Form D Healthcare Hospitality Ii Dst

Notice of Exempt Offering of Securities, item 06b

Published: 2019-10-15 13:15:30
Submitted: 2019-10-15
Period Ending In: 2019-10-15
primary_doc.html


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SEC FORM D

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001790593
   Corporation
   Limited Partnership
   Limited Liability Company
   General Partnership
X Business Trust
   Other (Specify)

Name of Issuer
Healthcare Hospitality II DST
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
   Over Five Years Ago
X Within Last Five Years (Specify Year) 2019
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Healthcare Hospitality II DST
Street Address 1 Street Address 2
2901 BUTTERFIELD RD
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
OAK BROOK ILLINOIS 60523 8886711031

3. Related Persons

Last Name First Name Middle Name
Inland Private Capital Corporation n/a
Street Address 1 Street Address 2
2901 Butterfield Rd
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Sponsor of the Signatory Trustee of the Issuer
Last Name First Name Middle Name
Healthcare Hospitality II Exchange, L.L.C. n/a
Street Address 1 Street Address 2
2901 Butterfield Rd
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Signatory Trustee of the Issuer
Last Name First Name Middle Name
Healthcare Hospitality II, L.L.C. n/a
Street Address 1 Street Address 2
2901 Butterfield Rd
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Depositor of the Issuer
Last Name First Name Middle Name
Lampi Keith D.
Street Address 1 Street Address 2
2901 Butterfield Rd
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

President of Inland Private Capital Corporation, the Member of Healthcare Hospitality II Exchange, L.L.C., the Signatory Trustee of Issuer.

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
   Insurance
   Investing
   Investment Banking
   Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes    No
   Other Banking & Financial Services
   Business Services
Energy
   Coal Mining
   Electric Utilities
   Energy Conservation
   Environmental Services
   Oil & Gas
   Other Energy
Banking & Financial Services
   Biotechnology
   Health Insurance
   Hospitals & Physicians
   Pharmaceuticals
   Other Health Care
   Manufacturing
Banking & Financial Services
   Commercial
   Construction
   REITS & Finance
   Residential
X Other Real Estate
Retailing
Restaurants
Banking & Financial Services
   Computers
   Telecommunications
   Other Technology
Banking & Financial Services
   Airlines & Airports
   Lodging & Conventions
   Tourism & Travel Services
   Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
   No Revenues    No Aggregate Net Asset Value
   $1 - $1,000,000    $1 - $5,000,000
   $1,000,001 - $5,000,000    $5,000,001 - $25,000,000
   $5,000,001 - $25,000,000    $25,000,001 - $50,000,000
   $25,000,001 - $100,000,000    $50,000,001 - $100,000,000
   Over $100,000,000    Over $100,000,000
X Decline to Disclose    Decline to Disclose
   Not Applicable    Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

   Rule 504(b)(1) (not (i), (ii) or (iii))
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
X Rule 506(b)
   Rule 506(c)
   Securities Act Section 4(a)(5)
   Investment Company Act Section 3(c)
   Section 3(c)(1)    Section 3(c)(9)  
   Section 3(c)(2)    Section 3(c)(10)
   Section 3(c)(3)    Section 3(c)(11)
   Section 3(c)(4)    Section 3(c)(12)
   Section 3(c)(5)    Section 3(c)(13)
   Section 3(c)(6)    Section 3(c)(14)
   Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2019-09-20    First Sale Yet to Occur
   Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
   Yes X No

9. Type(s) of Securities Offered (select all that apply)

   Equity    Pooled Investment Fund Interests
   Debt    Tenant-in-Common Securities
   Option, Warrant or Other Right to Acquire Another Security    Mineral Property Securities
   Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security X Other (describe)
Beneficial interests in a Delaware Statutory Trust reflecting beneficial interests in real estate.

