performance record of more than 20 JLLX Delaware statutory trust programs; numerous prior programs completed a full cycle and were acquired by JLLIPT through the FMV Option, with average annual cash returns generally in the mid-3% to low-5% range and holding periods of roughly 15 to 47 months. As the memorandum cautions, past performance is not indicative of future results and reported total returns are aggregate, net-of-fee figures that not every investor realized.
The Interests are structured to qualify as replacement property for a Section 1031 like-kind exchange (and may also be used under Section 1033), allowing investors to defer capital gains while reallocating into professionally managed industrial real estate. Tax counsel DLA Piper LLP has delivered an opinion that the Trust should be treated as an investment (grantor) trust, that Beneficial Owners should be treated as owning an undivided fractional interest in each property, that the Interests should not be treated as securities or partnership interests for Section 1031 purposes, and that the Master Lease should be respected as a true lease. Investors receive a pass-through share of income and depreciation. The offering also provides a potential future exit through the sponsor's FMV Option: the Operating Partnership may (at its sole discretion, after investors have held for at least two years) acquire the Interests, or a pro-rata interest in one or more properties, in exchange for JLLIPT operating partnership units (a 721-style UPREIT-type transaction) or cash. Those OP units are exchangeable into JLLIPT common stock. The sponsor's track record shows this FMV exit has been exercised repeatedly across prior JLLX programs, though it is never guaranteed.
Analysis of JLLX Industrial Portfolio, DST
Insights
For a 1031 exchanger, JLLX Industrial Portfolio, DST is best understood as a lower-volatility, income-and-preservation vehicle rather than a high-yield or value-add play, and its defining variable is the absence of debt. Because the five buildings are unleveraged, the return profile is driven almost entirely by net rent and eventual disposition value, not by financial engineering: there is no amortization, no balloon and no interest-rate reset to magnify either gains or losses. That materially lowers the risk of a capital-impairing event but also caps current cash yield - Year 1 base rent of $11,538,346 on a $253,383,866 raise implies a mid-single-digit gross figure before the roughly 7.30%-8.00% upfront load and ongoing fees, consistent with the mid-3% to low-5% average cash returns the sponsor reports on prior (mostly leveraged) JLLX programs. Investors trading out of leveraged relinquished property should note they may need additional cash to satisfy the equal-or-greater-value 1031 requirement, and with five properties the three-property identification rule is unavailable. What to watch: first, tenant credit and renewal risk is the real engine here - Daimler (to 2033) and Stryker (to 2032) are strong, investment-grade-type anchors, but Factory Direct Wholesale is a privately held tenant on a lease expiring in 2029, and the Advance Tuning sublease rolls in 2027, so the Georgia asset carries the portfolio's nearest-term re-leasing risk and the reserve has been sized partly to cover its potential leasing commissions. Second, occupancy and net rental rates must hold to the forecast; the Master Tenant is a shell whose performance rests on the JLLIPT Guaranty, so an investor is really underwriting JLLIPT's operating partnership as much as the buildings. Third, the exit is a genuine differentiator but also a dependency: the FMV Option has historically converted many JLLX trusts into JLLIPT OP units, offering a potential UPREIT-style path to diversification and deferral, yet it is exercisable solely at the Operating Partnership's discretion, could be exercised when values are below cost, delivers OP units that are themselves illiquid and un-appraised, and would end an investor's ability to do a further individual 1031. Fourth, the upfront load means the initial fair market value of the Interests is below the amount invested, so this suits patient capital prioritizing tax deferral and a durable, guaranteed income stream over liquidity or near-term appreciation. Compared with a single-tenant, higher-leverage net-lease DST, this program offers more diversification and far less balance-sheet risk in exchange for a modest current yield and heavy reliance on one sponsor's platform and its FMV exit.