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
   Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $25,000 USD

12. Sales Compensation

Recipient
Recipient CRD Number    None
Arkadio Capital 282710
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
309 East Paces Ferry Rd
City State/Province/Country ZIP/Postal Code
Atlanta GEORGIA 30305
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
   Foreign/non-US
GEORGIA

Recipient
Recipient CRD Number    None
Concorde Investment Services, LLC 151604
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
19500 Victor Parkway Suite 550
City State/Province/Country ZIP/Postal Code
Livonia MICHIGAN 48152
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
WealthForge Securities LLC 152550
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
3015 W. Moore St Suite 102
City State/Province/Country ZIP/Postal Code
Richmond VIRGINIA 23230
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
Investacorp, Inc 7684
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
4400 Biscayne Blvd 11th Floor
City State/Province/Country ZIP/Postal Code
Miami FLORIDA 33137
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
Westpark Capital Inc 39914
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
1900 Avenue of the Stars Suite 310
City State/Province/Country ZIP/Postal Code
Los Angeles CALIFORNIA 90067
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
RCX Capital Group LLC 114290
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
2002 Timberloch Place Suite 200
City State/Province/Country ZIP/Postal Code
The Woodlands TEXAS 77380
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
Investment Planners, Inc. 18557
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
226 W. El Dorado St
City State/Province/Country ZIP/Postal Code
Decatur ILLINOIS 62522
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

Recipient
Recipient CRD Number    None
Sigma Financial Corporation 14303
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
300 Parkland Plaza
City State/Province/Country ZIP/Postal Code
Ann Arbor MICHIGAN 48103
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
   Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $18,114,363 USD
or    Indefinite
Total Amount Sold $8,086,400 USD
Total Remaining to be Sold $10,027,963 USD
or    Indefinite

Clarification of Response (if Necessary):

14. Investors

  
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
21

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $905,718 USD
X Estimate
Finders' Fees $0 USD
   Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$1,373,007 USD
X Estimate

Clarification of Response (if Necessary):

Estimate of certain fees, including the Dealer Fee, Placement Agent Fee, Acquisition Fee, and offering and organizational expenses that may accrue to one or more Related Persons.

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
Healthcare Hospitality II DST Keith D. Lampi Keith D. Lampi President of the Sole Member of the Signatory Trustee of Iss 2019-10-15

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.


primary_doc.xml
Schema Version:
X0708
Submission Type:
D
Test Or Live:
LIVE

Primary Issuer

Cik
0001790593
Entity Name
Healthcare Hospitality II DST

Issuer Address

Street1
2901 BUTTERFIELD RD
City
OAK BROOK
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
60523
Issuer Phone Number
8886711031
Jurisdiction Of Inc
DELAWARE
Issuer Previous Name List
None
Edgar Previous Name List
None
Entity Type
Business Trust

Year Of Inc

Within Five Years
true
Value
2019

Related Person Info

Related Person Name

First Name
n/a
Last Name
Inland Private Capital Corporation

Related Person Address

Street1
2901 Butterfield Rd
City
Oak Brook
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
60523
Related Person Relationship List Relationship
Promoter
Relationship Clarification
Sponsor of the Signatory Trustee of the Issuer

Related Person Name

First Name
n/a
Last Name
Healthcare Hospitality II Exchange, L.L.C.

Related Person Address

Street1
2901 Butterfield Rd
City
Oak Brook
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
60523
Related Person Relationship List Relationship
Promoter
Relationship Clarification
Signatory Trustee of the Issuer

Related Person Name

First Name
n/a
Last Name
Healthcare Hospitality II, L.L.C.

Related Person Address

Street1
2901 Butterfield Rd
City
Oak Brook
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
60523
Related Person Relationship List Relationship
Promoter
Relationship Clarification
Depositor of the Issuer

Related Person Name

First Name
Keith
Middle Name
D.
Last Name
Lampi

Related Person Address

Street1
2901 Butterfield Rd
City
Oak Brook
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
60523
Related Person Relationship List Relationship
Executive Officer
Relationship Clarification
President of Inland Private Capital Corporation, the Member of Healthcare Hospitality II Exchange, L.L.C., the Signatory Trustee of Issuer.

Offering Data

Industry Group Industry Group Type
Other Real Estate
Issuer Size Revenue Range
Decline to Disclose
Federal Exemptions Exclusions Item
06b

Type Of Filing

New Or Amendment Is Amendment
false
Date Of First Sale
2019-09-20
Duration Of Offering More Than One Year
false

Types Of Securities Offered

Is Other Type
true
Description Of Other Type
Beneficial interests in a Delaware Statutory Trust reflecting beneficial interests in real estate.

Business Combination Transaction

Is Business Combination Transaction
false
Minimum Investment Accepted
25000

Recipient

Recipient Name
Arkadio Capital
Recipient C R D Number
282710
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
309 East Paces Ferry Rd
City
Atlanta
State Or Country
GA
State Or Country Description
GEORGIA
Zip Code
30305

States Of Solicitation List

State
GA
Description
GEORGIA
Foreign Solicitation
false
Recipient Name
Concorde Investment Services, LLC
Recipient C R D Number
151604
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
19500 Victor Parkway
Street2
Suite 550
City
Livonia
State Or Country
MI
State Or Country Description
MICHIGAN
Zip Code
48152
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
WealthForge Securities LLC
Recipient C R D Number
152550
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
3015 W. Moore St
Street2
Suite 102
City
Richmond
State Or Country
VA
State Or Country Description
VIRGINIA
Zip Code
23230
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
Investacorp, Inc
Recipient C R D Number
7684
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
4400 Biscayne Blvd
Street2
11th Floor
City
Miami
State Or Country
FL
State Or Country Description
FLORIDA
Zip Code
33137
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
Westpark Capital Inc
Recipient C R D Number
39914
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
1900 Avenue of the Stars
Street2
Suite 310
City
Los Angeles
State Or Country
CA
State Or Country Description
CALIFORNIA
Zip Code
90067
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
RCX Capital Group LLC
Recipient C R D Number
114290
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
2002 Timberloch Place
Street2
Suite 200
City
The Woodlands
State Or Country
TX
State Or Country Description
TEXAS
Zip Code
77380
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
Investment Planners, Inc.
Recipient C R D Number
18557
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
226 W. El Dorado St
City
Decatur
State Or Country
IL
State Or Country Description
ILLINOIS
Zip Code
62522
States Of Solicitation List
All States
Foreign Solicitation
false
Recipient Name
Sigma Financial Corporation
Recipient C R D Number
14303
Associated B D Name
None
Associated B D C R D Number
None

Recipient Address

Street1
300 Parkland Plaza
City
Ann Arbor
State Or Country
MI
State Or Country Description
MICHIGAN
Zip Code
48103
States Of Solicitation List
All States
Foreign Solicitation
false

Offering Sales Amounts

Total Offering Amount
18114363
Total Amount Sold
8086400
Total Remaining
10027963

Investors

Has Non Accredited Investors
false
Total Number Already Invested
21

Sales Commissions Finders Fees

Sales Commissions

Dollar Amount
905718
Is Estimate
true
Finders Fees Dollar Amount
0

Use Of Proceeds

Gross Proceeds Used

Dollar Amount
1373007
Is Estimate
true
Clarification Of Response
Estimate of certain fees, including the Dealer Fee, Placement Agent Fee, Acquisition Fee, and offering and organizational expenses that may accrue to one or more Related Persons.

Signature Block

Authorized Representative
false

Signature

Issuer Name
Healthcare Hospitality II DST
Signature Name
Keith D. Lampi
Name Of Signer
Keith D. Lampi
Signature Title
President of the Sole Member of the Signatory Trustee of Iss
Signature Date
2019-10-15
Additional Files
FileSequenceDescriptionTypeSize
0001790593-19-000002.txt   Complete submission text file   16049

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