Advantages
This offering pairs a recognized institutional sponsor with a genuinely diversified, fully occupied industrial portfolio. Key advantages specific to this deal include: (1) No leverage - the five properties are owned free and clear, so there is no refinancing, balloon-maturity, interest-rate or lender-foreclosure risk, and the Trust Agreement bars new borrowing. (2) Four-market, five-building diversification (Fremont CA, Chandler AZ, Jefferson GA, Whitestown IN) totaling about 1,406,034 sf, reducing single-asset and single-market concentration relative to a one-tenant DST. (3) 100% occupancy at acquisition under long-term net leases with staggered expirations from 2029 to 2033, and largely newer construction (Arizona 2022, Indiana 2023, Georgia 2016). (4) Substantial, name-brand end tenants including Daimler Trucks North America, Stryker (NYSE: SYK) and subsidiaries of Fortune Global 500 manufacturer Quanta. (5) An absolute-net Master Lease guaranteed by the JLLIPT operating partnership, so distributions are backstopped by the credit of the broader JLLIPT platform (139 properties and about $6.8 billion in value). (6) A $14,750,000 Supplemental Trust Reserve sized to exceed the roughly $11,560,006 of ten-year capital needs estimated by the property condition reports. (7) 1031/1033 eligibility with a supportive DLA Piper tax opinion, plus a potential UPREIT-style exit into JLLIPT units through the FMV Option, a path the sponsor has executed on repeatedly in prior programs.
Concerns
The Interests are speculative, illiquid and appropriate only for investors who can bear a total loss. Specific risks disclosed in the memorandum include: (1) No liquidity or public market, an indefinite hold (the Trust intends to hold at least two years), and no ability to resell except under securities-law exemptions. (2) No control or voting rights - Beneficial Owners cannot participate in management, leasing, financing or the timing of any sale; DST 'seven deadly sins' restrictions under Revenue Ruling 2004-86 apply. (3) Reliance on a newly formed, thinly capitalized sponsor-affiliated Master Tenant; investors ultimately depend on the Operating Partnership Guaranty, i.e., the credit of JLLIPT, and on continued tenant performance. (4) Tenant and single-tenant concentration - each building is 100% leased to one primary tenant, so a default or non-renewal is binary; Factory Direct Wholesale is privately held with a lease expiring May 2029 (within the likely hold), and the Advance Tuning sublease expires in 2027, creating re-leasing and leasing-commission risk. (5) A meaningful upfront load - selling commissions of 5.00%, a 1.00% dealer manager fee and 1.00% placement fee, plus organization/offering and closing costs (about 7.30% of equity, and up to 8.00% per the risk factors), which depresses initial resale/FMV value below the purchase price, together with ongoing management (0.15%) and investor servicing (0.25%) fees and a 1.0% disposition fee. (6) Distributions are not guaranteed and could be reduced if reserves prove inadequate, potentially forcing a taxable Transfer Distribution to a Springing LLC. (7) Tax risk - amounts funding the reserve (about $29,106 per interest) and offering costs may be treated as taxable 'boot,' and the FMV Option, if exercised, could be at a value below cost, is outside investor control, delivers un-appraised OP units, and may trigger multi-state filings. (8) Property-specific issues include tax-increment-financing (TIF) bond exposure on the Indiana Property, legally nonconforming zoning and older (average 33-year-old) California buildings, and global-tenant exposure to tariffs and trade policy.
JLLX Industrial Portfolio, DST — Complete Offering Data
Offering & Structure
Investment NameJLLX Industrial Portfolio, DST
SponsorJLL
StructureDelaware Statutory Trust (DST)
Offering Type506(b)
StatusRejected
Last Updated2026-07-13
Size & Availability
Total Offering$253,383,866
Equity$253,383,866
DebtAll-Cash
Available Equity$253,383,866 (100% of equity)
Minimum Investment$500,000
Total Load7.65%
Initial Reserves5.82%
Property
Property TypeIndustrial
StrategyCore
LocationAZ, CA, GA, IN
Market TierTier 1
Income & Projections
Average Yield4.38%
Projected Yields (Y1–Y10)Y1 4.11% · Y2 4.19% · Y3 4.28% · Y4 4.38% · Y5 4.96%
Tax-Adjusted Yield10.95%
Cap Rate Equivalent6.69%
Year 1 NOI$11,538,346
Y1 Payout Ratio1.11
Financing
In-Place LTV0.00% LTV
Exit
Estimated Hold Period5 years
721 Exchange ExitMandatory
Benchmarks (vs sector median)
Avg. Income4.38% vs 5.33% market — Below Average
Growth20.68% vs 15.09% market — Above Average
Peak4.96% vs 5.80% market — Below Average
Every data point Baker 1031 tracks for this offering, in one place. Figures are drawn from the offering’s private placement memorandum and sponsor materials unless noted, are summaries for convenience only, and are qualified in their entirety by the PPM. Tap the ⓘ icon next to any label for what it means and how it is calculated.
